Cudahy City Council
October 1, 2024

AGENDA

A REGULAR MEETING

OF THE CUDAHY CITY COUNCIL
and JOINT MEETING of the
CITY OF CUDAHY AS SUCCESSOR AGENCY and HOUSING SUCCESSOR AGENCY

TO THE CUDAHY DEVELOPMENT COMMISSION
Tuesday, October 1, 2024 – 6:30 P.M.

Written materials distributed to the City Council within 72 hours of the City Council meeting shall be available for public inspection at www.cityofcudahy.com In compliance with the Americans with Disabilities Act (ADA) if you need special assistance to participate in this meeting, you should contact the City Clerk’s Office at (323) 773-5143 at least 72 hours in advance of the meeting.

Rules of Decorum
Under the Government Code, the City Council may regulate disruptive behavior that impedes the City Council Meeting.

Disruptive conduct may include, but is not limited to:
• Screaming or yelling during another audience member’s public comments period; • Profane language directed at individuals in the meeting room; • Throwing objects at other individuals in the meeting room; • Verbal altercations with other individuals in the meeting room; and • Going beyond the allotted three-minute public comment period granted.

When a person’s or group’s conduct disrupts the meeting, the Mayor or presiding officer will request that the person or group stop the disruptive behavior and WARN the person or group that they will be asked to leave the meeting room if the behavior continues.

If the person or group refuses to stop the disruptive behavior, the Mayor or presiding officer may order the person or group to leave the meeting room and may request that those persons be escorted from the meeting room. Any person who, without authority of law, willfully disturbs or breaks up a City Council meeting is guilty of a misdemeanor. (Pen. Code, § 403.)
Jose R. Gonzalez, Mayor
Elizabeth Alcantar, Vice Mayor
Martin U. Fuentes, Council Member
Cynthia Gonzalez, Council Member
Daisy Lomelí, Council Member
This meeting will be conducted in
person.

Clara Street Park
Turner Hall
4835 Clara Street
Cudahy, CA 90201

City of Cudahy
City Council and Successor Agency
Regular Meeting Agenda
October 1, 2024, at 6:30 P.M.

1. CALL TO ORDER

2. ROLL CALL
Council / Agency Member Fuentes
Council / Agency Member Gonzalez
Council / Agency Member Lomelí
Vice Mayor / Vice Chair Alcantar
Mayor / Chair Gonzalez

3. APPROVAL OF AGENDA

4. PLEDGE OF ALLEGIANCE

5. LAND ACKNOWLEDGMENT
We would like to acknowledge that the land we inhabit today was once known as Tovangaar, the home of the Gabrieleño-Tongva people. We show our respects to the Gabrieleño-Tongva people, as well as all Indigenous people, past, present, and future, and honor their labor as original caretakers of this land. We commit to uplifting the Gabrieleño-Tongva people, invite you to acknowledge the history, and join us in caring for this land.

6. PRESENTATIONS
A. Proclamation - College Awareness Month
B. Proclamation - Domestic Violence Awareness Month
C. City Attorney Annual Update

7. PUBLIC COMMENTS
(Each member of the public may provide a public comment, all participants who wish to make a public comment must submit a comment card. Only speakers that submit a comment card within the first 20 minutes of the meeting will be permitted to speak. Members of the public are permitted to speak for three (3) minutes.)
(Any person who, without authority of law, willfully disturbs or breaks up a City Council meeting is guilty of a misdemeanor. (Pen. Code, § 403).)

City of Cudahy
City Council and Successor Agency
Regular Meeting Agenda
October 1, 2024, at 6:30 P.M.

8. CITY COUNCIL COMMENTS / REQUESTS FOR AGENDA ITEMS (Each Council Member is limited to three minutes.)
(This is the time for the City Council / Agency to comment on any topics related to “City Business,” including announcements, reflections on city / regional events, response to public comments, suggested discussion topics for future council meetings, general concerns about particular city matters, questions to the staff, and directives to the staff (subject to approval / consent of the City Council majority members present, regarding staff directives). Each Council / Agency Member will be allowed to speak for a period not to exceed three (3) minutes. Notwithstanding the foregoing, the City Council Members shall not use this comment period for serial discussions or debate between members on City business matters not properly agendized. The City Attorney shall be responsible for regulating this aspect of the proceeding.)

9. CITY MANAGER REPORT (information only)

10. REPORTS REGARDING AD HOC, ADVISORY, STANDING, OR OTHER COMMITTEE

MEETINGS

11. WAIVER OF FULL READING OF RESOLUTIONS AND ORDINANCES (Consideration to waive full text reading of all Resolutions and Ordinances by single motion made at the start of each meeting, subject to the ability of the City Council / Agency to read the full text of selected resolutions and ordinances when the item is addressed by subsequent motion.) (COUNCIL / AGENCY)
Recommendation: Approve the Waiver of Full Reading of Resolutions and Ordinances.

12. CONSENT CALENDAR
(Items under the Consent Calendar are considered routine and will be enacted by one motion, prior to the vote to approve the Consent Calendar, each Council Member shall have a maximum of three (3) minutes to comment on the Consent Calendar as a whole. There will be no separate discussion of these items unless a Council / Agency Member so requests specific item(s) be removed from the Consent Calendar for separate action. Items may only be considered as a separate action if either (1) a Council Member must recuse themselves due to a conflict of interest or (2) a Council Member has specific questions for City Staff. Items called for separate discussion will be heard as the next order of business.) A. Consideration to Review and Approve the Draft Minutes of September 17, 2024, for the Regular Meeting of the City Council and the Joint Meeting of the City of Cudahy as Successor Agency and Housing Successor Agency to the Cudahy Development Commission (page 7) Presented by the City Clerk
Recommendation: The City Council is requested to review and approve the City Council / Successor Agency Draft Minutes for September 17, 2024.

City of Cudahy
City Council and Successor Agency
Regular Meeting Agenda
October 1, 2024, at 6:30 P.M.

B. Approval of the Local Agency Investment Fund (LAIF) for the Month of August 2024 (page 19) Presented by the Finance Director
Recommendation: The City Council is requested to approve the Local Agency Investment Fund (LAIF) Report for the month of August 2024 in the amount of $12,009,745
C. Approval of the City Demands and Payroll Including Statement of Investment for the Month of August 2024 (page 23)
Presented by the Finance Director
Recommendation: The City Council is requested to approve the Demands and Payroll in the amount of $1,290,369.09 including the Statement of Investments for the month of August 2024.

13. PUBLIC HEARING - NONE

14. BUSINESS SESSION
A. First Amendment to Professional Services Agreement for Public Works Oversight Services with Transtech Engineers (page 37)
Presented by the Assistant to the City Manager
Recommendation: The City Council is requested to consider adoption of the proposed First Amendment to Professional Services Agreement for Public Works Oversight Services with Transtech Engineers.

B. First Amendment to Professional Services Agreement for Senior Engineer - Capital Improvement Project (CIP) Management Services with Transtech Engineers (page 67) Presented by the Assistant to the City Manager
Recommendation: The City Council is requested to consider adoption of the proposed First Amendment to the Professional Services Agreement for Senior Engineer Capital Improvement Project (CIP) Management Services with Transtech Engineers.

C. First Amendment to Professional Services Agreement for Remote and On-site Translation Services (page 101)

City of Cudahy
City Council and Successor Agency
Regular Meeting Agenda
October 1, 2024, at 6:30 P.M.

Presented by the City Clerk
Recommendation: It is recommended that the City Council award a Professional Services Agreement (PSA) to Language Network, Inc., (Language Network) to provide remote and On-Site Spanish Translation Services for a one-year term, with an option for two (2) one-year extension terms, with the total services not to exceed $42,000 annually.

D. Discussion and Potential Adoption of Ordinance No. 757 Amending Section 3.04.080 (Sufficient Money in Treasury) of Chapter 3.04 (City Funds and Records) of Title 3 (Revenue and Finance) of the Cudahy Municipal Code (page 157)
Presented by the City Attorney
Recommendation: The City Council is recommended to take the following actions:

1. Waive full reading and introduce Ordinance No. 757, by title only, amending Section 3.04.080 (Sufficient Money In Treasury) of Chapter

3.04 (City Funds and Records) of Title 3 (Revenue and Finance) of the Cudahy Municipal Code; and

2. Determine that this action is exempt from the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines Section 15061 (b)(3).

15. COUNCIL DISCUSSION - NONE

16. CLOSED SESSION - NONE

17. CLOSED SESSION ANNOUNCEMENT

18. ADJOURNMENT

City of Cudahy
City Council and Successor Agency
Regular Meeting Agenda
October 1, 2024, at 6:30 P.M.

I, Richard Iglesias, hereby certify under penalty of perjury under the laws of the State of California that the foregoing agenda was posted on the City’s Website, City Hall, Clara Park, and Lugo Park not less than 72 hours prior to the meeting. A copy of said Agenda is on file in the City Clerk’sOffice.

Dated this 26th day of September 2024
Richard Iglesias
City Clerk

“Serving the People” "Sirviendo A La Comunidad"
Staff Report
10/01/2024 Page 1 of 2

STAFF REPORT
Date: October 1, 2024
To: Honorable Mayor/Chair and City Council/Agency Members From: Alfonso Noyola, City Manager/Executive Director
By: Richard Iglesias, City Clerk
Subject: Consideration to Review and Approve the Draft Minutes of September 17, 2024, for the Regular Meeting of the City Council and the Joint Meeting of the City of Cudahy as Successor Agency and Housing Successor Agency to the Cudahy Development Commission

RECOMMENDATION
The City Council is requested to review and approve the City Council / Successor Agency Draft Minutes for September 17, 2024.

BACKGROUND / ANALYSIS
On December 12, 2016, the City Council of the City of Cudahy adopted Resolution No. 16-38, approving the use of summary action minutes, meant to allow the City Clerk's Office to write the minutes in brief, assuring a record of Council's actions, due to having a recording of the full Council Meeting on the City’s website.

Historically
The Municipal Clerk is one of the oldest professions in government, dating back to 1272 A.D., originating in England. The record keeper then was called Remembrancer, an English official whose job was to remind the Lord Treasurer and Barons of Court, of business pending.

Years later, in the 1600s, when early colonists came to America, the office of the Clerk was one of the first offices to be established. Over the years, the City Clerk’s office has become the core for local government, and the liaison to the residents of the Community. The Municipal Item Number
12A

“Serving the People” "Sirviendo A La Comunidad"
Staff Report
10/01/2024 Page 2 of 2
Clerk (City Clerk) is the record keeper of a City’s recorded history.

William Bennett Munro, a Canadian historian, and political scientist, who taught at Harvard University and the California Institute of Technology, stated in one of his first textbooks written: “No other office in municipal service has so many contacts. It serves the Mayor, the City Council, the City Manager (when there is one), and all administrative departments, without exception. All of them call upon it, almost daily, for some service or information. Its work is not spectacular, but it demands versatility, alertness, accuracy, and no end of patience.

The public does not realize how many loose ends of city administration this office pulls together.”
Moving forward to the present time, the City Clerk’s office today is generally responsible for keeping a record of City Council meetings; agreements; recordings of official documents; legal advertisements; municipal elections; commissions and committees current files; claims against the city; and other legal or official documents.

City Clerks are required to keep record of the proceedings (minutes) of Council meetings (Government Code Sections 36814 and 40801). Minutes are the official record of a meeting which provides a history of the Council’s decisions and actions.

CONCLUSION
The City Council is requested to approve the attached City Council / Agency Draft Minutes of the proceedings of September 17, 2024.

STRATEGIC PLAN CORRELATION
No correlation to the strategic plan.

FINANCIAL IMPACT
No Financial Impact.

ATTACHMENT
A. September 17, 2024, Draft Minutes
B. Resolution No. 16-38, approving the City Clerk’s use of Summary Action Minutes as the Official Record of the City Council proceedings.

City Council/Successor Agency Minutes of 9/17/2024 Page 1 of 7

MINUTES
CUDAHY CITY COUNCIL REGULAR MEETING and
CITY OF CUDAHY AS SUCCESSOR AGENCY and

HOUSING SUCCESSOR AGENCY TO THE CUDAHY

DEVELOPMENT COMMISSION JOINT MEETING
September 17, 2024, 6:30 P.M.

1. CALL TO ORDER
Mayor / Chair Gonzalez called the meeting to order at 6:31 p.m.

2. ROLL CALL
PRESENT: Council / Agency Member Martin Fuentes
Council / Agency Member Cynthia Gonzalez
Council / Agency Member Daisy Lomelí
Vice Mayor / Vice Chair Elizabeth Alcantar
Mayor / Chair Jose R. Gonzalez
ABSENT: NONE
ALSO PRESENT: City Manager, Alfonso Noyola, Assistant City Manager/Community Development Director, Juan Arauz, City Attorney, Stephanie Arechiga, Assistant City Attorney, Paloma McEvoy, City Clerk, Richard Iglesias, Assistant City Clerk, Estefania Zamora, Finance Director, Joshua Calhoun, Interim Public Works Director, Ron Bow, Interim City Engineer, Ted Semaan, Community Services Director, Brenda Rodriguez, Raul Diaz, Building Official, Assistant to the City Manager, John Peraza, Interim Assistant Engineer, Luis Ramirez, and Executive Assistant to the City Manager, Janet Andrade.

3. APPROVAL OF AGENDA
Motion: Council Member Fuentes motioned to pull agenda item #14E to next City Council meeting, seconded by Vice Mayor Alcantar. Motion passed 5-0 by the following roll call vote:

AYES: Fuentes, C. Gonzalez, Lomelí, Alcantar, and J. Gonzalez NOES: None
ABSENT: None
ABSTAIN: None

4. PLEDGE OF ALLEGIANCE
The Pledge of Allegiance was led by Council Member Fuentes.

Attachment A Page 9 of 161
City Council/Successor Agency Minutes of 9/17/2024 Page 2 of 7

5. LAND ACKNOWLEDGEMENT
The Land Acknowledgment was led by Council Member Lomelí.

We would like to acknowledge that the land we inhabit today was once known as Tovangaar, the home of the Gabrieleño-Tongva people. We show our respects to the Gabrieleño-Tongva people, as well as all Indigenous people, past, present, and future, and honor their labor as original caretakers of this land. We commit to uplifting the Gabrieleño-Tongva people, invite you to acknowledge the history, and join us in caring for this land.

6. PRESENTATIONS
A. Tract 349
B. Public Works Permit & Online Improvements

7. PUBLIC COMMENTS
Susie de Santiago thanked City Council for bringing Tract 349 and shared the bad service they provide, invited City Council to the “I heard SELA the Safer Community” event, and shared the “Walk to School” event on October 9th.

8. CITY COUNCIL COMMENTS / REQUESTS FOR AGENDA ITEMS
Council Member Fuentes shared his participation at the award ceremony for the youth soccer, acknowledged and thanked Cudahy Youth Foundation for donating the trophies.

Council Member C. Gonzalez thanked staff for meeting with her and the school collaboration.

Council Member Lomelí thanked Cudahy Youth Foundation for the metals, thanked staff for meeting on the divestment policy, gave kudos to the muralist for restoring the mural that got vandalized and shared the upcoming food and diaper distribution.

Vice Mayor Alcantar mentioned she worked with staff on a video and shared her concerns with Walk to School being on a Wednesday since it is a trash day and asked staff to look into it.

Mayor J. Gonzalez commented on the ongoing meetings with Tract 180 and Tract 349 and getting them connected.

9. CITY MANAGER REPORT (information only)

10. REPORTS REGARDING AD HOC, ADVISORY, STANDING OR OTHER COMMITTEE MEETINGS – NONE

City Council/Successor Agency Minutes of 9/17/2024 Page 3 of 7

11. WAIVER OF FULL READING OF RESOLUTIONS AND ORDINANCES Motion: Council Member Lomelí motioned to waive full reading of resolutions and ordinances, seconded by Council Member Fuentes. Motion passed 5-0 by the following roll call vote:

AYES: Fuentes, C. Gonzalez, Lomelí, Alcantar, and J. Gonzalez NOES: None
ABSENT: None
ABSTAIN: None

12. CONSENT CALENDAR
A. Consideration to Review and Approve the Draft Minutes of September 3, 2024, for the Regular Meeting of the City Council and the Joint Meeting of the City of Cudahy as Successor Agency and Housing Successor Agency to the Cudahy Development Commission
Presented by the City Clerk
Recommendation: The City Council is requested to review and approve the City Council / Successor Agency Draft Minutes for September 3, 2024.

B. 2024 Conflict of Interest Code Biennial Notice
Presented by the City Clerk
Recommendation: The City Council is recommended to receive and file staff’s recommendation to amend the 2024 conflict of interest code.

Motion: Council Member Fuentes motioned to approve item 12A & 12B, seconded by Vice Mayor Alcantar. Motion passed 5-0 by the following roll call vote:

AYES: Fuentes, C. Gonzalez, Lomelí, Alcantar, and J. Gonzalez NOES: None
ABSENT: None
ABSTAIN: None
C. Adoption of Ordinance No. 756 by Second Reading Amending Section 2.04.080 (Compensation of Council Members) of Chapter 2.04 (City Council) of Title 2 (Administration and Personnel) of the Cudahy Municipal Code Amending Council Member Monthly Compensation Amount
Presented by the City Attorney
Recommendation: The City Council is recommended to adopt Ordinance No. 756 by second reading amending Section 2.04.080 (Compensation of Council Members) of

City Council/Successor Agency Minutes of 9/17/2024 Page 4 of 7 Chapter 2.04 (City Council) of Title 2 (Administration and Personnel) of the Cudahy Municipal Code amending Council Member monthly compensation amount.

Motion: Council Member Fuentes motioned to adopt Ordinance No. 756 by second reading amending Section 2.04.080 (Compensation of Council Members) of Chapter 2.04 (City Council) of Title 2 (Administration and Personnel) of the Cudahy Municipal Code amending Council Member monthly compensation amount., seconded by Vice Mayor Alcantar. Motion passed 4-0 by the following roll call vote:

AYES: Fuentes, C. Gonzalez, Alcantar, and J. Gonzalez
NOES: None
ABSENT: None
ABSTAIN: Lomelí

13. PUBLIC HEARING – NONE

14. BUSINESS SESSION
A. Clean Power Alliance - City Council Presentation Request Presented by the Assistant to the City Manager
Recommendation: The City Council is requested to provide staff direction related to the presentation by the Clean Power Alliance.

Motion: Vice Mayor Alcantar motioned to bring back this item joining the Clean Power Alliance, seconded by Council Member Lomelí. Motion passed 5-0 by the following roll call vote:

AYES: Fuentes, C. Gonzalez, Lomelí, Alcantar, and J. Gonzalez NOES: None
ABSENT: None
ABSTAIN: None
B. Status Update Regarding the City of Cudahy’s Capital Improvement Program Fiscal Year 2024-25
Presented by the Interim Public Works Director
Recommendation: The City Council is requested to receive and file a status update on the City of Cudahy’s Capital Improvement Program Fiscal Year 2024-25.

Motion: Vice Mayor Alcantar motioned to receive and file the update on the City of Cudahy’s Capital Improvement Program Fiscal Year 2024-25, seconded by Council Member Lomelí. Motion passed 5-0 by the following roll call vote:

City Council/Successor Agency Minutes of 9/17/2024 Page 5 of 7 AYES: Fuentes, C. Gonzalez, Lomelí, Alcantar, and J. Gonzalez NOES: None
ABSENT: None
ABSTAIN: None
C. Adoption of Resolution No. 24-34 Authorizing the City Manager to execute the Memorandum of Understanding (MOU) between the Federal Emergency Management Agency (FEMA) and the City of Cudahy
Presented by the Assistant to the City Manager
Recommendation: The City Council is requested to adopt Resolution No. 24-34 Authorizing the City Manager to execute the Memorandum of Understanding (MOU) between the Federal Emergency Management Agency (FEMA) and the City of Cudahy.

Motion: Council Member Fuentes motioned to adopt Resolution No. 24-34 Authorizing the City Manager to execute the Memorandum of Understanding (MOU) between the Federal Emergency Management Agency (FEMA) and the City of Cudahy, seconded by Council Member C. Gonzalez. Motion passed 5-0 by the following roll call vote:

AYES: Fuentes, C. Gonzalez, Lomelí, Alcantar, and J. Gonzalez NOES: None
ABSENT: None
ABSTAIN: None
D. Approval of the Second Amendment to the Purchase and Sale Agreement for the property located at 8420 Atlantic Avenue and 4819 Patata Street (APN Nos. 6224- 034-900, -901, -902, -903) in Cudahy, California
Presented by the City Attorney
Recommendation: Staff recommends that the City Council take the following actions:

Approve the Second Amendment to the Purchase and Sale Agreement for the real property located at 8420 Atlantic Avenue, 4819 Patata Street (APN Nos. 6224- 034-900, - 901, -902, -903) in Cudahy, California (“Property”), and authorize the City Manager to execute all related documents; and Determine that the Project is exempt from the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines Section 15061(b)(3) (Common Sense Exemption).

Motion: Council Member Lomelí motioned to approve the Second Amendment to the Purchase and Sale Agreement for the real property located at 8420 Atlantic Avenue, 4819 Patata Street (APN Nos. 6224-034-900, -901, -902, -903) in Cudahy, California (“Property”), and authorize the City Manager to execute all related documents; and Determine that the Project is exempt from the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines Section 15061(b)(3) (Common Sense Exemption, seconded by Vice Mayor Alcantar. Motion passed 5-0 by the following roll call vote:

City Council/Successor Agency Minutes of 9/17/2024 Page 6 of 7 AYES: Fuentes, C. Gonzalez, Lomelí, Alcantar, and J. Gonzalez NOES: None
ABSENT: None
ABSTAIN: None
E. Approval Discussion and Potential Adoption of Ordinance No. 757 Amending Section

3.04.080 (Sufficient Mone in Treasury) of Chapter 3.04 (City Funds and Records) of Title 3 (Revenue and Finance) of the Cudahy Municipal Code Presented by the City Attorney
Recommendation: The City Council is recommended to take the following actions:

Waive full reading and introduce Ordinance No. 757, by title only, amending Section

3.04.080 (Sufficient Money In Treasury) of Chapter 3.04 (City Funds and Records) of Title 3 (Revenue and Finance) of the Cudahy Municipal Code; and Determine that this action is exempt from the California Environmental Quality Act (“CEQA”) pursuant to CEQA Guidelines Section 15061 (b)(3).
- ITEM MOVED TO THE NEXT MEETING -
F. Approval of Second Amendment to City Manager Employment Agreement Between the City of Cudahy and Alfonso M. Noyola
Presented by the City Attorney
Recommendation: The City Council is requested to approve Resolution No. 24-35, approving an amendment to the City Manager Employment Agreement between the City of Cudahy (“City”) Alfonso M. Noyola (“Mr. Noyola”).

Motion: Council Member Fuentes motioned to approve Resolution No. 24-35, approving an amendment to the City Manager Employment Agreement between the City of Cudahy (“City”) Alfonso M. Noyola (“Mr. Noyola”), seconded by Council Member C. Gonzalez.

Motion passed 5-0 by the following roll call vote:

AYES: Fuentes, C. Gonzalez, Lomelí, Alcantar, and J. Gonzalez NOES: None
ABSENT: None
ABSTAIN: None

15. COUNCIL DISCUSSION – NONE

16. CLOSED SESSION – NONE

17. CLOSED SESSION ANNOUNCEMENT – NONE

18. ADJOURNMENT

City Council/Successor Agency Minutes of 9/17/2024 Page 7 of 7 The City Council / Agency meeting adjourned at 9:21 p.m.

Jose R. Gonzalez
Mayor
ATTEST:

Richard Iglesias
City Clerk

Attachment
B

Blank Page

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
10/01/2024 Page 1 of 2

STAFF REPORT
Date: October 1, 2024
To: Honorable Mayor/Chair and City Council/Agency Members From: Alfonso Noyola, City Manager/Executive Director
By: Joshua Calhoun, Finance Director
Subject: Approval of the Local Agency Investment Fund (LAIF) for the Month of August 2024

RECOMMENDATION
The City Council is requested to approve the Local Agency Investment Fund (LAIF) Report for the month of August 2024 in the amount of $12,009,745.74.

BACKGROUND

1. In 1955, the Pooled Money Investment Account (PMIA) started. LAIF became part of the PMIA. The oversight is provided by the Pooled Money Investment Board (PMIB) and an inhouse Investment Committee. The PMIB members consist of the State Treasurer, Director of Finance, and State Controller.

2. In 1977, LAIF was created as a voluntary program by Section 16429.1 et seq. of the California Government Code. The program was intended to be used as an investment alternative for California's local governments and special districts. The LAIF continues today under State Treasurer, Fiona Ma's administration.

3. On August 1, 2024, the balance in LAIF was $12,864,594.90 (See Attachment).

4. In August 2024, $1,000,000.00 was transferred to the City’s Deposit Account.

5. On August 31, 2024, the balance in LAIF was $12,009,745.74 (See Attachment).

Item Number
12B

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
10/01/2024 Page 2 of 2

ANALYSIS
The voluntary program offers local agencies the opportunity to participate in a major portfolio, which invests hundreds of millions of dollars, using the investment expertise of the State Treasurer’s Office investment staff at no additional cost to the taxpayer.

All securities are purchased under the authority of Government Code Section 16430 and 16480.4. The State Treasurer's Office takes delivery of all securities purchased on a delivery versus payment basis using a third-party custodian.

Cudahy Municipal Code Section 3.04.080 indicates, "Except as otherwise provided, no warrant shall be drawn or evidence of indebtedness issued unless there shall be at the time sufficient money in the treasury legally applicable to the payment of the same."

CONCLUSION
Once the City Council approves the current LAIF, this balance may be relied upon when determining if the City has sufficient funds available to pay demands and payroll as required by Cudahy Municipal Code Section 3.04.080.

STRATEGIC PLAN CORRELATION
Strategy #2. Provide regular updates to the City Council and community about the city’s finances.

FINANCIAL IMPACT
None

ATTACHMENT
A. Local Agency Investment Fund (LAIF) Balance.

LOCAL AGENCY INVESTMENT FUND
General Account - City #98-19-225
Beginning Balance as of August 01, 2024 $13,009,745.74
LAIF Interest earned 0
Transfer from City operating account 0
Transfer to City operating account 1,000,000.00
Ending Balance as of August 31, 2024 $12,009,745.74
Attachment A Page 21 of 161
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STAFF REPORT
Date: October 1, 2024
To: Honorable Mayor/Chair and City Council/Agency Members From: Alfonso Noyola, City Manager/Executive Director
By: Joshua Calhoun, Finance Director
Subject: Approval of the City Demands and Payroll Including Statement of Investment for the Month of August 2024

RECOMMENDATION
The City Council is requested to approve the Demands and Payroll in the amount of $1,290,369.09 including the Statement of Investments for the month of August 2024.

BACKGROUND

1. On December 13, 1993, Ordinance 476 was adopted and codified as Cudahy Municipal Code Section 3.04.080 indicating, "Except as otherwise provided, no warrant shall be drawn, or evidence of indebtedness issued unless there shall be at the time sufficient money in the treasury legally applicable to the payment of the same."

2. During the month, the Finance Department have completed the following demands and payroll:

A/P Demands $741,203.00
Payroll $549,166.09
Total: $1,290,369.09
Attachment A
Attachment B
Item Number
12C

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
10/01/2024 Page 2 of 2

ANALYSIS
The Check Register Report (Attachment A), Payroll Warrants including payroll taxes and insurance premiums (Attachment B), Statement of Investment (Attachment C) indicate that the cash and investment balance was sufficient for disbursements for the month, a summary of cash received and disbursed by month during Fiscal Year (FY) 2024-25 (Attachment D), and a summary of cash received and disbursed by month during FY 2023-24 (Attachment E).

Cudahy Municipal Code Section 3.04.070 indicates, "Budgeted demands paid by warrant prior to audit by the council shall be presented to the council for ratification and approval..."

CONCLUSION
The Finance Director certifies the accuracy and availability of funds for payment. A Demand/Warrant Register has been submitted to the City Council for approval in accordance with Cudahy Municipal Code Section 3.04.070.

STRATEGIC PLAN CORRELATION
Goal (Financial Stability and Transparency)
• Provide regular updates to the City Council and Community about the City’s finances.

FINANCIAL IMPACT
The Statement of Investments Report (Attachment C) indicates that there are sufficient funds within the City’s holdings to meet the City’s cash flow requirements.

ATTACHMENTS
A. Accounts Payable Check Register Report.

