Agenda packet — Fontana City Council, March 24, 2026 (part 1 of 2)

Tuesday, March 24, 2026
2:00 PM
City of Fontana
8437 Sierra Avenue
Fontana, CA 92335
Regular Agenda
Ord. No. 1985 Reso. No. 2026-017
Steelworkers' Auditorium
City Council Meeting
Acquanetta Warren - Mayor
Peter A. Garcia - Mayor Pro Tem
John B. Roberts - Council Member
Jesus "Jesse" Sandoval - Council Member
Phillip Cothran - Council Member
Germaine Key - City Clerk
Janet Koehler-Brooks, City Treasurer
1 City Council Meeting Regular Agenda March 24, 2026
Welcome to a meeting of the Fontana City Council.

Welcome to a meeting of the Fontana City Council. Meetings are held at the Steelworker's Auditorium 8437 Sierra Avenue, Fontana, CA 92335. To address the Council, please fill out a card located at the entrance to the right indicating your desire to speak on either a specific agenda item or under Public Communications and give it to the City Clerk. Your name will be called when it is your turn to speak. In compliance with Americans with Disabilities Act of 1990 (42 USC § 12132), the Steelworker's Auditorium is wheelchair accessible, and a portable microphone is available. Upon request, this agenda will be made available in appropriate alternative forms to persons with disabilities, as required by Section 12132 of the Americans with Disabilities Act of 1990. Any person with a disability who requires accommodation to participate in a meeting should direct such a request to the City Clerk ’s Office at ( 909) 350-7602 at least 48 hours before the meeting, if possible. Any public record, relating to an open session agenda item, that is distributed within 72 hours prior to the meeting is available for public inspection at the City Clerk’s Office.

Para traducción en Español, comuniquese con la oficina,“City Clerk” al (909) 350-7602.

The City of Fontana is committed to ensuring a safe and secure environment for its residents to engage with the government. No oversized bags or backpacks (size limit of 14”x14”x6”) will be allowed inside the Steelworker's Auditorium. All bags are subject to search. Face masks are prohibited in the Steelworker's Auditorium, but clear masks will be provided upon request to accommodate individuals with medical needs, ensuring their safety and well-being. Before entering the Steelworker's Auditorium, you may be subject to a metal detector screening. The City Manager retains the discretion to grant any exemptions. Fontana aims to provide safe buildings for our community members, employees, and visitors.

CALL TO ORDER/ROLL CALL:

A. Call To Order/Roll Call:

INVOCATION/PLEDGE OF ALLEGIANCE:

A. Invocation/Pledge of Allegiance:

SPECIAL PRESENTATIONS:

A. Special Presentations
A. Mayor Warren and City Council to recognize San
Bernardino County Fire Captain, Jim Grigoli on his
retirement.
26-0881
PUBLIC COMMUNICATIONS:

This is an opportunity for members of the public to address the City Council for up to three ( 3) minutes total on items either on the Agenda or items not on the Agenda, but within the City Council's jurisdiction. Note that Public Hearing items have individual and specific public input

Page 1 of 7 ends

2 City Council Meeting Regular Agenda March 24, 2026
opportunities during the public hearing and testimony on those items will only be taken during the public hearing. The Council is prohibited by law from discussing or taking immediate action on non-agendized items. The Mayor and City Council reserve the right to adjust this time limit based on the number of speakers who wish to address the Mayor and City Council.

A. Public Communications
CONSENT CALENDAR:

All matters listed under CONSENT CALENDAR will be enacted by one motion in the form listed below. There will be no separate discussion on these items prior to the time Council votes on them, unless a member of the Council requests a specific item be removed from the Consent Calendar for discussion.

Approve Consent Calendar Items as recommended by staff.

A. Approval of Minutes 26-0879
Approve the minutes of the March 10, 2026, Regular City Council Meeting.

Attachment No. 1- City Council Meeting Minutes
03-10-2026.pdf
Attachments:

B. Approve the Task Order for Phase II of the Geotechnical Engineering and Materials Testing Services for the City Hall Renovation Project (City Hall; SQ-87-DE-19-92).
26-0824

1. Approve and authorize the City Manager to enter into the Task Order with Ninyo & Moore Geotechnical and Environmental Sciences Consultants, Inc. for Phase II of the Geotechnical Engineering, Materials Testing Services and Building Envelope Testing Services for the City Hall Renovation Project (Request for Proposals SQ-87-DE-19-92) in the amount of $554,325.00.

2. Approve and authorize the City Manager to enter into future Amendments to the Task Order for the Phase II of the Geotechnical Engineering Testing Services and Building Envelope Testing Services for City Hall Renovation not to exceed $55,400.

Attachment No. 1 - Vicinity Map.pdf
Attachment No. 2 - Task Order Exhibits.pdf
Attachments:

C. Approval of a Purchase Order with Complete Paperless Solutions for the digitization of planning project files for purposes of permanent records retention.
26-0852

1. Authorize the Purchasing Division to utilize the RFP 2024-16 contract awarded by the City of Menifee for document scanning services per Purchasing Policies and Procedure Manual 3.1.5 Non-Competitive Proposal; and,

Page 2 of 7 ends

3 City Council Meeting Regular Agenda March 24, 2026

2. Approve a Purchase Order with Complete Paperless Solutions in the amount of $220,000 for the digitization of approximately 1.25 million sheets of Planning project paper files that are to be kept for permanent record retention; and,

3. Authorize the City Manager, or designee, to enter into all related documents and take any actions necessary to carry out the intent of this approval.

Attachment No. 1 - Backfile Scanning Business Services
Planning Department
Attachment No. 2 - Menifee PSA Complete Paperless
Solutions
Attachments:

D. Final Acceptance of Zeco, Inc ’s work for the Southridge Dog Parks (East and West) Project (Bid No. DE-25-97-SB) 26-0856
Accept as complete the work performed by Zeco, Inc. for the Southridge Dog Parks (East and West) Project (#37200008 and #37200009).

Attachment No. 1- Vicinity MapAttachments:

E. Police Department Monthly Information Update 26-0858 Accept the Police Department monthly information update for January 2026.

Attachment No. 1- January 2026 Report for City Council
Rev2.pptx
Attachments:

F. Award a Construction Contract for the City Hall Renovation Project - Phase II (City Hall; Bid No. DE-26-91-SB)
26-0859
Award bid and authorize the City Manager to enter into a construction contract with Swinerton Builders for the construction of the City Hall Renovation Project - Phase II (City Hall) in the amount of $49,422,000.00 and authorize a 10% contingency in the amount of $4,942,200.00 (Bid No.

DE-26-91-SB).

Attachment No. 1 - Vicinity Map.pdf
Attachment No. 2 - Bid Results.pdf
Attachment No. 3 - Bid Detail.pdf
Attachments:

G. Approve Fifth Contract Change Order for Asphalt Grind and Overlay Paving for the Construction of Traffic Signal at Duncan Canyon Road and Citrus Avenue, as Part of the
Reimbursement Agreement with HDO4, LLC
26-0866

2. Approve appropriation and allocate the amount of $31,194.08 from Fund

Page 3 of 7 ends

4 City Council Meeting Regular Agenda March 24, 2026
604 - Measure T.

Attachment No. 1 - CONTRACT CHANGE ORDER 5 -
Ventana Traffic Signal Improvements.pdf
Attachment No. 2 - EXHIBIT - Ventana Traffic Signal
Improvements - Asphalt Grind and Overlay.pdf
Attachments:

H. Approve an Increase in Construction Contingency for FY 2024/2025 Citywide Pavement Rehabilitation Project
(DE-25-102-SB)
26-0867
Approve and authorize the City Manager to increase the construction contingency amount by $300,000.00, for a total contingency amount of $747,652.83 (DE-25-102-SB).

Attachment No. 1- Maloof Ave CO Pricing.pdf
Attachment No. 2- Maloof Ave Plans.pdf
Attachments:

I. Amendment No. 1 to a Settlement Agreement between the City of Fontana and Prime Point Property Corp.
26-0872
Approve the amendment to a 2019 Settlement Agreement between the City of Fontana and Prime Point Property Corp regarding the use of properties located at 15252, 15244, 15170, 15132 Valley Boulevard, and 9987 Fontana Avenue (APNs: 0235-072-09, -10, -11, -12, and 0235-063-15). [DRAFT] Amendment No. 1 to Settlement Agreement with
Prime Point Property Corp
Attachments:

J. Approve Release of K- 9 Unit Dog “Goose” and
Accompanying K-9 Equipment to His Handler, Mark Wyrick
26-0873
Approve and Authorize City Manager to enter into a contract PD-26-107-MS between the City of Fontana and Mark Wyrick to release K-9 dog “Goose” and accompanying K-9 dog equipment, including a kennel, transportation kennel, custom fit muzzle, Dogloo, and two leashes to the handler.

Attachment No. 1- K-9 Goose Contract.docxAttachments:

K. Approve Donations of Dog “Chico” and Present and Future Accompanying K- 9 Dog Equipment from Fontana Police
K-9 Pals, a California Nonprofit Corporation
26-0874
Approve the donation of the dog “Chico” from Fontana Police K-9 Pals, a California nonprofit corporation, to the City of Fontana in order for “Chico” to become part of the Fontana Police Department’s K-9 Unit. Approve present and future accompanying K-9 dog equipment from Fontana Police K-9 Pals to support the Fontana Police Department’s K-9 Unit operations.

L. Consideration of Joint Powers Agreement (JPA)
Participation in the San Bernardino Regional Housing Trust 26-0875

Page 4 of 7 ends

5 City Council Meeting Regular Agenda March 24, 2026
(SBRHT)

1. Approve Resolution No 2026-017, a resolution of the City Council of Fontana authorizing participation in the Joint Powers Authority (JPA) for the establishment of the San Bernardino Regional Housing Trust.

2. Allow City Manager, or City Manager’s designee, to enter into the agreement and any necessary amendments and related documents to implement the project.

Attachment No. 1- Resolution_Member Agency Approval of
JPA.docx
Attachment No. 2- JPA Agreement.docx
Attachments:

M. Approval of Environmental Permit Agreements and
Environmental Mitigation Purchase for the Building A
Better Connected Inland Empire (RAISE) Project
26-0883

1. Authorize the City Manager, or City Manager’s designee, to enter into permit agreements for the Building A Better Connected Inland Empire (RAISE) Project.

2. Authorize the City Manager, or City Manager’s designee, to purchase environmental mitigation credit from the appropriate mitigation banks for the Building A Better Connected Inland Empire (RAISE) Project.

3. Authorize the City Manager, or City Manager’s designee, to enter any future amendments to the agreements for the Building A Better Connected Inland Empire (RAISE) Project.

4. Authorize the City Manager, or City Manager’s designee, to enter into any and all utility agreements and any related items on behalf of the City of Fontana for the Building A Better Connected Inland Empire (RAISE) Project.

Attachment No. 1- Draft Streambed Alteration
Agreement.pdf
Attachment No. 2- Soquel Canyon Mitigation Credit
Quote.pdf
Attachments:

N. Prohousing Incentive Program Resolution Authorizing
Submittal of Application and Other Grant Related
Documents
26-0884

1. Adopt Resolution No. 2026-018, a resolution of the City Council of the City of Fontana authorizing application for, and receipt of, up to the eligible award amount of $1,250,000 of Prohousing Incentive Program Funds.

2. Authorize the City Manager, or City Manager’s designee, to enter into and transmit any documents necessary or appropriate to ensure the City’s timely submission of the Prohousing Incentive Program application.

Page 5 of 7 ends

6 City Council Meeting Regular Agenda March 24, 2026
Attachment No. 1- PIP RESOLUTION NO. 2026-018.docxAttachments:

O. Increase for Fontana Experience Network (FXN Studio) for Design, Build and Installation.
26-0886
Approve and authorize City Manager to increase the purchase order with Devlin Design Group for Studio Design and installation in the amount of $54,285.00 for a total amount of $454,188.84 and increase the 10% contingency in the amount of $5,428.50 for a total amount of $45,418.88.

