IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY' S OFFICE
By: % c
6iir6rf C. Harp r. yN. Jw
City Attorney , A9
ATTEST:
Date:
M
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Will O' Neill
Mayor
CONSULTANT: TEMPORARY
STAFFING PROFESSIONALS INC., a
Texas corporation
Date:
By:
Maria Lankenau
Chief Executive Officer
Date:
By:
Geneva Milne
Secretary
END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Temporary Staffing Professionals Inc. Page 12 Page 128 14- 16 11= 1 krsl
SCOPE OF SERVICES
Temporary Staffing Professionals Inc. Page 129 Page A- 1 14- 17
SCOPE OF SERVICES
Consultant shall provide services as set forth below:
Consultant General Requirements.
Provide a comprehensive catalog/ list of clerical, office, accounting, other related administrative support service and professional options to the City including price range of positions, indicate mark ups, or additional fees.
Consultant shall provide the resume( s) and contact information of qualified personnel assigned to the Project.
Consultant shall ensure that the following criteria of each temporary worker are met prior to the start of the assignment:
o Temporary worker shall complete a Live Scan form provided by City, schedule an appointment with the Newport Beach Police Department and bring completed Live Scan form to scheduled appointment. Complete Live Scan fingerprinting at the Newport Beach Police Department and clear background.
o Temporary worker recommended for an assignment meet all essential job function( s) and minimum qualification( s) for the various types of positions. o Consultant conducts due diligence employment verification/ references of the temporary worker selected for an assignment.
o Verify that temporary worker is not a retired annuitant of the California Public Employee' Retirement System ( CalPERS).
o Consultant shall provide City with identification for temporary worker and shall clearly indicate temporary worker' s full name, photograph and department assignment.
Consultant shall not impose a temporary to permanent placement/ conversion fee. It is not applicable for temporary workers that are hired by City through the competitive recruitment process, regardless of introduction or assignment by Consultant.
Scope of Administrator and Consultant.
On an as -needed basis, City shall contact Consultant with temporary worker request providing quantity, position type, department assignment, and any additional information for the request.
Consultant shall acknowledge request within one ( 1) business day and provide a status update within two ( 2) business days from receipt.
City shall provide Consultant with Live Scan form for temporary worker to fill out.
Consultant shall notify the City if the Consultant is unable to fill the temporary worker position. City reserves the right to cancel the request.
City will communicate with Consultant on matters including but not limited to complaints from customer departments on placement turn around issues and the quality of the
SCOPE OF SERVICES
candidates. Administrator will communicate with Consultant if there is a lack of responsiveness.
o Consultant shall acknowledge receipt of communication from City within two ( 2) business days.
o Consultant shall provide City with an action plan to rectify any matters communicated to Consultant within five ( 5) business days.
Scope of Consultant and Temporary Worker.
The Consultant and temporary worker shall act as an independent Consultant and not an employee, representative or agent of the City. Consultant expressly warrants that neither Consultant nor any temporary worker shall represent themselves to be an employee, representative or agent of the City.
Consultant and temporary worker acknowledges that the assignment shall not exceed 960 hours in a fiscal year, from July 1- June 30. Switching and/ or changing assignments do not reset the 960- hour count. This cumulative total is for each temporary worker, including work performed in all City departments and work performed with other temporary agencies in a fiscal year. Consultant is responsible for tracking temporary personnel hours.
Temporary worker is not eligible for alternative work schedules that exceed 8 hours per day or 40 hours per week.
Consultant shall notify temporary worker when/ if the assignment has concluded when notified by City and shall provide a replacement temporary worker if requested within a reasonable timeframe communicated and approved by Project Manager.
Scope of Administrator and Temporary Worker:
Temporary worker shall schedule appointment with Newport Beach Police Department and bring completed Live Scan form provided to Consultant with them to their appointment at the Newport Beach Police Department.
City reserves the right to end the assignment of the temporary worker at any time.