B. Payroll Warrants including payroll taxes and insurance premiums.

C. Statement of Investments
D. Summary of Cash Receipt / Disbursement by Month FY 2024-25 E. Summary of Cash Receipt / Disbursement by Month FY 2023-24 F. Credit Card Payment Detail

9/10/2024 7:30:18 AM Page 1 of 4
My Check Report
City of Cudahy, CA By Check Number
Date Range: 08/01/2024 - 08/31/2024
Vendor Number Vendor Name Payment Date Discount Amount Payment Type Payment Amount Number Bank Code: WF Checking-WF Checking
10201-1 OLIVAREZ MADRUGA LAW ORGANIZATION, LLP 08/01/2024 Regular 0.00 59,929.97 55870 10826 Omar Barragan 08/01/2024 Regular 0.00 1,348.00 55871 2378-3 8330 ATLANTIC AVE INC 08/14/2024 Regular 0.00 1,077.65 55880 10896 Anaheim Lawnmower Shop 08/14/2024 Regular 0.00 263.29 55881 10990 Ashley Valdovinos 08/14/2024 Regular 0.00 1,000.00 55882 0057-4 AT & T 08/14/2024 Regular 0.00 372.47 55883
9966 AT & T LONG DISTANCE SERVICE 08/14/2024 Regular 0.00 48.40 55884 8021 AT & T MOBILITY 08/14/2024 Regular 0.00 2,366.21 55885 10520 CASTRO DISCOUNT TIRES INC 08/14/2024 Regular 0.00 95.00 55886 10918 Christopher Gonzalez 08/14/2024 Regular 0.00 475.00 55887 10906 City Fabrick 08/14/2024 Regular 0.00 10,617.94 55888 10711 CLEARNETWORK, INC. 08/14/2024 Regular 0.00 395.84 55889 0186 COUNTY OF LOS ANGELES DEPT OF ANIMAL CA 08/14/2024 Regular 0.00 47,738.74 55890 2378-1 CUDAHY FUEL STOP 08/14/2024 Regular 0.00 50.39 55891 10005 DAPEER, ROSENBLIT & LITVAK 08/14/2024 Regular 0.00 195.00 55892 10485 ENTERPRISE FM TRUST 08/14/2024 Regular 0.00 7,364.56 55893 5532 FLAGTIME U.S.A. 08/14/2024 Regular 0.00 499.70 55894 10617 GONZALEZ JOSE R 08/14/2024 Regular 0.00 600.00 55895 11017 Israel Dominguez 08/14/2024 Regular 0.00 1,500.00 55896 10874 JCL Traffic Services 08/14/2024 Regular 0.00 144.43 55897 11021 Jose de Jesus Chagollan de Dios 08/14/2024 Regular 0.00 1,800.00 55898 10894 Juan Luis Perez 08/14/2024 Regular 0.00 2,000.00 55899 6038 LGP EQUIPMENT RENTALS 08/14/2024 Regular 0.00 3,682.24 55900 10920 LHH Recruitment Solutions 08/14/2024 Regular 0.00 725.40 55901 10721 LOOMIS 08/14/2024 Regular 0.00 358.07 55902
11014 Macrina Hernandez 08/14/2024 Regular 0.00 200.00 55903 11016 Melody Bustamante 08/14/2024 Regular 0.00 500.00 55904 11015 Noelia Alvarado 08/14/2024 Regular 0.00 1,000.00 55905 5537 PSI PRINTING SYSTEM INC. 08/14/2024 Regular 0.00 297.18 55906 11020 Revenue & Cost Specialist, LLC. 08/14/2024 Regular 0.00 3,060.00 55907 11018 Risa Chapala 08/14/2024 Regular 0.00 100.00 55908 10854 Roadline Products Inc., USA 08/14/2024 Regular 0.00 49.61 55909 2802 SAM'S CLUB 08/14/2024 Regular 0.00 4,033.97 55910
10483-1 SOUTHERN CALIFORNIA NEWS GROUP 08/14/2024 Regular 0.00 5,677.38 55911 10883 Southern Tire Mart, LLC. 08/14/2024 Regular 0.00 487.07 55912 10467 STEAMX, LLC SIGNAL HILL 08/14/2024 Regular 0.00 561.29 55913 10722 SUSIE HANSEN SUSIE HANSEN LATIN BAND 08/14/2024 Regular 0.00 2,000.00 55914 10827 Teslarian, Inc. 08/14/2024 Regular 0.00 3,200.00 55915 10869 The Pun Group, LLP. 08/14/2024 Regular 0.00 18,000.00 55916 11019 The Pure Imagination Party Company 08/14/2024 Regular 0.00 788.00 55917 10662 UNEXPECTED ATTRACTIONS 08/14/2024 Regular 0.00 4,500.00 55918 10862 Victor M. Sanchez 08/14/2024 Regular 0.00 500.00 55919 5695 VISTA PAINT 08/14/2024 Regular 0.00 2,381.40 55920 5631 WELLS LOCK & KEY 08/14/2024 Regular 0.00 525.00 55921 2208 WEST COAST ARBORISTS, INC. 08/14/2024 Regular 0.00 1,069.20 55922 0643 ZUMAR INDUSTRIES. INC. 08/14/2024 Regular 0.00 2,807.43 55923 10201-1 OLIVAREZ MADRUGA LAW ORGANIZATION, LLP 08/19/2024 Regular 0.00 98,048.99 55924 2378-3 8330 ATLANTIC AVE INC 08/28/2024 Regular 0.00 1,024.57 55925 11025 Adlin Alvarez 08/28/2024 Regular 0.00 55.00 55926 10603 ADVANCED IMAGING SOLUTIONS 08/28/2024 Regular 0.00 221.49 55927 7995 AMERICAN CITY PEST & TERMITE 08/28/2024 Regular 0.00 457.00 55928 10841 American Global Security, Inc. 08/28/2024 Regular 0.00 4,158.00 55929 11026 Araceli Valadez 08/28/2024 Regular 0.00 100.00 55930 10964 BFS Landscape Architects 08/28/2024 Regular 0.00 4,147.50 55931

My Check Report Date Range: 08/01/2024 - 08/31/2024
9/10/2024 7:30:18 AM Page 2 of 4
Vendor Number Vendor Name Payment Date Discount Amount Payment Type Payment Amount Number 10716 CARLOS J CONDE 08/28/2024 Regular 0.00 550.00 55932 10520 CASTRO DISCOUNT TIRES INC 08/28/2024 Regular 0.00 15.00 55933 4546 CENTRAL BASIN MUNICIPAL WATER 08/28/2024 Regular 0.00 426.19 55934 10490 CHARTER COMMUNICATIONS 08/28/2024 Regular 0.00 2,030.92 55935 10490 CHARTER COMMUNICATIONS 08/28/2024 Regular 0.00 -2,030.92 55935 0136 CITY OF SOUTH GATE 08/28/2024 Regular 0.00 75.00 55936 2289 CONSOLIDATED DISPOSAL INC. 08/28/2024 Regular 0.00 4,150.26 55937 1206 COUNTY OF LOS ANGELES IND WAST DEPT OF P 08/28/2024 Regular 0.00 263.64 55938 10872 CSLM Construction, Inc. 08/28/2024 Regular 0.00 1,290.00 55939 5552 CUDAHY AUTO CENTER INC 08/28/2024 Regular 0.00 125.79 55940 11032 Deca Companies 08/28/2024 Regular 0.00 15,000.00 55941 11027 Esperanza Toribio 08/28/2024 Regular 0.00 200.00 55942 6086 EWING INC 08/28/2024 Regular 0.00 1,103.01 55943
2139 HINDERLITER DELLAMAS & ASST 08/28/2024 Regular 0.00 308.90 55944 11028 Irene Maldonado 08/28/2024 Regular 0.00 25.00 55945 11029 Liliana Ruiz 08/28/2024 Regular 0.00 25.00 55946
11030 Maria G. Vasquez 08/28/2024 Regular 0.00 100.00 55947 11008 Melissa Gaspar 08/28/2024 Regular 0.00 50.00 55948 7014 NATIONWIDE ENVIRONMENTAL SERVICES INC 08/28/2024 Regular 0.00 10,584.65 55949 10201-1 OLIVAREZ MADRUGA LAW ORGANIZATION, LLP 08/28/2024 Regular 0.00 28,447.00 55950 9717 PCAM, LLC 08/28/2024 Regular 0.00 20,244.45 55951
9737 REGIONAL TAP SERVICE CENTER 08/28/2024 Regular 0.00 145.92 55952 11031 Ruff Ruff Pet Products, Inc. 08/28/2024 Regular 0.00 802.52 55953 2802 SAM'S CLUB 08/28/2024 Regular 0.00 2,089.77 55954
10859 Shoeteria, Inc. 08/28/2024 Regular 0.00 3,707.30 55955 10467 STEAMX, LLC SIGNAL HILL 08/28/2024 Regular 0.00 1,510.00 55956 9991 TRANSTECH ENGINEERING, INC. 08/28/2024 Regular 0.00 61,759.50 55957 8066 TYLER TECHNOLOGIES INC. 08/28/2024 Regular 0.00 56,003.26 55958 5631 WELLS LOCK & KEY 08/28/2024 Regular 0.00 322.00 55959 9951 WILLDAN 08/28/2024 Regular 0.00 22,353.40 55960
10735 YUNEX, LLC. 08/28/2024 Regular 0.00 2,126.93 55961 10490 CHARTER COMMUNICATIONS 08/29/2024 Regular 0.00 975.00 55962 10729 WELLSONE COMMERCIAL CARD 08/06/2024 Bank Draft 0.00 77,173.32 DFT0000576 10729 WELLSONE COMMERCIAL CARD 08/06/2024 Bank Draft 0.00 7,282.88 DFT0000577 2724 HOME DEPOT CREDIT SERVICES 08/14/2024 Bank Draft 0.00 3,768.23 DFT0000580 0069-2 SIEMENS INDUSTRY, INC. 08/14/2024 Bank Draft 0.00 582,781.12 DFT0000581 0069-2 SIEMENS INDUSTRY, INC. 08/14/2024 Bank Draft 0.00 -582,781.12 DFT0000581 0070 SOUTHERN CALIFORNIA EDISON 08/14/2024 Bank Draft 0.00 9,773.32 DFT0000582 0070 SOUTHERN CALIFORNIA EDISON 08/14/2024 Bank Draft 0.00 8.60 DFT0000583 0070 SOUTHERN CALIFORNIA EDISON 08/14/2024 Bank Draft 0.00 30.64 DFT0000584 0070 SOUTHERN CALIFORNIA EDISON 08/14/2024 Bank Draft 0.00 76.82 DFT0000585 0070 SOUTHERN CALIFORNIA EDISON 08/14/2024 Bank Draft 0.00 11,859.87 DFT0000586 10640 AMAZON CAPITAL SERVICES, INC. 08/14/2024 Bank Draft 0.00 3,476.50 DFT0000587 10729 WELLSONE COMMERCIAL CARD 08/06/2024 Bank Draft 0.00 55,691.48 DFT0000598 0059-2 CALPERS FINANCIAL REPORTING & 08/28/2024 Bank Draft 0.00 1,050.00 DFT0000599 0126-1 GOLDEN STATE WATER COMPANY 08/28/2024 Bank Draft 0.00 5,123.75 DFT0000600 10053 HAULAWAY STORAGE CONTAINERS 08/28/2024 Bank Draft 0.00 89.04 DFT0000601 0071-1 SO CAL GAS 08/28/2024 Bank Draft 0.00 180.44 DFT0000602 0070 SOUTHERN CALIFORNIA EDISON 08/28/2024 Bank Draft 0.00 5,013.86 DFT0000603 10643 STATE COMPENSATION INS FUND 08/28/2024 Bank Draft 0.00 20,170.46 DFT0000604 10490 CHARTER COMMUNICATIONS 08/29/2024 Bank Draft 0.00 319.98 DFT0000605 10490 CHARTER COMMUNICATIONS 08/29/2024 Bank Draft 0.00 383.31 DFT0000606

My Check Report Date Range: 08/01/2024 - 08/31/2024
9/10/2024 7:30:18 AM Page 3 of 4
Vendor Number Vendor Name Payment Date Discount Amount Payment Type Payment Amount Number 10490 CHARTER COMMUNICATIONS 08/29/2024 Bank Draft 0.00 352.63 DFT0000607 Regular Checks
Manual Checks
Voided Checks
Discount
Payment
Payment Type Count
Bank Code WF Checking Summary
Bank Drafts
EFT's
85 0
1 21
0 0.00

0.00 0.00

0.00 0.00
107 0.00
Payment
541,408.79

0.00 -2,030.92
201,825.13

0.00 741,203.00
Payable
Count
133
0 0
22 0
155

My Check Report Date Range: 08/01/2024 - 08/31/2024
9/10/2024 7:30:18 AM Page 4 of 4
All Bank Codes Check Summary
Payment Type Discount
Payment
Count Payment
Payable
Count
Regular Checks
Manual Checks
Voided Checks
Bank Drafts
EFT's
85 0
1 21
0 0.00

0.00 0.00

0.00 0.00
107 0.00
541,408.79

0.00 -2,030.92
201,825.13

0.00 741,203.00
133
0 0
22 0
155
Fund Name Period Amount
Fund Summary
998 Pooled Cash 8/2024 741,203.00
741,203.00

ATTACHMENT B
08/08/24 08/15/24 08/22/24 Total
(a) Direct Deposits 134,323.39 75,396.74 131,946.68 341,666.81 (b) ICMA & Union Dues 2,655.00 - 2,655.00 5,310.00
(c) CalPERS Ret & 457 Plan 25,088.84 - 25,173.41 50,262.25 (d) Payroll taxes 30,569.56 7,957.50 29,707.94 68,235.00 (e) CalPERS Medical 73,028.00 73,028.00
(f) Medical 5,155.15 - 5,508.88 10,664.03
Total Amount 270,819.94 83,354.24 194,991.91 549,166.09 (a) Employees / Council Members / Commissioners
(b) ICMA & Union Dues
(c) CalPERS Retirement & 457 Plan
(d) Federal / State payroll taxes and unemployment
(e) CalPERS Medical (active and retired)
(f) Medical Insurance - Active and Retired employees

CITY OF CUDAHY
Payroll - including payroll taxes and insurance premiums:

ATTACHMENT C
Type Issuer Amount % of Total
Deposit - 4588 Wells Fargo 3,494,961.01 16.61%
Successor Agency - 0688 Wells Fargo 4,760,013.01 22.62% Checking - 7128 Wells Fargo 335,079.83 1.59%
Payroll - 4570 Wells Fargo 103,295.83 0.49%
Savings - 4752 Wells Fargo 333,146.66 1.58%
Money Market Account Bank of New York (BNY) (a) 10,856.94 0.05% Pooled Savings State Local Agency 12,009,745.74 57.06%
Investment Fund (LAIF)
Total 21,047,099.02 100.00%
Pursuant to California Government Code Section 53646(b), I hereby certify that all investments held by the Authority are in compliance with state law and the agency's Statement of Investment Policy, and that there are sufficient funds within the agency's investment holdings to meet the Authority's cash flow requirements for the next six (6) months.

Respectfully submitted,
Joshua Calhoun
Joshua Calhoun
Finance Director

CITY OF CUDAHY
Statement of Investments
August 31, 2024

ATTACHMENT D
Month
Receipts Disbursement
July 2024 1,537,864.08 $ 3,641,311.49 $ (a)
August 2024 995,697.04 1,290,369.09
September 2024
October 2024
November 2024
December 2024
January 2025
February 2025
March 2025
April 2025
May 2025
June 2025
Total: 2,533,561.12 $ 4,931,680.58
Note (a) - City liab. & workers comp insurance, and PERS unfunded pension liab.

Month
Cash Receipts Disbursement
July 2024 $ 963,942.68 $ 2,896,825.05 (1)
August 2024 678,458.46 1,051,901.91
September 2024
October 2024
November 2024
December 2024
January 2025
February 2025
March 2025
April 2025
May 2025
June 2025
Total: 1,642,401.14 $ $ 3,948,726.96
Note (1) - City liab. & workers comp insurance, and PERS unfunded pension liab.

All Funds
General Fund
City of Cudahy
Summary of Cash Receipt/Disbursement by Month - FY 2024-2025

ATTACHMENT E
Month
Receipts Disbursement
July 2023 1,698,263.55 $ 2,043,188.80 $ (a)
August 2023 1,570,904.87 3,148,357.16 (b)
September 2023 1,125,855.21 1,693,834.27
October 2023 1,259,614.45 848,009.43
November 2023 1,061,252.71 1,514,985.44
December 2023 770,294.89 1,120,942.42
January 2024 3,400,198.28 (c) 2,880,738.20 (d)
February 2024 1,189,496.91 1,382,500.65
March 2024 846,479.31 1,818,213.76 (e)
April 2024 1,764,923.25 1,399,214.40
May 2024 2,994,309.17 (f) 1,090,538.63
June 2024 1,114,305.30 1,906,535.54
Total: 18,795,897.90 $ 20,847,058.70
Note (a) - City liab. & workers comp insurance, and PERS unfunded pension liab.

Note (b) - Includes $1,893,444 to Siemens Industries
Note (c) - Includes $1,786,952 in Motor Vehicle In-lieu fees Note (d) - Includes $1,141,928 paid to LA County Sheriff - 3 invoices Note (e) - Includes $158,445 paid to National Auto Fleet - vehicle Note (f) - Includes $1,786,952 in Motor Vehicle In-lieu receipt Month
Cash Receipts Disbursement
July 2023 $ 913,951.26 $ 1,604,912.00 (1)
August 2023 1,069,666.17 2,784,467.93 (2)
September 2023 797,120.38 1,543,754.51
October 2023 759,320.17 710,945.37
November 2023 632,862.51 1,244,543.67
December 2023 526,471.62 679,307.44
January 2024 2,671,465.70 (3) 2,421,667.28 (4)
February 2024 740,080.40 1,107,319.93
March 2024 563,376.03 1,261,506.18
April 2024 1,187,411.21 1,169,015.14
May 2024 2,640,204.13 (5) 567,429.42
June 2024 872,580.09 1,373,988.45
Total: 13,374,509.67 $ $ 16,468,857.32
Average Per Month: 1,114,542.47 1,372,404.78
Note (1) - City liab. & workers comp insurance, and PERS unfunded pension liab.

Note (2) - Includes $1,893,444 to Siemens Industries
Note (3) - Includes $1,786,952 in Motor Vehicle In-lieu fees Note (4) - Includes $158,445 paid to National Auto Fleet - vehicle Note (4) - Includes $1,786,952 in Motor Vehicle In-lieu receipt.

City of Cudahy
Summary of Cash Receipt/Disbursement by Month - FY 2023-2024 All Funds
General Fund

ATTACHMENT F
Supplier - Name Amount G/L Account
Rcxmlsgo 14,038.60 RCX Sports -MLS GO Adaptive Division Uniforms Inv#1160 Walters Wholesale Elec#20 Electrical boxes and timers 7,487.59 United Rentals #15618 5,260.92 Portable a/c units
Sq *unique Landscape Serv 5,031.00 Cudahy Park sod
Apple.Com/Us 3,382.44 Apple IPAD AIR (1) 1TB 13 inch
Embassy Suites Downey Hotel Reservation for guest from San Miguel el Alto. 3,371.42 Paypal 3,075.00 M.Fuentes - California Contract Cities Association Zoom.Us 888-799-9666 Zoom Annual Subscription 3,037.34
Cprs 2,835.00 Registration to the California Parks and Recreation Society National Construction Ren 2,399.36 National Construction Rentals Sq *tnt Fireworks 2,355.02 Fireworks cost
Sq *bell Chamber Of Comme 2,100.00 SELA Pride 2024 Sponsorship Staples Inc Printer for Lugo Yard and other office supplies 1,892.80 The Webstaurant Store Inc New Ice Machine for Maintenance Crew 1,821.41 Chick-Fil-A #04415 Q1 All-Hands Staff Meeting 1,504.31
Los Angeles Dodgers I Tickets to LA Dodger Game - Community Excursion 1,440.00 Icma Online 1,195.00 ICMA conference registration
Vista Paint Long Beach 1,190.70 Field marking
Dmi* Dell Bus Online Spare PC computer replacement 1,160.66 Southwes 2024 ICMA Annual Conference 1,102.93
California Building Of California Building Officials training. 1,070.00 In *i And O Party Rentals beer garden White fencing 1,048.93 Hp *hp.Com Store New Printer for Front Counter 902.95
Gladstones sister city 901.53
Www.Gomsa.Net 803.40 MSA training
Fedex Offic10200010249 Signage for national night out, binding for legislative platform 786.36 Fsp*cindys Jumpers, Llc Rental of Bouncy houses for national night out. 773.48 Globe Party Inc 770.00 Chase and Marshall PAW Patrol NNO Event Msft * E0300svr22 Microsoft 365 Annual Subscription 698.90 Adobe *adobe Adobe Acrobat Monthly subscription 671.72
McCullum Innovation Co Mc Cullum Innovation Co training and meetings quarterly meeting 657.28 Vistaprint I love cudahy marketing stickers and shirts - national night out 651.16 League Of California Cit League of CA Cities conference 650.00 Lees Bbq & Boba Independence Day refreshments for volunteers 632.84 Icsc-Ny ICSC business development. 625.00
Csf* Rtic 1qj9 Water jugs 612.58
4imprint, Inc advertising - totes i love cudahy NNO 597.68 C & S Sales, Inc. Magnets requested by dr. g 584.49
Vivint Inc/Us Alarm company 522.85
Vcn Advertising 451.75
Bjs Restaurants 490 Advertising 441.91
Trusted Tech Team, Inc Subscription 410.99
Sleep Inn Chicago Midway Subscription 409.90
Il Saggio Office Supplies 388.52
Oakland Marriott City Travel and meetings 381.31
Assn *order Professional Membership 350.00
Msft * E0300svwdz Subscription 338.25
Credit Card Payment Detail
Aug, 01, 2024 to Aug, 31, 2024, paid on Sep, 08, 2024

ATTACHMENT F
Supplier - Name Amount G/L Account
Credit Card Payment Detail
Aug, 01, 2024 to Aug, 31, 2024, paid on Sep, 08, 2024
Promenade F And B Special Event 312.16
Golden Bowl 17 Special Event 280.16
City Clerks Associatio Special Event 250.00
Tropicana Bakery & Cuban Special Event 241.91
Jersey Mikes Online Uc Office Supplies 204.95
Sq *agua Y Salud Office Supplies 204.00
Hp *instant Ink Office Supplies 201.62
Triad Sports Group Recreation Supplies 191.31
Nikys Sports -Long Beach Recreation Supplies 185.22
Samsclub.Com Office Supplies 165.68
American Air Office Supplies 150.77
Business.Apple.Com Subscription 140.53
Csmfo Subscription 135.00
Amazon Mar* 112-940899 Subscription 131.32
Costco *annual Renewal Subscription 120.00
Amazon Mktpl Office Supplies 106.86
Smart And Final 319 Training and Education 89.21
Sees Candy 0144 Special Event 86.00
American Society For P Special Event 80.00
Party City 520 Special Event 69.28
Wm Supercenter #3522 Office Supplies 67.86
Norms - Downey Travel and meetings 64.03
Idrive.Com* Overuse Ch Subscription 59.52
Northgate Market #002 Subscription 56.21
Aji Verde Travel and meetings 52.65
Www.Cvs.Com Plaques and Badges 50.77
The Marketplace Grill Caf Plaques and Badges 49.61
Allianz Travel Ins Plaques and Badges 46.85
Cudahy Sinclair Gasoline 46.13
Cudahy Vehicle Maintenance 44.97
2dodger Stadm Special Event 42.13
Ringcentral Inc. Telephone 39.26
Msft * E0300svurx Subscription 32.00
Linde Gas & Equipment Inc Street Maintenance 30.76
Dollar Tree Office Supplies 27.66
Speedway 4889 Vehicle Maintenance 22.92
Starbucks 800-782-7282 Office Supplies 22.00
7-Eleven 33323 Special Event 21.45
Exxon Sunwest58 Special Event 20.28
Michaels Stores 1229 Office Supplies 19.83
Mid Ship Market Special Event 19.62
Starbucks 67663 Office Supplies 18.95
Sq *alexhotdogs Special Event 18.00
1903 St Francis Medical Travel and meetings 16.00
Digitalspace Telephone 14.00
Tst* Nothing Bundt Cakes Employee Recognition 13.00

ATTACHMENT F
Supplier - Name Amount G/L Account
Credit Card Payment Detail
Aug, 01, 2024 to Aug, 31, 2024, paid on Sep, 08, 2024
Southgate Ampm Sogaca-001 9.00 Vehicle Maintenance
Usps Po 0505780402 Vehicle Maintenance 8.73
Msft * E0300svr23 Subscription 8.00
76 - Rocket 166 Special Event 7.19
Msft * E0300svsag Subscription 5.00
Apple.Com/Bill Recreation Supplies 4.99
Cheapairportparking Travel and meetings (84.73)
Full Source, Llc Travel and meetings (98.36)
Hotelscom7205480215854 (638.19) Travel and meetings
Delta Air Travel and meetings (865.33)
Expedia 72829424627011 (977.82) Travel and meetings
84,456.20

Blank Page

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
10/01/2024 Page 1 of 2

STAFF REPORT
Date: October 1, 2024
To: Honorable Mayor/Chair and City Council/Agency Members From: Alfonso Noyola, City Manager/Executive Director
By: Johncito “John” Peraza, Assistant to the City Manager Subject: First Amendment to Professional Services Agreement for Public Works Oversight Services with Transtech Engineers

RECOMMENDATION
The City Council is requested to consider adoption of the proposed First Amendment to Professional Services Agreement for Public Works Oversight Services with Transtech Engineers.

BACKGROUND
Since November 2023, the position of Director of Public Works in the City of Cudahy (“City”) has been filled by TransTech Engineers (“Transtech”).

The Human Resources Department has since conducted a recruitment process which has not lead to a suitable candidate being identified. The Human Resources Department conducted a second recruitment process with a talent agency that also did not lead to successful recruitment.

The City entered into a Professional Services Agreement for Public Works Oversight Services with Transtech Engineers on June 11, 2024 (“Master Agreement”). The Master Agreement included a Not-to-Exceed Amount of $45,600 and an initial term of ninety (90) days with the option to extend for an additional 90 days.

On August 21, 2024, the City Manager invoked section 1.2 Term of the Professional Services Agreement extending the agreement for 90 days until November 19, 2024, without extending the Not-to-Exceed Amount.

Item Number
14A

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
10/01/2024 Page 2 of 2

ANALYSIS
TransTech has designated a member of their team to carryout out the duties and responsibilities as Interim Director of Public Works. The designated individual reports to the City Manager and oversees the department, its staff, and the implementation of current and upcoming projects.

The budgeted salary for a Director of Public Works is $185,408. City staff is requesting that the Not-to-Exceed Amount in the Master Agreement be equivalent to the budgeted salary for a permanent Director of Public Works.

Transtech Personnel services are required to continue implementation of current and upcoming projects.

CONCLUSION
Adoption of the proposed First Amendment to Professional Services Agreement for Public Works Oversight Services with Transtech Engineers.

STRATEGIC PLAN CORRELATION
Goal E: City Infrastructure and Service Delivery

3. Complete the Capital Improvement Plan, which anticipates the capital needs of Cudahy over a five-year period.

Goal F: Communication and Outreach

6. Explore opportunities for efficiency through insourcing and outsourcing

FINANCIAL IMPACT
The contract will be funded through cost savings of vacant position within the Public Works department that this is supplementing for the budgeted amount of $185,408 between General Fund and various special revenue funds as presented in the FY2025 budget.

ATTACHMENTS
A. Proposed First Amendment

1 2024

FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT
(Engagement: Public Works Oversight Services)
(Parties: Transtech Engineers and City of Cudahy)
THIS FIRST AMENDMENT (hereinafter, “First Amendment”) to that certain agreement entitled “Professional Services Agreement”, dated June 11, 2024 (hereinafter, the “Master Agreement”), is hereby made and entered into this 1st day of October 2024 (hereinafter, the “Effective Date”) by and between the CITY OF CUDAHY, a municipal corporation (hereinafter, “CITY”) and Transtech Engineers (hereinafter, CONSULTANT”). For purposes of this First Amendment, the capitalized term “Parties” shall be a collective reference to both CITY and CONSULTANT. The capitalized term “Party” may refer to either CITY or CONSULTANT, interchangeably as appropriate.

RECITALS
This FIRST AMENDMENT is made and entered into with respect to the following facts:

WHEREAS, on the 11th day of June 2024, the Parties executed and entered into the Master Agreement for CONSULTANT to provide Public Works Oversight Services; and
WHEREAS, the CITY requests that CONSULTANT continue to provide Public Work Oversight Services, the continued services will require an increase in the current Not-to-Exceed Amount; and
WHEREAS, CITY agrees to increase the Not-to-Exceed Amount by One Hundred Thirty-Nine Thousand Eight Hundred and Eight ($139,808) for a new Not-to-Exceed Amount of One Hundred Eighty Five Thousand Four Hundred and Eight Dollars ($185,408); and
WHEREAS, the execution of this First Amendment was approved by the Cudahy City Council at its Regular Meeting of October 1, 2024 under Agenda Item No. .

NOW, THEREFORE, in consideration of the mutual agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, the Parties agree as follows:

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

SECTION 2. Section 1.3 (B) Compensation of the Master Agreement is hereby amended to increasing the Not-to-Exceed Amount to One Hundred Eighty-Five Thousand Four Hundred and Eight Dollars ($185,408).

SECTION 3. Except as otherwise set forth in this First Amendment, the Master Attachment A Page 39 of 161
2 Agreement, as amended by the way of the First Amendment, shall remain binding, controlling, and in full force and effect. Section 6.19 “Entire Agreement” of the Master Agreement notwithstanding, this First Amendment, together with the Master Agreement, shall constitute the entire, complete, final, and exclusive expression of the Parties with respect to the matters addressed in both documents.

SECTION 4. In the event of any conflict or inconsistency between the provisions of this First Amendment and the provisions of the Master Agreement, the provisions of

3 this First Amendment shall govern and control to the extent of the conflict or inconsistency and no further.
(SIGNATURES ON NEXT PAGE)

4 IN WITNESS WHEREOF, the Parties hereto have caused this First Amendment to be executed on the day and year first appearing above.

CITY OF CUDAHY:

By:

Alfonso M. Noyola, ICMA-CM,
City Manager
Date:

APPROVED AS TO FORM:

By:

Stephanie Arechiga, City Attorney
Date:

Transtech Engineers:

By:

Name:

Title:

Date:

5 EXHIBIT “A”

MASTER AGREEMENT

Agreement and all exhibits attached and incorporated hereto, CONSULTANT agrees to perform the services and tasks set forth in Exhibit “A” (hereinafter referred to as the “Proposal”). CONSULTANT further agrees to furnish to CITY all labor, materials, tools, supplies, equipment, services, tasks and incidental and customary work necessary to competently perform and timely complete the services and tasks set forth in the Scope of Services. For the purposes of this Agreement the aforementioned services and tasks set forth in the Scope of Services shall hereinafter be referred to generally by the capitalized term “Work.”