Attachment No. 1- City of Fontana DDG LLC Change Order
#03 (r) .xlsx.pdf
Attachments:

PUBLIC HEARINGS:

To speak on Public Hearing Items, submit comments via e-mail at [email protected]. In the subject of your e-mail please indicate whether you are in favor or opposition of the item. Comments must be received no later than 12:00 P.M. on the day of the meeting. Comments of no more than three ( 3) minutes will be read into the record at the appropriate time during the meeting. If you challenge in court any action taken concerning a Public Hearing item, you may be limited to raising only those issues you or someone else raised at the Public Hearing described in this notice or in written correspondence delivered to the City at, or prior to, the Public Hearing.

All Public Hearings will be conducted following this format:
(a) hearing opened (e) oral - favor
(b) written communication (f) oral - opposition
(c) council/staff comments (g) hearing closed
(d) applicant comments (applicant not limited to 5 minutes) A. Quarterly Lien Action for Delinquent Sewer and Solid Waste Accounts
26-0885

1. Authorize staff to complete and record lien against real property for those sewer accounts sixty days or more delinquent and solid waste accounts more than ninety days delinquent as described in attached resolutions and written reports and to direct staff to file for the recording of liens for such properties.

2. Adopt Resolution No. 2026-019, of the City Council of the City of Fontana authorizing the collection of certain annual wastewater and solid waste service charges, including delinquent charges for each service, on the County property tax rolls and determining and record liens against current delinquent parcels.

Page 6 of 7 ends

7 City Council Meeting Regular Agenda March 24, 2026
Attachment No. 1- Resolution Authorizing Placing liens on Solid Waste and Sewer Fees -c1.doc
Attachments:

CITY MANAGER COMMUNICATIONS:

A. City Manager Communications
ELECTED OFFICIALS COMMUNICATIONS/REPORTS:

A. Elected Officials Communications/Reports
ADJOURNMENT:

A. Adjournment
Adjourn to the next Regular City Council Meeting on April 14, 2026 at 2:00 p.m. in the Steelworkers' Auditorium located at 8437 Sierra Avenue, Fontana, California.

Page 7 of 7 ends

8 City of Fontana
Action Report
City Council Meeting
8437 Sierra Avenue
Fontana, CA 92335
File #: 26-0881 Agenda Date: 3/24/2026
Agenda #: A. Category: Special Presentation
Ceremonial Item
Tuesday, March 24, 2026
Steelworkers’ Auditorium
City Council
Acquanetta Warren, Mayor
Phillip W. Cothran. Mayor Pro Tam
John Roberts, Council Member
Jesse “Jesus” Sandoval, Council Member
Peter Garcia, Council Member
City of Fontana Printed on 3/17/2026Page 1 of 2
powered by Legistar™
9 File #: 26-0881 Agenda Date: 3/24/2026
Agenda #: A. Category: Special Presentation
City of Fontana Printed on 3/17/2026Page 2 of 2
powered by Legistar™
10 City of Fontana
Action Report
City Council Meeting
8437 Sierra Avenue
Fontana, CA 92335
File #: 26-0879 Agenda Date: 3/24/2026
Agenda #: A. Category: Consent Calendar
FROM:

City Clerk
SUBJECT:

Approval of Minutes
RECOMMENDATION:

Approve the minutes of the March 10, 2026, Regular City Council Meeting.

COUNCIL GOALS:
· Create and maintain a dynamic team by supporting the decisions of the majority once made.
· Create and maintain a dynamic team by communicating Goals and Objectives to all commissions and employees.

DISCUSSION:

The City Council will consider approval of the minutes of the March 10, 2026, Regular City Council Meeting. The draft minutes are attached to this report for Council review and approval.

FISCAL IMPACT:

None.

MOTION:

Approve staff recommendation.

City of Fontana Printed on 3/19/2026Page 1 of 1
powered by Legistar™
11

Page 1 of 7 ends

City of Fontana

8437 Sierra Avenue
Fontana, CA 92335

Minutes

Tuesday, March 10, 2026

2:00 PM

Steelworkers' Auditorium

City Council Meeting

Acquanetta Warren - Mayor
Peter A. Garcia - Mayor Pro Tem
John B. Roberts - Council Member
Jesus "Jesse" Sandoval - Council Member
Phillip Cothran - Council Member
Germaine Key - City Clerk
Janet Koehler-Brooks, City Treasurer

Page 2 of 7 ends

CLOSED SESSION:

A. 1:30 P.M. CLOSED SESSION
The Closed Session meeting of the Fontana City Council was held at the Steelworkers’ Auditorium, 8437 Sierra Avenue, Fontana, CA 92335, on Tuesday, March 10, 2026.

Mayor Warren called the meeting to order at 1:3 1 p.m. with all members of the City Council present.

City Treasurer Janet Koehler-Brooks and City Clerk Germaine Key were also present.

PUBLIC COMMUNICATION - CLOSED SESSION:

The following individuals spoke under closed session public communications:

1. Bobbie Jo Chavarria

1. CON FERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION PURSUANT TO GOVERNMENT CODE SECTION 54956.9 (a)
Case: Inland Coalition for Immigrant Justice v. City of Fontana

There were no public communications received for the following items:

2. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION PURSUANT TO GOVERNMENT CODE SECTION 54956.9 (a)
Case: Yolanda Jacobo v. City of Fontana Case No. CIVSB2423039 Claim No. 3066408

CALL TO ORDER/ROLL CALL:

A. 2:00 P.M. Call To Order/Roll Call:

The Regular Meeting of the Fontana City Council was held in the Steelworkers’ Auditorium , 8437 Sierra Avenue, Fontana, CA 92335, on Tuesday, March 10, 2026.

Mayor Warren called the Regular City Council Meeting to order at 2:03 p.m.

ROLL CALL:

PRESENT: Mayor Warren, Mayor Pro Tem Garcia, Council Members Cothran, Roberts, and Sandoval.

City Treasurer Janet Koehler-Brooks and City Clerk Germaine Key were also present.

ABSENT: None

Page 3 of 7 ends

INVOCATION/PLEDGE OF ALLEGIANCE:

The invocation was given by Council Member Roberts, followed by the pledge of allegiance led by Council Member Cothran.

CLOSED SESSION ANNOUNCEMENT:

City Attorney Ruben Duran reported that the City Council met in Closed Session on the item s listed on the agenda, provided direction to staff, and took no reportable action.

1. CON FERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION PURSUANT TO GOVERNMENT CODE SECTION 54956.9 (a)
Case: Inland Coalition for Immigrant Justice v. City of Fontana

2. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION PURSUANT TO GOVERNMENT CODE SECTION 54956.9 (a)
Case: Yolanda Jacobo v. City of Fontana Case No. CIVSB2423039 Claim No. 3066408

SPECIAL PRESENTATIONS:

A. Mayor Warren and City Council to recognize International Boxing Federation Lightweight Champion Raymond Muratalla.

Mayor Warren and the City Council recognized International Boxing Federation Lightweight Champion Raymond Muratalla.

B. Mayor Warren and City Council to recognize, Noely Santoyo as Fontana Police Department January 2026 Employee of the month.

Mayor Warren and City Council recognized, P & T Secretary Noely Santoyo as Fontana Police Department January 2026 Employee of the month.

PUBLIC COMMUNICATIONS:

Asher Jones raise d concerns about meeting accessibility and inclusivity, including the afternoon meeting time, security measures, ADA accommodations, access to materials, and invocation practices, stating these factors create an unwelcoming environment for some community members.

Roxy, on behalf of neighbors, expressed opposition to a proposed assisted living project on their residential block APN 1108 -053-09), citing concerns about its size, increased parking 14

Page 4 of 7 ends

impacts, and incompatibility with the surrounding neighborhood.

Deborah Hall-Lindsey expressed appreciation to the City, sponsors, staff, and community partners for their support of the Fontana Black History Parade and Expo, and acknowledged various contributors for helping make the event successful.

Bobbi Jo Chavarria raised concerns regardi ng Brown Act compliance, requesting independent legal workshops to improve transparency and public participation, and suggested meeting times be more accessible. She also expressed opposition to a proposed community facilities district associated with a housing development referenced in Consent Items G and H, citing concerns related to affordability, the financial burden on future homeowners, and the level of developer contributions.

Mayor Warren asked staff to clarify information regarding affordable housing efforts in response to earlier comments. D eputy City Manager Phil Burum provided an overview of the City’s affordable housing initiatives, noting the number of units managed, recent projects, and ongoing efforts to address housing and homelessness.
versus affordable housing.

CONSENT CALENDAR:

ACTION: Motion was made by Council Member Roberts , seconded by Ma yor Pro Tem Garcia, and passed unanimously by a vote of 5 -0 to approve Consent Calendar Items “A-J,” with Council Me mber Sandoval voting No on Items “ G” and “I.” The motion carried by the following vote: AYES: W arren, Garcia, Cothran, Roberts , and Sandoval; NOES: None; ABSTAIN: None; ABSENT: None

A. Approval of Minutes 26-0843
Approve the minutes of the February 19, 2026, Special City Council Meeting and the February 24, 2026, Regular City Council Meeting.

B. Adoption of Ordinance No. 1984 (Second Reading), amending 26-0844 Chapters 23 (Sewers and Sewage Disposal) and 30 (Zoning and Development Code) of the Fontana Municipal Code,
Regarding Onsite Wastewater Treatment Systems.

Conduct a second reading by title only and adopt, Ordinance No. 1984, amending Chapters 23 (Sewers and Sewage Disposal) and 30 (Zoning and Development Code) of the Fontana Municipal Code, Regarding Onsite Wastewater Treatment Systems.

C. Master Case (MCN) No. 26-0003, Miscellaneous Project 26-0803 (MIS) No. 26-0001: Review of 2025 General Plan Annual
Progress Report
Direct staff to send the 2025 General Plan Annual Progress Report to the California Governor’s Office of Land Use and Climate Innovation (LCI) and the State Department of Housing and Community Development (HCD). 15

Page 5 of 7 ends

D. Award a Professional Services Agreement for Design Services 26-0821 with TKE Engineering, Inc. for the Sierra Avenue Storm Drain Extension

1. Approve and authorize the City Manager to enter into a Professional Services Agreement with TKE Engineering, Inc. for Design Services for the Sierra Avenue Storm Drain Extension in the amount of $154,030.00.

2. Approve and authorize the City Manager to enter into future individual Professional Services Agreement Amendments with TKE Engineering, Inc. not exceeding $30,000.00.

3. Authorize the City Manager to enter into any and all utility agreements for the Sierra Avenue Storm Drain Extension.

4. Approve the Non-Competitive Proposal Purchase under the Purchasing Policies 3.1.5 for Single Source/Sole Source method.

E. Police Department Monthly Information Update 26-0827 Accept the Police Department monthly information update for December 2025.

F. Final Acceptance of the Construction of the Sierra Avenue 26-0835 Pavement Rehabilitation Project, San Bernardino Avenue to Valley Boulevard (SB-117-DE-23)
Accept as complete the work performed by Onyx Paving Company for the Sierra Avenue Pavement Rehabilitation Project, San Bernardino Avenue to Valley Boulevard (SB-117-DE-23).

G. Resolution of Intent to form Community Facilities District No. 26-0837 117 (Southridge).

1. Adopt Resolution No. 2026-012, of the City Council of the City of Fontana of Intention to Establish a Community Facilities District and to Authorize the Levy of Special Taxes.

2. Adopt Resolution No. 2026-013, of the City Council of the City of Fontana to Incur Bonded Indebtedness of the Proposed City of Fontana Community Facilities District No. 117 (Southridge).

H. Prohousing Designation Program Application 26-0849

1. Adopt Resolution No. 2026-014, a Resolution of the City Council of the City of Fontana authorizing application submittal, and participation in, the Prohousing Designation Program.

2. Authorize the City Manager to execute any documents necessary or appropriate as required for the application and participation in the program.
16

Page 6 of 7 ends

I. Resolution Approving the First Amendment to Commercial 26-0854 Lease Agreements for Fire Station 71, Fire Station 73, Fire Station 74, Fire Station 77, Fire Station 78, Fire Station 79, and Fire Station 81.

Adopt Resolution No. 2026-015, approving the First Amendment to the Commercial Lease Agreements between the City of Fontana and the Fontana Fire Protection District for Fire Stations 71, 73, 74, 77, 78, 79, and 81, and authorizing the City Manager to enter into the amendment on behalf of the city.