TSPTEMPORARY STAFFING
PROFESSIONALS
Response
File Temporary
Staffing Professionals Project
Title: Temporary Staffing Services Invitation: #
25-04 14-
Statement of Qualifications:
Temporary Staffing Professionals ( TSP) is pleased to be invited to this Request for Qualifications to the City of Newport Beach (The City) to render and provide Temporary Staffing Services as requested by The City. The variety of services provided by TSP would include Human Resources, Accounting and Finance, Legal, Administrative and 1T. TSP has a staff combined with 25 plus years of experience dealing in the government sector, private companies, as well as the arena of education.
We have a broad range of talent that has worked with multiple cities, counties, school districts as well as the private sector. We are well versed in city departments and specific titles and positions held in these departments. Our current departments are Human Resources, Community Development, Finance, Treasury, Legal, City Attorney, City Clerk, Fire, Library, Public Works, Recreation, Utilities and Harbor. The following roles that have been successfully filled encompass fiscal clerks, office assistants, administrative assistants, administrative analysts, human resources clerks, technical assistants, analysts, receptionists, accountants, business license, accounts payable, accounts receivable, senior accountants, staff accountants, financial analysts, payroll, buyers, procurement, purchasing, paralegals, help desk, IT Analyst, billing clerks and software engineers.
The following roles are temporary or indefinite temporary with a possibility to apply for the role if there is open recruitment. TSP charges NO CONVERSION FEES for candidates that are on temporary assignments in the city. The City of Newport Beach is free to convert TSP candidates at any given time during the duration of the assignment.
An example of our NO FEE CONVERSION POLICY is as follows: if the City of Newport Beach decides to have our candidate apply for an open recruitment and were selected, from passing their testing, panel interview and overall hiring criteria there would be no conversion fee despite the length of time they worked as a temporary employee. An example would be if The City of Newport Beach had a Temporary Staffing Professional candidate as a temporary employee for 3 weeks and they applied to an open recruitment and were selected there would be no conversion fee. We make the process simple. The Temporary Staffing Professional candidate would transfer to the City of Newport Beach' s payroll at no cost. Temporary Staffing Professionals provides 8- hours complimentary on the first day.
TSP is aware of the CaIPERS rules therefore we provide a weekly spreadsheet of all candidates on billing to track their hours to not exceed 960 hours. We provide constant communication to Human Resources if a candidate is approaching the 960- hour mark.
We also are aware that the fiscal year end is July lst - June 30tt' Our candidate retention rates with cities are extremely high based on our ongoing communication with our candidates as well as being a liaison between both the candidate and the city. We make ourselves available before and after standard work hours to assure communication is granted to both parties. We are also willing to work
with the budget constraints that vary from department to department. in addition, we provide 8-hours complimentary on the first day. TSP emphasizes the pros that surround applying for an open recruitment position by educating the candidate of career pathing and having the ability to transfer to different departments if other opportunities open during the end of their assignment. The benefits are a huge selling feature for the city if they are selected for full- time open recruitment.
TSP provides extensive interviews, backgrounds and testing to assure they are a qualified candidate for the role we are placing in the city. Based on the tenure of our team we received multiple referrals from our proven performers as well as our clients.
Our predominant success is centered around focusing on both the hard skills as well as the soft skills of each candidate. Our foremost source of retaining top talent is centered around networking and an extensive network of candidates in our database. We attend and conduct speaking events at multiple colleges as well as companies that are experiencing layoffs in this current market. Our recruiters are actively involved in industry groups that provide both intel and talent for us to represent.
TSP delivery is extremely rapid as we can have a candidate start once the onboarding and Live Scan is completed. Our average turnaround time is 1- 3 days depending on the difficulty of the position. We work within the timeframe of the need requested.