PROFESSIONAL SERVICES AGREEMENT
(Engagement: Public Works Oversight Services)
(Parties: Transtech Engineers and City of Cudahy)
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this 11th day of June 2024 (hereinafter, the “Effective Date”), by and between the CITY OF CUDAHY, a municipal corporation (“CITY”) and Transtech Engineers, Inc. (“CONSULTANT”). For the purposes of this Agreement CITY and CONSULTANT may be referred to collectively by the capitalized term “Parties.” The capitalized term “Party” may refer to CITY or CONSULTANT interchangeably.

WHEREAS, CITY wishes to engage CONSULTANT to provide Public Works Oversight Services; and
WHEREAS, CITY staff has determined that CONSULTANT possesses the experience, skills and training necessary to competently provide such services to CITY; and
WHEREAS, CONSULTANT agrees to perform the various services and tasks set forth under this Agreement subject to the terms and conditions set forth herein; and WHEREAS, the execution of this Agreement was approved by the Cudahy City Council at its Special Meeting of June 11, 2024, under Agenda Item No. ______ 4B .

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, CITY and CONSULTANT agree as follows:

I.

ENGAGEMENT TERMS

1.1 SCOPE OF SERVICES: Subject to the terms and conditions set forth in this

1.2 TERM: This Agreement shall have a term of ninety (90) days, commencing from April 2, 2024 (“EFFECTIVE DATE”) unless earlier terminated as provided elsewhere in this Agreement. Nothing in this Section shall operate to prohibit or otherwise restrict the CITY’s ability to terminate this Agreement at any time for convenience or for cause.The Term may be extended subject to the same terms and conditions as set forth herein, for a one-time (1) ninety days (90) period at the option of the CITY. The CITY must provide CONSULTANT with written notice of CITY’s intent to exercise CITY’s option to extend the term of the Agreement no less than thirty (30) days prior to the expiration of the Term or any prior extension term. In the event CITY exercises its option to extend this Agreement, all terms, conditions, and provisions of this Agreement shall remain in effect and govern the duties, responsibilities, and liabilities of the parties hereto. Nothing in this Section shall operate to prohibit or otherwise restrict the CITY’s ability to terminate this Agreement at any time for convenience or for cause.

1.3 COMPENSATION:

A. CONSULTANT shall perform the various services and tasks set forth in the Proposal in accordance with the compensation schedule as outlined in the “Schedule of Hourly Rates-Effective through June 30, 2024” included in the Proposal.

B. CONSULTANT agrees that CONSULTANT shall perform the Services during the course of the term set forth in Section 1.2), above, at rate of compensation that shall not exceed FORTY-FIVE THOUSAND SIX HUNDRED DOLLARS ($45,600.00) (hereinafter, the “Not-to-Exceed Sum”). The Parties agree that the Not-to-Exceed Sum includes compensation for all labor, materials, tools, supplies, equipment, services, tasks, costs and incidental and customary work necessary to competently perform the Work as well as compensation for all specifically delineated expenses set forth in the Proposal. In no event shall the total compensation and costs payable to CONSULTANT under this Agreement exceed the Notto-Exceed Sum unless the availability of funds for the added expenditure is first reviewed by the Finance Division of the City of Cudahy and unless such added expenditure is specifically approved in advance and in writing by the CITY.

C. Sections 1.3(A) and 1.3(B) notwithstanding, as needed, CONSULTANT shall be requested to submit a proposed budget for each project to be approved by the City Manager for project management and design services.

In the event CONSULTANT’s charges are projected to exceed the Not-toExceed Sum, prior to the expiration of the Term or any single extension term, CITY may suspend CONSULTANT’s performance pending CITY approval of any anticipated expenditures in excess of the budget amount or any other CITY-approved amendment to the compensation terms of this Agreement.

1.4 PAYMENT OF COMPENSATION:

A. CITY shall compensate CONSULTANT on a monthly basis for all services rendered and tasks performed by CONSULTANT during the preceding month. At the end of each month during the term of this Agreement, CONSULTANT shall submit to CITY a monthly itemized statement(s) that lists and reasonably describes the specific services rendered and/or tasks performed and the number of personnel hours devoted to such effort; the date(s) upon which such services and/or tasks were performed; and the name of the person(s) performing the service or task along with their applicable hourly billing rate.

B. Within thirty (30) business days of receipt of each invoice, CITY shall notify CONSULTANT in writing of any disputed amounts included in the invoice.

Within forty-five (45) calendar days of receipt of each invoice, CITY shall pay all undisputed amounts included on the invoice. CITY shall not withhold applicable taxes or other authorized deductions from payments made to CONSULTANT.

1.5 ACCOUNTING RECORDS: CONSULTANT shall maintain complete and accurate records with respect to all matters covered under this Agreement for a period of five (5) years after the expiration or termination of this Agreement. CITY shall have the right to access and examine such records, without charge, during normal business hours. CITY shall further have the right to audit such records, to make transcripts therefrom and to inspect all program data, documents, proceedings, and activities.

1.6 ABANDONMENT BY CONSULTANT: In the event CONSULTANT ceases to perform the Work agreed to under this Agreement or otherwise abandons the undertaking contemplated herein prior to the expiration of this Agreement or prior to completion of any or all tasks set forth in the Scope of Services, CONSULTANT shall deliver to CITY immediately and without delay, all materials, records and other work product prepared or obtained by CONSULTANT in the performance of this Agreement. Furthermore, CONSULTANT shall only be compensated for the reasonable value of the services, tasks and other work performed up to the time of cessation or abandonment, less a deduction for any damages, costs or additional expenses which CITY may incur as a result of CONSULTANT’s cessation or abandonment.

II.

PERFORMANCE OF AGREEMENT

2.1 CITY’S REPRESENTATIVES: The CITY hereby designates the City Manager (hereinafter, the “CITY Representative”) to act as its representative for the performance of this Agreement. The CITY Manager shall be the chief CITY Representative. The CITY Representative or his designee shall act on behalf of CITY for all purposes under this Agreement. CONSULTANT shall not accept directions or orders from any person other than the CITY Representative or his designee.

CONSULTANT REPRESENTATIVE: CONSULTANT hereby designates Ali Cayir, Principal-in-Charge/Contract Manager to act as its representative for the performance of this Agreement (hereinafter “CONSULTANT Representative”).

CONSULTANT Representative shall have full authority to represent and act on behalf of the CONSULTANT for all purposes under this Agreement. CONSULTANT Representative or his designee shall supervise and direct the performance of the Work, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Work under this Agreement. Notice to the CONSULTANT Representative shall constitute notice to CONSULTANT.

2.2 COORDINATION OF SERVICE; CONFORMANCE WITH REQUIREMENTS:

CONSULTANT agrees to work closely with CITY staff in the performance of the Work and this Agreement and shall be available to CITY staff and the CITY Representative at all reasonable times. All work prepared by CONSULTANT shall be subject to inspection and approval by CITY Representative or its designees.

2.3 STANDARD OF CARE; PERFORMANCE OF EMPLOYEES: CONSULTANT represents, acknowledges and agrees to the following:

A. CONSULTANT shall perform all Work skillfully, competently and to the generally accepted standards of CONSULTANT’s profession; B. CONSULTANT shall perform all Work in a manner reasonably satisfactory to the CITY;
C. CONSULTANT shall comply with all applicable federal, state and local laws and regulations, including the conflict of interest provisions of Government Code section 1090 and the Political Reform Act (Government Code section 81000 et seq.);
D. CONSULTANT understands the nature and scope of the Work to be performed under this Agreement as well as any and all schedules of performance;
E. All of CONSULTANT’s employees and agents possess sufficient skill, knowledge, training and experience to perform those services and tasks assigned to them by CONSULTANT; and
F. All of CONSULTANT’s employees and agents (including but not limited subcontractors and subconsultants) possess all licenses, permits, certificates, qualifications and approvals of whatever nature that are legally required to perform the tasks and services contemplated under this Agreement and all such licenses, permits, certificates, qualifications and approvals shall be maintained throughout the term of this Agreement and made available to CITY for copying and inspection.

The Parties acknowledge and agree that CONSULTANT shall perform, at CONSULTANT’s own cost and expense and without any reimbursement from CITY, any services necessary to correct any errors or omissions caused by CONSULTANT’s failure to comply with the standard of care set forth under this Section or by any like failure on the part of CONSULTANT’s employees, agents, contractors, subcontractors and subconsultants. Such effort by CONSULTANT to correct any errors or omissions shall be commenced immediately upon their discovery by either Party and shall be completed within seven (7) calendars days from the date of discovery or such other extended period of time authorized by the CITY Representatives in writing and in their sole and absolute discretion. The Parties acknowledge and agree that CITY’s acceptance of any work performed by CONSULTANT or on CONSULTANT’s behalf shall not constitute a release of any deficiency or delay in performance. The Parties further acknowledge, understand and agree that CITY has relied upon the foregoing representations of CONSULTANT, including but not limited to the representation that CONSULTANT possesses the skills, training, knowledge and experience necessary to perform the Work skillfully, competently and to the generally accepted standards of CONSULTANT’s profession.

2.4 ASSIGNMENT: The skills, training, knowledge and experience of CONSULTANT are material to CITY’s willingness to enter into this Agreement. Accordingly, CITY has an interest in the qualifications and capabilities of the person(s) who will perform the services and tasks to be undertaken by CONSULTANT or on behalf of CONSULTANT in the performance of this Agreement. In recognition of this interest, CONSULTANT agrees that it shall not assign or transfer, either directly or indirectly or by operation of law, this Agreement or the performance of any of CONSULTANT’s duties or obligations under this Agreement without the prior written consent of the CITY. In the absence of CITY’s prior written consent, any attempted assignment or transfer shall be ineffective, null and void and shall constitute a material breach of this Agreement.

2.5 CONTROL AND PAYMENT OF SUBORDINATES; INDEPENDENT
CONTRACTOR: The Work shall be performed by CONSULTANT or under CONSULTANT’s strict supervision. CONSULTANT will determine the means, methods and details of performing the Work subject to the requirements of this Agreement. CITY retains CONSULTANT on an independent contractor basis and not as an employee. CONSULTANT reserves the right to perform similar or different services for other principals during the term of this Agreement, provided such work does not unduly interfere with CONSULTANT’s competent and timely performance of the Work contemplated under this Agreement and provided the performance of such services does not result in the unauthorized disclosure of CITY’s confidential or proprietary information. Any additional personnel performing the Work under this Agreement on behalf of CONSULTANT are not employees of CITY and shall at all times be under CONSULTANT’s exclusive

direction and control. CONSULTANT shall pay all wages, salaries and other amounts due such personnel and shall assume responsibility for all benefits, payroll taxes, Social Security and Medicare payments and the like. CONSULTANT shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, income tax withholding, unemployment insurance, disability insurance, workers’ compensation insurance and the like.

2.6 REMOVAL OF EMPLOYEES OR AGENTS: If any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants is determined by the CITY Representatives to be uncooperative, incompetent, a threat to the adequate or timely performance of the tasks assigned to CONSULTANT, a threat to persons or property, or if any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants fail or refuse to perform the Work in a manner acceptable to the CITY, such officer, employee, agent, contractor, subcontractor or subconsultant shall be promptly removed by CONSULTANT and shall not be re-assigned to perform any of the Work.

2.7 COMPLIANCE WITH LAWS: CONSULTANT shall keep itself informed of and in compliance with all applicable federal, state or local laws to the extent such laws control or otherwise govern the performance of the Work. CONSULTANT’s compliance with applicable laws shall include without limitation compliance with all applicable Cal/OSHA requirements.

2.8 NON-DISCRIMINATION: In the performance of this Agreement, CONSULTANT shall not discriminate against any employee, subcontractor, subconsultant, or applicant for employment because of race, color, creed, religion, sex, marital status, sexual orientation, national origin, ancestry, age, physical or mental disability or medical condition.

2.9 INDEPENDENT CONTRACTOR STATUS: The Parties acknowledge, understand and agree that CONSULTANT and all persons retained or employed by CONSULTANT are, and shall at all times remain, wholly independent contractors and are not officials, officers, employees, departments or subdivisions of CITY.

CONSULTANT shall be solely responsible for the negligent acts and/or omissions of its employees, agents, contractors, subcontractors and subconsultants.

CONSULTANT and all persons retained or employed by CONSULTANT shall have no authority, express or implied, to bind CITY in any manner, nor to incur any obligation, debt or liability of any kind on behalf of, or against, CITY, whether by contract or otherwise, unless such authority is expressly conferred to CONSULTANT under this Agreement or is otherwise expressly conferred by CITY in writing.

III.

INSURANCE

3.1 DUTY TO PROCURE AND MAINTAIN INSURANCE: Prior to the beginning of and throughout the duration of the Work, CONSULTANT will procure and maintain policies of insurance that meet the requirements and specifications set forth under this Article. CONSULTANT shall procure and maintain the following insurance coverage, at its own expense:

A. Commercial General Liability Insurance: CONSULTANT shall procure and maintain Commercial General Liability Insurance (“CGL Coverage”) as broad as Insurance Services Office Commercial General Liability coverage (occurrence Form CG 0001) or its equivalent. Such CGL Coverage shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per occurrence and Two Million Dollars ($2,000,000.00) in the general aggregate for bodily injury, personal injury, property damage, operations, products and completed operations, and contractual liability.

B. Automobile Liability Insurance: CONSULTANT shall procure and maintain Automobile Liability Insurance as broad as Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto). Such Automobile Liability Insurance shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per accident for bodily injury and property damage.

C. Workers’ Compensation Insurance/ Employer’s Liability Insurance: A policy of workers’ compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for both CONSULTANT and CITY against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by CONSULTANT in the course of carrying out the Work contemplated in this Agreement.

D. Errors & Omissions Insurance: For the full term of this Agreement and for a period of three (3) years thereafter, CONSULTANT shall procure and maintain Errors and Omissions Liability Insurance appropriate to CONSULTANT’s profession. Such coverage shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per claim.

3.2 ADDITIONAL INSURED REQUIREMENTS: The CGL Coverage and the Automobile Liability Insurance shall contain an endorsement naming the CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers as additional insureds.

3.3 REQUIRED CARRIER RATING: All varieties of insurance required under this Agreement shall be procured from insurers admitted in the State of California and authorized to issue policies directly to California insureds. Except as otherwise provided elsewhere under this Article, all required insurance shall be procured from insurers who, according to the latest edition of the Best’s Insurance Guide, have an A.M. Best’s rating of no less than A:VII. CITY may also accept policies procured

by insurance carriers with a Standard & Poor’s rating of no less than BBB according to the latest published edition the Standard & Poor’s rating guide. As to Workers’ Compensation Insurance/ Employer’s Liability Insurance, the CITY Representatives are authorized to authorize lower ratings than those set forth in this Section.

3.4 PRIMACY OF CONSULTANT’S INSURANCE: All policies of insurance provided by CONSULTANT shall be primary to any coverage available to CITY or CITY’s elected or appointed officials, officers, employees, agents or volunteers. Any insurance or self-insurance maintained by CITY or CITY’s elected or appointed officials, officers, employees, agents or volunteers shall be in excess of CONSULTANT’s insurance and shall not contribute with it.

3.5 WAIVER OF SUBROGATION: All insurance coverage provided pursuant to this Agreement shall not prohibit CONSULTANT or CONSULTANT’s officers, employees, agents, subcontractors or subconsultants from waiving the right of subrogation prior to a loss. CONSULTANT hereby waives all rights of subrogation against CITY.

3.6 VERIFICATION OF COVERAGE: CONSULTANT acknowledges, understands and agrees, that CITY’s ability to verify the procurement and maintenance of the insurance required under this Article is critical to safeguarding CITY’s financial well-being and, indirectly, the collective well-being of the residents of the CITY.

Accordingly, CONSULTANT warrants, represents and agrees that its shall furnish CITY with original certificates of insurance and endorsements evidencing the coverage required under this Article on forms satisfactory to CITY in its sole and absolute discretion. The certificates of insurance and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the CITY if requested. All certificates of insurance and endorsements shall be received and approved by CITY as a condition precedent to CONSULTANT’s commencement of any work or any of the Work. Upon CITY’s written request, CONSULTANT shall also provide CITY with certified copies of all required insurance policies and endorsements.

IV.

INDEMNIFICATION

4.1 The Parties agree that CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers (hereinafter, the “CITY Indemnitees”) should, to the fullest extent permitted by law, be protected from any and all loss, injury, damage, claim, lawsuit, cost, expense, attorneys’ fees, litigation costs, or any other cost arising out of or in any way related to the performance of this Agreement.

Accordingly, the provisions of this indemnity provision are intended by the Parties to be interpreted and construed to provide the CITY Indemnitees with the fullest protection possible under the law. CONSULTANT acknowledges that CITY would not enter into this Agreement in the absence of CONSULTANT’s commitment to indemnify, defend and protect CITY as set forth herein.

4.2 WORK OF CONTRACTOR’S DESIGN PROFESSIONAL SERVICES: The duty to indemnify, defend and hold harmless as set forth under this subsection shall apply to the negligence, recklessness or willful misconduct of any individual who qualifies as a “design professional” within the meaning of subsection (c)(2) of section 2782.8 of the California Civil Code in so far as such negligence, recklessness or willful misconduct occurs in the performance of the Work or activities that must be performed by a “design professional.” Subject to the limitation of the preceding sentence, to the fullest extent permitted by law, CONSULTANT shall immediately defend and indemnify and hold harmless the CITY Indemnities, defined above, from and against any and all liability, loss, damage, expense, cost (including without limitation reasonable attorneys’ fees, expert fees and all other costs and fees of litigation arising out of the negligence, recklessness, or willful misconduct of CONSULTANT or any of CONSULTANT’s officers, employees, servants, agents, contractors, subcontractors or authorized volunteers or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of design professional services under this Agreement. The Parties understand and agree that the duty of CONSULTANT to indemnify, defend and hold harmless pursuant to this subsection includes the duty to defend as set forth in section 2778 of the California Civil Code. CONSULTANT’s obligation to indemnify applies unless it is finally adjudicated that the liability was caused by the sole active negligence or sole willful misconduct of an indemnified party. If it is finally adjudicated that liability is caused by the comparative active negligence or willful misconduct of an indemnified party, then CONSULTANT’s indemnification obligation shall be reduced in proportion to the established comparative liability.

4.3 WORK OF ALL OTHER PERSONS/NON-DESIGN PROFESSIONALS: Except as otherwise provided under Section 4.2 of this Article, above, to the fullest extent permitted by law, CONSULTANT shall indemnify, defend and hold harmless the CITY Indemnitees from and against all liability, loss, damage, expense, cost (including without limitation reasonable attorneys’ fees, expert fees and all other costs and fees of litigation) of every nature to the extent caused by CONSULTANT’s negligent performance under this Agreement, including but not limited to the negligent acts, errors or omissions of CONSULTANT or CONSULTANT’s officers, employees, agents, servants, contractors, subcontractors or subconsultants or the failure of the same to comply with any of the duties, obligations or standards of care set forth herein. The duty to indemnify, defend and hold harmless under this subsection shall not encompass a duty to indemnify, defend or hold harmless for liability, loss, suit, damage, expense, or cost caused by the negligence or willful misconduct of any or all of the CITY Indemnitees. The duty to indemnify, defend and hold harmless as set forth under this subsection is intended to encompass liabilities, losses, damages, expense and costs not otherwise subject to subsection 4.2, above.

To the fullest extent permitted by law, CONSULTANT shall indemnify, hold harmless and defend the CITY Indemnitees from and against all liability, loss, damage, expense, cost (including without limitation reasonable attorneys’ fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with

CONSULTANT’s performance of work hereunder or its failure to comply with any of its obligations contained in this Agreement, except such loss or damage which is caused by the sole negligence or willful misconduct of the CITY.

4.4 CITY shall have the right to offset against the amount of any compensation due CONSULTANT under this Agreement any amount due CITY from CONSULTANT as a result of CONSULTANT’s failure to pay CITY promptly any indemnification arising under this Article and related to CONSULTANT’s failure to either (i) pay taxes on amounts received pursuant to this Agreement or (ii) comply with applicable workers’ compensation laws.

4.5 The obligations of CONSULTANT under this Article will not be limited by the provisions of any workers’ compensation act or similar act. CONSULTANT expressly waives its statutory immunity under such statutes or laws as to CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers.

4.6 CONSULTANT agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Article from each and every subcontractor or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. In the event CONSULTANT fails to obtain such indemnity obligations from others as required herein, CONSULTANT agrees to be fully responsible and indemnify, hold harmless and defend CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT’s subcontractors or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys’ fees incurred by counsel of CITY’s choice.

4.7 CITY does not, and shall not, waive any rights that it may possess against CONSULTANT because of the acceptance by CITY, or the deposit with CITY, of any insurance policy or certificate required pursuant to this Agreement. This hold harmless and indemnification provision shall apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense.

4.8 This Article and all provisions contained herein (including but not limited to the duty to indemnify, defend and hold free and harmless) shall survive the termination or normal expiration of this Agreement and is in addition to any other rights or remedies which the CITY may have at law or in equity.

V.

TERMINATION

5.1 TERMINATION WITHOUT CAUSE: CITY may terminate this Agreement at any time for convenience and without cause by giving CONSULTANT a minimum of

five (5) calendar days prior written notice of CITY’s intent to terminate this Agreement. Upon such termination for convenience, CONSULTANT shall be compensated only for those services and tasks which have been performed by CONSULTANT up to the effective date of the termination. CONSULTANT may not terminate this Agreement except for cause as provided under Section 5.2, below.

If this Agreement is terminated as provided herein, CITY may require CONSULTANT to provide all finished or unfinished Documents and Data, as defined in Section 6.5 below, and other information of any kind prepared by CONSULTANT in connection with the performance of the Work. CONSULTANT shall be required to provide such Documents and Data within fifteen (15) calendar days of CITY’s written request. No actual or asserted breach of this Agreement on the part of CITY pursuant to Section 5.2, below, shall operate to prohibit or otherwise restrict CITY’s ability to terminate this Agreement for convenience as provided under this Section.

5.2 EVENTS OF DEFAULT; BREACH OF AGREEMENT:

A. In the event either Party fails to perform any duty, obligation, service or task set forth under this Agreement (or fails to timely perform or properly perform any such duty, obligation, service or task set forth under this Agreement), an event of default (hereinafter, “Event of Default”) shall occur. For all Events of Default, the Party alleging an Event of Default shall give written notice to the defaulting Party (hereinafter referred to as a “Default Notice”) which shall specify: (i) the nature of the Event of Default; (ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default shall be cured, which shall not be less than the applicable cure period set forth under Sections 5.2.(B) and 5.2(C) below or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Default shall constitute a breach of this Agreement if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement.

B. CONSULTANT shall cure the following Events of Defaults within the following time periods:
i. Within three (3) business days of CITY’s issuance of a Default Notice for any failure of CONSULTANT to timely provide CITY or CITY’s employees or agents with any information and/or written reports, documentation or work product which CONSULTANT is obligated to provide to CITY or CITY’s employees or agents under this Agreement. Prior to the expiration of the 3-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 3-day cure period. The foregoing notwithstanding, CITY shall be under no obligation to

grant additional time for the cure of an Event of Default under this Section 5.2 B.i. that exceeds seven (7) calendar days from the end of the initial 3-day cure period; or
ii. Within fourteen (14) calendar days of CITY’s issuance of a Default Notice for any other Event of Default under this Agreement. Prior to the expiration of the 14-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 14-day cure period. The foregoing notwithstanding, CITY shall be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2B.ii that exceeds thirty (30) calendar days from the end of the initial 14-day cure period.

In addition to any other failure on the part of CONSULTANT to perform any duty, obligation, service or task set forth under this Agreement (or the failure to timely perform or properly perform any such duty, obligation, service or task), an Event of Default on the part of CONSULTANT shall include, but shall not be limited to the following: (i) CONSULTANT’s refusal or failure to perform any of the services or tasks called for under the Scope of Services; (ii) CONSULTANT’s failure to fulfill or perform its obligations under this Agreement within the specified time or if no time is specified, within a reasonable time; (iii) CONSULTANT’s and/or its employees’ disregard or violation of any federal, state, local law, rule, procedure or regulation; (iv) the initiation of proceedings under any bankruptcy, insolvency, receivership, reorganization, or similar legislation as relates to CONSULTANT, whether voluntary of involuntary; (v) CONSULTANT’s refusal or failure to perform or observe any covenant, condition, obligation or provision of this Agreement; and/or (vii) CITY’s discovery that a statement representation or warranty by CONSULTANT relating to this Agreement is false, misleading or erroneous in any material respect.

C. CITY shall cure any Event of Default asserted by CONSULTANT within forty-five (45) calendar days of CONSULTANT’s issuance of a Default Notice, unless the Event of Default cannot reasonably be cured within the 45-day cure period. Prior to the expiration of the 45-day cure period, CITY may submit a written request for additional time to cure the Event of Default upon a showing that CITY has commenced its efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 45-day cure period. The foregoing notwithstanding, an Event of Default dealing with CITY’s failure to timely pay any undisputed sums to CONSULTANT as provided under Section 1.4, above, shall be cured by CITY within five (5) calendar days from the date of CONSULTANT’s Default Notice to CITY.

D. CITY, in its sole and absolute discretion, may also immediately suspend CONSULTANT’s performance under this Agreement pending
CONSULTANT’s cure of any Event of Default by giving CONSULTANT written notice of CITY’s intent to suspend CONSULTANT’s performance (hereinafter, a “Suspension Notice”). CITY may issue the Suspension Notice at any time upon the occurrence of an Event of Default. Upon such suspension, CONSULTANT shall be compensated only for those services and tasks which have been rendered by CONSULTANT to the reasonable satisfaction of CITY up to the effective date of the suspension. No actual or asserted breach of this Agreement on the part of CITY shall operate to prohibit or otherwise restrict CITY’s ability to suspend this Agreement as provided herein.

E. No waiver of any Event of Default or breach under this Agreement shall constitute a waiver of any other or subsequent Event of Default or breach.

No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

F. The duties and obligations imposed under this Agreement and the rights and remedies available hereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. In addition to any other remedies available to CITY at law or under this Agreement in the event of any breach of this Agreement, CITY, in its sole and absolute discretion, may also pursue any one or more of the following remedies:
i. Upon written notice to CONSULTANT, the CITY may immediately terminate this Agreement in whole or in part;
ii. Upon written notice to CONSULTANT, the CITY may extend the time of performance;
iii. The CITY may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for CONSULTANT’s breach of the Agreement or to terminate the Agreement; or iv. The CITY may exercise any other available and lawful right or remedy.

CONSULTANT shall be liable for all legal fees plus other costs and expenses that CITY incurs upon a breach of this Agreement or in the CITY’s exercise of its remedies under this Agreement.

G. In the event CITY is in breach of this Agreement, CONSULTANT’s sole remedy shall be the suspension or termination of this Agreement and/or

the recovery of any unpaid sums lawfully owed to CONSULTANT under this Agreement for completed services and tasks.

5.3 SCOPE OF WAIVER: No waiver of any default or breach under this Agreement shall constitute a waiver of any other default or breach, whether of the same or other covenant, warranty, agreement, term, condition, duty or requirement contained in this Agreement. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

5.4 SURVIVING ARTICLES, SECTIONS AND PROVISIONS: The termination of this Agreement pursuant to any provision of this Article or by normal expiration of its term or any extension thereto shall not operate to terminate any Article, Section or provision contained herein which provides that it shall survive the termination or normal expiration of this Agreement.

5.5 SUSPENSION OF WORK: The CITY may suspend, in writing, all or a portion of the Work under this Agreement if unforeseen circumstances beyond the CITY’s control make normal progress of the Work impossible.

VI.

MISCELLANEOUS PROVISIONS

6.1 DOCUMENTS & DATA; LICENSING OF INTELLECTUAL PROPERTY: All Documents and Data shall be and remain the property of CITY without restriction or limitation upon their use or dissemination by CITY. For purposes of this Agreement, the term “Documents and Data” means and includes all reports, analyses, correspondence, plans, drawings, designs, renderings, specifications, notes, summaries, strategies, charts, schedules, spreadsheets, calculations, lists, data compilations, documents or other materials developed and/or assembled by or on behalf of CONSULTANT in the performance of this Agreement and fixed in any tangible medium of expression, including but not limited to Documents and Data stored digitally, magnetically and/or electronically. This Agreement creates, at no cost to CITY, a perpetual license for CITY to copy, use, reuse, disseminate and/or retain any and all copyrights, designs, and other intellectual property embodied in all Documents and Data. CONSULTANT shall require all subcontractors and subconsultants working on behalf of CONSULTANT in the performance of this Agreement to agree in writing that CITY shall be granted the same right to copy, use, reuse, disseminate and retain Documents and Data prepared or assembled by any subcontractor or subconsultant as applies to Documents and Data prepared by CONSULTANT in the performance of this Agreement.

6.2 CONFIDENTIALITY: All data, documents, discussion, or other information developed or received by CONSULTANT or provided for performance of this Agreement are deemed confidential and shall not be disclosed by CONSULTANT without prior written consent by CITY. CITY shall grant such consent if disclosure is legally required. Upon request, all CITY data shall be returned to CITY upon the

termination or expiration of this Agreement. CONSULTANT shall not use CITY’s name or insignia, photographs, or any publicity pertaining to the Work in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of CITY. Notwithstanding the foregoing, CONSULTANT shall not be restricted from disclosing confidential information that is reasonably necessary for CONSULTANT to disclose to CONSULTANT's employees, subconsultants and the general contractor and subcontractors, if appropriate, or information in whatever form that is in the public domain. Nor shall CONSULTANT be restricted from giving notices required by law or complying with an order to provide information or data when such an order is issued by a court, administrative agency or other legitimate authority, or if disclosure is reasonably necessary for CONSULTANT to defend itself from any legal action or claim – if such an event should occur, CONSULTANT will inform CITY in writing prior to any disclosure.