J. A Resolution of the City Council of the City of Fontana 26-0860 Approving Measure I Continuation Expenditure Plan developed by the Board of Directors of the San Bernardino Council Transportation Authority (SBCTA).

Adopt Resolution No. 2026-016, Approving Measure I Continuation of the Transportation Expenditure Plan developed by the Board of Directors of the San Bernardino County Transportation Authority (Exhibit A).

CITY MANAGER COMMUNICATIONS:

No City Manager Communications were received.

ELECTED OFFICIALS COMMUNICATIONS/REPORTS:

City Treasurer Koehler-Brooks expressed appreciation for the Black History Parade, Expo, and Jazz Fest, thanking organizers for their efforts and noting the events were successful.

City Clerk Key shared positive feedback on the Black History Parade, Expo, and Jazz Fest, thanking organizers, community groups, and City staff for their efforts and contributions to the successful events.

Council Member Sandoval reported attending recent community events and announced an upcoming opening. He also requested consideration of a future adjournment item to recognize and memorialize fallen service members.

Council Member Roberts reported attending the South Ridge Little League opening ceremonies and commented on the large youth participation and success of the event.

Council Member Cothran shared personal highlights, including his son’s fifth birthday, his wife’s recent baptism, and throwing the first pitch at the Fontana Little League opening. He also attended the Black History Parade and praised the community participation and support for the City’s heritage.

Mayor Pro Tem Garcia reported attending a recent community meeting, discussing trucking and traffic issues with residents. He also visited the senior center, noting positive interactions 17

Page 7 of 7 ends

with communit y members of all ages and encouraging others to engage with residents in informal settings like the coffee area.

Mayor Warren highlighted recent city accomplishments and community events, including progress on homelessness initiatives, youth programs, Black History celebrations, and Police Academy graduations. She also recognized workforce and housing programs, praised community engagement, and emphasized the City Council’s commitment to accessibility, continuous improvement, and enhancing Fontana’s quality of life.

ADJOURNMENT:

Mayor Warren adjourned the meeting at 2:54 p.m. to the Regular City Council Meeting on Tuesday, March 24, 2026, at 2:00 p.m. in the Steelworkers’ Auditorium located at 8437 Sierra Avenue, Fontana, California.

_______________________
Christina Rudsell, CMC
Chief Deputy City Clerk

THE FOREGOING MINUTES WERE ADOPTED AND APPROVED BY THE FONTANA CITY COUNCIL ON MARCH 24, 2026.

_______________________
Germaine Key
City Clerk

18 City of Fontana
Action Report
City Council Meeting
8437 Sierra Avenue
Fontana, CA 92335
File #: 26-0824 Agenda Date: 3/24/2026
Agenda #: B. Category: Consent Calendar
FROM:

Engineering
SUBJECT:

Approve the Task Order for Phase II of the Geotechnical Engineering and Materials Testing Services for the City Hall Renovation Project (City Hall; SQ-87-DE-19-92).

RECOMMENDATION:

DISCUSSION:

The City Hall Renovation Project (City Hall) is a proposed project to be constructed in place of the existing City Hall building located at 8353 Sierra Avenue, Fontana, CA 92335 (Reference Exhibit - Vicinity Map). In general, the Project will consist of the demolition of the existing City Hall building and construction of the new City Hall building, remodel of a portion of the existing Development Services Organization (DSO) building, and construction of a pedestrian bridge from each building.

The new building will encompass approximately 44,451 square feet with a multi-level exterior plaza of roughly 14,000 square feet, and 111 new ground-level parking spaces for staff and visitors.

Furthermore, the scope for the DSO building involves the demolition of approximately 1,200 square feet of the first level, the addition of approximately 1,700 square feet of a 2-story space, and the addition of an approximately 420 square feet of pedestrian bridge to connect Level 2 of the DSO building to the proposed elevated City Hall Grand Plaza. The intent of the building is to serve as office space for City staff, provide public and employee parking on the Civic Campus, and serve as the primary public interface for residents and businesses within the City.

City of Fontana Printed on 3/19/2026Page 1 of 3
powered by Legistar™
19 File #: 26-0824 Agenda Date: 3/24/2026
Agenda #: B. Category: Consent Calendar
In May 2024, the City issued a Request for Proposals (RFP) for Geotechnical Engineering and Materials Testing Services for the City Hall Renovation Project through the City’s online bidding system. The RFP specified that services would be awarded in two phases due to funding limitations at the time. Phase I included services necessary to conduct a geotechnical and soils investigation to support project design. Phase II included materials sampling and testing services and geotechnical engineering services during construction to be performed by the Geotechnical Engineer of Record.

The City received six proposals in response to the RFP. Proposed fees for Phase I ranged from $25,395 to $59,264, and proposed fees for Phase II ranged from $81,896 to $300,746. Following evaluation, the review committee determined that Ninyo & Moore Geotechnical and Environmental Sciences Consultants, Inc., of Fontana, California, provided the best overall value to the City based on the established evaluation criteria.

On September 3, 2024, the City issued a Phase I task order to Ninyo & Moore Geotechnical and Environmental Sciences Consultants, Inc. to perform the geotechnical investigation and prepare the project geotechnical report supporting the design of the City Hall Renovation Project.

The project has now advanced to the construction phase, and funding is available to proceed with Phase II services, which include construction-phase materials sampling, testing, and geotechnical engineering services. Because the original RFP was issued prior to completion of the final construction documents, the City requested an updated Phase II proposal from Ninyo & Moore based on the completed plans and specifications.

The updated proposal reflects the final scope of construction and includes additional services required to support the completed design, including building enclosure testing, expanded public street improvements, tenant improvements within the Development Services Office building, and testing associated with the pedestrian bridge connecting Level 2 of the DSO building to the elevated City Hall Grand Plaza.

Following negotiations, City staff and Ninyo & Moore agreed to a Phase II task order amount of $554,325 to provide geotechnical engineering, materials testing, and building enclosure testing services during construction.

Although the negotiated amount is higher than the preliminary Phase II proposal submitted during the original RFP process, staff recommends retaining Ninyo & Moore for Phase II services because the firm prepared the original geotechnical investigation and serves as the Geotechnical Engineer of Record for the project. Continuation of services with the same firm during construction is appropriate and in the City’s best interest.

The geotechnical engineer responsible for the subsurface investigation and engineering analyses is uniquely qualified to interpret field conditions encountered during construction and verify that site conditions are consistent with the design assumptions documented in the geotechnical report.

Retaining the Engineer of Record ensures continuity between the geotechnical design recommendations and construction-phase verification, reduces the potential for conflicting interpretations of subsurface conditions, and avoids duplication of work that would occur if a new consultant were required to independently review and assume responsibility for another engineer’s analyses. Engaging a different firm at this stage could result in additional costs, schedule delays, and potential liability associated with reliance on or reinterpretation of the original geotechnical work.

Therefore, continuation of services with the Geotechnical Engineer of Record provides the most City of Fontana Printed on 3/19/2026Page 2 of 3
powered by Legistar™
20 File #: 26-0824 Agenda Date: 3/24/2026
Agenda #: B. Category: Consent Calendar
efficient, technically sound, and cost-effective approach for supporting the project during construction.

For these reasons, staff recommends continuing services with Ninyo & Moore to maintain project continuity, technical accountability, and efficient delivery of the construction phase.

FISCAL IMPACT:

The fiscal impact associated with the approval of this item is $554,325.00 for the full term of the Task Order. Funds are included in the Fiscal Year 2025-2026 Budget in the City hall Renovation Phase II Project #37600012-601-A-8112, Fund 601 - Capital Reinvestment.

MOTION:

Approve staff recommendation.

City of Fontana Printed on 3/19/2026Page 3 of 3
powered by Legistar™
21 N01 inch = 600 feet1200600

PROJECT LOCATIONCITY HALL RENOVATION PROJECTPHASE II (CITY HALL) 22 1

EXHIBIT A

EXHIBIT “A”

SCOPE OF WORK

This is a Task Order for Phase II Scope of Work for Geotechnical Engineer-of-Record Services for the City Hall Renovation Project Phase II (City Hall). This project was awarded to Ninyo & Moore Geotechnical and Environmental Sciences Consultants for Phase I Scope of Work for a Geotechnical and Soils Investigation after requesting formal proposals through Planet Bids, using the On-Call Services list.

Reference is made to the attached Scope of Work for Geotechnical Engineer-of-Record Services including Geotechnical Observations, Materials Testing, Special Inspections and Building Envelope testing during the course of construction for the City Hall Renovation Project Phase II (City Hall). The Scope of Work is represented by Ninyo and Moore Geotechnical and Environmental Consultants, Inc.’s updated Electronic Cost Proposal submitted in the amount of $554,325.00.

23 NINYO & MOORE, A SOCOTEC COMPANY
475 Goddard, Suite 200, Irvine, California 92618 | 949.753.7070 | www.ninyoandmoore.com

December 17, 2025
Opportunity No. 04-05241
Mr. Chris Smethurst
Senior Engineer
City of Fontana
8353 Sierra Avenue
Fontana, California 92335
Subject: Updated Proposal for Geotechnical Observation, Materials Testing, and Special Inspection
City Hall Renovations – Phase II
8353 Sierra Avenue
Fontana, California
References: Ninyo & Moore, 2024, Geotechnical Services for City Hall Renovation Phase II, Opportunity No. 04-04570, dated June 13.

Sillman Architecture, 2025, Fontana City Hall, 8353 Sierra Avenue, Fontana, California, structural set only by BWE, dated July 15.

Dear Mr. Smethurst:

In accordance with your request, we are pleased to submit this revised proposal for geotechnical observation, materials testing, and special inspection for the City Hall Renovations – Phase II project. We have updated our fee based on our experience during the City Hall Renovations – Phase I construction which we provided similar services, as well as the above referenced plans.

We understand that the project will consist of a two-story municipal building within the City’s civic campus. The new building will feature a first floor consisting of mixed-use office spaces integrated with parking. The second floor will consist of dedicated offices for city executives and elected officials. In the center of the building with be the two -story city council chambers. The structure will consist of a steel, moment -frame with reinforced concrete shear walls. The building will be supported on shallow reinforced concrete foundations with a concrete slab-on-grade. Other ancillary structural elements include reinforced concrete masonry walls, as well as a pa rapet extending over a concrete patio, hardscape walkways, and landscaping.

Our scope of work will include inspection of soil placement and compaction, structural steel and metal deck, reinforced concrete, post -installed anchors, reinforced structural masonry , and fireproofing.
24 NINYO & MOORE, A SOCOTEC COMPANY
8353 Sierra Avenue, Fontana, California | 04-05241 | December 17, 2025

In addition to the above structural inspection and testing services , we have been requested to provide testing for field perfo rmance testing for Building Envelope services including adhesion, field water penetration, and weather resistive barrier adhesion.

SCOPE OF SERVICES
Based on our understanding of the project, our scope of services will include the following:

Geotechnical Observation, Materials Testing, and Special Inspections • Project coordination and management, including scheduling of field personnel, communication with the project team, review of project plans, material specifications, and technical specifications. Coordination will also include review and submittal of test results, as required.
• Geotechnical observation , documentation, and testing of subgrade soils during site excavations, subgrade preparation, engineered fill placement, trench backfill and aggregate base placement. Field in-place nuclear density tests will b e performed to evaluate the contractor’s compaction efforts for conformance with project specifications. • Specialty inspector services during installation of reinforcing steel, including checking spacing, size, grade, location, clearances, and anchorage.
• Field American Concrete Institute (ACI) Concrete Technician services for sampling and testing during concrete placement operations including field measurement of slump, and temperature, as well as casting of concrete cylinders.
• Specialty inspector services as it pertains to post -installed anchors, including bolts installed in concrete, installation and load/torque testing.
• Specialty inspector services during CMU masonry construction including checking reinforcement steel installation, spacing, size, grade, location, clearances, and anchorage, mortar and grout placement, as well as casting masonry mortar cylinders and grout prisms. • Special inspector services for f ield inspection of structural steel welding and high -strength bolting, including verification of weld type, welder qualifications, welding procedure specification documentation, joint fit -up, and bolt installation. We will also pe rform non - destructive testing of welded.
• Special inspector services for sprayed fireproofing, including density and adhesion/bond testing of spray-applied fire-resistive materials.
• Pickup and transportation of construction material samples to our laboratory for testing, including proper sample tracking and custody documentation. • Laboratory testing includes tests for Proctor density, sieve analysis, sand equivalent, Hveem stability and unit weight of asphalt, compressive strength testing of concrete, masonry mortar cylinders and grout prisms, bend and tensile test of reinforcing steel, high strength bolt, nut, and washer conformance.
• Data compilation and geotechnical analys es of the field and laboratory data, including analyses to evaluate for conformance with project specifications. 25 NINYO & MOORE, A SOCOTEC COMPANY
8353 Sierra Avenue, Fontana, California | 04-05241 | December 17, 2025

• Preparation of summary reports and test results and analyses to ensure conformance with project specifications.
• Preparation of daily field reports, test data sheets, and field memoranda to document the items tested and/or inspected.