Oraanizational information:
Jamie Campagnolo- Vice President/ Market Director of Temporary Staffing Professionals has over 25 years of experience in the staffing industry and holds a Juris Doctor Degree from Western State College of Law and a Bachelor' s Degree in Business and Economics from Westmont College. We have/ had multiple temporary candidates at the government agencies listed below. Jamie provides consistent communication with both the clients and candidates. She is available before and after hours to act as a liaison. Her clients and candidates know she is relationship based and is proactive to her approach in servicing both her clients and candidates. Here is a list of cities that Jamie has worked with in the last 3 years. Jamie will be the primary point of contact in relation to the contract.
City of Huntington Beach
City of El Segundo
City of Lake Forest
City of Newport Beach
City of Fountain Valley
City of San Juan Capistrano
City of Stanton
City of San Bernadino
City of Laguna Beach
City of Pico Rivera
City of Santa Ana
City of Costa Mesa
City of Laguna Niguel
City of Mission Viejo
City of Los Alamitos
Jamie' s Linkedln is: https:// www. linkedin. com/ in/ mamiecampagnolo/ Jamie' s Resume is at the bottom of the document.
2. Geneva Milne COO is an Executive leader who has worked as Founder and Chief leader, with more than 20 years of experience leading and growing teams in the staffing industry. Geneva has a passion for technology, innovation, and business process improvement with the belief that a positive, high- performance work culture will create unmatched outcomes for partners, employees, and clients alike. Geneva has spent 12 of the 20+ years in staffing, providing service and creating solutions for government agencies. Ranging from County Hospitals, Local County Agencies, State Run Agencies, and School Districts, Geneva' s experience in managing teams with expertise in government staffing is expansive inside and outside of California, spanning 20 total states, providing resources from junior level support roles up through interim senior level leaders and deliverables -based project consultants.
Geneva' s Linkedln is: https:// www. linkedin. com/ in/ geneva- milne- a233431/ Geneva' s Resume is at the bottom of the document.
3. Maria Lankenau CEO is a proven business leader and entrepreneur with over 30 years of experience in the staffing industry. She has spent the last 10 years supporting government agencies including counties, schools and government run projects throughout the State of California. She has focused on creating staffing solutions with Southland' s top professional talent in Accounting & Finance, Administrative, Human Resources and IT areas. She is dedicated to crafting unique connections that empower both candidates and employers. With a keen eye on innovation and a passion for unlocking potential, Temporary Staffing Professionals is your partner in navigating the dynamic landscape of talent and opportunity.
Maria' s Linkedln is: https:// www. linkedin. com/ in/ maria- lankenau- 002904b/ Maria' s Resume is at the bottom of the document.
4. Cassidy Krucli is a Recruiting Specialist for Temporary Staffing Professionals with a few years of experience in the staffing industry. Her expertise lies in staffing a wide range of roles for government agencies and retail clients, ensuring the right fit for both employers and candidates. She specializes in filling contract roles within the Administrative, Finance, Accounting, IT and Human Resources realm. Cassidy holds a Bachelor of Science in Business Administration with a minor in Finance from San Diego State University.
Cassidy' s Linkedln is https://www.linkedin. com/ in/ cassidy-krucii/ Cassidy' s Resume is at the bottom of the document.
Protect Approach 1 Methodoloav:
Temporary Staffing Professionals is a staffing company dedicated to placing qualified candidates within the Accounting/ Finance, Human Resources, Administrative, and IT arena. Our expertise encompasses the government sector predominantly. We have a tenured staff that has 25 plus years partnering with cities, counties, and other government entities. We are equipped to provide a quick turnaround for all positions listed within the Scope of Services. Our quality standards are established through continuous communication with Human Resources, hiring managers and the selected candidate. Our role involves facilitating feedback and sharing crucial information among all parties. Additionally, we conduct comprehensive testing, background checks, and interviews to optimize the hiring process.
Our commitment lies in securing top -tier talent through comprehensive evaluations of each candidate' s technical skills, cultural alignment, soft skills, and validation of their professional background.
Our staffing approach is defined by our deep expertise. Our specialized teams collaborate to identify the optimal talent for your organization. Equipped with cutting - edge tools and technology, our recruiters maintain a proactive stance in connecting with leading professionals across IT, accounting & finance, administrative, and HR sectors.