6.3 FALSE CLAIMS ACT: CONSULTANT warrants and represents that neither CONSULTANT nor any person who is an officer of, in a managing position with, or has an ownership interest in CONSULTANT has been determined by a court or tribunal of competent jurisdiction to have violated the False Claims Act, 31 U.S.C., section 3789 et seq. and the California False Claims Act, Government Code section 12650 et seq.

6.4 NOTICES: All notices permitted or required under this Agreement shall be given to the respective Parties at the following addresses, or at such other address as the respective Parties may provide in writing for this purpose:

CONSULTANT: CITY:

Transtech Engineers, Inc.

Attn: Ali Cayir, Principal
13367 Benson Avenue
Chino, CA 91710
Phone: (909) 595-8599
Fax: (909) 590-8599
City of Cudahy
5220 Santa Ana St.

Cudahy, CA 90201
Attn: Assistant to the City Manager
Phone: (323) 773-5143
Fax: (323) 771-2072
Such notices shall be deemed effective when personally delivered or successfully transmitted by facsimile as evidenced by a fax confirmation slip or when mailed, forty-eight (48) hours after deposit with the United States Postal Service, first class postage prepaid and addressed to the Party at its applicable address.

6.5 COOPERATION; FURTHER ACTS: The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as is reasonably necessary, appropriate or convenient to achieve the purposes of this Agreement.

6.6 SUBCONTRACTING: CONSULTANT shall not subcontract any portion of the Work required by this Agreement, except as expressly stated herein, without the

prior written approval of CITY. Subcontracts (including without limitation subcontracts with subconsultants), if any, shall contain a provision making them subject to all provisions stipulated in this Agreement, including provisions relating to insurance requirements and indemnification.

6.7 CITY’S RIGHT TO EMPLOY OTHER CONSULTANTS: CITY reserves the right to employ other contractors in connection with the various projects worked upon by CONSULTANT.

6.8 CONFLICTS OF INTEREST:

A. CONSULTANT warrants, represents and maintains that it has not employed nor retained any company or person, other than a bona fide employee working solely for CONSULTANT, to solicit or secure this Agreement. Further, CONSULTANT warrants and represents that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for CONSULTANT, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of CITY, during the term of his or her service with CITY, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

B. CONSULTANT may serve other clients, but none whose activities within the corporate limits of CITY or whose business, regardless of location, would place CONSULTANT in a “conflict of interest,” as that term is defined in the Political Reform Act, codified at California Government Code §81000 et seq.

C. CONSULTANT shall not employ any official or employee of the CITY during the Term of this Agreement or any extension term. No officer or employee of CITY shall have any financial interest in this Agreement that would violate Government Code §§1090 et seq. CONSULTANT warrants and represents that no owner, principal, partner, officer, or employee of CONSULTANT is or has been an official, officer, employee, agent, or appointee of the CITY within the twelve-month period of time immediately preceding the Effective Date. If an owner, principal, partner, officer, employee, agent, or appointee of CONSULTANT was an official, officer, employee, agent, or appointee of the CITY within the twelve-month period immediately preceding the Effective Date, CONSULTANT warrants that any such individuals did not participate in any manner in the forming of this Agreement. CONTRACTOR understands that, if this Agreement is made in violation of Government Code §1090 et seq., the entire Agreement is void and CONSULTANT will not be entitled to any compensation for services performed pursuant to this Agreement, including reimbursement of expenses, and CONSULTANT will be required to reimburse the CITY for any sums paid to CONSULTANT.

CONSULTANT understands that, in addition to the foregoing, it may be

subject to criminal prosecution for a violation of Government Code §1090.

6.9 TIME IS OF THE ESSENCE: Time is of the essence for each and every provision of this Agreement.

6.10 GOVERNING LAW AND VENUE: This Agreement shall be interpreted and governed according to the laws of the State of California. In the event of litigation between the Parties, venue, without exception, shall be in the Los Angeles County Superior Court of the State of California. If, and only if, applicable law requires that all or part of any such litigation be tried exclusively in federal court, venue, without exception, shall be in the Central District of California located in the City of Los Angeles, California.

6.11 ATTORNEYS’ FEES: If either Party commences an action against the other Party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation shall be entitled to have and recover from the losing Party reasonable attorneys’ fees and all other costs of such action.

6.12 SUCCESSORS AND ASSIGNS: This Agreement shall be binding on the successors and assigns of the Parties.

6.13 NO THIRD PARTY BENEFIT: There are no intended third party beneficiaries of any right or obligation assumed by the Parties. All rights and benefits under this Agreement inure exclusively to the Parties.

6.14 CONSTRUCTION OF AGREEMENT: This Agreement shall not be construed in favor of, or against, either Party but shall be construed as if the Parties prepared this Agreement together through a process of negotiation and with the advice of their respective attorneys.

6.15 SEVERABILITY: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

6.16 AMENDMENT; MODIFICATION: No amendment, modification or supplement of this Agreement shall be valid or binding unless executed in writing and signed by both Parties, subject to CITY approval. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver shall be void and invalid.

6.17 CAPTIONS: The captions of the various articles, sections and paragraphs are for convenience and ease of reference only, and do not define, limits, augment, or describe the scope, content, or intent of this Agreement.

6.18 INCONSISTENCIES OR CONFLICTS: In the event of any conflict or inconsistency between the provisions of this Agreement and any of the exhibits attached hereto, the provisions of this Agreement shall control.

6.19 ENTIRE AGREEMENT: This Agreement including all attached exhibits is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed herein and supersedes all other agreements or understandings, whether oral or written, or entered into between CITY and CONSULTANT prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid or binding. No amendment, modification or supplement to this Agreement shall be valid and binding unless in writing and duly executed by the Parties pursuant to Section 6.17, above.

6.20 FORCE MAJEURE: The deadline for completing the Services may be extended in the event of any delays due to unforeseeable causes beyond the control of CONSULTANT and without the fault or negligence of CONSULTANT, including but not limited to severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the CITY. CONSULTANT shall within three (3) calendar days of the commencement of such delay notify the City Representative in writing of the causes of the delay. The City Representative shall ascertain the facts and the extent of delay and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the CITY Representative such delay is justified. The CITY Representative’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall CONSULTANT be entitled to recover damages against the CITY for any delay in the performance of this Agreement, however caused, CONSULTANT’s sole remedy being extension of the Agreement pursuant to this Section.

6.21 COUNTERPARTS: This Agreement shall be executed in three (3) original counterparts each of which shall be of equal force and effect. No handwritten or typewritten amendment, modification or supplement to any one counterparts shall be valid or binding unless made to all three counterparts in conformity with Section

6.16, above. One fully executed original counterpart shall be delivered to CONSULTANT and the remaining two original counterparts shall be retained by CITY.
[SIGNATURE PAGE TO FOLLOW]

lN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed the day and year first appearing in this Agreement, above.

CITY OF CUDAHY TRANSTECH ENGINEERS
By
Noyola, I Ali Cayir
Principal
C (, Date. 06/1012024
ATTEST:

City
ard c
City C
oate: 7 ,/ 2./ 2o2?
APPROVED AS TO FORM:

Stephanie
City Attorney
Date

Exhibit “A”

PROPOSAL

TnaNsrech
Morch 18,2024 Est. 1989
You, Prol€cb I Ow ?osrlon
A Trusled Community Portner
City of Cudohy
Attn: Alfonso Noyoto, City Monoger
5220 Sonto Ano St
Cudohy, CA 90201
E: [email protected]
Subject: Tronslech Proposolfor Public Works Oversighl Services Deor Mr. Noyolo,
Tronslech is pleosed to submit this Letter of Proposol to the City for the temporory Public Works Oversight Services lo the City of Cudohy.

Scope of Work Tronslech commits to supplying o highly quolified teom member to deliver Public Works Oversight services. The designoled senior stoff member ossigned to the Cily of Cudohy will hove extensive experience in overseeing Public Works Deportmenls for vorious public ogencies. This ossigned individuolwill be ovoiloble to reporl to City Holl in person I to 3 limes o week, olong with remote ovoilobilily, with scheduling orrongements to be coordinoted ond determined wilh the City Monoger.
a
Billing Role: Tronstech's typicol billing rote for this position ond senior level sloff is S220lhour. As our commilment lo lhe City of Cudohy, Tronslech will provide lhese services ol o discounted hourly role of S'190/hour.

ProposolTime Period: This proposol is for o 3 monlh period, overoging 20 hours o week os requested by the City.

Proposed Fee: This proposol is bosed on the obove timeline of l2 weeks (3 months) of o not to exceed omouni of 545,600 (20 hours o week x l2 weeks x $19O/hour) for Public Works Oversight Services.

Brief Compony Profile: Estoblished in 1989, Tronsiech (o Colifornio Corporotion) is o mulli-disciplinory engineering consulting firm. Tronstech hos been in business for 35 yeors ond is providing municipol services lo over 70 public ogencies.

Exfensiye Experience in Municipol Engineering ond Working with Public Agencies: One of the unique quolificotions of Tronstech is thol we serve public ogencies os municipol controcl service providers, including Controct City Engineer, City Troffic Engineer, Building Officiol, CIP Monoger, Plonner ond in other copocilies.

We ore occuslomed lo working with public ogencies ond hove o good understonding of public ogency procedures ond policies. We hove extensive experience in preporing stoff reports ond presentotions to City Council, Boords ond public, ond in communicoting effectively with diverse oudiences ond stokeholders ot public forums. We hove monoged lorge ond complex projects, which involved multiple ogencies ond jurisdictions. Severol of our sloff members ore former City Engineers, Public Works Direclors.

Multi-disciplinary Service Copobilifies: Our service copobilities include the below. a
a
-/-
Proposol, AS-NEEDED TEMPORARY DEPUTY PW DIRECTOR SUPPORT Iaexsrtch SERVICES

Atlochmenls 2
. Building & Sofety Services, Building lnspection, Plon . City Engineer, City Troffic Engineer, Check, Building Evoluotions, City Building Officiol, Code Development Review. Public Works Enforcement Engineering. Plon Check. lnspection
. Civil Engineering, . Lobor Complionce
. Stoff Augmentolion . Plonning Support
. CIP Progrom Monogemenl . Troffic ond Tronsportotion Plonning ond . Construclion Monogement ond lnspection Engineering
. Federolly Funded Project Monogement ond Gronl Writir. Woter Resources Engineering . CDBG Project Monogement . Surveying, Mopping, ALTA. ROW Eng Experience in Federally Funded Projecfs: We hove exlensive experience in lhe monogemenl ond odminislrolion of gronl funded proiects. Our stoff members hove completed Coltrons RE Acodemy for Federolly ond Slole Funded Projects. We follow guidelines ond procedures of Coltrons locol Assistqnce Procedures Monuol (LAPM).

Successful Record of Obtaining Gront Funds: Our leom hos proven lrock record in obtoining oulside gronls for its clienl cities. Our stoff works with our client cities to find potentiol funding sources, ond to prepore competitive opplicotions for vorious progroms. We hove obtoined extensive omount of funds for our client cities.

Experience with MEIRO.' We work with METRO on o number of projects. Currently. we ore monoging 710 Mobility lmprovement Projects for the Cilies of Alhombro ond Rosemeod, which hos lolol funding of over $200m.

Experience vtilh Coltrons: Our leom includes experienced sloff members who hove worked for CAITRANS ond ore intimotely fomilior with the stondords ond procedures, project development ond opprovol process, ond requirements. One of our Sr. Stoff Member is former Depuly Direclor of Collrons Dislricl T.

Experience with LA County: We work ond coordinote with LA County on o number of projects.

Lorge Pool of Experienced Sfoff ond Resources: Tronstech hos o lorge pool of well experienced sloff ond resources (over 200) reodily ovoiloble to provide requested services, ond respond to requests in o timely, efficient, ond cost-effective monner.

Expedited/Off-Business Hours/Weekend Services.' lf the City receives o request from oppliconts for expedited ond/or during off business hours ond weekends inspection services, Tronslech stoff will provide odditionol resources to occommodote such o request.

Tronslech hos extensive experience working with Public Agencies/Cities in similor ossignmenls. We ore occustomed lo working with governmenlol ogencies, ond hove o good understonding of public ogency issues, procedures. ond policies. One of the unique quolificotions of Tronslech is lhot we serve public ogencies os municipol controcl service providers, including Conlrocl City Engineer, City Troffic Engineer, Building Officiol, CIP Monoger, Plonner ond in olher copocilies. Severol ol our slofl members ore former City Engineers, Public Works Direclors.

Thonk you for the opportunity to submit this proposol. Should you hove ony questions, or require odditionol informolion, pleose contoct the undersigned.

Sincerely,
Melisso Demirci, RSP, Principol
E: [email protected]
C:714-598-8896
Attochmenf: Ironsfech's Hourly Rotes for o/l Stoff Clossificotions ./-
laensrrch Tronslech Proposol lor Public Wolks Overlghl Services

Allochmenls 3
Transtech's Fee Schedule for all staff classifications:

TRANSTECH ENGINEERS, INC.

SCHEDUTE OF HOURTY RATES - Elfeclive lhrough Jvne 30,2024 Rotes ore overoge, negotioble ond con be modified to estoblish o fee for eoch ossignment bosed on the specific project's scope, when such projects ore identified by the City.

The obove fees will be increosed eoch yeor July lst outomoticolly by the percentoge chonge Los Angeles-long Eeoch-Anoheim Colifornio Consumer Price lndex-All Urban Consumers ('CP\-U) for the preceding twelve-month period os colculoled for Februory by fhe U.S. Deportment of Lobor Bureou of Lobor Sfofrstics ond published by the United Slofes Eureou of Lobor Stofisfic.

Lobor Complionce
Anolyst $r s2
Funds Coordinotor $r s8
Utility Coordinotor $r 59
Office Engineer $r 52
Construction lnspector $r 52
Senior Construction
lnsoector $r 64
Construction Monoger $20e
Resident Engineer $20e
Public Works lnspector $r 52
Senior Public Works
lnspector $r 64
Supervising PW
Survey Anolyst
$r 6e
$r s2
Senior Survey Anolyst $r 54
2-Mon Survey Crew $3s0
Survey & Mopping
Speciolist $r eB
Licensed Lond Surveyor
Funds Anolyst
$214
$147
Senior Funds Anolyst $r s8
$r 4r Grophic & Rendering
Desiqner
Gront Writer $174
Funds & Gront Projecl
Monoqer $r 98

CONSTRUCTION

PUBLIC WORKS INSPECTION

SURVEY AND MAPPING

FUNDING & GRANT WRITING
Field Technicion $e0
Engineerin g Techniciqn $r 07
Assistont CAD Drofter $r30
Senior CAD Drofter $r s2
Associote Designer $r 58
Senior Designer $r 59
Design Project Monoger $209
Assistont Engineer $r 36
Stoff/Associote Civil
Enoineer $r 64
Senior Civil Engineer $220
Troffic Anolyst Technicion $124
Associote Troffic Anolyst $147
Senior Troffic Anolyst $r 69
Professionol Tronsportotion
Plonner $r 86
Troffic Engineer Technicion $r 07
Associote Troffic Engineer $r 64
Troffic Engineer $r 86
Senior Troffic Engineer $20e
Project Monoger $r e2
Senior Project Monoger $20e
Deputy City Engineer $r 8r
City Engineer $r 98
Principol Engineer $220

ENGINEERING
Permit Technicion $e0
Plon Check
Technicion/Anolyst $124
Building lnspector $124
Senior lnspector $r 4r
Plons Exominer/Checker $1 s2
Plon Check Engineer $r 59
Deputy Building Officiol $1 59
Building Officiol $r 8r
Community Development
Technicion $e0
Plonning Technicion $e6
Assistont Plonner $r 35
Associote Plonner $142
Senior Plonner $174
Plonning Monoger
A dminisirotive/C lericol
$r 86
$74
I
Project Accountont $e0

BUILDING & SAFETY

ADMINISTRATIVE STAFF

PLANNING
-/-
Tronslech Proposol lneusrech for Public Works Oversighl Services

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
10/01/2024 Page 1 of 2

STAFF REPORT
Date: October 1, 2024
To: Honorable Mayor/Chair and City Council/Agency Members From: Alfonso Noyola, City Manager/Executive Director
By: Johncito “John” Peraza, Assistant to the City Manager Subject: First Amendment to Professional Services Agreement for Senior Engineer - Capital Improvement Project (CIP) Management Services with Transtech Engineers

RECOMMENDATION
The City Council is requested to consider adoption of the proposed First Amendment to the Professional Services Agreement for Senior Engineer Capital Improvement Project (CIP) Management Services with Transtech Engineers.

BACKGROUND
Since April 2024, the duties of Assistant City Engineer in the City of Cudahy (“City”) have been fulfilled by a Senior Engineer/Capital Improvement Project (CIP) Manager provided by TransTech Engineers (“Transtech”).

On June 11, 2024, the City entered into a Professional Services Agreement for Senior Engineer Capital Improvement Project (CIP) Management Services with Transtech Engineers(“Master Agreement”). The Master Agreement included a Not-to-Exceed Amount of $45,600 and an initial term of ninety (90) days with the option to extend for an additional 90 days.

On August 21, 2024, the City Manager invoked section 1.2 Term of the Professional Services Agreement extending the agreement for 90 days until November 19, 2024, without extending the Not-to-Exceed Amount.

ANALYSIS
TransTech has designated a member of their team to carryout out the duties and responsibilities of the Assistant City Engineer =by a Senior Engineer/Capital Improvement Item Number
14B

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
10/01/2024 Page 2 of 2
Project (CIP) Manager. The designated individual reports to the City Manager and interimDirector of Public Works, as well as oversees the execution of the City’s Capital Improvement Projects (CIPs).

The budgeted salary for a permanent Assistant City Engineer is $124,100. City staff is requesting that the Not-to-Exceed Amount in the Master Agreement be amended to the budgeted salary for a permanent Assistant City Engineer.

Transtech Personnel services are required to continue implementation of current and upcoming projects.

CONCLUSION
Adoption of the proposed First Amendment to the Professional Services Agreement for Senior Engineer Capital Improvement Project (CIP) Management Services with Transtech Engineers.

STRATEGIC PLAN CORRELATION
Goal E: City Infrastructure and Service Delivery

3. Complete the Capital Improvement Plan, which anticipates the capital needs of Cudahy over a five-year period.

Goal F: Communication and Outreach

6. Explore opportunities for efficiency through insourcing and outsourcing

FINANCIAL IMPACT
The contract will be funded through cost savings of vacant position within the Public Works department that this is supplementing for the budgeted amount of $124,100 between General Fund and various special revenue funds as presented in the FY2025 budget.

ATTACHMENTS
A. Proposed First Amendment

1 2024

FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT
(Engagement: Senior Engineer CIP Project Management Services) (Parties: Transtech Engineers and City of Cudahy)
THIS FIRST AMENDMENT (hereinafter, “First Amendment”) to that certain agreement entitled “Professional Services Agreement”, dated June 11, 2024 (hereinafter, the “Master Agreement”), is hereby made and entered into this 1st day of October 2024 (hereinafter, the “Effective Date”) by and between the CITY OF CUDAHY, a municipal corporation (hereinafter, “CITY”) and Transtech Engineers (hereinafter, CONSULTANT”). For purposes of this First Amendment, the capitalized term “Parties” shall be a collective reference to both CITY and CONSULTANT. The capitalized term “Party” may refer to either CITY or CONSULTANT, interchangeably as appropriate.

RECITALS
This FIRST AMENDMENT is made and entered into with respect to the following facts:

WHEREAS, on the 11th day of June 2024, the Parties executed and entered into the Master Agreement for CONSULTANT to provide Senior Engineer CIP Project Management Services; and
WHEREAS, the CITY requests that CONSULTANT continue to provide Senior Engineer CIP Project Management Services, the continued services will require an increase in the current Noto-Exceed Amount; and WHEREAS, CITY agrees to increase the Not-to-Exceed Amount by Seventy-Nine Thousand One Hundred ($79,100) for a new Not-to-Exceed Amount of One Hundred Twenty Four Thousand and One Hundred Dollars ($124,100); and
WHEREAS, the execution of this First Amendment was approved by the Cudahy City Council at its Regular Meeting of October 1, 2024 under Agenda Item No. .

NOW, THEREFORE, in consideration of the mutual agreements contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, the Parties agree as follows:

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

SECTION 2. Section 1.3(B) Compensation of the Master Agreement is hereby amended to increasing the Not-to-Exceed Amount to One Hundred Twenty-Four Thousand and One Hundred Dollars ($124,100).

SECTION 3. Except as otherwise set forth in this First Amendment, the Master Agreement, as amended by the way of the First Amendment, shall remain binding, Attachment A Page 69 of 161
2 controlling, and in full force and effect. Section 6.19 “Entire Agreement” of the Master Agreement notwithstanding, this First Amendment, together with the Master Agreement, shall constitute the entire, complete, final, and exclusive expression of the Parties with respect to the matters addressed in both documents.

SECTION 4. In the event of any conflict or inconsistency between the provisions of this First Amendment and the provisions of the Master Agreement, the provisions of

3 this First Amendment shall govern and control to the extent of the conflict or inconsistency and no further.
(SIGNATURES ON NEXT PAGE)

4 IN WITNESS WHEREOF, the Parties hereto have caused this First Amendment to be executed on the day and year first appearing above.

CITY OF CUDAHY:

By:

Alfonso M. Noyola, ICMA-CM,
City Manager
Date:

APPROVED AS TO FORM:

By:

Stephanie Arechiga, City Attorney
Date:

Transtech Engineers:

By:

Name:

Title:

Date:

5 EXHIBIT “A”

MASTER AGREEMENT

PROFESSIONAL SERVICES AGREEMENT
(Engagement: SENIOR ENGINEER CIP PROJECT
MANAGEMENT SERVICES) (Parties: TRANSTECH
ENGINEERS and City of Cudahy)
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this 11th day of June 2024 (hereinafter, the “Effective Date”), by and between the CITY OF CUDAHY, a municipal corporation (“CITY”) and Transtech Engineers, Inc. (“CONSULTANT”). For the purposes of this Agreement CITY and CONSULTANT may be referred to collectively by the capitalized term “Parties.” The capitalized term “Party” may refer to CITY or CONSULTANT interchangeably.

WHEREAS, CITY wishes to engage CONSULTANT to provide the following specialized services: SENIOR ENGINEER CAPITAL IMPROVEMENT PLAN (“CIP”) PROJECT MANAGEMENT SERVICES; and
WHEREAS, CITY staff has determined that CONSULTANT possesses the experience, skills and training necessary to competently provide such services to CITY; and
WHEREAS, CONSULTANT agrees to perform the various services and tasks set forth under this Agreement subject to the terms and conditions set forth herein; and.

WHEREAS, the execution of this Agreement was approved by the Cudahy City Council at its Special Meeting of June 11, 2024, under Agenda Item No. ______.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, CITY and CONSULTANT agree as follows:

I.

ENGAGEMENT TERMS

1.1 SCOPE OF SERVICES: Subject to the terms and conditions set forth in this Agreement and all exhibits attached and incorporated hereto, CONSULTANT agrees to perform the services and tasks set forth in Exhibit “A” (hereinafter referred to as the “Proposal”). CONSULTANT further agrees to furnish to CITY all labor, materials, tools, supplies, equipment, services, tasks and incidental and customary work necessary to competently perform and timely complete the services and tasks set forth in the Scope of Services. For the purposes of this Agreement the aforementioned services and tasks set forth in the Scope of Services shall hereinafter be referred to generally by the capitalized term “Work.” 4A

1.2 TERM: This Agreement shall have a term of ninety (90) days, commencing from July 1, 2024 (“EFFECTIVE DATE”) unless earlier terminated as provided elsewhere in this Agreement. The Term may be extended subject to the same terms and conditions as set forth herein, for a one-time (1) ninety days (90) period at the option of the CITY. The CITY must provide CONSULTANT with written notice of CITY’s intent to exercise CITY’s option to extend the term of the Agreement no less than thirty (30) days prior to the expiration of the Term or any prior extension term. In the event CITY exercises its option to extend this Agreement, all terms, conditions, and provisions of this Agreement shall remain in effect and govern the duties, responsibilities, and liabilities of the parties hereto.

Nothing in this Section shall operate to prohibit or otherwise restrict the CITY’s ability to terminate this Agreement at any time for convenience or for cause.

1.3 COMPENSATION:

A. CONSULTANT shall perform the various services and tasks set forth in the Proposal in accordance with the compensation schedule as outlined under the “Billing Rate” subheading in the Proposal.

B. CONSULTANT shall perform the services as outlined in the Proposal, during the course of the term set forth in Section 1.2, above, at rate of compensation that shall not exceed FORTY-FIVE THOUSAND DOLLARS ($45,000) (hereinafter, the “Not-to-Exceed Sum”). The Parties agree that the Not-to-Exceed Sum includes compensation for all labor, materials, tools, supplies, equipment, services, tasks, costs and incidental and customary work necessary to competently perform the Work as well as compensation for all specifically delineated expenses set forth in the Proposal. In no event shall the total compensation and costs payable to CONSULTANT under this Agreement exceed the Not-to-Exceed Sum, unless the availability of funds for the added expenditure is first reviewed by the Finance Division of the City of Cudahy and unless such added expenditure is specifically approved in advance and in writing by the CITY.

C. Sections 1.3(A) and 1.3(B) notwithstanding, as needed, CONSULTANT shall be requested to submit a proposed budget for each project to be approved by the City Manager for project management and design services.

In the event CONSULTANT’s charges are projected to exceed the Not-toExceed Sum, prior to the expiration of the Term or any single extension term, CITY may suspend CONSULTANT’s performance pending CITY approval of any anticipated expenditures in excess of the budget amount or any other CITY-approved amendment to the compensation terms of this Agreement.

1.4 PAYMENT OF COMPENSATION:

A. CITY shall compensate CONSULTANT on a monthly basis for all services rendered and tasks performed by CONSULTANT during the preceding month. At the end of each month during the term of this Agreement, CONSULTANT shall submit to CITY a monthly itemized statement(s) that

lists and reasonably describes the specific services rendered and/or tasks performed and the number of personnel hours devoted to such effort; the date(s) upon which such services and/or tasks were performed; and the name of the person(s) performing the service or task along with their applicable hourly billing rate.

B. Within thirty (30) business days of receipt of each invoice, CITY shall notify CONSULTANT in writing of any disputed amounts included in the invoice.

Within forty-five (45) calendar days of receipt of each invoice, CITY shall pay all undisputed amounts included on the invoice. CITY shall not withhold applicable taxes or other authorized deductions from payments made to CONSULTANT.

1.5 ACCOUNTING RECORDS: CONSULTANT shall maintain complete and accurate records with respect to all matters covered under this Agreement for a period of five (5) years after the expiration or termination of this Agreement. CITY shall have the right to access and examine such records, without charge, during normal business hours. CITY shall further have the right to audit such records, to make transcripts therefrom and to inspect all program data, documents, proceedings, and activities.

1.6 ABANDONMENT BY CONSULTANT: In the event CONSULTANT ceases to perform the Work agreed to under this Agreement or otherwise abandons the undertaking contemplated herein prior to the expiration of this Agreement or prior to completion of any or all tasks set forth in the Scope of Services, CONSULTANT shall deliver to CITY immediately and without delay, all materials, records and other work product prepared or obtained by CONSULTANT in the performance of this Agreement. Furthermore, CONSULTANT shall only be compensated for the reasonable value of the services, tasks and other work performed up to the time of cessation or abandonment, less a deduction for any damages, costs or additional expenses which CITY may incur as a result of CONSULTANT’s cessation or abandonment.

II.

PERFORMANCE OF AGREEMENT

2.1 CITY’S REPRESENTATIVES: The CITY hereby designates the City Manager (hereinafter, the “CITY Representative”) to act as its representative for the performance of this Agreement. The CITY Manager shall be the chief CITY Representative. The CITY Representative or his designee shall act on behalf of CITY for all purposes under this Agreement. CONSULTANT shall not accept directions or orders from any person other than the CITY Representative or his designee.

2.2 CONSULTANT REPRESENTATIVE: CONSULTANT hereby designates Ali Cayir, Principal-in-Charge/Contract Manager to act as its representative for the performance of this Agreement (hereinafter,

“CONSULTANT Representative”). CONSULTANT Representative shall have full authority to represent and act on behalf of the CONSULTANT for all purposes under this Agreement. CONSULTANT Representative or his designee shall supervise and direct the performance of the Work, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Work under this Agreement. Notice to the CONSULTANT Representative shall constitute notice to CONSULTANT.

2.3 COORDINATION OF SERVICE; CONFORMANCE WITH REQUIREMENTS:

CONSULTANT agrees to work closely with CITY staff in the performance of the Work and this Agreement and shall be available to CITY staff and the CITY Representative at all reasonable times. All work prepared by CONSULTANT shall be subject to inspection and approval by CITY Representative or its designees.

2.4 STANDARD OF CARE; PERFORMANCE OF EMPLOYEES: CONSULTANT represents, acknowledges and agrees to the following:

A. CONSULTANT shall perform all Work skillfully, competently and to the generally accepted standards of CONSULTANT’s profession; B. CONSULTANT shall perform all Work in a manner reasonably satisfactory to the CITY;
C. CONSULTANT shall comply with all applicable federal, state and local laws and regulations, including the conflict of interest provisions of Government Code section 1090 and the Political Reform Act (Government Code section 81000 et seq.);
D. CONSULTANT understands the nature and scope of the Work to be performed under this Agreement as well as any and all schedules of performance;
E. All of CONSULTANT’s employees and agents possess sufficient skill, knowledge, training and experience to perform those services and tasks assigned to them by CONSULTANT; and
F. All of CONSULTANT’s employees and agents (including but not limited subcontractors and subconsultants) possess all licenses, permits, certificates, qualifications and approvals of whatever nature that are legally required to perform the tasks and services contemplated under this Agreement and all such licenses, permits, certificates, qualifications and approvals shall be maintained throughout the term of this Agreement and made available to CITY for copying and inspection.