Building Envelope – Field Performance Testing
Consultant assumes the testing for the services below will occur during the same mobilization. • Consultant will review recent project drawings, reports, correspondence and photographic documentation, as provided by the Client, related to the systems to be tested. • Adhesion Test per Specification Section 014553.00, Part 3.2. Consultant will:
o provide up to 5 site visits to perform up to 20 adhesion tests in accordance with ASTM C1521.
o provide one field report after each day of testing.
• Field Water Penetration Test per Specification Section 014553.00, Part 3.4. Consultant will:
o provide up to 5 site visits to perform a minimum of 8 water penetration tests in accordance with AAMA 501.2, 8 at 5%, 15%, 30% and 90% construction. o provide one field report after each day of testing.
o participate in one meeting via teleconference for this phase.

Client will make available a Contractor to coordinate access on both interior and exterior, and administer testing from exterior. Client will make available electrical source on interior and exterior, as well as a dedicated exterior water source during testing. Water source should be capable of providing consistent 35 psi to calibrated nozzle.
• Weather Resistive Barrier Adhesion Test per Specification Section 014553.00, Part 3.5C and 014553.01. Consultant will:
o provide one site visit to perform weather resistive barrier Adhesion testing in accordance with ASTM D4541 on up to 2 locations defined by others. o provide one field report after each day of testing.

Building Envelope Field Testing – Optional Services
• Weather Resistive Barrier Inspections per Specification Section 014553.00, Part 3.5A and B.

Consultant will:
o provide up to 5 site visits to monitor the installation of the weather resistive barrier. Each visit includes time for travel, site visit and report preparation, plus supervision. 26 NINYO & MOORE, A SOCOTEC COMPANY
8353 Sierra Avenue, Fontana, California | 04-05241 | December 17, 2025

o provide one field report for each site visit, for action by others, informing the Client of Consultant’s observations, findings, and known relevan t events (such as substantial discussions with contractors, changes to the construction drawings, construction progress, etc.) including follow-up on previously noted summary list item deficiencies. o participate in one meeting via teleconference for this phase. • Field Water Penetration Test per Specification Section 014553.01. Consultant will:
o perform water penetration test in accordance with ASTM E1105 at up to 12 locations defined by others, over the course of up to four 4-day mobilizations. o concurrently with the tests described above, perform air leakage test in accordance with ASTM E783 at up to 6 locations. Consultant assumes air leakage testing is performed at locations where water penetration testing will be performed. o provide one field report after each day of testing.
o participate in one meeting via teleconference for this phase.

Client will make available a Contractor to coordinate access on both interior and exterior, and administer testing from exterior. Client will make available electrical source on interior and exterior, as well as a dedicated exterior water source during testing. Water source should be capable of providing consistent 12 psi to calibrated spray rack. Consultant’s fee is based on a10ft x 10ft testing chamber, larger chambers will require additional fees. • Field Water Penetration Test at Metal Composite Wall Panels per Specification Section 074213.13 Part 3.4. Consultant will:
o provide one site visit to perform up to 3 water penetration tests in accordance with AAMA 501.2 at three locations defined by others.
o provide one field report after each mobilization.
o participate in one meeting via teleconference for this phase.

3.6. Consultant will:
o provide up to two site visits to perform ELD testing in accordance with ASTM D7877 and ASTM D8231.
o provide one field report after each day of testing.
o participate in one meeting via teleconference for this phase. 27 NINYO & MOORE, A SOCOTEC COMPANY
8353 Sierra Avenue, Fontana, California | 04-05241 | December 17, 2025

Client will provide Consultant with access to all necessary areas, and will make a Contractor available to assist Consultant with access to roof areas to be tested and assist in moving equipment. The Contractor is to provide a large flashlight, electrical service (standard ground extension cord is acceptable), water and hose for the ELD testing. Site visits will be scheduled minimum 10 working days in advance.

ASSUMPTIONS
The following assumptions have been made in the preparation of our scope of services:
• Our services are subject to prevailing wage requirements. • Our services will be scheduled and coordinated by the construction management team and/or City of Fontana personnel on an as-needed basis.
• Please see attached proposal from SOCOTEC for all building envelope testing and inspection and their detailed conditions and terms.
• We also understand heat soaking testing is performed by the glass manufacturing shop when they run the glass.

ESTIMATED FEE
Our materials testing and inspection services will be provided on a time-and-materials basis in accordance with the attached schedule of fees. Our building envelope testing and inspection will be provided on a lump-sum, line item basis. Our estimated fee for the scope described herein is presented in the attached Table 1.

Ninyo & Moore appreciates the opportunity to provide services on this project and we look forward to working with you.

Respectfully submitted,

NINYO & MOORE
Jeff Dalgity
Senior Project Manager
Garreth M. Saiki, PE, GE
Principal Engineer
GMS/JWD/co
Attachments: Table 1 – Breakdown of Estimated Fee
SOCOTEC Proposal No. P257692
28 2

EXHIBIT B
EXHIBIT “B”

DELIVERABLES

In accordance with the Scope of Work for this task order, the following deliverables are required:

1. Attend virtual meeting held by City of Fontana.

2. Copies of reports of every site visit for the technical tasks performed for each day of occurrence. The reports are required to be transmitted to the Inspector on-site on the day of the site visit. Reports may be submitted directly to the Engineer via email if the Inspector is not on-site.

3. Data sheets reflecting all results for any tests performed. Copies of test results which are a result of the laboratory testing can be transmitted via email, to the City of Fontana Engineering Department, Attention: Christopher Smethurst ([email protected]) and Eric Amaya ([email protected])

4. Test Results summary Report for all tests performed on the project. This report may be submitted directly to the Engineer via email.

29 3

EXHIBIT C
EXHIBIT “C”

SCHEDULE OF SERVICES
- ATTACHED BEHIND THIS PAGE -

30 Senior Staff Engineer/Geologist 16 hours @ 200.00 $ /hour 3,200.00$ Field Technician - Soils 880 hours @ 130.00 $ /hour 114,400.00$ Special Inspector, Concrete and Masonry 600 hours @ 135.00$ /hour 81,000.00$ ACI Concrete Technician 300 hours @ 130.00 $ /hour 39,000.00$ Special Inspector - Welding and Bolting 600 hours @ 135.00$ /hour 81,000.00$ Anchor Load Test Equipment (includes one Technician) 24 hours @ 190.00$ /hour 4,560.00$ Nondestructive Testing Technician 24 hours @ 145.00 $ /hour 3,480.00$ Field Vehicle Usage 2,444 hours @ 15.00 $ /hour 36,660.00$ Subtotal 363,300.00$
Proctor Density 5 tests @ 220.00$ /test 1,100.00$
Sand Equivalent 3 tests @ 125.00$ /test 375.00$
Sieve Analysis 6 tests @ 145.00$ /test 870.00$
Hveem Stability and Unit Weight 4 tests @ 225.00$ /test 900.00$ Concrete Compression Test 320 tests @ 35.00$ /test 11,200.00$ Reinforcing Steel Tensile or Bend 20 tests @ 75.00$ /test 1,500.00$ Masonry Composite Prisms 6 tests @ 120.00$ /test 720.00$ Grout and Mortar Compression Tests 80 tests @ 35.00$ /test 2,800.00$ High Strength Bolt, Nut & Washer Conformance 12 tests @ 150.00$ /test 1,800.00$ Subtotal 21,265.00$
Principal Engineer/Geologist/Environmental Scientist 10 hours @ 250.00$ /hour 2,500.00$ Project Engineer/Geologist/Environmental Scientist 220 hours @ 210.00$ /hour 46,200.00$ Field Operations Manager 16 hours @ 150.00 $ /hour 2,400.00$ Subtotal 51,100.00$
Principal Engineer/Geologist/Environmental Scientist 4 hours @ 250.00$ /hour 1,000.00$ Project Engineer/Geologist/Environmental Scientist 14 hours @ 210.00$ /hour 2,940.00$ CAD Operator/Technical Illustrator 6 hours @ 140.00 $ /hour 840.00$ Data Processor 4 hours @ 95.00 $ /hour 380.00$
Subtotal 5,160.00$
ESTIMATED FEE (STRUCTURAL INSPECTION AND TESTING ONLY) 440,825.00$ Base Bid for 5 single-day mobilizations 15,000.00$
- $3,000 for each additional day of mobilization
Subtotal 15,000.00$
TOTAL ESTIMATED FEE 455,825.00$
Table 1 – Breakdown of Estimated Fee for Inspection and Materials Testing Services Report Preparation
Field Services
Laboratory Testing
Project Coordination, Management and Technical Support
Building Envelope - Field Performance Testing for Adhesion, Field Water Penetration, and Weather Resistive Barrier Adhesion
lump sum

NINYO & MOORE, A SOCOTEC COMPANY
8353 Sierra Avenue, Fontana, California | 04-05241 | December 17, 2025 131 Table 1 – Breakdown of Estimated Fee for Inspection and Materials Testing Services Weather Resistive Barrier Inspections – up to 5 site visits 13,500.00$ Field Water Penetration Test– up to 16 site visits over 4 mobilizations 72,000.00$
Field Water Penetration Test at Metal Composite Wall Panels – one site visit 3,000.00$
Electronic Leak Detection (ELD) – up to 2 site visits 10,000.00$ - additional fees apply for additional days in excess of above site visits
Subtotal 98,500.00$
ESTIMATED FEE FOR OPTIONAL SERVICES 98,500.00$
lump sum
lump sum
Building Envelope - Optional Services
lump sum
lump sum

NINYO & MOORE, A SOCOTEC COMPANY
8353 Sierra Avenue, Fontana, California | 04-05241 | December 17, 2025 2 TOTAL ESTIMATED FEE INCLUDING OPTIONAL SERVICES $ 554,325.0032 City of Fontana
Action Report
City Council Meeting
8437 Sierra Avenue
Fontana, CA 92335
File #: 26-0852 Agenda Date: 3/24/2026
Agenda #: C. Category: Consent Calendar
FROM:

Planning Department
SUBJECT:

Approval of a Purchase Order with Complete Paperless Solutions for the digitization of planning project files for purposes of permanent records retention.

RECOMMENDATION:

3. Authorize the City Manager, or designee, to enter into all related documents and take any actions necessary to carry out the intent of this approval.

COUNCIL GOALS:
· Operate in a businesslike manner by improving services through the effective use of technology.
· Operate in a businesslike manner by correcting problems immediately.

DISCUSSION:

The Planning Department maintains thousands of project files, most of which exist only in paper format and are currently stored both onsite and at an external facility. Many years of records have not yet been digitized, making research labor-intensive and time-consuming, particularly when staff must request an entire box from an offsite location for a single project file. Paper records, even when properly stored, deteriorate over time, creating risks of lost or damaged information and limiting the Department’s ability to provide efficient, business-friendly service.

Digitizing these records will preserve critical information and improve accessibility within the department’s Laserfiche repository, which has proven effective and reliable for long-term records retention.

Complete Paperless Solutions has extensive experience working with local governments and has successfully completed similar projects. The Planning Department proposes to piggyback on the City of Menifee’scompetitively awarded RFP, following the same purchasing procedures used for the City of Fontana Printed on 3/17/2026Page 1 of 2
powered by Legistar™
33 File #: 26-0852 Agenda Date: 3/24/2026
Agenda #: C. Category: Consent Calendar
of Menifee’scompetitively awarded RFP, following the same purchasing procedures used for the Building and Safety Department and the Fontana Police Department’s file digitization project.

Approval of a Purchase Order with Complete Paperless Solutions, at a total cost of $220,000, will ensure the preservation and accessibility of project files related to past, present, and future development. No additional funding is required, as the amount is already included in the Fiscal Year 2025-2026 budget under Object Account #10134100.8130 - Professional Services.

FISCAL IMPACT:

The total fiscal impact for this service is $220,000 and it is already included in the Fiscal Year 2025- 2026 budget under Object Account #10134100.8130 - Professional Services.

MOTION:

Approve Staff Recommendations.

City of Fontana Printed on 3/17/2026Page 2 of 2
powered by Legistar™
34 Backfile Scanning – Planning Department
DATE: 2/4/2026
EXPIRES: 5/3/2026
ATTACHMENT NO. 1
35 City of Fontana 2

Description and Approach

CPS understands the importance of selecting a quality firm to manage and execute the process of scanning historic records which may include maps, drawings, and all other media types available for storing information. With CPS being the experts in Laserfiche Document Management, many cities and government organizations have turned to us to handle their document scanning needs as they have tried to make it by with other vendors who could not meet their expectations. We understand the attention expected by cities to produce quality images, on demand, 100% open communication and making sure every step of the project is going exactly as planned.

Scanning Conversion Services Process

Secure Document Conversion Facility – Enabled with only the highest security and technology available, you can be assured your data will be safe and secure from the moment your data leaves your location, until we safely return your data after the job has been completed.

Record Transfer Preparation – All boxes will have a Tamper Security Seal to ensure privacy immediately upon pickup. All boxes will be inventoried by folder and series within each box, provide a barcode label, and finalize the box count prior to departing.

Document Control and Manifest Creation – We use a specialized application to not only track all records, but we have a very stringent methodology policy we adhere to internally as well making sure all procedures are followed every step of the way. Tracking reports are generated to 36 City of Fontana 3

include all of the information pertaining to the job. The use of tamperproof seals provides an extra layer of security to keep your data safe.

Secure Record Transfer Service – All pickups and deliveries will be performed by at least 2 staff which have gone through a background check as well. In order to keep the chain of custody, delivery and pickup scenarios will not make any extra stops while transit with a client’s data. If any issue arises with transport, a secondary team is on standby to assist right away.

Storage Center when Receiving – Our procedure is to have all boxes coming in to be counted and verified 2 times. Utilizing barcodes and our 2-person process ensures quality as soon as client data arrives. Any damage or discrepancies will be reported immediately and addressed immediately.

Chain of Custody Verification – Once the data is received, another check is done on all seals of the boxes. Once security seals are removed, we verify contents again. If at any time any security issues happen to arise, clients will be notified immediately.

Audit Tracking & Quality Control Reporting – Every employee is mandated to enter all quality control, monitoring, and progress into our tracking system. Reporting is constantly being done to ensure job is on track.

Document Preparation – Scanning sample boxes are an effective way to find out certain details of the specific job. These samples will determine the most accurate and efficient method to prepare the folder to be scanned. All staff will be trained in the job specifics and details and are assigned one single box at a time. Items prepared prior to scanning including removing paperclips/staples, unfolding, utilizing copier technology to maximize scan quality, combine small documents and attached images, and anything we are not 100% clear on, we will place on the side and address with the client to ensure accuracy. If required, we are able to reassemble all data just as we picked it up with the exclusion of staples and paper clips.

Quality Assurance Document Preparation Verification – Our data sheets are updated in real time and if any problem is found, the document is sent back for reprocessing. The tracking report is updated once again, and the corrected data moves on to the next stage.

Scanning High Resolution Digital Imaging – Only the best technology available is used to provide the best outcome of a quality image. Scanning staff will be monitoring each image to ensure image is scanned correctly and no pages are double fed. The utilization of Kofax VRS Software allows for additional cleanup to be done such as de-speckle, de-skew, image rotation, background suppression, edge enhancement, gray tone filtering, blank page removal, and much more if need be.

Quality Assurance Image Quality – One of the most important parts of this process is having a human being review documents for accuracy and not solely rely on software and technology.

Image quality is checked at multiple levels to ensure all images are acceptable and do not need to be reprocessed.
37 City of Fontana 4

Indexing Verification – Staff are trained to manually index one image at a time per box to ensure accuracy every step of the way. Protocols and additional software is in place to make sure indexing errors do not occur such as misspelling or double keying entries.

Quality Assurance Indexing – Taking this process to the next level, we will compare the indexed data with the re-keyed data. If any mismatches are found, they are sent back and reprocessed until it is matched. Data validation is performed utilizing character mix, date ranges, quantity ranges, including database lookups as well.

File Transfer and Upload – Once documents are ready for transfer/upload, data will be transferred to a file server with your encrypted data. From there instant access is available via VPN to search your data to view images and indexes, along with being able to start internal quality control as well. If encrypted hard drive is preferred, this exists as an alternative as well.

Return and Delivery of Completed Job – Once all files have been reviewed and cleared for approval, data will be repacked, and security labels placed once again. Delivery procedures are followed exactly how our pick-up procedure is, which is listed above with the focus on reliability and security.

38 City of Fontana 5

Cost Proposal

Based on our conversation and estimated volumes determined, below is a list of the pricing we are able to offer. Please note the city will only be charged for actual images scanned and the numbers below is estimated. Documents will be indexed individually, and files will be delivered in Laserfiche as stand-alone PDF’s.

Task Volume Price per unit Total
Planning Department
Letter Sized Paper B&W - Wet Signatures in color
and poor originals scanned in greyscale
1,200,000 $0.13 $156,000.00
Large Format Drawings B/W 25,000 $1.20 $30,000.00
Large Format Drawings Color 25,000 $1.30 $32,500.00
Pick up/Delivery 1 $100.00 $100.00
Laserfiche Ingestion per instance 1 $900.00 $900.00
Estimated Subtotal $219,500.00

Document Prep (if any): $35/hour will be applied if boxes are handed to us and we need to remove mass amounts of staples, post it notes, paper clips, etc.

Data Entry/Indexing: $35/hour if additional indexing is required above and beyond file name and 2 index fields.

Customer Acceptance

Client: City of Fontana Provider: Complete Paperless Solutions

Print Name:

Date:

Signature:

39 2905/031858-0001
19338889.2 a04/02/24

CITY OF MENIFEE

PROFESSIONAL SERVICES AGREEMENT

DOCUMENT SCANNING, INDEXING, AND QUALITY CONTROL SERVICES THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and effective this ______ day of __________, 2024 (“Effective Date”) by and between the CITY OF MENIFEE, a California municipal corporation, (“City”) and COMPLETE PAPERLESS SOLUTION, LLC, a Limited Liability Company (LLC) (“Consultant”). City and Consultant may sometimes herein be referred to individually as a “Party” and collectively as the “Parties.” SECTION 1. SERVICES.

Subject to the terms and conditions set forth in this Agreement, Consultant shall provide to City the services described in the Scope of Services, attached hereto as Exhibit A and incorporated herein by this reference (the “Services”). Consultant will per form subsequent task orders as requested by the Contract Administrator (as defined below), in accordance with the Scope of Services. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, this Agreement shall prevail.

1.1 Term of Services. The term of this Agreement shall begin on September 18, 2024 and shall end on June 30, 2026 (“Initial Term”). Upon termination of the Initial Term, this Agreement shall automatically renew for one (1) additional one (1) year term (“First Renewal Term”). Upon termination of the First Renewal Term, if it occurs, this Agreement shall automatically renew for one (1) additional one (1) year term (“Second Renewal Term”). Upon termination of the Second Renewal Term, if it occurs, this Agreeme nt shall automatically renew for one (1) additional one (1) year term (“Third Renewal Term”), None of the renewal terms provided hereunder shall occur if the term of this Agreement is otherwise terminated or extended as provided for in Section 8. The word “term” shall refer to the Initial Term and any renewal term which actually occurs. The time provided to Consultant to complete the Services required by this Agreement shall not affect City’s right to terminate this Agreement.

1.2 Standard of Performance . Consultant represents and warrants that Consultant is a provider of first class work and services and Consultant is experienced in performing the Services contemplated herein and, in light of such status and experience, Consultant shall perform the Services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Consultant is engaged in the geographical area in which Consultant practices its profession and to the sole satisfaction of the Contract Administrator.

1.3 Assignment of Personnel . Consultant shall assign only competent personnel to perform the Services pursuant to Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Consultant shal l, immediately upon receiving notice from City of such desire of City, reassign such person or persons.

Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 September18
ATTACHMENT NO. 2
40 2905/031858-0001
19338889.2 a04/02/24 -2-

1.4 Time. Consultant shall devote such time to the performance of the Services pursuant to this Agreement as may be reasonably necessary to satisfy Consultant’s obligations hereunder.

1.5 Authorization to Perform Services. Consultant is not authorized to perform any of the Services or incur any costs whatsoever under the terms of this Agreement until receipt of authorization from the Contract Administrator.

1.6 Warranty. By executing this Agreement, Consultant warrants that Consultant (i) has thoroughly investigated and considered the Services, (ii) has carefully considered how the Services should be performed, and (iii) fully understands the facilities, difficulties, and restrictions attending performance of the Services.

1.7 Covid-19 Safety. If Consultant enters City property or meets in person with City employees during the performance of the Services, Consultant shall comply with all applicable emergency orders, directives, protocols, and best practices related to the COVID -19 pandemic, including, but not limited to: (A) wearing facial coverings, (B) maintaining adequate physical distancing when possible, (C) regular hand washing, and (D) regular hand sanitizing.

SECTION 2. COMPENSATION.

City hereby agrees to pay Consultant a sum not to exceed One Million Dollars and Zero Cents ($1,000,000.00) notwithstanding any contrary indications that may be contained in Consultant’s proposal, for the Services to be performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and Exhibit A, regarding the amount of compensation, this Agreement shall prevail. City shall pay Consultant for the Services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below shall be the only payments from City to Con sultant for the Services rendered pursuant to this Agreement. Consultant shall submit all invoices to City in the manner specified herein.

Except as specifically authorized in advance by City, Consultant shall not bill City for duplicate services performed by more than one person. In no event shall the compensation paid during the term of this Agreement exceed the following amounts:
a. Initial Term: Four Hundred Thirty Thousand Dollars and Zero Cents ($430,000.00) b. First Renewal Term: Two Hundred Thousand Dollars and Zero Cents ($200,000.00) c. Second Renewal Term: One Hundred Ninety Thousand Dollars and Zero Cents ($190,000.00)
d. Third Renewal Term: One Hundred Eighty Thousand Dollars and Zero Cents ($180,000.00)

2.1 Invoices. Consultant shall submit invoices monthly during the term of this Agreement, based on the cost for the Services performed and reimbursable costs incurred prior to the invoice date. Invoices shall contain the following information:
a. Serial identifications of progress bills; i.e., Progress Bill No. 1 for the first invoice, etc.;
Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 41 2905/031858-0001
19338889.2 a04/02/24 -3-

b. The beginning and ending dates of the billing period; c. A “Task Summary” containing the original contract amount, the amount of prior billings, the total due this period, the balance available under this Agreement, and the percentage of completion;
d. At City’s option, for each item in each task, a copy of the applicable time entries or time sheets shall be submitted showing the name of the person performing the Services, the hours spent by each person, a brief description of the Services, and each reimbursable expense;
e. The total number of hours of work performed under this Agreement by Consultant and each employee, agent, and subcontractor of Consultant performing the Services hereunder necessary to complete the Services described in Exhibit A; f. Receipts for expenses to be reimbursed;
g. The Consultant Representative’s signature.

Invoices shall be submitted to:

City of Menifee
Attn: Accounts Payable
29844 Haun Road
Menifee, CA 92586

2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for the Services satisfactorily performed, and for authorized reimbursable costs incurred.

City shall have thirty (30) days from the receipt of an invoice that complies with all of the requirements above to pay Consultant.