The Parties acknowledge and agree that CONSULTANT shall perform, at CONSULTANT’s own cost and expense and without any reimbursement from CITY, any services necessary to correct any errors or omissions caused by CONSULTANT’s failure to comply with the standard of care set forth under this Section or by any like failure on the part of CONSULTANT’s employees, agents, contractors, subcontractors and subconsultants. Such effort by CONSULTANT to correct any errors or omissions shall be commenced immediately upon their discovery by either Party and shall be completed within seven (7) calendars days from the date of discovery or such other extended period of time authorized by the CITY Representatives in writing and in their sole and absolute discretion. The Parties acknowledge and agree that CITY’s acceptance of any work performed by CONSULTANT or on CONSULTANT’s behalf shall not constitute a release of any deficiency or delay in performance. The Parties further acknowledge, understand and agree that CITY has relied upon the foregoing representations of CONSULTANT, including but not limited to the representation that CONSULTANT possesses the skills, training, knowledge and experience necessary to perform the Work skillfully, competently and to the generally accepted standards of CONSULTANT’s profession.

2.5 ASSIGNMENT: The skills, training, knowledge and experience of CONSULTANT are material to CITY’s willingness to enter into this Agreement. Accordingly, CITY has an interest in the qualifications and capabilities of the person(s) who will perform the services and tasks to be undertaken by CONSULTANT or on behalf of CONSULTANT in the performance of this Agreement. In recognition of this interest, CONSULTANT agrees that it shall not assign or transfer, either directly or indirectly or by operation of law, this Agreement or the performance of any of CONSULTANT’s duties or obligations under this Agreement without the prior written consent of the CITY. In the absence of CITY’s prior written consent, any attempted assignment or transfer shall be ineffective, null and void and shall constitute a material breach of this Agreement.

2.6 CONTROL AND PAYMENT OF SUBORDINATES; INDEPENDENT
CONTRACTOR: The Work shall be performed by CONSULTANT or under CONSULTANT’s strict supervision. CONSULTANT will determine the means, methods and details of performing the Work subject to the requirements of this Agreement. CITY retains CONSULTANT on an independent contractor basis and not as an employee. CONSULTANT reserves the right to perform similar or different services for other principals during the term of this Agreement, provided such work does not unduly interfere with CONSULTANT’s competent and timely performance of the Work contemplated under this Agreement and provided the performance of such services does not result in the unauthorized disclosure of CITY’s confidential or proprietary information. Any additional personnel performing the Work under this Agreement on behalf of CONSULTANT are not employees of CITY and shall at all times be under CONSULTANT’s exclusive

direction and control. CONSULTANT shall pay all wages, salaries and other amounts due such personnel and shall assume responsibility for all benefits, payroll taxes, Social Security and Medicare payments and the like. CONSULTANT shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, income tax withholding, unemployment insurance, disability insurance, workers’ compensation insurance and the like.

2.7 REMOVAL OF EMPLOYEES OR AGENTS: If any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants is determined by the CITY Representatives to be uncooperative, incompetent, a threat to the adequate or timely performance of the tasks assigned to CONSULTANT, a threat to persons or property, or if any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants fail or refuse to perform the Work in a manner acceptable to the CITY, such officer, employee, agent, contractor, subcontractor or subconsultant shall be promptly removed by CONSULTANT and shall not be re-assigned to perform any of the Work.

2.8 COMPLIANCE WITH LAWS: CONSULTANT shall keep itself informed of and in compliance with all applicable federal, state or local laws to the extent such laws control or otherwise govern the performance of the Work. CONSULTANT’s compliance with applicable laws shall include without limitation compliance with all applicable Cal/OSHA requirements.

2.9 NON-DISCRIMINATION: In the performance of this Agreement, CONSULTANT shall not discriminate against any employee, subcontractor, subconsultant, or applicant for employment because of race, color, creed, religion, sex, marital status, sexual orientation, national origin, ancestry, age, physical or mental disability or medical condition.

2.10 INDEPENDENT CONTRACTOR STATUS: The Parties acknowledge, understand and agree that CONSULTANT and all persons retained or employed by CONSULTANT are, and shall at all times remain, wholly independent contractors and are not officials, officers, employees, departments or subdivisions of CITY.

CONSULTANT shall be solely responsible for the negligent acts and/or omissions of its employees, agents, contractors, subcontractors and subconsultants.

CONSULTANT and all persons retained or employed by CONSULTANT shall have no authority, express or implied, to bind CITY in any manner, nor to incur any obligation, debt or liability of any kind on behalf of, or against, CITY, whether by contract or otherwise, unless such authority is expressly conferred to CONSULTANT under this Agreement or is otherwise expressly conferred by CITY in writing.

III.

INSURANCE

3.1 DUTY TO PROCURE AND MAINTAIN INSURANCE: Prior to the beginning of and throughout the duration of the Work, CONSULTANT will procure and maintain policies of insurance that meet the requirements and specifications set forth under this Article. CONSULTANT shall procure and maintain the following insurance coverage, at its own expense:

A. Commercial General Liability Insurance: CONSULTANT shall procure and maintain Commercial General Liability Insurance (“CGL Coverage”) as

broad as Insurance Services Office Commercial General Liability coverage (occurrence Form CG 0001) or its equivalent. Such CGL Coverage shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per occurrence and Two Million Dollars ($2,000,000.00) in the general aggregate for bodily injury, personal injury, property damage, operations, products and completed operations, and contractual liability.

B. Automobile Liability Insurance: CONSULTANT shall procure and maintain Automobile Liability Insurance as broad as Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto). Such Automobile Liability Insurance shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per accident for bodily injury and property damage.

C. Workers’ Compensation Insurance/ Employer’s Liability Insurance: A policy of workers’ compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for both CONSULTANT and CITY against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by CONSULTANT in the course of carrying out the Work contemplated in this Agreement.

D. Errors & Omissions Insurance: For the full term of this Agreement and for a period of three (3) years thereafter, CONSULTANT shall procure and maintain Errors and Omissions Liability Insurance appropriate to CONSULTANT’s profession. Such coverage shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per claim.

3.2 ADDITIONAL INSURED REQUIREMENTS: The CGL Coverage and the Automobile Liability Insurance shall contain an endorsement naming the CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers as additional insureds.

3.3 REQUIRED CARRIER RATING: All varieties of insurance required under this Agreement shall be procured from insurers admitted in the State of California and authorized to issue policies directly to California insureds. Except as otherwise provided elsewhere under this Article, all required insurance shall be procured from insurers who, according to the latest edition of the Best’s Insurance Guide, have an A.M. Best’s rating of no less than A:VII. CITY may also accept policies procured by insurance carriers with a Standard & Poor’s rating of no less than BBB according to the latest published edition the Standard & Poor’s rating guide. As to Workers’ Compensation Insurance/ Employer’s Liability Insurance, the CITY Representatives are authorized to authorize lower ratings than those set forth in this Section.

3.4 PRIMACY OF CONSULTANT’S INSURANCE: All policies of insurance provided by CONSULTANT shall be primary to any coverage available to CITY or CITY’s elected or appointed officials, officers, employees, agents or volunteers. Any insurance or self-insurance maintained by CITY or CITY’s elected or appointed officials, officers, employees, agents or volunteers shall be in excess of CONSULTANT’s insurance and shall not contribute with it.

3.5 WAIVER OF SUBROGATION: All insurance coverage provided pursuant to this Agreement shall not prohibit CONSULTANT or CONSULTANT’s officers, employees, agents, subcontractors or subconsultants from waiving the right of subrogation prior to a loss. CONSULTANT hereby waives all rights of subrogation against CITY.

3.6 VERIFICATION OF COVERAGE: CONSULTANT acknowledges, understands and agrees, that CITY’s ability to verify the procurement and maintenance of the insurance required under this Article is critical to safeguarding CITY’s financial well-being and, indirectly, the collective well-being of the residents of the CITY.

Accordingly, CONSULTANT warrants, represents and agrees that its shall furnish CITY with original certificates of insurance and endorsements evidencing the coverage required under this Article on forms satisfactory to CITY in its sole and absolute discretion. The certificates of insurance and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the CITY if requested. All certificates of insurance and endorsements shall be received and approved by CITY as a condition precedent to CONSULTANT’s commencement of any work or any of the Work. Upon CITY’s written request, CONSULTANT shall also provide CITY with certified copies of all required insurance policies and endorsements.

IV.

INDEMNIFICATION

4.1 The Parties agree that CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers (hereinafter, the “CITY Indemnitees”) should, to the fullest extent permitted by law, be protected from any and all loss, injury, damage, claim, lawsuit, cost, expense, attorneys’ fees, litigation costs, or any other cost arising out of or in any way related to the performance of this Agreement.

Accordingly, the provisions of this indemnity provision are intended by the Parties to be interpreted and construed to provide the CITY Indemnitees with the fullest protection possible under the law. CONSULTANT acknowledges that CITY would not enter into this Agreement in the absence of CONSULTANT’s commitment to indemnify, defend and protect CITY as set forth herein.

4.2 WORK OF CONTRACTOR’S DESIGN PROFESSIONAL SERVICES: The duty to indemnify, defend and hold harmless as set forth under this subsection shall apply to the negligence, recklessness or willful misconduct of any individual who qualifies as a “design professional” within the meaning of subsection (c)(2) of

section 2782.8 of the California Civil Code in so far as such negligence, recklessness or willful misconduct occurs in the performance of the Work or activities that must be performed by a “design professional.” Subject to the limitation of the preceding sentence, to the fullest extent permitted by law, CONSULTANT shall immediately defend and indemnify and hold harmless the CITY Indemnities, defined above, from and against any and all liability, loss, damage, expense, cost (including without limitation reasonable attorneys’ fees, expert fees and all other costs and fees of litigation arising out of the negligence, recklessness, or willful misconduct of CONSULTANT or any of CONSULTANT’s officers, employees, servants, agents, contractors, subcontractors or authorized volunteers or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of design professional services under this Agreement. The Parties understand and agree that the duty of CONSULTANT to indemnify, defend and hold harmless pursuant to this subsection includes the duty to defend as set forth in section 2778 of the California Civil Code. CONSULTANT’s obligation to indemnify applies unless it is finally adjudicated that the liability was caused by the sole active negligence or sole willful misconduct of an indemnified party. If it is finally adjudicated that liability is caused by the comparative active negligence or willful misconduct of an indemnified party, then CONSULTANT’s indemnification obligation shall be reduced in proportion to the established comparative liability.

4.3 WORK OF ALL OTHER PERSONS/NON-DESIGN PROFESSIONALS: Except as otherwise provided under Section 4.2 of this Article, above, to the fullest extent permitted by law, CONSULTANT shall indemnify, defend and hold harmless the CITY Indemnitees from and against all liability, loss, damage, expense, cost (including without limitation reasonable attorneys’ fees, expert fees and all other costs and fees of litigation) of every nature to the extent caused by CONSULTANT’s negligent performance under this Agreement, including but not limited to the negligent acts, errors or omissions of CONSULTANT or CONSULTANT’s officers, employees, agents, servants, contractors, subcontractors or subconsultants or the failure of the same to comply with any of the duties, obligations or standards of care set forth herein. The duty to indemnify, defend and hold harmless under this subsection shall not encompass a duty to indemnify, defend or hold harmless for liability, loss, suit, damage, expense, or cost caused by the negligence or willful misconduct of any or all of the CITY Indemnitees. The duty to indemnify, defend and hold harmless as set forth under this subsection is intended to encompass liabilities, losses, damages, expense and costs not otherwise subject to subsection 4.2, above.

4.4 To the fullest extent permitted by law, CONSULTANT shall indemnify, hold harmless and defend the CITY Indemnitees from and against all liability, loss, damage, expense, cost (including without limitation reasonable attorneys’ fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with CONSULTANT’s performance of work hereunder or its failure to comply with any of its obligations contained in this Agreement, except

such loss or damage which is caused by the sole negligence or willful misconduct of the CITY.

4.5 CITY shall have the right to offset against the amount of any compensation due CONSULTANT under this Agreement any amount due CITY from CONSULTANT as a result of CONSULTANT’s failure to pay CITY promptly any indemnification arising under this Article and related to CONSULTANT’s failure to either (i) pay taxes on amounts received pursuant to this Agreement or (ii) comply with applicable workers’ compensation laws.

4.6 The obligations of CONSULTANT under this Article will not be limited by the provisions of any workers’ compensation act or similar act. CONSULTANT expressly waives its statutory immunity under such statutes or laws as to CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers.

4.7 CONSULTANT agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Article from each and every subcontractor or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. In the event CONSULTANT fails to obtain such indemnity obligations from others as required herein, CONSULTANT agrees to be fully responsible and indemnify, hold harmless and defend CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT’s subcontractors or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys’ fees incurred by counsel of CITY’s choice.

4.8 CITY does not, and shall not, waive any rights that it may possess against CONSULTANT because of the acceptance by CITY, or the deposit with CITY, of any insurance policy or certificate required pursuant to this Agreement. This hold harmless and indemnification provision shall apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense.

4.9 This Article and all provisions contained herein (including but not limited to the duty to indemnify, defend and hold free and harmless) shall survive the termination or normal expiration of this Agreement and is in addition to any other rights or remedies which the CITY may have at law or in equity.

V.

TERMINATION

5.1 TERMINATION WITHOUT CAUSE: CITY may terminate this Agreement at any time for convenience and without cause by giving CONSULTANT a minimum of

five (5) calendar days prior written notice of CITY’s intent to terminate this Agreement. Upon such termination for convenience, CONSULTANT shall be compensated only for those services and tasks which have been performed by CONSULTANT up to the effective date of the termination. CONSULTANT may not terminate this Agreement except for cause as provided under Section 5.2, below.

If this Agreement is terminated as provided herein, CITY may require CONSULTANT to provide all finished or unfinished Documents and Data, as defined in Section 6.5 below, and other information of any kind prepared by CONSULTANT in connection with the performance of the Work. CONSULTANT shall be required to provide such Documents and Data within fifteen (15) calendar days of CITY’s written request. No actual or asserted breach of this Agreement on the part of CITY pursuant to Section 5.2, below, shall operate to prohibit or otherwise restrict CITY’s ability to terminate this Agreement for convenience as provided under this Section.

5.2 EVENTS OF DEFAULT; BREACH OF AGREEMENT:

A. In the event either Party fails to perform any duty, obligation, service or task set forth under this Agreement (or fails to timely perform or properly perform any such duty, obligation, service or task set forth under this Agreement), an event of default (hereinafter, “Event of Default”) shall occur. For all Events of Default, the Party alleging an Event of Default shall give written notice to the defaulting Party (hereinafter referred to as a “Default Notice”) which shall specify: (i) the nature of the Event of Default; (ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default shall be cured, which shall not be less than the applicable cure period set forth under Sections 5.2.(B) and 5.2(C) below or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Default shall constitute a breach of this Agreement if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement.

B. CONSULTANT shall cure the following Events of Defaults within the following time periods:
i. Within three (3) business days of CITY’s issuance of a Default Notice for any failure of CONSULTANT to timely provide CITY or CITY’s employees or agents with any information and/or written reports, documentation or work product which CONSULTANT is obligated to provide to CITY or CITY’s employees or agents under this Agreement. Prior to the expiration of the 3-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 3-day cure period. The foregoing notwithstanding, CITY shall be under no obligation to

grant additional time for the cure of an Event of Default under this Section 5.2 B.i. that exceeds seven (7) calendar days from the end of the initial 3-day cure period; or
ii. Within fourteen (14) calendar days of CITY’s issuance of a Default Notice for any other Event of Default under this Agreement. Prior to the expiration of the 14-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 14-day cure period. The foregoing notwithstanding, CITY shall be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2B.ii that exceeds thirty (30) calendar days from the end of the initial 14-day cure period.

In addition to any other failure on the part of CONSULTANT to perform any duty, obligation, service or task set forth under this Agreement (or the failure to timely perform or properly perform any such duty, obligation, service or task), an Event of Default on the part of CONSULTANT shall include, but shall not be limited to the following: (i) CONSULTANT’s refusal or failure to perform any of the services or tasks called for under the Scope of Services; (ii) CONSULTANT’s failure to fulfill or perform its obligations under this Agreement within the specified time or if no time is specified, within a reasonable time; (iii) CONSULTANT’s and/or its employees’ disregard or violation of any federal, state, local law, rule, procedure or regulation; (iv) the initiation of proceedings under any bankruptcy, insolvency, receivership, reorganization, or similar legislation as relates to CONSULTANT, whether voluntary of involuntary; (v) CONSULTANT’s refusal or failure to perform or observe any covenant, condition, obligation or provision of this Agreement; and/or (vii) CITY’s discovery that a statement representation or warranty by CONSULTANT relating to this Agreement is false, misleading or erroneous in any material respect.

C. CITY shall cure any Event of Default asserted by CONSULTANT within forty-five (45) calendar days of CONSULTANT’s issuance of a Default Notice, unless the Event of Default cannot reasonably be cured within the 45-day cure period. Prior to the expiration of the 45-day cure period, CITY may submit a written request for additional time to cure the Event of Default upon a showing that CITY has commenced its efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 45-day cure period. The foregoing notwithstanding, an Event of Default dealing with CITY’s failure to timely pay any undisputed sums to CONSULTANT as provided under Section 1.4, above, shall be cured by CITY within five (5) calendar days from the date of CONSULTANT’s Default Notice to CITY.

D. CITY, in its sole and absolute discretion, may also immediately suspend CONSULTANT’s performance under this Agreement pending
CONSULTANT’s cure of any Event of Default by giving CONSULTANT written notice of CITY’s intent to suspend CONSULTANT’s performance (hereinafter, a “Suspension Notice”). CITY may issue the Suspension Notice at any time upon the occurrence of an Event of Default. Upon such suspension, CONSULTANT shall be compensated only for those services and tasks which have been rendered by CONSULTANT to the reasonable satisfaction of CITY up to the effective date of the suspension. No actual or asserted breach of this Agreement on the part of CITY shall operate to prohibit or otherwise restrict CITY’s ability to suspend this Agreement as provided herein.

E. No waiver of any Event of Default or breach under this Agreement shall constitute a waiver of any other or subsequent Event of Default or breach.

No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

F. The duties and obligations imposed under this Agreement and the rights and remedies available hereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. In addition to any other remedies available to CITY at law or under this Agreement in the event of any breach of this Agreement, CITY, in its sole and absolute discretion, may also pursue any one or more of the following remedies:
i. Upon written notice to CONSULTANT, the CITY may immediately terminate this Agreement in whole or in part;
ii. Upon written notice to CONSULTANT, the CITY may extend the time of performance;
iii. The CITY may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for CONSULTANT’s breach of the Agreement or to terminate the Agreement; or iv. The CITY may exercise any other available and lawful right or remedy.

CONSULTANT shall be liable for all legal fees plus other costs and expenses that CITY incurs upon a breach of this Agreement or in the CITY’s exercise of its remedies under this Agreement.

G. In the event CITY is in breach of this Agreement, CONSULTANT’s sole remedy shall be the suspension or termination of this Agreement and/or

the recovery of any unpaid sums lawfully owed to CONSULTANT under this Agreement for completed services and tasks.

5.3 SCOPE OF WAIVER: No waiver of any default or breach under this Agreement shall constitute a waiver of any other default or breach, whether of the same or other covenant, warranty, agreement, term, condition, duty or requirement contained in this Agreement. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

5.4 SURVIVING ARTICLES, SECTIONS AND PROVISIONS: The termination of this Agreement pursuant to any provision of this Article or by normal expiration of its term or any extension thereto shall not operate to terminate any Article, Section or provision contained herein which provides that it shall survive the termination or normal expiration of this Agreement.

5.5 SUSPENSION OF WORK: The CITY may suspend, in writing, all or a portion of the Work under this Agreement if unforeseen circumstances beyond the CITY’s control make normal progress of the Work impossible.

VI.

MISCELLANEOUS PROVISIONS

6.1 DOCUMENTS & DATA; LICENSING OF INTELLECTUAL PROPERTY: All Documents and Data shall be and remain the property of CITY without restriction or limitation upon their use or dissemination by CITY. For purposes of this Agreement, the term “Documents and Data” means and includes all reports, analyses, correspondence, plans, drawings, designs, renderings, specifications,

notes, summaries, strategies, charts, schedules, spreadsheets, calculations, lists, data compilations, documents or other materials developed and/or assembled by or on behalf of CONSULTANT in the performance of this Agreement and fixed in any tangible medium of expression, including but not limited to Documents and Data stored digitally, magnetically and/or electronically. This Agreement creates, at no cost to CITY, a perpetual license for CITY to copy, use, reuse, disseminate and/or retain any and all copyrights, designs, and other intellectual property embodied in all Documents and Data. CONSULTANT shall require all subcontractors and subconsultants working on behalf of CONSULTANT in the performance of this Agreement to agree in writing that CITY shall be granted the same right to copy, use, reuse, disseminate and retain Documents and Data prepared or assembled by any subcontractor or subconsultant as applies to Documents and Data prepared by CONSULTANT in the performance of this Agreement.

6.2 CONFIDENTIALITY: All data, documents, discussion, or other information developed or received by CONSULTANT or provided for performance of this Agreement are deemed confidential and shall not be disclosed by CONSULTANT without prior written consent by CITY. CITY shall grant such consent if disclosure is legally required. Upon request, all CITY data shall be returned to CITY upon the termination or expiration of this Agreement. CONSULTANT shall not use CITY’s name or insignia, photographs, or any publicity pertaining to the Work in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of CITY. Notwithstanding the foregoing, CONSULTANT shall not be restricted from disclosing confidential information that is reasonably necessary for CONSULTANT to disclose to CONSULTANT's employees, subconsultants and the general contractor and subcontractors, if appropriate, or information in whatever form that is in the public domain. Nor shall CONSULTANT be restricted from giving notices required by law or complying with an order to provide information or data when such an order is issued by a court, administrative agency or other legitimate authority, or if disclosure is reasonably necessary for CONSULTANT to defend itself from any legal action or claim – if such an event should occur, CONSULTANT will inform CITY in writing prior to any disclosure.

6.3 FALSE CLAIMS ACT: CONSULTANT warrants and represents that neither CONSULTANT nor any person who is an officer of, in a managing position with, or has an ownership interest in CONSULTANT has been determined by a court or tribunal of competent jurisdiction to have violated the False Claims Act, 31 U.S.C., section 3789 et seq. and the California False Claims Act, Government Code section 12650 et seq.

6.4 NOTICES: All notices permitted or required under this Agreement shall be given to the respective Parties at the following addresses, or at such other address as the respective Parties may provide in writing for this purpose:

CONSULTANT: CITY:

Transtech Engineers, Inc.

Attn: Ali Cayir, Principal
13367 Benson Avenue
Chino, CA 91710
Phone: (909) 595-8599
Fax: (909) 590-8599
City of Cudahy
5220 Santa Ana St.

Cudahy, CA 90201
Attn: Assistant to the City Manager
Phone: (323) 773-5143
Fax: (323) 771-2072
Such notices shall be deemed effective when personally delivered or successfully transmitted by facsimile as evidenced by a fax confirmation slip or when mailed, forty-eight (48) hours after deposit with the United States Postal Service, first class postage prepaid and addressed to the Party at its applicable address.

6.5 COOPERATION; FURTHER ACTS: The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as is reasonably necessary, appropriate or convenient to achieve the purposes of this Agreement.

6.6 SUBCONTRACTING: CONSULTANT shall not subcontract any portion of the Work required by this Agreement, except as expressly stated herein, without the prior written approval of CITY. Subcontracts (including without limitation subcontracts with subconsultants), if any, shall contain a provision making them subject to all provisions stipulated in this Agreement, including provisions relating to insurance requirements and indemnification.

6.7 CITY’S RIGHT TO EMPLOY OTHER CONSULTANTS: CITY reserves the right to employ other contractors in connection with the various projects worked upon by CONSULTANT.

6.8 CONFLICTS OF INTEREST:

A. CONSULTANT warrants, represents and maintains that it has not employed nor retained any company or person, other than a bona fide employee working solely for CONSULTANT, to solicit or secure this Agreement.

Further, CONSULTANT warrants and represents that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for CONSULTANT, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty,

CITY shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of CITY, during the term of his or her service with CITY, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

B. CONSULTANT may serve other clients, but none whose activities within the corporate limits of CITY or whose business, regardless of location, would place CONSULTANT in a “conflict of interest,” as that term is defined in the Political Reform Act, codified at California Government Code §81000 et seq.

C. CONSULTANT shall not employ any official or employee of the CITY during the Term of this Agreement or any extension term. No officer or employee of CITY shall have any financial interest in this Agreement that would violate Government Code §§1090 et seq. CONSULTANT warrants and represents that no owner, principal, partner, officer, or employee of CONSULTANT is or has been an official, officer, employee, agent, or appointee of the CITY within the twelve-month period of time immediately preceding the Effective Date. If an owner, principal, partner, officer, employee, agent, or appointee of CONSULTANT was an official, officer, employee, agent, or appointee of the CITY within the twelve-month period immediately preceding the Effective Date, CONSULTANT warrants that any such individuals did not participate in any manner in the forming of this Agreement. CONTRACTOR understands that, if this Agreement is made in violation of Government Code §1090 et seq., the entire Agreement is void and CONSULTANT will not be entitled to any compensation for services performed pursuant to this Agreement, including reimbursement of expenses, and CONSULTANT will be required to reimburse the CITY for any sums paid to CONSULTANT.

CONSULTANT understands that, in addition to the foregoing, it may be subject to criminal prosecution for a violation of Government Code §1090.

6.9 TIME IS OF THE ESSENCE: Time is of the essence for each and every provision of this Agreement.

6.10 GOVERNING LAW AND VENUE: This Agreement shall be interpreted and governed according to the laws of the State of California. In the event of litigation between the Parties, venue, without exception, shall be in the Los Angeles County Superior Court of the State of California. If, and only if, applicable law requires that all or part of any such litigation be tried exclusively in federal court, venue, without exception, shall be in the Central District of California located in the City of Los Angeles, California.

6.11 ATTORNEYS’ FEES: If either Party commences an action against the other Party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation shall be entitled to have and recover from the losing Party reasonable attorneys’ fees and all other costs of such action.

6.12 SUCCESSORS AND ASSIGNS: This Agreement shall be binding on the

successors and assigns of the Parties.

6.13 NO THIRD PARTY BENEFIT: There are no intended third party beneficiaries of any right or obligation assumed by the Parties. All rights and benefits under this Agreement inure exclusively to the Parties.

6.14 CONSTRUCTION OF AGREEMENT: This Agreement shall not be construed in favor of, or against, either Party but shall be construed as if the Parties prepared this Agreement together through a process of negotiation and with the advice of their respective attorneys.

6.15 SEVERABILITY: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

6.16 AMENDMENT; MODIFICATION: No amendment, modification or supplement of this Agreement shall be valid or binding unless executed in writing and signed by both Parties, subject to CITY approval. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver shall be void and invalid.

6.17 CAPTIONS: The captions of the various articles, sections and paragraphs are for convenience and ease of reference only, and do not define, limits, augment, or describe the scope, content, or intent of this Agreement.

6.18 INCONSISTENCIES OR CONFLICTS: In the event of any conflict or inconsistency between the provisions of this Agreement and any of the exhibits attached hereto, the provisions of this Agreement shall control.

6.19 ENTIRE AGREEMENT: This Agreement including all attached exhibits is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed herein and supersedes all other agreements or understandings, whether oral or written, or entered into between CITY and CONSULTANT prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid or binding. No amendment, modification or supplement to this Agreement shall be valid and binding unless in writing and duly executed by the Parties pursuant to Section 6.17, above.

6.20 FORCE MAJEURE: The deadline for completing the Services may be extended in the event of any delays due to unforeseeable causes beyond the control of CONSULTANT and without the fault or negligence of CONSULTANT, including but not limited to severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the CITY. CONSULTANT shall within three (3) calendar days of the commencement of such delay notify the City Representative in writing of the causes of the delay. The City Representative shall ascertain the facts and the extent of delay and extend the time for performing the services for

the period of the enforced delay when and if in the judgment of the CITY Representative such delay is justified. The CITY Representative’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall CONSULTANT be entitled to recover damages against the CITY for any delay in the performance of this Agreement, however caused, CONSULTANT’s sole remedy being extension of the Agreement pursuant to this Section.

6.21 COUNTERPARTS: .This Agreement shall be executed in three (3) original counterparts each of which shall be of equal force and effect. No handwritten or typewritten amendment, modification or supplement to any one counterparts shall be valid or binding unless made to all three counterparts in conformity with Section

6.16, above. One fully executed original counterpart shall be delivered to CONSULTANT and the remaining two original counterparts shall be retained by CITY.
[SIGNATURE PAGE TO FOLLOW]
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed the day and year first appearing in this Agreement, above.

CITY OF CUDAHY TRANSTECH ENGINEERS

By
Alfonso la
City Manager
Date 7G 7
ATTEST:

Ali Cayir
Principal
Date 06t10t2024
Ig
City Clerk
Date. 7 ' r' ^u
APPROVED AS TO FORM:

By:

City
%
Attorney
Exhibit 3'!A"

PROPOSAL

Exhibit “A”

PROPOSAL

13367 Benson Avenue | Chino CA 91710 | T 909 595 8599 | F 909 590 8599 | Transtech.org About Transtech Video Highlight:

CLICK HERE
May 20, 2024
City of Cudahy
Attn: Alfonso Noyola, City Manager
5220 Santa Ana St
Cudahy, CA 90201
E: [email protected]
Subject: Transtech Proposal for Senior Engineer CIP Project Management Services Dear Mr. Noyola,
Transtech is pleased to submit this Letter of Proposal to the City to provide Senior Engineer CIP Project Management Services.