2.3 Retention of Funds, Final Payment . Consultant hereby authorizes City to retain and deduct from any amount payable to Consultant not exceeding five percent (5%) of the total compensation. The retained funds shall be paid to Consultant within sixty (60) days after final acceptance of the Services by the City and after Consultant has furnished City with full release of all undisputed payments under this Agreement. In the event there are an y claims specifically excluded by Consultant from the operation of th e release, City may retain proceeds of up to one hundred fifty percent (150%) of the amount in dispute. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of Consultant to insure, indemnify, and protect City as provided in this Agreement. City shall pay the last five percent (5%) of the total amount due pursuant to this Agreement within sixty (60) days after completion of the Services and submittal to City of a final in voice, if all of the Servic es required have been satisfactorily performed.

2.4 Total Payment. City shall not pay any additional sum for any expense or cost whatsoever incurred by Consultant in rendering the Services pursuant to this Agreement. City shall make no payment for any extra, further, or additional service pursuant to this Agreement.

Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 42 2905/031858-0001
19338889.2 a04/02/24 -4-

In no event shall Consultant submit any invoice for an amount in excess of the maximum amount of compensation provided above either for a task or for the entirety of the Services performed pursuant to this Agreement, unless this Agreement is modified in writing prior to the submission of such an invoice.

2.5 Hourly Fees. Fees for the Services performed by Consultant on an hourly basis shall not exceed the amounts shown on the fee schedule included with Exhibit A.

2.6 Reimbursable Expenses. Reimbursable expenses are included within the maximum amount of this Agreement.

2.7 Payment of Taxes . Consultant is solely responsible for the payment of employment taxes incurred under this Agreement and any federal or state taxes.

2.8 Payment upon Termination. In the event that City or Consultant terminates this Agreement pursuant to Section 8, City shall compensate Consultant for all outstanding costs and reimbursable expenses incurred for Services satisfactorily completed and for reimbursable expenses as of the date of written notice of termination. Consultant shall maintain adequate logs and timesheets in order to verify costs and reimbursable expenses incurred to that date.

SECTION 3. FACILITIES AND EQUIPMENT.

Except as otherwise provided, Consultant shall, at its sole cost and expense, provide all facilities and equipment necessary to perform the services required by this Agreement. City shall make available to Consultant only physical facilities such as desks, filing cabinets, and conference space, as may be reasonably necessary for Consultant’s use while consulting with City employees and reviewing records and the information in possession of City. The location, quantity, and time of furnishing those facilit ies shall be in the sole discretion of City. In no event shall City be required to furnish any facility or equipment that may involve incurring any direct expense, including but not limited to computer, long -distance telephone or other communication charg es, vehicles, and reproduction facilities.

SECTION 4. INSURANCE REQUIREMENTS.

Before beginning any work under this Agreement, Consultant, at its own cost and expense, shall procure the types and amounts of insurance listed below and provide certificates of insurance, indicating that Consultant has obtained or currently maintains ins urance that meets the requirements of this Section and which is satisfactory, in all respects, to City. Consultant shall maintain the insurance policies required by this Section throughout the term of this Agreement.

The cost of such insurance shall be i ncluded in Consultant’s compensation. Consultant shall not allow any subcontractor, consultant or other agent to commence work on any subcontract until Consultant has obtained all insurance required herein for the subcontractor(s) and provided evidence thereof to City. Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. Consultant acknowledges the insurance policy must cover inter-insured suits between City and other insureds. Consultant agrees tha t the requirement to provide insurance shall not be construed as limiting in any way the extent to which Consultant may be held responsible for the payment of damages to any persons or property resulting from Consultant activities or the activities of any person or persons for which Consultant is otherwise responsible nor shall it limit Consultant’s indemnification liabilities as provided in Section 5.

Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 43 2905/031858-0001
19338889.2 a04/02/24 -5-

4.1 Workers’ Compensation . Consultant shall, at its sole cost and expense, maintain Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any and all persons employed directly or indirectly by Consultant pursuant to the provisions of the California Labor Code. Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of not less than ONE MILLION DOLLARS ($1,000,000.00) per accident, ONE MILLION DOLLARS ($1,000,000.00) disease per empl oyee, and ONE MILLION DOLLARS ($1,000,000.00) disease per policy. In the alternative, Consultant may rely on a self-insurance program to meet those requirements, but only if the program of self-insurance complies fully with the provisions of the Californi a Labor Code.

Determination of whether a self -insurance program meets the standards of the California Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if insurance is provided, or Consultant, if a program of self -insurance is provided, shall waive all rights of subrogation against City and its officers, officials, employees, and authorized volunteers for loss arising from the Services performed under this Agreement.

4.2 Commercial General and Automobile Liability Insurance. a. General requirements. Consultant, at its own cost and expense, shall maintain commercial general and automobile liability insurance for the term of this Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00) per occurrence, combined single limit coverage, for risks associated with the Services contemplated by this Agreement, TWO MILLION DOLLARS ($2,000,000.00) general aggregate, and TWO MILLION DOLLARS ($2,000,000.00) products/completed operations aggregate. If a Commercial General Liability Insurance or an Automobile Liability Insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the Services to be performed under this Agreement or the general aggregate limit sha ll be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from the Services contemplated under this Agreement, including the use of hired, owned, and non-owned automobiles.
b. Minimum Scope of Coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001. Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability form CA 0001 Code 2, 8, and 9. No endorsement shall be attached limiting the coverage. c. Additional Requirements. Each of the following shall be included in the insurance coverage or added as a certified endorsement to the policy:
(i) The insurance shall cover on an occurrence or an accident basis, and not on a claims-made basis.
(ii) Any failure of Consultant to comply with reporting provisions of the policy shall not affect coverage provided to City and its officers, employees, agents, and volunteers.

Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 44 2905/031858-0001
19338889.2 a04/02/24 -6-

4.3 Professional Liability Insurance.
a. General Requirements . Consultant, at its own cost and expense, shall maintain for the period covered by this Agreement professional liability insurance for licensed professionals performing the Services pursuant to this Agreement in an amount not less than ONE MILLION DOLLAR S ($1,000,000) covering the licensed professionals’ errors and omissions. Any deductible or self -insured retention shall be shown on the Certificate. If the deductible or self -insured retention exceeds TWENTY-FIVE THOUSAND DOLLARS ($25,000), it must be approved in writing by City. b. Claims-Made Limitations. The following provisions shall apply if the professional liability coverage is written on a claims-made form:
(i) The retroactive date of the policy must be shown and must be no later than the commencement of the Services.
(ii) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after the expiration or termination of this Agreement or completion of the Services, so long as commercially available at reasonable rates. (iii) If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the Effective Date of this Agreement, Consultant must provide extended reporting coverage for a minimum of five (5) years after the expiration or termination of this Agreement or the completion of the Services. Such continuation coverage may be provided by one of the following: (1) renewal of the existing policy; (2) an extended reporting period endorsement; or (3) replacement insurance with a retroactive date no later than the commencement of the Services under this Agreement. City shall have the right to exercise, at Consultant’s sole cost and expense, any extended reporting provisions of the policy, if Consultant cancels or does not renew the coverage.
(iv) A copy of the claim reporting requirements must be submitted to City prior to the commencement of the Services under this Agreement.

4.4 All Policies Requirements.
a. Acceptability of Insurers. All insurance required by this Section is to be placed with insurers with a Bests’ rating of no less than A:VII and admitted in California. b. Verification of Coverage. Prior to beginning the Services under this Agreement, Consultant shall furnish City with certificates of insurance, additional insured endorsement or policy language granting additional insured status complete certified copies of all policies, including complete certified copies of all endorsements. All copies of policies and certified endorsements shall show the signature of a person authorized by that insurer to bind coverage on its behalf. The certificate of insurance must in clude the following reference:

DOCUMENT SCANNING, INDEXING, AND QUALITY CONTROL SERVICES . The name and address for additional insured endorsements, certificates of insurance and notice of cancellation is: City of Menifee, 29844 Haun Road, Menifee, CA 92586. City must be endorsed as an additional insured for liability arising out of ongoing and completed operations by or on behalf of Consultant.

Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 45 2905/031858-0001
19338889.2 a04/02/24 -7-

c. Notice of Reduction in or Cancellation of Coverage . Consultant shall pr ovide written notice to City within ten (10) working days if : (1) any of the required insurance policies is terminated; (2) the limits of any of the required polices are reduced; or (3) the deductible or self insured retention is increased. In the event any of said policies of insurance are cancelled, Consultant shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 4 to the Contract Administrator. d. Additional Insured; Primary Insurance . City and its officers, employees, agents, and authorized volunteers shall be covered as additional insureds with respect to each of the following: liability arising out of the Services performed by or on behalf of Consultant, including the insured’s gen eral supervision of Consultant; products and completed operations of Consultant, as applicable; premises owned, occupied, or used by Consultant; and automobiles owned, leased, or used by Consultant in the course of providing the Services pursuant to this Agreement. The coverage shall contain no special limitations on the scope of protection afforded to City or its officers, employees, agents, or authorized volunteers. The insurance provided to City as an additional insured must apply on a primary and non-contributory basis with respect to any insurance or self -insurance program maintained by City. Additional insured status shall continue for one (1) year after the expiration or termination of this Agreement or completion of the Services.

A certified endorsement must be attached to all policies stating that coverage is primary insurance with respect to City and its officers, officials, employees, and volunteers, and that no insurance or self-insurance maintained by City shall be called upon to contribute to a loss under the coverage.
e. Deductibles and Self -Insured Retentions. Consultant shall obtain the written approval of City for the self -insured retentions and deductibles before beginning any of the Services.

During the term of this Agreement, only upon the prior express written authorization of the Contract Administrator, Consultant may increase such deductibles or self - insured retentions with respect to City, its officers, employees, agents, and volunteers. The Contract Administrator may condition approval of an increase in deductible or self -insured retention levels with a requirement that Consultant procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense e xpenses that is satisfactory in all respects to each of them.
f. Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein.
g. Variation. The Contract Administrator may, but is not required to, approve in writing a variation in the foregoing insurance requirements, upon a determination that the coverage, scope, limits, and forms of such insurance are either not commercially available, or that City’s interests are otherwise fully protected.

4.5 Remedies. In addition to any other remedies at law or equity City may have if Consultant fails to provide or maintain any insurance policies or policy endorsements to the Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 46 2905/031858-0001
19338889.2 a04/02/24 -8-

extent and within the time herein required, City may, at its sole option, exercise any of the following remedies, which are alternatives to other remedies City may have and are not the exclusive remedy for Consultant’s breach:
a. Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under this Agreement; b. Order Consultant to stop work under this Agreement or withhold any payment that becomes due to Consultant hereunder, or both stop work and withhold any payment, until Consultant demonstrates compliance with the requirements hereof; and/or c. Terminate this Agreement.

SECTION 5. INDEMNIFICATION.

5.1 Indemnification for Professional Liability . Where the law establishes a professional standard of care for performance of the Services, to the fullest extent permitted by law, Consultant shall indemnify, protect, defend (with counsel selected by City), and hold harmless City and any and all of its officers, employees, officials, volunteers, and agents from and against any and all claims, losses, costs, damages, expenses, liabilities, liens, actions, causes of action (whether in tort, contract, under statute , at law, in equity, or otherwise) charges, awards, assessments, fines, or penalties of any kind (including reasonable consultant and expert fees and expenses of investigation, costs of whatever kind and nature and, if Consultant fails to provide a defense for City, the legal costs of counsel retained by City) a nd any judgment (collectively, “Claims”) to the extent same are caused in whole or in part by any negligent or wrongful act, error, or omission of Consultant, its officers, agents, employees, or sub contractors (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of professional services under this Agreement.

5.2 Indemnification for Other than Professional Liability . Other than in the performance of professional services and to the full extent permitted by law, Consultant shall indemnify, protect, defend (with counsel selected by City) , and hold harmless City, and any and all of its officers, employees, officials, volunteers, and agents from and against any and all Claims, where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Consultant or by any individual or entity for which Consultant is legally liable, including but not limited to officers, agents, employees or subcontractors of Consultant.

5.3 Limitation of Indemnification for Design Professionals . Notwithstanding any provision of this Section 5 to the contrary, design professionals, as that term is defined in Civil Code Section 2782.8, are required to defend and indemnify City only to the extent permitted by Civil Code Section 2782.8. The term “design professional” as defined in Section 2782.8, is limited to licensed architects, licensed landscape architects, registered professional engineers, professional land surveyors, and the business entities that offer such services in accordance with the applicable provisions of the California Business and Professions Code. This Subsection 5.3 shall only apply to Consultant if Consultant is a “design professional” as that term is defined in Civil Code Section 2782.8.

Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 47 2905/031858-0001
19338889.2 a04/02/24 -9-

5.4 Limitation of Indemnification . The provisions of this Section 5 do not apply to claims occurring as a result of City’s sole or active negligence. The provisions of this Section 5 shall not release City from liability arising from gross negligence or willful acts or omissions of City or any and all of its officers, officials, employees, and agents acting in an official capacity.

SECTION 6. INDEPENDENT CONTRACTOR.

At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of City. City shall have the right to control Consultant only insofar as the results of the Services rendered pursuant to this Agree ment and assignment of personnel pursuant to Subsection 1.3; however, otherwise City shall not have the right to control the means by which Consultant accomplishes the Services rendered pursuant to this Agreement.

The personnel performing the S ervices under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Consultant shall not at any time or in any manner represent that it is or any of its officers, employees, or agents are in any manner officers, officials, employees, or agents of City. Consultant shall not incur or have the power to incur any debt, obligation, or liability whatever against City, or bind City in any manner. Except for the fees paid to Consultant as provided in this Agreement , City shall not pay salaries, wages, or other compensation to Consultant for performing the Services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing the Services hereunder. Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in the California Public Employees Retirement System (“PERS”) as an employee of City and entitlement to any contribution to be paid by City for employer contributions and/or employee contributions for PERS benefits.

SECTION 7. LEGAL REQUIREMENTS.

7.1 Governing Law . The laws of the State of California shall govern this Agreement.

7.2 Compliance with Applicable Laws. Consultant and any subcontractor shall comply with all applicable local, state, and federal laws and regulations applicable to the performance of the work hereunder. Consultant shall not hire or employ any person to perform work within City or allow any person to perform the Services required under this Agreement unless such person is properly documented and legally entitled to be employed within the United States.

Consultant acknowledges and agrees that it shall be indep endently responsible for reviewing the applicable laws and regulations and effectuating compliance with such laws. Consultant shall require the same of all subcontractors.

7.3 Prevailing Wage s. Consultant acknowledges and agrees that it shall be independently responsible for reviewing the applicable prevailing wage laws and regulations and effectuating compliance with such laws where they apply to the Services, including, but not limited to the prevailing wage and related requirements set forth in this Subsection 7.3 . Consultant shall bear all risks of payment or non -payment of prevailing wages under California law and/or the Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 48 2905/031858-0001
19338889.2 a04/02/24 -10-

implementation of Labor Code Section 1781, as the same may be amended from time to time, and/or any other similar law.
a. Public Work . Consultant hereby expressly acknowledges and agrees that City has never previously affirmatively represented to Consultant, its employees or agents in writing or otherwise that the Services are not a “public work,” as defined in Section 1720 of the Labor Code. It is agreed by the Parties that, in connection with the development, construction (as defined by applicable law) and operation of the Services, including, without limitation, any public work (as defined by applicable law), if any, Consultant shal l bear all risks of payment or non-payment of state and/or federal prevailing wages and/or the implementation of Labor Code Sections 1726 and 1781, as the same may be enacted, adopted or amended from time to time, and/or any other provision of law. To the extent applicable, City will enforce all penalties required by law for Consultant’s failure to pay prevailing wages. b. Labor Code of California. The Consultant’s attention is directed to Division 2, Part 7, Chapter 1 of the Labor Code of the State of California and especially to Article 2 (Wages); and Article 3 (Working Hours), thereof.
(i) In accordance with Sections 1773 and 1773.2 of the Labor Code, City has found and determined the general prevailing rates of wages in the locality in which the public work is to be performed are those determined by the Director of Industrial Relations and available at https://www.dir.ca.gov/OPRL/2022-1/PWD/Southern.html. Copies of the prevailing rates of wages are maintained with City’s principal office and are available to any interested party on request. Consultant shall post a copy of the prevailing rate of per diem wages at each job site. (ii) Consultant is aware of and will comply with the provisions of Labor Code Section 1776, including the keeping of payroll records and furnishing certified copies thereof in accordance with said Section. Pursuant to Labor Code Section 1771.4, Consultant must submit certified payroll records to the Labor Commissioner using the Department of Industrial Relations’ electronic certified payroll reporting (eCPR) system.
(iii) Pursuant to Labor Code Section 1810 , it is stipulated hereby that eight (8) hours labor constitutes a legal day’s work hereunder. (iv) Pursuant to Labor Code Section 1815, work performed by employees of contractors in excess of eight (8) hours per day, and 40 hours during any one week, shall be permitted upon public work upon compensation for all hours worked in excess of eight (8) hours per day at not less than 1 ½ times the basic rate of pay. (v) Pursuant to Labor Code Section 1813, it is stipulated hereby that Consultant shall, as a penalty to City, forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by Consultant or by any subcontractor hereunder for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) ho urs in any one (1) calendar week in violation of the provisions of Article 3 (commencing with Section 1810), Chapter 1, Part 7, Division 2 of the Labor Code.
(vi) Consultant is aware of and will comply with the provisions of Labor Code Sections 1777.5 and 1777.6 with respect to the employment of apprentices. Pursuant to Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 49 2905/031858-0001
19338889.2 a04/02/24 -11-

Section 1777.5 it is hereby stipulated that Consultant will be responsible for obtaining compliance therewith on the part of any and all sub -consultants or subcontractors employed by Consultant in connection with this Agreement.
(vii) Pursuant to Labor Code Section 1775, it is hereby stipulated that Consultant shall, as a penalty to City, forfeit not more than two-hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of Industrial Relations for the work or craft in which the worker is employed for the Services by Consultant or any sub-consultant or subcontractor. c. Bidding Eligibility . Pursuant to Labor Code Section 1771.1, no contractor or subcontractor (or consultant or subconsultant) may be listed on a bid proposal for a public works project unless registered with the Department of Industrial Relations. d. DIR Monitoring . Pursuant to Labor Code Section 1771.4, Consultant is hereby notified that this project is subject to compliance monitoring and enforcement by the Department of Industrial Relations.
e. Indemnification Related to Prevailing Wages. Section 5, Indemnification, specifically encompasses Claims arising from or related to (i) the noncompliance by Consultant or any party performing the Services of any applicable local, state, and/or federal law, including, without limitation, any applicable federal and/or state labor laws (including, without limitation, the requirement to pay state prevailing wa ges and hire apprentices); (ii) the implementation of Labor Code Sections 1726 and 1781, as the same may be amended from time to time, or any other similar law; and/or (iii) failure by Consultant or any party performing the Services to provide any required disclosure or identification as required by Labor Code Section 1781, as the same may be amended from time to time, and/or any other similar law.

7.4 Licenses and Permits, Fees and Assessments . Consultant represents, warrants, and covenants to City that Consultant and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions, and perform the Services. Consultant represents, warrants, and covenant s to City that Consultant and its employees, agents, and subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that ar e legally required to practice their respective professions, and perform the Services. In addition to the foregoing, Consultant and any subcontractors shall obtain and maintain during the term of this Agreement valid business licenses from City. Consultant shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for Consultant’s performance of the Services, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed, or imposed against City hereunder.

7.5 Conflicts of Interest, Political Reform Act. Consultant represents, warrants, and covenants that Consultant presently has no interest, direct or indirect, which would interfere with or impair in any manner or degree the performance of Consultant’s obligations and responsibilities under this Agreement. Consultant further agrees that while this Agreement is in effect, Consultant shall not acquire or otherwise obtain any interest, direct or indirect, that would interfere with or impair in any manner or degree the performance of Consultant’s obligations and Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 50 2905/031858-0001
19338889.2 a04/02/24 -12-

responsibilities under this Agreement. Consultant acknowledges that pursuant to the provisions of the Political Reform Act (Government Code Section 87100 et seq.), City may determine the Consultant to be a “consultant” as that term is defined by 2 California Code of Regulations Section 18700.3. In the event City makes such a determination, Consultant agrees to complete and file a “Statement of Economic Interest” with the City Clerk to disclose such financial interests as required by City. In such event, Consultant further agrees to require any other person doing work under this Agreement to complete and file a “Statement of Economic Interest” to disclose such other person’s financial interests as required by City.

7.6 Annual Appropriation of Funding. In accord with Article 16 Section 18 of the California Constitution, payment of compensation under this Agreement is contingent upon annual appropriation of funds by City for that purpose. Consultant acknowledges and agrees that to the extent that the Services extend beyond one (1) fiscal year, payment for such Services is expressly conditioned on City’s annual appropriation of funds for such Services for each year. If no funds are appropriated then this Agreement shall b e terminated. City pledges and agrees to process such appropriation requests annually and in good faith. Nothing in this S ubsection shall be construed to limit the right of either Party to terminate this Agreement as provided herein.

SECTION 8. TERMINATION AND MODIFICATION.

8.1 Termination. City may cancel this Agreement at any time and without cause upon written notification to Consultant.

8.2 Termination by Consultant. Consultant may cancel this Agreement upon 30 days’ written notice to City.

8.3 Consequences of Termination. In the event of termination, Consultant shall be entitled to compensation for the Services performed up to the date of termination; City, however, may condition payment of such compensation upon Consultant delivering to City any or all documents, photogr aphs, computer software, video and audio tapes, and other materials provided to Consultant or prepared by or for Consultant or City in connection with this Agreement.

8.4 Extension. City may, in its sole and exclusive discretion, extend the end date of this Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a written amendment to this Agreement, as provided for herein. Consultant understands and agrees that, if City grants such an extension, City shall have no obligation to provide Consultant with compensation beyond the maximum amount provided for in this Agreement.

Similarly, unless authorized by the Contract Administrator, City shal l have no obligation to reimburse Consultant for any otherwise reimbursable expenses incurred during the extension period.

8.5 Amendments. The Parties may amend this Agreement only by a writing signed by all the Parties.

8.6 Assignment and Subcontracting. City and Consultant recognize and agree that this Agreement contemplates personal performance by Consultant and is based upon a determination of Consultant’s unique personal competence, experience, and specialized personal knowledge. Moreover, a substantial inducement to City for entering into this Agreement was and is the professional reputation and competence of Consultant. Consultant may not assign this Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 51 2905/031858-0001
19338889.2 a04/02/24 -13-

Agreement or any interest therein without the prior written approval of the Contract Administrator.

Consultant shall not subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in Consultant’ s proposal, without prior written approval of the Contract Administrator. In the event that key personnel leave Consultant’s employ, Consultant shall notify City immediately.

8.7 Survival. All obligations arising prior to the expiration or termination of this Agreement and all provisions of this Agreement allocating liability between City and Consultant shall survive the expiration or termination of this Agreement.

8.8 Options upon Breach by Consultant. If Consultant materially breaches any of the terms of this Agreement, City's remedies shall include, but not be limited to, any or all of the following:
a. Immediately terminate this Agreement;
b. Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Consultant pursuant to this Agreement; c. Retain a different consultant to complete the Services described in Exhibit A; and/or
d. Charge Consultant the difference between the cost to complete the Services described in Exhibit A that is unfinished at the time of breach and the amount that City would have paid Consultant pursuant to Section 2 if Consultant had completed the Services.

SECTION 9. KEEPING AND STATUS OF RECORDS.

9.1 Records Created as Part of Consultant’s Performance . All reports, data, maps, models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form that Consultant prepares or obtains pursuant to this Agreement and that relate to the matters covered hereunder shall be the property of City. Consultant hereby agrees to deliver those documents to City upon the expiration or termination of this Agreement. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for City and are not necessarily suitable for any future or other use. Any use of such documents for other projects by City shall be without liability to Consultant.

City and Consultant agree that, until final approval by City, all data, plans, specifications, reports, and other documents are confidential and will not be released to third parties without prior written consent of both Parties unless required by law.