Proposed Staff:

We are proposing Ted Semaan, PE, Sr. Engineer/CIP Project Manager. Mr. Semaan is available up to 25 hours per week with a combination of onsite and offsite hours. Below is his resume:

TED SEMAAN, PE, TE, Sr. Engineer/Project Manager

EDUCATION
• California State University,
Long Beach, Bachelor of
Science – Civil Engineering

REGISTRATION
• California Licensed Civil
Engineer
• California Licensed Traffic
Engineer

HIGHLIGHTS
• Over 30 years of
experience in design,
planning, project
Mr. Semaan has over 30 years of experience, including working in both public and private sector. He has a broad knowledge of municipal government operations, including preparation and presentation of staff reports/resolutions to city councils, committees and interaction with public, various city departments, city council and other governmental agencies.

Mr. Semaan’s public sector experience includes:

City of Redondo Beach, Public Works Director:
• Manage and direct the Public Works Department – Operations and Engineering.

Operations
• Administration
• City Vehicles - Purchasing and maintenance
• Sewer and Storm Drain - Cleaning, maintenance and repair of lines, pump stations and SCADA system
• Roadway (pavement, curb & gutter and sidewalk) maintenance and replacement
• City owned street lights and traffic signals
• City Facilities - Maintenance, repair, remodel and replacement • Parks, Medians and Parkways - Maintenance of landscape, hardscape and park facilities with in-house staff and outside contract for tree trimming. • Manage solid waste contractor and negotiate contract amendment Engineering
• Public Works Permits,
• Land Development, Inspection,
• Traffic Engineering,
• NPDES Permit, and

Transtech Proposal for Senior Engineer CIP Project Management Services 2 Management and
construction of public
works and commercial
development
infrastructure field.
• Experience includes
working for City of
Redondo Beach, Torrance
and Lynwood in various
positions including Public
Works Director,
Engineering Manager;
Senior Engineer.
• Experience in working with
Caltrans.
• Experience in the
management and
administration of federally
and state funded projects
in compliance with
Caltrans Local Assistance
Procedures Manual
(LAPM).
• Experience also includes
working in private sector.
• Capital Improvement Projects (CIP)
• Team member in Set up Strategic Plan with City executive team and City Council. Manage and present PW Strategic Planning elements as well as collaborate with other department heads on multi-departmental Strategic Plan priorities.
• Building a strong department management and mid-management team • Instilling the planning and proactive approach to maintenance and CIP; • Promoting collaboration between department divisions and multi-departmental (Police, Fire, Community Development (Planning, Building & Code Enforcement), City Attorney, Community Services, Waterfront & Economic Development, Human Resources) efforts;
• Mentoring, promoting cross training to expand personal knowledge, provide professional growth and succession planning.
• Develop and Manage the City's multi-year capital improvement projects program and appropriate funding sources.
• Represent the City at regional agency meetings and collaborative efforts.

Agencies such as the South Bay Council of Governments, Caltrans District 7, neighboring cities and Los Angeles County.
• Serve as Metro Technical Advisory Committee (TAC) Alternate for the South Bay Cities Council of Governments
City of Torrance, Engineering Manager & Acting Deputy Public Works Director:
• Manage and supervise engineering staff.
• Team member of the City's Emergency Preparedness Team (EPREP) representing Public Works Operations as well as Community Development Planning & Intelligence section.
• Collaborated with economic development staff and other city departments by representing Engineering to assist and expedite large development projects. • Manage multi-million dollar capital projects such as intersection widening (i.e. $19 million Pacific Coast Highway – SR-1 and Hawthorne Boulevard – SR-107) with right-of-way acquisition on Caltrans highway/roadway; and design and construction of multi-modal $21 million Regional Transit Center and future home of Green Line station.
• Created and solicited requests for proposal (RFP’s) and executed Consultant Services Agreements for various projects’ designs (plans, specifications and cost estimates) as well as the environmental documents and right-of-way acquisition; • Serve as the City’s representative coordinating, reviewing various designs and analysis of plans and studies for regional roadway/circulation improvements, with Metro, Caltrans, South Bay Cities Council of Governments, and neighboring cities of Gardena, Redondo Beach, Lawndale, Los Angeles County Department of Public Works and the City of Los Angeles;
• Reviewed and provided direction on multiple development related Traffic Impact Reports;
• Develop engineering conditions for proposed land development projects; • Completed the design and construction of intersection widening and signal upgrade improvements at Skypark Drive and Hawthorne Boulevard (SR-107) with Caltrans approval
• Manage and coordinate SCE utility undergrounding projects. Completed various undergrounding projects with two newest projects at an estimated cost of $1.7 million and $2.5 million;
• Manage and oversee the in-house design of street rehabilitation project; and consultant design of the Protected Permissive Left-Turn Signals utilizing Flashing Yellow Arrows;
• Serve as the Staff Liaison to the Traffic Commission. Responsible for creation of meeting agendas, staff reports and presentations of items; • Write City Council and/or Traffic Commission agenda items and make presentations at either meeting;
• Oversee and periodically update the status of several Strategic Plan Priorities; • Develop capital improvement projects scope and cost estimates for new projects as well as modified/amended existing projects to incorporate into the

Transtech Proposal for Senior Engineer CIP Project Management Services 3 capital budget;
• Completed Metro Call-for-Projects applications; and
• Serve as Metro Technical Advisory Committee (TAC) Alternate for the South Bay Cities Council of Governments
City of Torrance, Transportation Planning/ Development Engineering/ Redevelopment & Long Range Planning Division Manager:
• Division Manager for Transportation Planning & Traffic Engineering • Completed the Citywide Speed Survey of 147 Arterial and Collector roadway segments;
• Completed a Citywide Traffic Study including analysis of 166 signalized intersections and data collection of 170 roadway segments. The Analysis considered current and projected short term and long term traffic conditions.

Lastly the Analysis identified the needed improvements to reduce intersections’ level-of-service to acceptable levels;
• Review & Approve all City Traffic Impact Studies;
• Conducted multiple Neighborhood Traffic Calming analysis and implemented improvements;
• Reviewed and approved Roadway Striping/Channelization, Widening and Traffic Signal design and construction;
• Managed the Street Lighting Assessment District. Annually reanalyzed the assessment and conducted the public hearing for City Council’s adoption and levying of the assessment;
• Provided insight to residents on the creation of Special Assessment Districts; and • Managed the City’s Congestion Management Plan (CMP) annual reporting and compliance as require by Metro.
• Division Manager for Development Engineering
• Setting Development Conditions, Review & Approval of Improvement Plans (Roadway, Sewer, Storm Drain & Sub-Division)
• Division Manager for General Plan & Redevelopment Division Functions including completion of the General Plan Update, Redevelopment Area development projects;
• Team member of the City's Emergency Preparedness Team (EPREP) representing Public Works Operations as well as Community Development Planning & Intelligence section; and
• Served as a member of the City’s Strategic Plan update team.

City of Torrance, Transportation Planning/Traffic Engineering Division:
• Prepare and present Traffic Commission & City Council Items • Project Manager for capital projects
• Design, Review and Approve Street Lighting, Traffic Signal and Striping & Signing Plans
City of Lynwood, Public Works Department, Engineering Division • Supervise the Public Works Engineering Staff Functions, i.e. Land Development, Permitting & Inspection, Capital Projects and Department Administration; • Designed and managed the construction of street reconstruction, improvement and widening projects;
• Managed sewer relining projects using cured-in place pipe technology; • Designed and managed the construction of landscaped median islands; • Designed and managed the construction of street lighting systems; • Designed and managed the construction of traffic signal systems; • Coordinate Projects with L. A. County, MTA, and Caltrans Staff City of Lynwood, Public Works Department, Engineering/Water Division • Prepare, package, and check project plans and specifications. Administer project, schedule contractors, inspect projects and maintain project files. • Check and process grading plans and sub-division maps

Transtech Proposal for Senior Engineer CIP Project Management Services 4 • Project Engineer on sidewalk reconstruction, street improvement and water well rehabilitation projects.

Mr. Semaan’s private sector experience includes:

Psomas & Associates, Hydrology Group:
• Assist in Hydrology/Hydraulic studies
• Check grading, sewer and water plans
• Various computer applications
• Design Street Improvement Plans
Schmahl Surveying:
• Measure and calculate angles and distances both mechanically and electronically, supervise, perform “bench runs”, check grading calcs, property corners and lot closure calculations for commercial& residential projects.

Billing Rate:

Transtech’s typical billing rate for this position and senior level staff is $220/hour. As our commitment to the City of Cudahy, Transtech will provide these services at a discounted hourly rate of $190/hour.

Brief Company Profile: Established in 1989, Transtech (a California Corporation) is a multi-disciplinary engineering consulting firm. Transtech has been in business for 35 years and is providing municipal services to over 70 public agencies.

Extensive Experience in Municipal Engineering and Working with Public Agencies: One of the unique qualifications of Transtech is that we serve public agencies as municipal contract service providers, including Contract City Engineer, City Traffic Engineer, Building Official, CIP Manager, Planner and in other capacities.

We are accustomed to working with public agencies and have a good understanding of public agency procedures and policies. We have extensive experience in preparing staff reports and presentations to City Council, Boards and public, and in communicating effectively with diverse audiences and stakeholders at public forums. We have managed large and complex projects, which involved multiple agencies and jurisdictions. Several of our staff members are former City Engineers, Public Works Directors.

Multi-disciplinary Service Capabilities: Our service capabilities include the below. • Building & Safety Services, Building Inspection, Plan Check, Building Evaluations, City Building Official, Code Enforcement
• Civil Engineering,
• Staff Augmentation
• CIP Program Management
• Construction Management and Inspection
• Federally Funded Project Management and Grant Writing • CDBG Project Management
• City Engineer, City Traffic Engineer,
Development Review, Public Works
Engineering, Plan Check, Inspection
• Labor Compliance
• Planning Support
• Traffic and Transportation Planning and
Engineering
• Water Resources Engineering
• Surveying, Mapping, ALTA, ROW Eng
Experience in Federally Funded Projects: We have extensive experience in the management and administration of grant funded projects. Our staff members have completed Caltrans RE Academy for Federally and State Funded Projects. We follow guidelines and procedures of Caltrans Local Assistance Procedures Manual (LAPM).

Successful Record of Obtaining Grant Funds: Our team has proven track record in obtaining outside grants for its client cities. Our staff works with our client cities to find potential funding sources, and to prepare competitive applications for various programs. We have obtained extensive amount of funds for our client cities.

Transtech Proposal for Senior Engineer CIP Project Management Services 5 Experience with METRO: We work with METRO on a number of projects. Currently, we are managing 710 Mobility Improvement Projects for the Cities of Alhambra and Rosemead, which has total funding of over $200m.

Experience with Caltrans: Our team includes experienced staff members who have worked for CALTRANS and are intimately familiar with the standards and procedures, project development and approval process, and requirements. One of our Sr. Staff Member is former Deputy Director of Caltrans District 7.

Experience with LA County: We work and coordinate with LA County on a number of projects.

Large Pool of Experienced Staff and Resources: Transtech has a large pool of well experienced staff and resources (over 200) readily available to provide requested services, and respond to requests in a timely, efficient, and cost-effective manner.

Expedited/Off-Business Hours/Weekend Services: If the City receives a request from applicants for expedited and/or during off business hours and weekends inspection services, Transtech staff will provide additional resources to accommodate such a request.

Transtech has extensive experience working with Public Agencies/Cities in similar assignments. We are accustomed to working with governmental agencies, and have a good understanding of public agency issues, procedures, and policies. One of the unique qualifications of Transtech is that we serve public agencies as municipal contract service providers, including Contract City Engineer, City Traffic Engineer, Building Official, CIP Manager, Planner and in other capacities. Several of our staff members are former City Engineers, Public Works Directors.

Thank you for the opportunity to submit this proposal. Should you have any questions, or require additional information, please contact the undersigned.

Sincerely,
Melissa Demirci, RSP, Principal
E: [email protected]
C: 714-598-8896

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
10/01/2024 Page 1 of 3

STAFF REPORT
Date: October 1, 2024
To: Honorable Mayor/Chair and City Council/Agency Members From: From: Alfonso Noyola, City Manager/Executive Director By: Richard Iglesias, City Clerk
Subject: Approval of Professional Services Agreement for Remote and On-site Translation Services

RECOMMENDATION
It is recommended that the City Council award a Professional Services Agreement (PSA) to Language Network, Inc., (Language Network) to provide remote and On-Site Spanish Translation Services for a one-year term, with an option for two (2) one-year extension terms, with the total services not to exceed $42,000 annually.

BACKGROUND

1. On October 6, 2022, the City of Cudahy (City) issued a Request for Proposals (RFP) for Translation Services.

2. On November 1, 2022, the City reviewed all proposals.

3. On November 7, 2022, the City notified Language Network that it was the top-ranked proposal in the RFP process and would be recommended to Council for contract approval.

4. On December 6, 2022, City Council did not approve Language Network’s agreement and instead directed staff to reissue the RFP.

5. On March 6, 2023, the City reissued the RFP for Translation Services.

6. On April 5, 2023, the period to submit proposals closed, and the City received seven proposals in total.

7. On May 24, 2023, the City notified Language Network that it was the top-ranked in the RFP process and would be recommended to Council for contract approval.

Item Number
14C

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
10/01/2024 Page 2 of 3

8. On June 6, 2023, the City Council did not approve the agreement with Language Network.

9. On July 18, 2023, the City Council approved the agreements to both Language Network and Municipal Translation Company for an amount not to exceed $18,000 annually.

10. The City began using Language Network exclusively when the Municipal Translation Company failed to provide adequate proof of insurance and invoicing pursuant to the City’s requirements in May 2024. To date, Municipal Translation Company has failed to provide adequate documentation to recommence services.

ANALYSIS
In 2022, the City issued an RFP to provide remote and on-site Spanish translation services for the City’s meetings. Language Network was selected as one of the vendors to perform the task requested in the RFP.

The City Council approved an agreement with Language Network and Municipal Translation Services, each, for an amount not to exceed $18,000, annually. The City has been exclusively using Language Network’s services since Municipal Translation Services failed to comply with the City’s requirements, therefore staff is now recommending that the City Council approve a new agreement with Language Network in an amount not to exceed $42,000 annually.

CONCLUSION
Translation services are necessary to inform the City’s Spanish-speaking community and encourage participation for those who attend City Council Meetings and other meetings as scheduled. City staff recommends the City Council approve the agreement with Language Network for remote and on-site translation services to provide these services.

STRATEGIC PLAN CORRELATION
Goal F: Communication and Outreach

4. Identify methods and implement ways to connect with community members, including soliciting input on a regular basis.

FINANCIAL IMPACT
The amount for translation services is not to exceed $42,000, annually. The total cost to perform these services will vary depending on special meetings, town hall meetings, or other meetings where translation services are needed. The services will be funded through the City’s general fund.

“Serving The People” "Sirviendo A La Comunidad"
Staff Report
10/01/2024 Page 3 of 3

ATTACHMENTS
A. Professional Services Agreement between the City of Cudahy and Language Translation

2024

FIRST AMENDMENT TO THE

PROFESSIONAL SERVICES AGREEMENT
WITH LANGUAGE NETWORK, INC.

THIS FIRST AMENDMENT (“First Amendment”) to the Professional Services Agreement (“Agreement”) dated July 18, 2023, is hereby entered into this 17th day of July 2024 (“Effective Date”), by and between the City of Cudahy, a municipal corporation (“City”) and Language Network, Inc., (“Consultant”). For purposes of this First Amendment, the capitalized term “Parties” shall be a collective reference to the City and Consultant and the capitalized term “Party” shall refer to the City or Consultant interchangeably, as appropriate.

RECITALS
This First Amendment is made and entered into with respect to the following facts:

WHEREAS, on October 6, 2022, the City issued a Request for Proposals (“RFP”) for Spanish translation services for City meetings; and
WHEREAS, at the close of the RFP period the City staff reviewed all proposals and determined that Consultant submitted the top-ranking proposal; and WHEREAS, on December 6, 2022, the City Council instructed staff to recirculate the RFP; and
WHEREAS, on March 6, 2023, staff recirculated the RFP and received a total of seven proposals; and
WHEREAS, on May 24, 2023, the City determined that Language Network was the topranking proposal; and WHEREAS, on July 18, 2023, at a regularly scheduled meeting, the City Council approved the execution of agreements with translations service providers, inclusive of Consultant, for an amount not to exceed $18,000; and
WHEREAS, the City executed a Professional Services Agreement with Consultant on July 17, 2023 attached hereto and incorporated by reference as Exhibit “A”; and WHEREAS, since the execution of the agreements with both vendors, one vendor has become non-compliant with the City’s requirements, requiring the City to rely solely on Consultant’s services for all City meetings; and
WHEREAS, additional authorizations are required in order to continue to provide translation services for the City’s residents.

NOW, THEREFORE, in consideration of the mutual agreement contained herein, and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, and intending to be legally bound hereby, the Parties agree to amend the Agreement as follows:

AGREEMENT

1. The recitals stated above are true and correct and incorporated by reference in full, herein.

2. Capitalized terms used in this Agreement and not otherwise defined, shall have the meanings ascribed in the Agreement.

3. Section 1.1 of the Agreement is hereby deleted in its entirety and replaced with the following:

TERM: This Agreement shall have a term commencing from the Effective Date through July 17, 2025, (hereinafter, the “Term” and may be extended by the City administratively a maximum of two (2) one-year extension terms without having to return to City Council for approval. Nothing in this Section 1.1 shall operate to prohibit or otherwise restrict the CITY’s ability to terminate this Agreement at any time for convenience or for cause as provided under Article V (Termination) below.

4. Section 1.4 of the Agreement is hereby deleted in its entirety and replaced with the following:

COMPENSATION: CONSULTANT shall perform the Work in accordance with the “FEE PROPOSAL” which is attached and incorporated hereto as Exhibit “C” (hereinafter, the “COMPENSATION RATE”). The foregoing notwithstanding, CONSULTANT’s total compensation for the performance of all Work contemplated under this Agreement, will not exceed the budgeted sum of FORTYTWO THOUSAND DOLLARS ($42,000.00) every fiscal year (hereinafter, the “Not-to-Exceed Sum”) during the Term of this Agreement unless such added expenditure is first approved by the City Council. In the event CONSULTANT’s charges are projected to exceed the aggregate Not-to-Exceed Sum prior to the end of the fiscal year, CITY may suspend CONSULTANT’s performance pending CITY approval of any anticipated expenditures in excess of the aggregate Not-to-Exceed Sum or any other CITY approved amendment to the compensation terms of this Agreement.

5. Section 2.2 of the Agreement is hereby deleted in its entirety and replaced with the following:

CONSULTANT REPRESENTATIVE. CONSULTANT hereby designates Brenda Rourcke to act as its representative for the performance of this Agreement (hereinafter, “CONSULTANT Representative”). CONSULTANT Representative

will have full authority to represent and act on behalf of the CONSULTANT for all purposes under this Agreement. CONSULTANT Representative or their designee will supervise and direct the performance of Work, using their best skill and attention, and will be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Work under this Agreement. Notice to the CONSULTANT Representative shall constitute notice to CONSULTANT.

6. Section 6.4 of the Agreement is hereby deleted in its entirety and replaced with the following:

NOTICES. All notices permitted or required under this Agreement will be given to the respective Parties at the following address, or at such other address as the respective Parties may provide in writing for this purpose:

CONSULTANT: CITY:

Language Network, Inc. City of Cudahy
8506 Santa Monica Blvd #65575 City Clerk’s Office
West Hollywood, CA 90069 5220 Santa Ana Street
Attn: Brenda Rourcke Cudahy, CA 90201
Phone: (949) 733-2449 Phone: (323) 773-5143
Attn: Richard Iglesias
Such notices will be deemed effective when personally delivered or when mailed, forty-eight (48) hours after deposit with the United States Postal Service, first class postage prepaid and addressed to the Parties at the applicable address.

7. Exhibit “C” of the Agreement is hereby deleted and replaced with a new Rate Schedule attached and incorporated by reference herein as Exhibit “B.”

8. The provisions of this FirstAmendment shall be deemed a part of the Agreement and except otherwise provided under this First Amendment, the Agreement and all provisions contained therein shall remain binding and enforceable. In the event of any conflict or inconsistency between the provisions of this First Amendment and the provisions of the Agreement, the provisions of this First Amendment shall control, but only in so far as such provisions conflict with the Agreement and no further.

9. This First Amendment is entered into under and pursuant to the laws of the State of California and shall be interpreted and enforceable in accordance therewith.

10. This First Amendment to the Agreement may be executed simultaneously and in several counterparts, each of which shall be deemed an original, but which together shall constitute one and the same instrument.
[SIGNATURES APPEAR ON FOLLOWING PAGE]

IN WITNESS WHEREOF, the parties hereto have caused this First Amendment to be executed by their respective duly authorized representatives, as of July 17, 2024.

CITY OF CUDAHY:

By: ________________________________
Alfonso Noyola, ICMA-CM
City Manager

Date:

APPROVED AS TO FORM:

By: ________________________________
Stephanie Arechiga, City Attorney
LANGUAGE NETWORK, INC:

By: ____________________________
Jordan Evans, CEO
Date:

EXHIBIT “A”

PROFESSIONAL SERVICES AGREEMENT

2023

PROFESSIONAL SERVICES AGREEMENT
(Engagement: TRANSLATION SERVICES)
(Parties: Language Network Inc. and City of Cudahy)

THIS PROFESSIONAL SERVICES AGREEMENT (hereinafter, “Agreement”) is made and entered into 18th day of July 2023 (hereinafter, the “Effective Date”) by and between the CITY OF CUDAHY, a municipal corporation (hereinafter, “CITY”) and LANGUAGE NETWORK, (hereinafter, “CONSULTANT”). For the purposes of this Agreement, CITY and CONSULTANT may be referred to collectively by the capitalized term “Parties.” The capitalized term “Party” may refer to CITY or CONSULTANT interchangeably, as appropriate.

RECITALS
WHEREAS, CITY requires professional translation services; and WHEREAS, CITY staff has determined that CONSULTANT possesses the experience, skills and training necessary to competently provide such services to CITY; and
WHEREAS, the execution of this Agreement was approved by the Cudahy City Council at its Regular Meeting of July 18, 2023, under Agenda Item No. 14A.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, CITY and CONSULTANT agree as follows:

I.

ENGAGEMENT TERMS

1.1 TERM: This Agreement shall have a term commencing from the Effective Date through July 17, 2024, (hereinafter, the “Term”) and may be extended by the City administratively a maximum of two (2) one-year extension terms without having to return to City Council for approval. Nothing in this Section shall operate to prohibit or otherwise restrict the CITY’s ability to terminate this Agreement at any time for convenience or for cause as provided under Article V (Termination) below.

1.2 SCOPE OF SERVICES:

A. Subject to the terms and conditions of this Agreement, CONSULTANT agrees to provide the services and tasks described in that certain Request for Proposals of CITY entitled “Request for Proposal Translation Services” (hereinafter, “CITY RFP”) and the written proposal of CONSULTANT entitled “Translation and Interpretation Services” (hereinafter, the “CONSULTANT Proposal”). The CITY RFP and the CONSULTANT Proposal are attached and incorporated hereto as Exhibit “A” and “B”

respectively. The term “Scope of Work” shall be a collective reference to the CITY RFP and the CONSULTANT Proposal. The capitalized term “Work” shall be a collective reference to all the various services and tasks referenced in the Scope of Work. In the event of any conflict or inconsistency between the provisions of the document entitled CITY RFP and the provisions of the document entitled CONSULTANT Proposal, the requirements of the document entitled CITY RFP shall govern and control but only to the extent of the conflict or inconsistency and no further. In the event of any conflict or inconsistency between the provisions of the Scope of Work and the provisions of this Agreement to which the Scope of Work is attached, the provisions of this Agreement shall govern and control.”

1.3 PROSECUTION OF WORK:

A. CONSULTANT shall perform the Work contemplated under this Agreement on an on-call, as-needed basis. Nothing in this Agreement shall be construed to grant CONSULTANT the exclusive right to perform any of the types of services or tasks contemplated under this Agreement nor shall anything in this Agreement be construed to entitle CONSULTANT to the receipt of any sums under this Agreement, except to the extent CITY requests the performance of any Work in the manner described below and such Work is in fact performed and completed by CONSULTANT and accepted by CITY. CITY requests for the performance of specific services or tasks contemplated under this Agreement shall be made in the form of a written work order(s) issued by the City Representative (each such written request hereinafter referred to as a “Work Order”). Each Work Order shall include the following information:

1. A detailed description of the specific services or tasks requested;

2. The location of where the particular services or tasks are to be performed, if applicable;

3. A not-to-exceed budget for performing the services or tasks;

4. A timeline for completing the requested services or tasks;

5. Any other information CITY deems necessary and relevant to the requested services or tasks; and

6. The signature of the City Representative, confirming that the services or tasks have been authorized by the City Representative.

B. CONSULTANT shall perform no Work under this Agreement without a written request from the City Representative, containing the information set forth in Section 1.3(A) above;
C. CONSULTANT shall perform the Work continuously and with due diligence so as to complete the Work by the completion date indicated in each Work Order. CONSULTANT shall cooperate with CITY and in no manner

interfere with the work of CITY, its employees or other consultants, contractors or agents;
D. CONSULTANT shall not claim or be entitled to receive any compensation or damage because of the failure of CONSULTANT, or its subconsultants, to have related services or tasks completed in a timely manner; E. CONSULTANT shall at all times enforce strict discipline and good order among CONSULTANT’s employees; and
F. CONSULTANT, at its sole expense, shall pay all sales, consumer, use or other similar taxes required by law.

1.4 COMPENSATION: CONSULTANT shall perform the Work in accordance with the “FEE PROPOSAL” which is attached and incorporated hereto as Exhibit “C” (hereinafter, the “COMPENSATION RATE”). The foregoing notwithstanding, CONSULTANT’s total compensation for the performance of all Work contemplated under this Agreement, will not exceed the aggregate budgeted sum of EIGHTEEN THOUSAND ($18,000.00) (hereinafter, the “Not-to-Exceed Sum”) during the Term of this Agreement, unless such added expenditure is first approved by the City Council. In the event CONSULTANT’s charges are projected to exceed the Aggregate Not-to-Exceed Sum prior to the expiration of this Agreement, CITY may suspend CONSULTANT’s performance pending CITY approval of any anticipated expenditures in excess of the Aggregate Not-to-Exceed Sum or any other CITY approved amendment to the compensation terms of this Agreement.

1.5 PAYMENT OF COMPENSATION: The Not-to-Exceed Sum will be paid to CONSULTANT in monthly increments as the Work is completed. Following the conclusion of each calendar month, CONSULTANT will submit to CITY an itemized invoice indicating the services performed and tasks completed during the recently concluded calendar month, including services and tasks performed and the reimbursable out-of-pocket expenses incurred. If the amount of CONSULTANT’s monthly compensation is a function of hours worked by CONSULTANT’s personnel, the invoice should indicate the number of hours worked in the recently concluded calendar month, the persons responsible for performing the Work, the rate of compensation at which such services and tasks were performed, the subtotal for each task and service performed and a grand total for all services performed. Within thirty (30) calendar days of receipt of each invoice, CITY will notify CONSULTANT in writing of any disputed amounts included in the invoice.

Within forty-five (45) calendar days of receipt of each invoice, CITY will pay all undisputed amounts included on the invoice. CITY will not withhold applicable taxes or other authorized deductions from payments made to CONSULTANT.

1.6 ACCOUNTING RECORDS: CONSULTANT will maintain complete and accurate records with respect to all matters covered under this Agreement for a period of three (3) years after the expiration or termination of this Agreement. CITY will have

the right to access and examine such records, without charge, during normal business hours. CITY will further have the right to audit such records, to make transcripts therefrom and to inspect all program data, documents, proceedings, and activities.

1.7 ABANDONMENT BY CONSULTANT: In the event CONSULTANT ceases to perform the Work agreed to under this Agreement or otherwise abandons the undertaking contemplated herein prior to the expiration of this Agreement or prior to completion of any or all tasks set forth in the Scope of Services, CONSULTANT will deliver to CITY immediately and without delay, all materials, records and other work product prepared or obtained by CONSULTANT in the performance of this Agreement. Furthermore, CONSULTANT will only be compensated for the reasonable value of the services, tasks and other Work performed up to the time of cessation or abandonment, less a deduction for any damages, costs or additional expenses which CITY may incur as a result of CONSULTANT’s cessation or abandonment.

II.

PERFORMANCE OF AGREEMENT

2.1 CITY’S REPRESENTATIVE: The CITY hereby designates Alfonso Noyola, City Manager (hereinafter, the “CITY Representative”) to act as its representative for the performance of this Agreement. The CITY Representative or their designee will act on behalf of the CITY for all purposes under this Agreement.

CONSULTANT will not accept directions or orders from any person other than the CITY Representative or their designee.

2.2 CONSULTANT REPRESENTATIVE: CONSULTANT hereby designates Stacy Harjer to act as its representative for the performance of this Agreement (hereinafter, “CONSULTANT Representative”). CONSULTANT Representative will have full authority to represent and act on behalf of the CONSULTANT for all purposes under this Agreement. CONSULTANT Representative or HIS/HER designee will supervise and direct the performance of the Work, using his best skill and attention, and will be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Work under this Agreement. Notice to the CONSULTANT Representative will constitute notice to CONSULTANT.

2.3 COORDINATION OF SERVICE; CONFORMANCE WITH REQUIREMENTS:

CONSULTANT agrees to work closely with CITY staff in the performance of the Work and this Agreement and will be available to CITY staff and the CITY Representative at all reasonable times. All work prepared by CONSULTANT will be subject to inspection and approval by CITY Representative or his or her designees.