9.2 Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, rights of reproduction, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, test data, survey results, models, renderings, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings, digital renderings, or da ta stored digitally, magnetically, or in any other medium, which are prepared or caused to be prepared by Consultant un der this Agreement (“Documents and Data”). Consultant shall require all subcontractors to agree in writing that City Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 52 2905/031858-0001
19338889.2 a04/02/24 -14-

is granted a non -exclusive and perpe tual license for any Documents and Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents and Data. Consultant makes no such representation and warranty in regard to Documents and Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk.

9.3 Consultant’s Books and Records . Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for the Services or expenditures and disbursements charged to City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records shall be maintained in accordance with generally accepted accou nting principles and shall be clearly identified and readily accessible.

9.4 Inspection and Audit of Records . Any records or documents that Subsection 9.3 of this Agreement requires Consultant to maintain shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of City. Under California Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), this Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of City, for a period of three (3) years after final payment under this Agreement.

SECTION 10. MISCELLANEOUS PROVISIONS.

10.1 Attorneys’ Fees . If either Party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing Party shall be entitled to reasonable attorneys’ fees and expenses including costs, in addition to any other relief to which that Party may be entitled; provided, however, that the attorneys’ fees awarded pursuant to this Subsection shall not exceed the hourly rate paid by City for legal services multiplied by the reasonabl e number of hours spent by th e prevailing P arty in the conduct of the litigation. The court may set such fees in the same action or in a separate action brought for that purpose.

10.2 Applicable Law, Venue. The laws of the State of California shall govern this Agreement. In the event that either Party brings any action against the other under this Agreement, the Parties agree that trial of such action shall be vested exclusively in Riverside County.

10.3 Severability. If any provision of this Agreement is he ld invalid, the remainder of this Agreement shall not be affected thereby and all other parts of this Agreement shall nevertheless be in full force and effect.

10.4 Section Headings and Subheadings. The section headings and subheadings contained in this Agreement are included for convenience only and shall not limit or otherwise affect the terms of this Agreement.

Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 53 2905/031858-0001
19338889.2 a04/02/24 -15-

10.5 No Implied Waiver of Breach . Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constit ute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provi sions of this Agreement. No delay or omission in the exercise of any right or remedy by a non -defaulting Party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement.

10.6 Successors and Assigns . The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the Parties.

10.7 Consultant Representative . All matters under this Agreement shall be handled for Consultant by Jamie Dunn, VP of Sales (“Consultant’s Representative”). The Consultant’s Representative shall have full authority to represent and act on behalf of Consultant for all purposes under this Agreement. The Consultant’s Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfa ctory coordination of all portions of the Services under this Agreement.

10.8 City Contract Administration. This Agreement shall be administered by a City employee, Edna Aguilar , Management Analyst (“Contract Administrator”). All correspondence shall be directed to or through the Contract Administrator or his designee. The Contract Administrator shall have the power to act on behalf of City for all purposes under this Agreement. Unless otherwise provided in this Agreement, Consultant shall not accept direction or orders from any person other than the Contract Administrator or his designee.

10.9 Notices. Any written notice to Consultant shall be sent to:

COMPLETE PAPERLESS SOLUTION, LLC
Attn: Jamie Dunn, VP of Sales
5130 E. La Palma Ave #206
Anaheim, CA 92807
Any written notice to City shall be sent to the Contract Administrator at:

City of Menifee
29844 Haun Road
Menifee, CA 92586
Attn: Edna Aguilar, Management Analyst
with a copy to:

City Clerk
City of Menifee
29844 Haun Road
Menifee, CA 92586
Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 54 2905/031858-0001
19338889.2 a04/02/24 -16-

10.10 Professional Seal. Where applicable in the determination of the Contract Administrator, the first page of a technical report, first page of design specifications, and each page of construction drawings shall be stamped/sealed and signed by the licensed professional responsible for the report/design preparation. The stamp/seal shall be in a block entitled “Seal and Signature of Registered Professional with report/design responsibility,” as in the following example.

__________________________________________
Seal and Signature of Registered Professional with
report/design responsibility.

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

10.12 Integration. This Agreement, including the scope of services attached hereto and incorporated herein as Exhibit A, represents the entire and integrated agreement between City and Consultant and supersedes all prior negotiations, representations, or agreements, either written or oral. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be c onstrued for or against either P arty by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.

10.13 Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement.

10.14 Execution of Contract. The persons executing this Agreement on behalf of each of the Parties hereto represent and warrant that (i) such Party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said Party, (iii) by so executing this Agreement, such P arty is formally bound to the provisi ons of this Agreement, and (iv) that entering into this Agreement does not violate any provision of any other agreement to which said Party is bound.

10.15 Nondiscrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that in the performance of this Agreement there shall be no discrimination against or segregation of, any person or group of persons on account of any impermissible clas sification including, but not limited to, race, color, creed, religion, sex, marital status, sexual orientation, national origin, or ancestry.

10.16 No Third Party Beneficiaries. There are no intended third -party beneficiaries under this Agreement and no such other third parties shall have any rights or obligations hereunder.

10.17 Nonliability of City Officers and Employees. No officer, official, employee, agent, representative, or volunteer of City shall be personally liable to Consultant, or any successor in interest, in the event of any default or breach by City or for any amount which Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 55 2905/031858-0001
19338889.2 a04/02/24 -17-

may become due to Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.

10.18 No Undue Influence. Consultant declares and warrants that no undue influence or pressure is used against or in concert with any officer or employee of City in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of City shall receive compensation, directly or indirectly, from Consultant, or from any officer, employee, or agent of Consultant, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement.

10.19 No Benefit to Arise to City Employees. No member, officer, or employee of City, or their designees or agents, and no public official who exercises authority over or has responsibilities with respect to this Agreement during his/her tenure or for one (1) year thereafter, shall have any interes t, direct or indirect, in any agreement or sub -agreement, or the proceeds thereof, for the Services to be performed under this Agreement.

[Signatures on Following Page]

Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 56 2905/031858-0001
19338889.2 a04/02/24 -18-

IN WITNESS WHEREOF, the P arties hereto have executed and entered into this Agreement as of the Effective Date.

CITY OF MENIFEE

Armando Villa, City Manager

Attest:

Stephanie Roseen, Acting City Clerk

Approved as to Form:

Jeffrey T. Melching, City Attorney

CONSULTANT

Jamie Dunn, VP of Sales

Claude Schott, CFO

[Note: 2 officer’s signatures required if
Consultant is a corporation, unless provided
with a certificate of secretary in-lieu]
Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 57 2905/031858-0001
19338889.2 a04/02/24
EXHIBIT A.

EXHIBIT A

SCOPE OF SERVICES
Services shall include DOCUMENT SCANNING, INDEXING, AND QUALITY CONTROL SERVICES in the amount not to exceed One Million Dollars and Zero Cents ($1,000,000.00) as further detailed in the following page(s). In no event shall the compensation paid during the term of this Agreement exceed the following amounts:

Initial Term: Four Hundred Thirty Thousand Dollars and Zero Cents ($430,000.00) First Renewal Term: Two Hundred Thousand Dollars and Zero Cents ($200,000.00) Second Renewal Term: One Hundred Ninety Thousand Dollars and Zero Cents ($190,000.00) Third Renewal Term: One Hundred Eighty Thousand Dollars and Zero Cents ($180,000.00)

Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 58 2905/031858-0001
19338889.2 a04/02/24 EXHIBIT A.

SCOPE OF WORK-

For the purposes of this Scope of Work, the terms “Consultant,” “Vendor,” and “Proposer” will all refer to Consultant.

The Consultant will be responsible for the following tasks:

Task 1 – Comprehensive Document Scanning & Indexing Services Some of the file types to be scanned will consist of, but are not limited to:

• Building Plans
• Planning Cases and Project Files
• Engineering Plans and Project Files
• Capital Improvement Projects
• Specialized Studies and Reports
• Plan Rolls, Folded Maps and Mylar Maps
• Agreements and Bid Documents

File types may contain flat and folded documents of varying sizes and plan rolls will vary in size from under an inch to 12” or more in diameter. Proposers may assume all paper records are in satisfactory condition. Letter, legal and ledger-sized documents are primarily printed on standard white office paper (approximately 20 lb); ANSI-C and above sized documents may be printed on paper, Mylar, blueprints, sepia, or vellum and must be organized by project as directed by the City.

THE FOLLOWING CRITERIA MUST BE MET:

A. Laserfiche:

Ability to scan content directly and seamlessly into Laserfiche using an upload utility – must have a tool that directly uploads content to Laserfiche including the ability to file directly into established folders and ability to add required meta data.

B. Ability to Scan:

a. Manila folder – content in file folders
b. Legal documents
c. Ledger-size documents
d. Letters
e. Carbon copies
f. Photo exhibits
g. Spiral-bound books
h. Tabbed paper
i. Large format items: Posters, banners, etc., with dimensions specified. j. Drawings & Blueprints
k. All ANSI-sized documents

Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 59 2905/031858-0001
19338889.2 a04/02/24 EXHIBIT A.

C. Images:
a. Duplex scan documents to capture both front and back of documents where needed.

Images must be oriented correctly for viewing. Text must be readable up to the edge of the document.
b.Image clean -up: the scanned documents should be de -skewed, de -speckled, blank pages and black borders removed, hole punch images removed, and background color drop out (where possible). Color images must be viewable quality so that detail in the image is captured.
c. For the purposes of this RFP, Proposer is invited to offer suggestions on how best to scan color photos to maintain the quality and detail of an image while striving to reduce size of the electronic image.

D. OCR all content with guarantee of 99.5% accuracy on images and ability for 600 dpi images.

E. Quality checking images scanned:

a. Visual inspection of each image against the original, rescanning documents as needed b. Manual image quality adjustment and QA of every image for clarity, legibility, quality, cut-offs or file type compression errors
c. Images are of the same or better quality than the original d. Ensure all images are accurately indexed
e. All documents are to be scanned and returned in the same order as provided f. All folders within the XML file should appear in the same order as they exist in paper g. The City may perform a QA of each image and associated indexing delivered by the vendor; if the City discovers unacceptable images, the Vendor, at no additional cost to the City, will correct all such unacceptable images

F. Data entry of index fields following Laserfiche Templates. Fields change depending on the document scanned.

G. Quality checking index data.

H. Perform rework on errors or omissions with no additional charge.

I. Warranty period of 1 year against defects.

J. Records must be saved in PDFA format.

K. Any and all City documents in the possession of the Proposer must be stored in a climate controlled safe and secure location. The City must have access to all City documents in the Proposer’s possession upon request, with a hard copy or electronic file provided within 24 hours.

Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 60 2905/031858-0001
19338889.2 a04/02/24 EXHIBIT A.

L. Document prep:
a. Ability to scan small documents such as receipts in line with large-size documents in a single scan
b. Staple and fastener removal
c. Metal, plastic, twine, glue binder removal
d. Industrial staple removal capability including box and plier staples e. Fix torn pages prior to scanning
f. Black and white, greyscale and color scanning options

M. Once electronically imaged and upon the request of the Project Manager, documents shall be returned to their original state (re-stapled, bound, rolled, etc.) and returned to the original filing location.

N. Pick-up and delivery of paper documents. When content is picked up, there must be at least two representatives of the scanning organization present; pick-up must not be outsourced.

There shall always be two representatives with the content in transit.

O. Pickup and delivery are to occur every three to four weeks or as agreed upon by the Project Manager and the vendor.

P. Vendor must pick up and return original documents promptly according to an established schedule.

Q. Vendor must provide a proof of pickup acknowledgement, to be signed by the Vendor staff and City staff.

R. Vendor must return original documents after scanning or conversion, and provide a proof of return acknowledgement, to be signed by the Vendor staff and City staff.

S. Vendor will only receive direction from the contract manager (to be spelled out in the contract).

T. Vendor will maintain documented chain of command through an audit trail.

U. Vendor will submit quarterly reports of documents being stored at their facility.

V. Vendor must agree to provide private transport; content will never be mixed in transit with other clients, nor additional, non-mission critical stops to occur en route.

W. Content will not leave the state of California.

Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 61 2905/031858-0001
19338889.2 a00/00/00
EXHIBIT A.

Docusign Envelope ID: AB9C6426-5957-4FC6-B1B8-0E52D608A473 62