2.4 STANDARD OF CARE; PERFORMANCE OF EMPLOYEES: CONSULTANT

represents, acknowledges and agrees to the following:

A. CONSULTANT will perform all Work skillfully, competently and to the highest standards of CONSULTANT’s profession;
B. CONSULTANT shall at all times employ such force, plant, materials, and tools as will be sufficient in the opinion of the CITY to perform the Services within the time limits established, and as provided herein. It is understood and agreed that said tools, equipment, apparatus, facilities, labor, and material shall be furnished and said Services performed and completed as required by the Agreement, and subject to the approval of the CITY’s authorized representative.

C. CONSULTANT will perform all Work in a manner reasonably satisfactory to the CITY;
D. CONSULTANT will comply with all applicable federal, state and local laws and regulations, including the conflict of interest provisions of Government Code Section 1090 and the Political Reform Act (Government Code Section 81000 et seq.) CONSULTANT shall be liable for all violations of such laws and regulations in connection with Services. If CONSULTANT performs any work knowing it to be contrary to such laws, rules and regulations, CONSULTANT shall be solely responsible for all costs arising therefrom; E. CONSULTANT understands the nature and scope of the Work to be performed under this Agreement as well as any and all schedules of performance;
F. All of CONSULTANT’s employees and agents possess sufficient skill, knowledge, training and experience to perform those services and tasks assigned to them by CONSULTANT; and
G. All of CONSULTANT’s employees and agents (including, but not limited to, subcontractors and subconsultants) possess all licenses, permits, certificates, qualifications and approvals of whatever nature that are legally required to perform the tasks and services contemplated under this Agreement and all such licenses, permits, certificates, qualifications and approvals will be maintained throughout the term of this Agreement and made available to CITY for copying and inspection.

The Parties acknowledge and agree that CONSULTANT will perform, at CONSULTANT’s own cost and expense and without any reimbursement from CITY, any services necessary to correct any errors or omissions caused by CONSULTANT’s failure to comply with the standard of care set forth under this Section or by any like failure on the part of CONSULTANT’s employees, agents, contractors, subcontractors and subconsultants. Such effort by CONSULTANT to

correct any errors or omissions will be commenced immediately upon their discovery by either Party and will be completed within seven (7) calendars days from the date of discovery or such other extended period of time authorized by the CITY Representative in writing and in her sole and absolute discretion. The Parties acknowledge and agree that CITY’s acceptance of any work performed by CONSULTANT or on CONSULTANT’s behalf will not constitute a release of any deficiency or delay in performance. The Parties further acknowledge, understand and agree that CITY has relied upon the foregoing representations of CONSULTANT, including but not limited to the representation that CONSULTANT possesses the skills, training, knowledge and experience necessary to perform the Work skillfully, competently and to the highest standards of CONSULTANT’s profession.

2.5 ASSIGNMENT: The skills, training, knowledge and experience of CONSULTANT are material to CITY’s willingness to enter into this Agreement. Accordingly, CITY has an interest in the qualifications and capabilities of the person(s) who will perform the services and tasks to be undertaken by CONSULTANT or on behalf of CONSULTANT in the performance of this Agreement. In recognition of this interest, CONSULTANT agrees that it will not assign or transfer, either directly or indirectly or by operation of law, this Agreement or the performance of any of CONSULTANT’s duties or obligations under this Agreement without the prior written consent of the CITY. In the absence of CITY’s prior written consent, any attempted assignment or transfer will be ineffective, null and void and will constitute a material breach of this Agreement.

2.6 SUBSTITUTION OF KEY PERSONNEL: CONSULTANT has represented to CITY that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, CONSULTANT may substitute other personnel of at least equal competence upon written approval of CITY. In the event that CITY and CONSULTANT cannot agree as to the substitution of key personnel, CITY shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the CITY, or who are determined by the CITY to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the CONSULTANT at the request of the CITY.

2.7 CONTROL AND PAYMENT OF SUBORDINATES; INDEPENDENT
CONTRACTOR: The Work will be performed by CONSULTANT or under CONSULTANT’s strict supervision. CONSULTANT will determine the means, methods and details of performing the Work subject to the requirements of this Agreement. CITY retains CONSULTANT on an independent contractor basis and not as an employee. CONSULTANT reserves the right to perform similar or different services for other principals during the term of this Agreement, provided such work does not unduly interfere with CONSULTANT’s competent and timely

performance of the Work contemplated under this Agreement and provided the performance of such services does not result in the unauthorized disclosure of CITY’s confidential or proprietary information. Any additional personnel performing the Work under this Agreement on behalf of CONSULTANT are not employees of CITY and will at all times be under CONSULTANT’s exclusive direction and control. CONSULTANT will pay all wages, salaries and other amounts due such personnel and will assume responsibility for all benefits, payroll taxes, Social Security and Medicare payments and the like. CONSULTANT will be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, income tax withholding, unemployment insurance, disability insurance, workers’ compensation insurance and the like.

2.8 REMOVAL OF EMPLOYEES OR AGENTS: If any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants is determined by the CITY Representative to be uncooperative, incompetent, a threat to the adequate or timely performance of the tasks assigned to CONSULTANT, a threat to persons or property, or if any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants fail or refuse to perform the Work in a manner acceptable to the CITY, such officer, employee, agent, contractor, subcontractor or subconsultant will be promptly removed by CONSULTANT and will not be reassigned to perform any of the Work.

2.9 COMPLIANCE WITH LAWS: CONSULTANT will keep itself informed of and in compliance with all applicable federal, state or local laws to the extent such laws control or otherwise govern the performance of the Work. CONSULTANT’s compliance with applicable laws will include, without limitation, compliance with all applicable Cal/OSHA requirements and applicable regulations of the U.S.

Department of Housing and Urbanization.

2.10 NON-DISCRIMINATION: CONSULTANT represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.

2.11 INDEPENDENT CONTRACTOR STATUS: The Parties acknowledge, understand and agree that CONSULTANT and all persons retained or employed by CONSULTANT are, and will at all times remain, wholly independent contractors and are not officials, officers, employees, departments or subdivisions of CITY.

CONSULTANT will be solely responsible for the negligent acts and/or omissions of its employees, agents, contractors, subcontractors and subconsultants.

CONSULTANT and all persons retained or employed by CONSULTANT will have no authority, express or implied, to bind CITY in any manner, nor to incur any obligation, debt or liability of any kind on behalf of, or against, CITY, whether by

contract or otherwise, unless such authority is expressly conferred to CONSULTANT under this Agreement or is otherwise expressly conferred by CITY in writing.

III.

INSURANCE

3.1 DUTY TO PROCURE AND MAINTAIN INSURANCE: Prior to the beginning of and throughout the duration of the Work, CONSULTANT will procure and maintain policies of insurance that meet the requirements and specifications set forth under this Article. CONSULTANT will procure and maintain the following insurance coverage, at its own expense:

A. Commercial General Liability Insurance: CONSULTANT will procure and maintain Commercial General Liability Insurance (“CGL Coverage”) as broad as Insurance Services Office Commercial General Liability coverage (occurrence Form CG 0001) or its equivalent. Such CGL Coverage will have minimum limits of no less than One Million Dollars ($1,000,000.00) per occurrence and Two Million Dollars ($2,000,000.00) in the general aggregate for bodily injury, personal injury, property damage, operations, products and completed operations, and contractual liability.

B. Automobile Liability Insurance: CONSULTANT will procure and maintain Automobile Liability Insurance as broad as Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto). Such Automobile Liability Insurance will have minimum limits of no less than Two Million Dollars ($2,000,000.00) per accident for bodily injury and property damage.

C. Workers’ Compensation Insurance/ Employer’s Liability Insurance: A policy of workers’ compensation insurance in such amount as will fully comply with the laws of the State of California and which will indemnify, insure and provide legal defense for both CONSULTANT and CITY against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by CONSULTANT in the course of carrying out the Work contemplated in this Agreement.

D. Errors & Omissions Insurance: For the full term of this Agreement and for a period of three (3) years thereafter, CONSULTANT will procure and maintain Errors and Omissions Liability Insurance appropriate to CONSULTANT’s profession. Such coverage will have minimum limits of no less than One Million Dollars ($1,000,000.00) per claim.

3.2 ADDITIONAL INSURED REQUIREMENTS: The CGL Coverage and the Automobile Liability Insurance will contain an endorsement naming the CITY and

CITY’s elected and appointed officials, officers, employees, agents and volunteers as additional insureds.

3.3 REQUIRED CARRIER RATING: All varieties of insurance required under this Agreement will be procured from insurers admitted in the State of California and authorized to issue policies directly to California insureds. Except as otherwise provided elsewhere under this Article, all required insurance will be procured from insurers who, according to the latest edition of the Best’s Insurance Guide, have an A.M. Best’s rating of no less than A:VII. CITY may also accept policies procured by insurance carriers with a Standard & Poor’s rating of no less than BBB according to the latest published edition the Standard & Poor’s rating guide. As to Workers’ Compensation Insurance/ Employer’s Liability Insurance, the CITY Representative is authorized to authorize lower ratings than those set forth in this Section.

3.4 PRIMACY OF CONSULTANT’S INSURANCE: All policies of insurance provided by CONSULTANT will be primary to any coverage available to CITY or CITY’s elected or appointed officials, officers, employees, agents or volunteers. Any insurance or self-insurance maintained by CITY or CITY’s elected or appointed officials, officers, employees, agents or volunteers will be in excess of CONSULTANT’s insurance and will not contribute with it.

3.5 WAIVER OF SUBROGATION: All insurance coverage provided pursuant to this Agreement will not prohibit CONSULTANT or CONSULTANT’s officers, employees, agents, subcontractors or subconsultants from waiving the right of subrogation prior to a loss. CONSULTANT hereby waives all rights of subrogation against CITY, its officials, officers, employees, agents and volunteers.

3.6 VERIFICATION OF COVERAGE: CONSULTANT acknowledges, understands and agrees, that CITY’s ability to verify the procurement and maintenance of the insurance required under this Article is critical to safeguarding CITY’s financial well-being and, indirectly, the collective well-being of the residents of the CITY.

Accordingly, CONSULTANT warrants, represents and agrees that it will furnish CITY with original certificates of insurance and endorsements evidencing the coverage required under this Article on forms satisfactory to CITY in its sole and absolute discretion. The certificates of insurance and endorsements for each insurance policy will be signed by a person authorized by that insurer to bind coverage on its behalf, and will be on forms provided by the CITY if requested. All certificates of insurance and endorsements will be received and approved by CITY as a condition precedent to CONSULTANT’s commencement of any Work or any of the Work. Upon CITY’s written request, CONSULTANT will also provide CITY with certified copies of all required insurance policies and endorsements.

3.7 The insurance coverage requirement set forth under this Article 3 are in addition to any coverage requirements set forth under Section VIII (Insurance Coverages)

of the CITY RFP.

3.8 FAILURE TO MAINTAIN COVERAGE: In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, CITY has the right but not the duty to obtain the insurance it deems necessary, and any premium paid by CITY will be promptly reimbursed by CONTRACTOR or CITY will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, CITY may cancel this Agreement effective upon notice.

3.9 SPECIAL RISKS OR CIRCUMSTANCES. City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

IV.

INDEMNIFICATION

4.1 The Parties agree that CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers (hereinafter, the “CITY Indemnitees”) should, to the fullest extent permitted by law, be protected from any and all loss, injury, damage, claim, lawsuit, cost, expense, attorneys’ fees, litigation costs, or any other cost arising out of or in any way related to the performance of this Agreement. Accordingly, the provisions of this indemnity provision are intended by the Parties to be interpreted and construed to provide the CITY Indemnitees with the fullest protection possible under the law. CONSULTANT acknowledges that CITY would not enter into this Agreement in the absence of CONSULTANT’s commitment to indemnify, defend and protect CITY as set forth herein Notwithstanding the foregoing, to the extent CONSULTANT’s services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to Claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT.

CONSULTANT’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the CITY, its officials, officers, employees, agents or volunteers.

4.2 To the fullest extent permitted by law, CONSULTANT shall indemnify, hold harmless and defend the CITY Indemnitees from and against all liability, loss, damage, expense, cost (including without limitation reasonable attorneys’ fees, expert fees and all other costs, and fees of litigation) of every nature arising out of or in connection with CONSULTANT’s performance of work hereunder or its failure to comply with any of its obligations contained in this Agreement, except such loss or damage which is caused by the sole negligence or willful misconduct of the CITY.

4.3 CITY shall have the right to offset against the amount of any compensation due to CONSULTANT under this Agreement, any amount due to CITY from CONSULTANT as a result of CONSULTANT’s failure to either pay CITY promptly for any costs associated with CONSULTANT’s obligations to indemnify the CITY Indemnitees under this Article, or related to CONSULTANT’s failure to either (i) pay taxes on amounts received pursuant to this Agreement or (ii) comply with applicable workers’ compensation laws.

4.4 The obligations of CONSULTANT under this Article will not be limited by the provisions of any workers’ compensation act or similar act. CONSULTANT expressly waives its statutory immunity under such statutes or laws as to CITY and CITY’s elected and appointed officials, officers, employees, agents, and volunteers.

4.5 CONSULTANT agrees to obtain executed indemnity agreements with provisions identical to those set forth herein this Article from each and every subcontractor or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. In the event CONSULTANT fails to obtain such indemnity obligations from others as required herein, CONSULTANT agrees to be fully responsible and indemnify, hold harmless and defend CITY and CITY’s elected and appointed officials, officers, employees, agents, and volunteers from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT’s subcontractors or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys’ fees incurred by counsel of CITY’s choice.

4.6 CITY does not, and shall not waive any rights that it may possess against CONSULTANT because of the acceptance by CITY, or the deposit with CITY, of any insurance policy or certificate required pursuant to this Agreement. This hold harmless and indemnification provision shall apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost, or expense.

4.7 This Article and all provisions contained herein (including but not limited to the duty to indemnify, defend, and hold free and harmless) shall survive the termination or normal expiration of this Agreement and is in addition to any other rights or remedies which the CITY may have at law or in equity.

V.

TERMINATION

5.1 TERMINATION WITHOUT CAUSE: CITY may immediately terminate this Agreement at any time for convenience and without cause by giving prior written

notice of CITY’s intent to terminate this Agreement which notice shall specify the effective date of such termination. Upon such termination for convenience, CONSULTANT will be compensated only for those services and tasks which have been performed by CONSULTANT up to the effective date of the termination.

CONSULTANT may not terminate this Agreement except for cause as provided under Section 5.2, below. If this Agreement is terminated as provided herein, CITY may require CONSULTANT to provide all finished or unfinished Documents and Data, as defined in section 6.1 below, and other information of any kind prepared by CONSULTANT in connection with the performance of the Work.

CONSULTANT will be required to provide such Documents and Data within fifteen (15) calendar days of CITY’s written request. No actual or asserted breach of this Agreement on the part of CITY pursuant to Section 5.2, below, will operate to prohibit or otherwise restrict CITY’s ability to terminate this Agreement for convenience as provided under this Section.

5.2 EVENTS OF DEFAULT; BREACH OF AGREEMENT:

A. In the event either Party fails to perform any duty, obligation, service or task set forth under this Agreement (or fails to timely perform or properly perform any such duty, obligation, service or task set forth under this Agreement), an event of default (hereinafter, “Event of Default”) will occur. For all Events of Default, the Party alleging an Event of Default will give written notice to the defaulting Party (hereinafter referred to as a “Default Notice”) which will specify: (i) the nature of the Event of Default; (ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default will be cured, which will not be less than the applicable cure period set forth under Sections 5.2B and 5.2C below or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Default will constitute a breach of this Agreement if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement.

B. CONSULTANT will cure the following Events of Defaults within the following time periods:
i. Within ten (10) business days of CITY’s issuance of a Default Notice for any failure of CONSULTANT to timely provide CITY or CITY’s employees or agents with any information and/or written reports, documentation or work product which CONSULTANT is obligated to provide to CITY or CITY’s employees or agents under this Agreement.

Prior to the expiration of the 10-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 10-day cure period. The foregoing notwithstanding,

CITY will be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2B.i. that exceeds seven (7) calendar days from the end of the initial 10-day cure period; or ii. Within fourteen (14) calendar days of CITY’s issuance of a Default Notice for any other Event of Default under this Agreement. Prior to the expiration of the 14-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 14-day cure period. The foregoing notwithstanding, CITY will be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2B.ii that exceeds thirty (30) calendar days from the end of the initial 14-day cure period.

In addition to any other failure on the part of CONSULTANT to perform any duty, obligation, service or task set forth under this Agreement (or the failure to timely perform or properly perform any such duty, obligation, service or task), an Event of Default on the part of CONSULTANT will include, but will not be limited to the following: (i) CONSULTANT’s refusal or failure to perform any of the services or tasks called for under the Scope of Work; (ii) CONSULTANT’s failure to fulfill or perform its obligations under this Agreement within the specified time or if no time is specified, within a reasonable time; (iii) CONSULTANT’s and/or its employees’ disregard or violation of any federal, state, local law, rule, procedure or regulation; (iv) the initiation of proceedings under any bankruptcy, insolvency, receivership, reorganization, or similar legislation as relates to CONSULTANT, whether voluntary of involuntary; (v) CONSULTANT’s refusal or failure to perform or observe any covenant, condition, obligation or provision of this Agreement; and/or (vii) CITY’s discovery that a statement representation or warranty by CONSULTANT relating to this Agreement is false, misleading or erroneous in any material respect.

C. CITY will cure any Event of Default asserted by CONSULTANT within fortyfive (45) calendar days of CONSULTANT’s issuance of a Default Notice, unless the Event of Default cannot reasonably be cured within the 45-day cure period. Prior to the expiration of the 45-day cure period, CITY may submit a written request for additional time to cure the Event of Default upon a showing that CITY has commenced its efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 45-day cure period. The foregoing notwithstanding, an Event of Default dealing with CITY’s failure to timely pay any undisputed sums to CONSULTANT as provided under Section 1.5, above, will be cured by CITY within five (5) calendar days from the date of CONSULTANT’s Default Notice to CITY.

D. CITY, in its sole and absolute discretion, may also immediately suspend CONSULTANT’s performance under this Agreement pending

CONSULTANT’s cure of any Event of Default by giving CONSULTANT written notice of CITY’s intent to suspend CONSULTANT’s performance (hereinafter, a “Suspension Notice”). CITY may issue the Suspension Notice at any time upon the occurrence of an Event of Default. Upon such suspension, CONSULTANT will be compensated only for those services and tasks which have been rendered by CONSULTANT to the reasonable satisfaction of CITY up to the effective date of the suspension. No actual or asserted breach of this Agreement on the part of CITY will operate to prohibit or otherwise restrict CITY’s ability to suspend this Agreement as provided herein.

E. No waiver of any Event of Default or breach under this Agreement will constitute a waiver of any other or subsequent Event of Default or breach.

No waiver, benefit, privilege, or service voluntarily given or performed by a Party will give the other Party any contractual rights by custom, estoppel, or otherwise.

F. The duties and obligations imposed under this Agreement and the rights and remedies available hereunder will be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. In addition to any other remedies available to CITY at law or under this Agreement in the event of any breach of this Agreement, CITY, in its sole and absolute discretion, may also pursue any one or more of the following remedies:
i. Upon written notice to CONSULTANT, the CITY may immediately terminate this Agreement in whole or in part;
ii. Upon written notice to CONSULTANT, the CITY may extend the time of performance;
iii. The CITY may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for CONSULTANT’s breach of the Agreement or to terminate the Agreement; or
iv. The CITY may exercise any other available and lawful right or remedy.

CONSULTANT will be liable for all legal fees plus other costs and expenses that CITY incurs upon a breach of this Agreement or in the CITY’s exercise of its remedies under this Agreement.

G. In the event CITY is in breach of this Agreement, CONSULTANT’s sole remedy will be the suspension or termination of this Agreement and/or the recovery of any unpaid sums lawfully owed to CONSULTANT under this Agreement for completed services and tasks.

5.3 SCOPE OF WAIVER: No waiver of any default or breach under this Agreement will constitute a waiver of any other default or breach, whether of the same or other covenant, warranty, agreement, term, condition, duty or requirement contained in this Agreement. No waiver, benefit, privilege, or service voluntarily given or performed by a Party will give the other Party any contractual rights by custom, estoppel, or otherwise.

5.4 SURVIVING ARTICLES, SECTIONS AND PROVISIONS: The termination of this Agreement pursuant to any provision of this Article or by normal expiration of its term or any extension thereto will not operate to terminate any Article, Section or provision contained herein which provides that it will survive the termination or normal expiration of this Agreement.

VI.

MISCELLANEOUS PROVISIONS

6.1 DOCUMENTS & DATA; LICENSING OF INTELLECTUAL PROPERTY: All Documents and Data will be and remain the property of CITY without restriction or limitation upon their use or dissemination by CITY. For purposes of this Agreement, the term “Documents and Data” means and includes all reports, analyses, correspondence, plans, designs, notes, summaries, strategies, charts, schedules, spreadsheets, calculations, lists, data compilations, documents or other materials developed and/or assembled by or on behalf of CONSULTANT in the performance of this Agreement and fixed in any tangible medium of expression, including but not limited to Documents and Data stored digitally, magnetically and/or electronically. This Agreement creates, at no cost to CITY, a perpetual license for CITY to copy, use, reuse, disseminate and/or retain any and all copyrights, designs, and other intellectual property embodied in all Documents and Data. CONSULTANT will require all subcontractors and subconsultants working on behalf of CONSULTANT in the performance of this Agreement to agree in writing that CITY will be granted the same right to copy, use, reuse, disseminate and retain Documents and Data prepared or assembled by any subcontractor or subconsultant as applies to Documents and Data prepared by CONSULTANT in the performance of this Agreement.

6.2 CONFIDENTIALITY: All data, documents, discussion, or other information developed or received by CONSULTANT or provided for performance of this Agreement are deemed confidential and will not be disclosed by CONSULTANT without prior written consent by CITY. CITY will grant such consent of disclosure as legally required. Upon request, all CITY data will be returned to CITY upon the termination or expiration of this Agreement. CONSULTANT will not use CITY’s name or insignia, photographs, or any publicity pertaining to the Work in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of CITY.

6.3 FALSE CLAIMS ACT: CONSULTANT warrants and represents that neither

CONSULTANT nor any person who is an officer of, in a managing position with, or has an ownership interest in CONSULTANT has been determined by a court or tribunal of competent jurisdiction to have violated the False Claims Act, 31 U.S.C., Section 3789 et seq. and the California False Claims Act, Government Code Section 12650 et seq.

6.4 NOTICES: All notices permitted or required under this Agreement will be given to the respective Parties at the following addresses, or at such other address as the respective Parties may provide in writing for this purpose:

CONSULTANT: CITY:

Language Network Inc.
8506 Santa Monica Blvd #65575
West Hollywood, CA 90069
Attn: Stacy Harjer
Phone: (949) 733-2446
City of Cudahy
City Clerk’s Office
5220 Santa Ana Street
Cudahy, CA 90201
Phone: (323) 773-5143
Attn: Richard Iglesias
Such notices will be deemed effective when personally delivered or successfully transmitted by facsimile as evidenced by a fax confirmation slip or when mailed, forty-eight (48) hours after deposit with the United States Postal Service, first class postage prepaid and addressed to the Party at its applicable address.

6.5 COOPERATION; FURTHER ACTS: The Parties will fully cooperate with one another, and will take any additional acts or sign any additional documents as are reasonably necessary, appropriate or convenient to achieve the purposes of this Agreement.

6.6 SUBCONTRACTING: CONSULTANT will not subcontract any portion of the Work required by this Agreement, except as expressly stated herein, without the prior written approval of CITY. Subcontracts (including without limitation subcontracts with subconsultants), if any, will contain a provision making them subject to all provisions stipulated in this Agreement, including provisions relating to insurance requirements and indemnification.

6.7 CITY’S RIGHT TO EMPLOY OTHER CONSULTANTS: CITY reserves the right to employ other contractors in connection with the various projects worked upon by CONSULTANT.

6.8 PROHIBITED INTERESTS: CONSULTANT warrants, represents and maintains that it has not employed nor retained any company or person, other than a bona fide employee working solely for CONSULTANT, to solicit or secure this Agreement. Further, CONSULTANT warrants and represents that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for CONSULTANT, any fee, commission, percentage, brokerage fee, gift or 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 rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of CITY, during the term of his or her service with CITY, will have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

6.9 TIME IS OF THE ESSENCE: Time is of the essence for each and every provision of this Agreement.

6.10 GOVERNING LAW AND VENUE: This Agreement will be interpreted and governed according to the laws of the State of California. In the event of litigation between the Parties, venue, without exception, will be in the Los Angeles County Superior Court of the State of California. If, and only if, applicable law requires that all or part of any such litigation be tried exclusively in federal court, venue, without exception, will be in the Central District of California located in the City of Los Angeles, California.

6.11 ATTORNEYS’ FEES: If either Party commences an action against the other Party, legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation will be entitled to have and recover from the losing Party reasonable attorneys’ fees and all other costs of such action.

6.12 SUCCESSORS AND ASSIGNS: This Agreement will be binding on the successors and assigns of the Parties.

6.13 NO THIRD-PARTY BENEFIT: There are no intended third-party beneficiaries of any right or obligation assumed by the Parties. All rights and benefits under this Agreement inure exclusively to the Parties.

6.14 CONSTRUCTION OF AGREEMENT: This Agreement will not be construed in favor of, or against, either Party but will be construed as if the Parties prepared this Agreement together through a process of negotiation and with the advice of their respective attorneys.

6.15 SEVERABILITY: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions will continue in full force and effect.

6.16 AMENDMENT; MODIFICATION: No amendment, modification or supplement of this Agreement will be valid or binding unless executed in writing and signed by both Parties, subject to CITY approval. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver will be void and invalid.

6.17 CAPTIONS: The captions of the various articles, sections and paragraphs are for

convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

6.18 INCONSISTENCIES OR CONFLICTS: In the event of any conflict or inconsistency between the provisions of this Agreement and any of the exhibits attached hereto, the provisions of this Agreement will control.

6.19 ENTIRE AGREEMENT: This Agreement, including all attached exhibits, constitutes the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed herein and supersedes all other agreements or understandings, whether oral or written, which may have been entered into between CITY and CONSULTANT prior to the execution of this Agreement. Any statements, representations, or other agreements, whether oral or written, made by either Party that is not embodied herein will not be valid or binding on the Parties. No amendment, modification or supplement to this Agreement will be valid and binding unless in writing and duly executed by the Parties pursuant to Section

6.16, above.

6.20 COUNTERPARTS: This Agreement will be executed in three (3) original counterparts each of which will be of equal force and effect. No handwritten or typewritten amendment, modification or supplement to any one counterpart will be valid or binding unless made to all three counterparts in conformity with Section

6.16, above. One fully executed original counterpart will be delivered to CONSULTANT and the remaining two original counterparts will be retained by CITY.
(SIGNATURES ON NEXT PAGE)

IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed the day and year first appearing in this Agreement, above.

CITY OF CUDAHY:

By:

Alfonso Noyola, ICMA-CM
City Manager
Date:____________________________

CONSULTANT NAME
By:

Name:

Title:

Date:_______________________
APPROVED AS TO FORM:

By:

City Attorney
Date:____________________________
Jordan Evans
CEO
7/28/23
7/28/2023
July 28, 2023

EXHIBIT “A”

CITY RFP

Request for Proposals (RFP)
Translation Services
March 6, 2023
Consultants may email questions to the following contact:

Richard Iglesias, City Clerk
[email protected]
City of Cudahy
5220 Santa Ana Street
Cudahy, CA 90201

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CITY OF CUDAHY

REQUEST FOR PROPOSALS
Translation Services
I. Introduction
The City of Cudahy is seeking qualified consultants with experience in providing verbal translation services for public meetings, townhalls, workshops, events, etc. This Request for Proposals (“RFP”) provides the scope of work, submission format, guidelines, and evaluation and selection process.

The City’s goal is to provide verbal translation services to Cudahy residents, many of whom are primarily Spanish speakers.

Translation services required by the City are generally of short duration and specific in nature.

Through this RFP process, the City seeks to establish a Professional Services Agreement with the approved consultant with an authorized contract not-to-exceed $18,000 for one year, with a maximum of two (2) one-year extension terms.

Depending upon the project's scale and particular needs, the consultant may need to demonstrate their ability to undertake the job before the project is assigned.

II. Background
Cudahy is located in Southeast Los Angeles County, next to the L.A. River. The City was incorporated on November 10, 1960, and named after its founder, meat-packing baron Michael Cudahy, who purchased the land known as Rancho San Antonio in 1908 for development.

Cudahy is 1.1 square miles with a current population of 23,606. The City is a general law city and operates under the council-city manager form of government.

III. Scope of Work
Consultants shall be expected to provide the following services to the City of Cudahy upon request:

A. Public Meetings
The City requires Simultaneous interpretation (English/Spanish and Spanish/English) services for in-person city council meetings every first and third Tuesday of each month and other meetings on an as-needed basis for special city council meetings, committee meetings, town hall meetings, workshops, events, and other meetings on Zoom or in person. Consultants must provide all equipment necessary to provide this type of service.

B. Emergency Translation
In the event of a catastrophic event or some other emergency, the City may require verbal translation services.

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IV. Statement of Qualifications Format and Content
The format and sequence of each Consultant Statement of Qualifications (“SOQ”) shall be as follows:

A. Provide office location, company history, current number of employees, and contact information.

B. Describe the Consultant in terms of overall capabilities, areas of expertise, certifications, experience, and training concerning the proposed scope of work in Section III.

C. Identify availability and accessibility for all City meetings, including the availability of other consultants and alternates; include routine and urgent response times.

D. Please list any current or past comparable contracts or experience. Please indicate:
a. Contracting agency
b. Type of services provided
c. Years of services provided
E. It is anticipated that services will be billed at hourly rates. Please provide a detailed list of hourly rates or project rates for all services referred to in the scope of work and equipment rental charges (i.e., transmitters, receivers, etc.). Indicate if equipment rental charges are included as part of the project rates. Provide rates for Zoom meetings and in-person meetings if different.

F. Resumes and certifications of all consultants providing service.

G. Provide a minimum of at least three (3) references. Include names, addresses, telephone numbers, and a brief project description.

H. Any additional information the Consultant deems appropriate.

V. Submittal Guidelines
Submissions shall be emailed to [email protected] or by mail, three hard copies, including a flash drive with an electronic copy of the proposal, in a sealed envelope, package, or in person to the address below:

Richard Iglesias
City Clerk
City of Cudahy
5220 Santa Ana Street
Cudahy, CA 90201
Any inquiries related to the RFP should be directed to Richard Iglesias at (323) 773-5143 ext. 227 or emailed to [email protected].

Please note that late or incomplete submissions will not be considered or evaluated.

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VI. Selection Process Timeline
Distribution of RFP: March 6, 2023
Submission deadline: April 5, 2023, at 5:00 p.m.

SOQ are evaluated: April 11, 2023
City Staff interviews top consultants (If needed): April 13, 2023 City Staff selects consultant(s): April 17, 2023
Finalize Agreement(s) with approved consultant(s): April 24, 2023 Agreement(s) subject to Council approval: May 2, 2023
VII. Evaluation and Selection Process
Submissions will be evaluated utilizing the following criteria:
• Background and experience of the Consultant in conducting similar work (25 points) • Ability to provide translation services verbal or written and complete the work in a correct and timely manner (25 points)
• Accessibility and Availability (25 points)
• Cost (15 points)
• References (10 points)
As part of the evaluation process, the City of Cudahy may conduct interviews with consultants whose qualifications closely match the RFP requirements. Upon completion of the evaluation process, the most qualified consultant(s) will be contacted to finalize the Scope of Work and related terms of a professional services agreement. A draft agreement (Attachment A) is included as part of this RFP.

The City of Cudahy reserves the right to reject any and all proposals received, not necessarily accept the lowest bid price submitted, should it be deemed in its best interest to do so.

VIII. General Terms and Conditions
Clarification of Information
The City reserves the right to request clarification of information submitted and to request additional information from any consultant.

Submission Validity
The Consultant pricing shall be valid for a minimum of 90 days.

Submission Acceptance
The City reserves the right to accept all or a portion of the Consultant’s proposal.

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Proposal Preparation Costs
The City shall not be responsible for any costs incurred by the Consultant in preparing, submitting or presenting its response to the RFP.

Insurance
Consultant, at all times, while performing work under an awarded City Agreement, shall maintain general liability insurance coverage applicable to the services being rendered by the consultant in accordance with California law.

Withdrawal of Proposal Before Closing
Any consultant may request the withdrawal of their submission, either in person, by telephone, or written request, at any time prior to the scheduled closing date and time. Upon receiving the written request to withdraw any proposal, City of Cudahy will consider the Consultant’s submission null and void. Withdrawal of Consultant’s submission will not prejudice the Consultant’s re-submittal for this or any future submissions.

Interpretation of Documents
During the solicitation period should a Consultant find discrepancies or omissions in the specifications of the RFP, or should the Consultant be in doubt as to their interpretation, the Consultant shall immediately notify the City contact named in the RFP. Should it be found necessary, an addendum will be posted on the city website. Any addenda shall form a part of this solicitation and shall become a part of the submitted proposal.

Public Record
Upon the authorization of consultants, the results will become available. Be advised all information contained in submissions in response to this solicitation shall be subject to the California Public Records Act (government Code Section 6250 et seq.), and information use and disclosure are governed by this act.

Liens
The Consultant shall pay all sums of money that become due from any labor, services, materials or equipment furnished to consultant on account of said product/services to be furnished as a result of the RFP and that may be secured by any lien against the City of Cudahy. The Consultant shall fully discharge such lien no later than the time of performance of the obligation.

Federal, State and Local Laws
The Consultant and all sub-contractors shall comply with all applicable federal, state and local laws, rules, and regulations.

EXHIBIT “B”

CONSULTANT PROPOSAL

Language Network Inc.

Response to
RFP
Translation and Interpretation Services
Total Pages: 12
Dated:

April 3rd 2023

CONSULTANT STATEMENT OF QUALIFICATIONS
A. We have nearly 12 local key-staff members (in addition to our 33 remote, internal team members) to exclusively support the City of Cudahy.

LOCATION:
11801 Pierce Street, St 200
Riverside, California 92505
(949) 733-2446
COMPANY HISTORY: Language Network began as a single Spanish interpreter in Orange City, California in 1991. We have continued to listen to our clients to solve their challenges with language barriers and as their needs grew, so did we. Today, we are a full-service language solutions company with a vast network of linguists, partnering with organizations across the entire state of California and Washington. Our language services include translation, interpreting, and consulting in over 200 languages.

Our established reputation and extensive experience in educational language services have allowed us to develop loyal relationships with a client base composed of state and local government agencies, colleges and universities, K-12 Schools, community and healthcare organizations. We pride ourselves on our ability to deliver prompt and reliable service to maintain a long-term client partnership. Language Network has an excellent reputation for supporting nearly 100 local government agencies throughout California and Washington.

Our translators and interpreters are highly qualified and experienced in working within the local government environment. Language Network Inc. has a selection process ensuring you get the right language professional that specializes and/or is experienced for the type of services needed.

B. CAPABILITIES AND EXPERTISE
Language Network is a full-service language solutions company specializing in on-site interpreting, remote interpreting, document translation, transcription and other multimedia services.

Organizations across local government, K-12 education, healthcare, insurance, legal, and government agencies rely on Language Network. In 2020, Language Network was recognized as a top twenty interpreting services provider out of 426 language companies by Common Sense Advisory. (Link)
Language Network was founded in 1991 and is a minority owned California corporation with corporate headquarters in Riverside, California with offices and team members based in Sacramento, Santa Barbara, and Greater Los Angeles. Language Network currently employs 41 team members to support our clients.

Our commitment is to provide the best interpreters and translators, the highest standard of quality, personal service and on-schedule delivery for each project at a reasonable cost. Our years of experience in translation, interpretation, project management, interpreter and translator

training and education, and as multi-cultural communications consultants assure our clients of the highest level of quality and service in the industry.

Language Network stays up to date with the latest trends, certifications and laws that affect our industry by maintaining contact with the Judicial Council of California, the National Board of Medical Interpreters (CMI), and Certification Commission for Health Care Interpreters (CCHI) and several local and national organizations. In addition, Language Network is an active member of industry associations such as Association of Language Companies (ALC) and the American Translators Association (ATA).

We are currently partnered with nearly 100 local government entities in California and Washington. Language Network interpreters and translators are specialized linguists with many years of experience providing communication in local government settings.

Our interpreters must have at least three years of in-the-field experience. The resources are educated and prepared for conducting themselves in a professional manner in compliance to our industry code of ethics. Due to the nature of public meetings, our interpreters are proficient and provide consecutive and simultaneous interpretation to our local government clients.

Language Network certified translators are proficient in producing an accurate document translation that integrates critical factors: the target audience, cultural relevance, accurate translation of the subject matter and formatting of the document.

Each of the translators must have at least 5 years of translation experience and be certified to translate their language pairs. Certification is obtained either through university translation degrees and/or accreditation through national organizations. Each of our translators must provide several sample translations for review.

C. AVAILABILITY, METHODOLOGY AND APPROACH TO WORK
Language Network has over 4,000 highly qualified interpreters ready to meet your needs.

Interpreters we work with provide quality and culturally sensitive interpretations to help you comply with regulations and reduce risk. Whether you have a meeting or conference that requires a single interpreter, or a larger setting that requires interpreting equipment for multiple languages, Language Network is able to support the project. Our local on-site and video interpreters service several Cities throughout California and are well trained on simultaneous interpretation within the public meeting space.

For public meetings in one or more languages, we deploy simultaneous interpreters either onsite, via video or both depending on the City’s request. We have local resources who are highly trained and skilled to perform this type of interpreting.

Consecutive interpretation is also available via video, onsite and over the phone. Typically, we deploy this during the question and answer session of a public meeting and/or if questions on a virtual platform need to be site translated to the audience.

Over-the-phone interpreters are available 24/7/365 in an on-demand model, within minutes, to help facilitate a conversation. This easy and cost-effective form of interpreting is a great way to help your multilingual interactions run as smoothly as possible.

Our linguists who are assigned to local government requests understand that public meetings can last 3-6 hours if not longer. Our dedicated scheduling team will make sure to provide resources who can cover the duration of these meetings as well as provide resources during weeknights when these types of meetings are typically held.

Language Network has over 2,000 certified translators who are proficient in producing an accurate document translation that integrates critical factors: the target audience, cultural relevance, accurate translation of the subject matter and formatting of the document.

Each of the translators must have at least 5 years of translation experience and be certified to translate their language pairs. Certification is obtained either through university translation degrees and/or accreditation through national organizations. Each of our translators must provide several sample translations for review.

Language Network will also assign a dedicated Account Manager to prepare and deliver 30-minute onboarding/training session(s) to the requesters. The session(s) will include an overview of how to schedule services, reach on-demand telephonic interpreters, request translation quotes, and answer any questions that requesters have regarding specific use-cases. We can also cover the rules and regulations related to language access during this session, if requested.

We will provide a secure online booking system for requesters to pre-schedule interpretation appointments and run data reports to review usage. The booking system is HIPAA compliant and each authorized user will be provided a secure, dedicated username and password. Our Operations team can customize user-access depending on if the City would like one user or multiple users to have access.

Our goal is to ensure that we have a streamlined work plan and open communication during our partnership.

D. COMPARABLE CONTRACT SAMPLES
Language Network is contracted with nearly 100 local government agencies in California and Washington. Please find below a few of our Southern California clients.

City of Bellflower
16600 Civic Center Dr, Bellflower, CA 90706
Contact person:Mayra Ochiqui, City Clerk
Email address: [email protected]
Telephone address:(562) 804-1424, ext. 2222
Project name: Translation and Interpretation Services
Dates worked performed: 2011 - Current
Summary of scope of services: Translation of election material. Over 10 years of translation requests for city election material that is mailed to residents and posted in newspapers. The City of Bellflower has to accommodate a large limited English speaking population and requests translated material in multiple languages. The City utilizes Language Network for reliable and accurate translation delivered in a timely manner and often requests 24 hour turnaround time to make election compliance deadlines for posting translated notices.

Project cost: $20K annually

City of Arcadia
Address: 240 W Huntington Dr, Arcadia, CA 91007
Contact person: Michael Bruckner, Deputy City Manager
Email address: [email protected]
Telephone address: (626) 574-5433
Project name: Interpretation and Translation
Dates worked performed: 2020-Current
Summary of scope of services: City of Arcadia has large Mandarin/Cantonese speaking populations and contacted Language Network to develop a Language access plan that would engage their diverse community across all city departments. The City of Arcadia provides language support at all public meetings including simultaneous interpretation and translation.

The City translates mailers, notices, website communications within 24-48 hours and are able to utilize our 24/7 phone interpreting line to handle calls from the community. Finally, the City has been able to build engagement with their limited English speaking populations and remain compliant with public meeting rules and regulations. All city departments from public works to city clerk’s office request translations and interpreting support with Language Network.

Amount: $10K annually

City of Escondido
Location and Main Point of Contact:

Sarena Garcia, MMC, Assistant City Clerk
City Clerk’s Office | City of Escondido
Direct: 760-839-4080 | Main: 760-839-4617
Dates worked performed: 2020-Current
Amount: $60K annually for onsite and video simultaneous interpretation for public meetings regarding redistricting. Public meeting notice translation services.

City of Placentia
Location and Main Point of Contact:

Karen O’Leary | Deputy City Clerk
City of Placentia | 401 E. Chapman Ave. Placentia, CA 92870 714-993-8244 | FAX 714-961-0283 | [email protected] Dates worked performed: 2020-Current
Amount: $20K annually for onsite and video simultaneous interpretation for public meetings regarding redistricting. Public meeting notice translation services.

E. FEE PROPOSAL:

On-site Interpreting Rates - Consecutive
Consecutive Interpreting- On-Site Unit
Minimum
Charge
Tier 1 Languages: Spanish $90 Per Hour 2 Hours
Tier 2 Languages $140 Per Hour 2 Hours
Tier 3 Languages $160 Per Hour 2 Hours
American Sign Language (ASL) $110 Per Hour 2 Hours
On-Site Interpreting Rates - Simultaneous
Simultaneous and or Seminar/Group
Interpreting- On-Site
Half
Day
Full
Day
Tier 1 Languages: $350 $550
Tier 2 Languages $550 $850
Tier 3 Languages $750 $1,250
Over-the-Phone Interpreting
Over the Phone Interpreting Unit
Minimum
Charge
Spanish $2.00 Per Minute 15 Minutes
All Other Languages $2.25 Per Minute 15 Minutes
Video Remote Interpreting - Pick your Platform-
Pre-Scheduled Unit
Minimum
Charge
Tier 1 Languages: Spanish $90 Per Hour 2 Hours
Tier 2 Languages $140 Per Hour 2 Hours
Tier 3 Languages $160 Per Hour 2 Hours
American Sign Language (ASL) $110 Per Hour 2 Hours
Interpreting Equipment
Headset and Receivers (Minimum 20) $8 Per Unit
Transmitter $100 Per Unit

Document Translation
Translation (Translation, Edit, and Proof) Unit
Project
Minimum
Tier 1 Languages: Spanish 0.16 Per Word $100
Tier 2 Languages 0.26 Per Word $100
Tier 3 Languages 0.35 Per Word $100
Rush Fee 25%
Of Total Project
Cost
*Standard turn-around time for translation is within 5 business days (projects less than 7,000 words)
*Unit is Source word – the language in which the material is written when submitted for translation
Support and Multimedia Services:

Desktop Publishing/Formatting $65 Per Hour
Audio Transcription (Voice) $10 Per Minute
Multimedia File Format and Conversion $65 Per Hour
Additional Terms:
*Rate for Short Notice Request, (less than 1 business day), After hours, Holiday and/or Weekend Appointment Times $10 per hour additional.
*2 hour minimum fee applies to onsite interpreting. Each hour after 2 hours is billed at prorated hourly rate. Hourly charge will commence from interpreter’s initial arrival to interpreter’s final departure. Anytime thereafter will be billed in 15 minute increments. Half day is defined as 0-3 hours and Full day is defined as 3-6 hours. Anytime thereafter will be billed in 30 minute increments.
*For scheduled video remote calls late cancellation, 100% cancellation fee applicable for the time scheduled.
*Rate Exceptions: Depending upon the availability of interpreter and languages of lesser diffusion, rates may need to be altered accordingly. Rates for On-site-interpreters in States other than California (including Central and Northern California) may vary. Every effort is made to keep within rates mentioned above. I
*Additional Charges: Mileage will be billed at the current IRS set mileage reimbursement rate and not to exceed 50 miles round-trip per interpreter. Round trip from interpreter’s home location to site. Parking fees, tolls, entrance fees to be reimbursed. Round trip from interpreter's location to site.
*Cancellation and Patient/Provider No-Show Policy: 100% Cancellation Fee if appointment is canceled less than 24 hours (business day) before appointment. The interpreters are allocated time for your assignment alone, therefore cancellation notifications less than 24 hours (business day) must be billed.

Language List:

Tier 1 Languages:

Spanish
ASL Tier:

American Sign
Language
Tier 2 Languages:

Arabic (Egyptian)
Chinese
Mandarin Flemish
Hungaria
n Polish Swedish
Arabic (Iraqi) Croatian French Italian Romanian
Tagalog
(Filipino)
Arabic (Modern
Standard) Czech
French
Canadian Korean Russian Taiwanese
Arabic (Moroccan) Danish
French
Creole Latvian Serbian Ukrainian
Arabic (Sudanese) Dutch Georgian
Lithuania
n Sicilian Vietnamese
Arabic (Yemeni) Estonian German
Macedon
ian Slovak
Chinese
Cantonese Finnish Greek
Norwegi
an Slovene
Tier 3 Languages:

Acehnese Chin (Falam) Hmong Lao Pidgin (Nigerian) Tigrinya Acholi Chin (Hakha) Hokkien Lautu
Ponapean/Pohn
peian Toisanese
Afghani Chin (Lai) Icelandic Lingala
Portuguese
(Brazilian) Tongan
Afrikaans Chin (Mizo) Igbo Lorma
Portuguese
(European) Tosk
Akan Chin (Tedim) Ilocano Luganda
Portuguese
Creole
Trukese/Chu
ukese
Akateco
Chin (Zo,
Zomi) Ilonggo Luo Pulaar Turkish
Albanian Chin (Zophei) Indonesian
Maay-M
aay Punjabi Twi
Amharic Choujo Japanese Malay Q'anjob'al Urdu

Anuak Chuukese Jarai
Malayala
m Rohingya Uzbek
Armenian
Cotocoli
(Tem) Jiangsu Mam Samoan Visayan
Ashanti Dari
K’iche’
(Quiché)
Mandink
a Sango Wolof
Assyrian Dinka Kannada Mara Senthang Xhosa
Azeri Dioula Karen Marathi Shanghainese Yiddish
Tier 3 Languages:

Continued
Bahasa (Malaysian) Edo Karen (Pwo) Marshallese Shona Yoruba Bambara Ewe
Karenni
(Kayah) Matu Sichuan Yup'ik
Bashkir Farsi Kazakh Mbay Sinhalese Zulu
Basque
Foochow
(Fuzhou) Khmer Mende Siyin
Bassa Fukienese Kikongo Mien Somali
Belarusian Fulani Kikuyu Mina Somali Bantu
Bengali Fulde
Kinyamuleng
e Mixteco (Alto) Soninke
Bosnian Fuzhou Kinyarwanda Mixteco (Bajo)
Soninke
(Sarahuli)
Bulgarian Ga Kirundi Moldovan
Soninke
(Sarakhole)
Burmese Garre Kituba Mongolian
Soranî
(Kurdish)
Cambodian Guarani
Kizigua
(Kizigula) Montenegrin Sousou
Cape Verde Creole Gujarati Kosraean More Swahili
Carolinian Hainanese Krahn Mushunguli Sylheti
Catalan
Haitian
Creole Krio Navajo Tajik
Cebuano
Hakka
(Chinese) Kunama Nepali Tamil
Chaldean Harar Kurdish Nuer Telugu
Chamorro Hassaniya
Kurdish
(Bahdini) Oromifa Temne
Chao-Chow Hausa
Kurdish
(Kurmanji) Pashto Teochew
Cherokee Hebrew
Kurdish
(Sorani)
Patois
(Jamaican) Thai

Chin Hindi Kyrgyz
Pidgin
(Cameroonian) Tibetan
F. TRANSLATION TURNAROUND TIME*
• How fast can a document of 250 words be translated and returned? 1-3 business days
• How quickly can a document of 500 words be translated and returned? 2-3 business days
• How fast can a document of 1000 words be translated and returned? 3-4 business days
• When determining turnaround time, are weekend days included? No, our turnaround time is for business days, so weekends and holidays are not included.
• What are the limits to a same-day, second-day, or third-day rush request? Same day - 500 words
2-day - 1,000 words
3-day - 2,000 words
*A note on turnaround times: these numbers are for reference and times may vary depending on the number of languages requested and if any of the languages are Languages of Limited Diffusion (LLD). If you need a rush on a project outside of the above timelines, we will make every effort to deliver the project within your timelines.

G. RESUMES
Mercedes Marleaux - 10+ years of experience with interpretation and translation, Based in Southern California. For virtual (i.e. Zoom, GoogleMeet, GoToMeeting, etc.). Available for simultaneous conferences, board meetings, workshops and for consecutive, IEP’s, school/parent meetings, counseling consults, etc.

Lucia M. Bonis - 33 years of experience. ATA-certified | Administrative hearing interpreter experienced in local government and simultaneous projects.

Josephine J. Baldwin - 32 years of experience. Freelance multilingual Translator and Interpreter.

Providing multilingual translation and interpretation services to Physicians, Attorneys, Organizations, Local Governments and Corporate Clients operating in a variety of fields.

Court Certified Interpreter English<>Spanish
Court Registered Interpreter English<>French, Spanish, Catalan, Italian Rebecca Calderon - 6 years of interpretation experience. ATA-certified, specializes in consecutive and simultaneous interpretation in all sectors.

Language Network has a dedicated Recruiting Manager who will further recruit, screen, and qualify resources within the City of Cudahy.

H. REFERENCES
City of Bellflower
16600 Civic Center Dr, Bellflower, CA 90706
Contact person:Mayra Ochiqui, City Clerk
Email address: [email protected]
Telephone address:(562) 804-1424, ext. 2222
Project name: Translation and Interpretation Services
Dates worked performed: 2011 - Current
Summary of scope of services: Translation of election material. Over 10 years of translation requests for city election material that is mailed to residents and posted in newspapers. The City of Bellflower has to accommodate a large limited English speaking population and requests translated material in multiple languages. The City utilizes Language Network for reliable and accurate translation delivered in a timely manner and often requests 24 hour turnaround time to make election compliance deadlines for posting translated notices.

Project cost: $20K annually
City of Arcadia
Address: 240 W Huntington Dr, Arcadia, CA 91007
Contact person: Michael Bruckner, Deputy City Manager
Email address: [email protected]
Telephone address: (626) 574-5433
Project name: Interpretation and Translation
Dates worked performed: 2020-Current
Summary of scope of services: City of Arcadia has large Mandarin/Cantonese speaking populations and contacted Language Network to develop a Language access plan that would engage their diverse community across all city departments. The City of Arcadia provides language support at all public meetings including simultaneous interpretation and translation.

The City translates mailers, notices, website communications within 24-48 hours and are able to utilize our 24/7 phone interpreting line to handle calls from the community. Finally, the City has been able to build engagement with their limited English speaking populations and remain compliant with public meeting rules and regulations. All city departments from public works to city clerk’s office request translations and interpreting support with Language Network.

Amount: $10K annually

City of Escondido
Location and Main Point of Contact:

Sarena Garcia, MMC, Assistant City Clerk
City Clerk’s Office | City of Escondido
Direct: 760-839-4080 | Main: 760-839-4617
Dates worked performed: 2020-Current
Amount: $60K annually for onsite and video simultaneous interpretation for public meetings regarding redistricting. Public meeting notice translation services.

City of Placentia
Location and Main Point of Contact:

Karen O’Leary | Deputy City Clerk
City of Placentia | 401 E. Chapman Ave. Placentia, CA 92870 714-993-8244 | FAX 714-961-0283 | [email protected] Dates worked performed: 2020-Current
Amount: $20K annually for onsite and video simultaneous interpretation for public meetings regarding redistricting. Public meeting notice translation services.

EXHIBIT “C”

COMPENSATION RATE

EXHIBIT C:

On-site Interpreting Rates - Consecutive
Consecutive Interpreting- On-Site Unit
Minimum
Charge
Tier 1 Languages: Spanish $90 Per Hour 2 Hours
Tier 2 Languages $140 Per Hour 2 Hours
Tier 3 Languages $160 Per Hour 2 Hours
American Sign Language (ASL) $110 Per Hour 2 Hours
On-Site Interpreting Rates - Simultaneous
Simultaneous and or Seminar/Group
Interpreting- On-Site
Half
Day
Full
Day
Tier 1 Languages: $350 $550
Tier 2 Languages $550 $850
Tier 3 Languages $750 $1,250
*Simultaneous interpretation requires the booking of two interpreters for each request.

Over-the-Phone Interpreting
Over the Phone Interpreting Unit
Minimum
Charge
Spanish $2.00 Per Minute 15 Minutes
All Other Languages $2.25 Per Minute 15 Minutes
Video Remote Interpreting - Pick your Platform-
Pre-Scheduled Unit
Minimum
Charge
Tier 1 Languages: Spanish $90 Per Hour 2 Hours
Tier 2 Languages $140 Per Hour 2 Hours
Tier 3 Languages $160 Per Hour 2 Hours
American Sign Language (ASL) $110 Per Hour 2 Hours
Interpreting Equipment
Headset and Receivers (Minimum 20) $8 Per Unit
Transmitter $100 Per Unit

Document Translation
Translation (Translation, Edit, and Proof) Unit
Project
Minimum
Tier 1 Languages: Spanish 0.16 Per Word $100
Tier 2 Languages 0.26 Per Word $100
Tier 3 Languages 0.35 Per Word $100
Rush Fee 25%
Of Total Project
Cost
*Standard turn-around time for translation is within 5 business days (projects less than 7,000 words)
*Unit is Source word – the language in which the material is written when submitted for translation
Support and Multimedia Services:

Desktop Publishing/Formatting $65 Per Hour
Audio Transcription (Voice) $10 Per Minute
Multimedia File Format and Conversion $65 Per Hour
Additional Terms:
*Rate for Short Notice Request, (less than 1 business day), After hours, Holiday and/or Weekend Appointment Times $10 per hour additional.
*2 hour minimum fee applies to onsite interpreting. Each hour after 2 hours is billed at prorated hourly rate. Hourly charge will commence from interpreter’s initial arrival to interpreter’s final departure. Anytime thereafter will be billed in 15 minute increments. Half day is defined as 0-3 hours and Full day is defined as 3-6 hours. Anytime thereafter will be billed in 30 minute increments.
*For scheduled video remote calls late cancellation, 100% cancellation fee applicable for the time scheduled.
*Rate Exceptions: Depending upon the availability of interpreter and languages of lesser diffusion, rates may need to be altered accordingly. Rates for On-site-interpreters in States other than California (including Central and Northern California) may vary. Every effort is made to keep within rates mentioned above. I
*Additional Charges: Mileage will be billed at the current IRS set mileage reimbursement rate and not to exceed 50 miles round-trip per interpreter. Round trip from interpreter’s home location to site. Parking fees, tolls, entrance fees to be reimbursed. Round trip from interpreter's location to site.
*Cancellation and Patient/Provider No-Show Policy: 100% Cancellation Fee if appointment is canceled less than 24 hours (business day) before appointment. The interpreters are allocated time for your assignment alone, therefore cancellation notifications less than 24 hours (business day) must be billed.

Language List:

Tier 1 Languages:

Spanish
ASL Tier:

American Sign
Language
Tier 2 Languages:

Arabic (Egyptian)
Chinese
Mandarin Flemish
Hungaria
n Polish Swedish
Arabic (Iraqi) Croatian French Italian Romanian
Tagalog
(Filipino)
Arabic (Modern
Standard) Czech
French
Canadian Korean Russian Taiwanese
Arabic (Moroccan) Danish
French
Creole Latvian Serbian Ukrainian
Arabic (Sudanese) Dutch Georgian
Lithuania
n Sicilian Vietnamese
Arabic (Yemeni) Estonian German
Macedon
ian Slovak
Chinese
Cantonese Finnish Greek
Norwegi
an Slovene
Tier 3 Languages:

Acehnese Chin (Falam) Hmong Lao Pidgin (Nigerian) Tigrinya Acholi Chin (Hakha) Hokkien Lautu
Ponapean/Pohn
peian Toisanese
Afghani Chin (Lai) Icelandic Lingala
Portuguese
(Brazilian) Tongan
Afrikaans Chin (Mizo) Igbo Lorma
Portuguese
(European) Tosk
Akan Chin (Tedim) Ilocano Luganda
Portuguese
Creole
Trukese/Chu
ukese
Akateco
Chin (Zo,
Zomi) Ilonggo Luo Pulaar Turkish
Albanian Chin (Zophei) Indonesian
Maay-M
aay Punjabi Twi
Amharic Choujo Japanese Malay Q'anjob'al Urdu
Anuak Chuukese Jarai
Malayala
m Rohingya Uzbek

Armenian
Cotocoli
(Tem) Jiangsu Mam Samoan Visayan
Ashanti Dari
K’iche’
(Quiché)
Mandink
a Sango Wolof
Assyrian Dinka Kannada Mara Senthang Xhosa
Azeri Dioula Karen Marathi Shanghainese Yiddish
Tier 3 Languages:

Continued
Bahasa (Malaysian) Edo Karen (Pwo) Marshallese Shona Yoruba Bambara Ewe
Karenni
(Kayah) Matu Sichuan Yup'ik
Bashkir Farsi Kazakh Mbay Sinhalese Zulu
Basque
Foochow
(Fuzhou) Khmer Mende Siyin
Bassa Fukienese Kikongo Mien Somali
Belarusian Fulani Kikuyu Mina Somali Bantu
Bengali Fulde
Kinyamuleng
e Mixteco (Alto) Soninke
Bosnian Fuzhou Kinyarwanda Mixteco (Bajo)
Soninke
(Sarahuli)
Bulgarian Ga Kirundi Moldovan
Soninke
(Sarakhole)
Burmese Garre Kituba Mongolian
Soranî
(Kurdish)
Cambodian Guarani
Kizigua
(Kizigula) Montenegrin Sousou
Cape Verde Creole Gujarati Kosraean More Swahili
Carolinian Hainanese Krahn Mushunguli Sylheti
Catalan
Haitian
Creole Krio Navajo Tajik
Cebuano
Hakka
(Chinese) Kunama Nepali Tamil
Chaldean Harar Kurdish Nuer Telugu
Chamorro Hassaniya
Kurdish
(Bahdini) Oromifa Temne
Chao-Chow Hausa
Kurdish
(Kurmanji) Pashto Teochew
Cherokee Hebrew
Kurdish
(Sorani)
Patois
(Jamaican) Thai
Chin Hindi Kyrgyz
Pidgin
(Cameroonian) Tibetan