Our partnership with other cities and government entities makes us well versed in staffing for government specific positions.
We employ diverse channels to attract highly qualified individuals. Our primary avenues include networking, referrals, client -endorsed consultants, and an extensive internal talent database. With our seasoned team, we boast an expansive referral network.
Jamie Campagnolo
Aliso Viejo, CA 1949. 338. 1869 1 mjcampagnolo@cox. net httl2s:// www, linkedin. com/ iniiamiecampagnolo/
Career Summary
Business Executive and Limited Partner with over twenty years of progressive, broad -based sales and operational leadership roles in public and private corporations ranging from $ 250 million to $ 4. 7 billion. Areas of principle responsibility included branch operations, field sales and marketing, financial forecasting and budgeting, talent attraction and development, and maintaining consistent profitability year over year. As an in- rotation/ selling Branch Manager, aggressively grew revenues and market share through cross -leveraging business synergies and operational efficiencies, effective cost containment and communication strategies, annuity focused quality control initiatives, and through developing and maximizing strategic business alliances.
Professional Experience
Temporary Staffing Professionals, Villa Park, CA May 2024 - Present Privately held firm specializing in accounting, finance, administrative, human resources, and information technology.
Vice President I Managing Director
The Intersect Group ( acquired VincentBenjamin) June 2015 — May 2024 VincentBenjamin, Costa Mesa, California
Privately held firm specializing in accounting, finance, administrative, human resources, and information technology.
Account Director i Practice Director I Senior Manager, Business Development Responsible for achieving personal revenue of $2. 5 million with an overall GM percentage of 35%.
Achieved 42% compounded growth and averaged a net profit contribution of 25%.
Consistently ranked in the top 5 individual sales performers in the company.
Recognized 8 years in a row for Presidents Club 1 Legends top performer.
Secured a $ 2. 5 million reoccurring tax project in partnership with local, Big 4 accounting firm that provides nationwide data verification and compliance services.
Led a high -performing team of 10, providing mentorship, coaching and support to achieve individual and team targets.
Robert Half, San Ramon, California May 2012 - June 2015
4. 7 billion, publicly traded ( NYSE) staffing firm, specializing in temporary, full-time and project based support in the finance, information technology, legal, creative and administrative fields.
Assistant Vice President, Accountemps
Responsible for increasing market share and revenue growth through the expansion of existing client relationships, cross -divisionally and by implementing an executive leadership level business development strategy. Functional responsibility for sales, marketing, budgeting, administration, market segment expansion and large account/ project administration.
Increased revenue from $ 3 million to $ 4. 8 million. Achieved 18% compounded growth and averaged a net profit contribution of 20%.
Responsible for achieving divisional, net profit, and succession planning goals; promoted two new Division Director promotions from my team in last six months Consistently ranked in the Top 15 individual sales performers in the Western District.
Recognized for the Million Dollar Milestone award which reflects a one million dollar gross margin contribution.
Landed a million dollar recurring tax project in partnership with local, Big 4 accounting firm that provides large scale data verification and compliance services and talent.
Managed a staff up to 7 inside/ outside associates as well as responsible for the Salaried Professionals ( bench talent) division which encompassed over 20+ consultants out working. Successful at keeping these professionals on assignment and minimizeleiimated non - billable expenses.
alliantgroup Irvine, CA February 2011 - May 2012
alliantgroup is the nation' s leading tax specialty service provider, working with CPA firms and their clients to ensure companies receive full benefit of federal and state tax incentives.
Director
Developed relationships with CPA firms and other retail clients to develop a plan and program to ensure they are receiving full benefits for both federal and state tax incentives
Personal production from both, over the phone as well as in person visits allotted in client referrals and numerous incentives for both the firm as well as their clients
Targeted Industries: Manufacturing, Engineering, Architectural Services and Construction firms. Generated over $2 million in gross revenue.
Roth Staffing Companies, Ledgent Division Costa Mesa, CA January 2003 — February 2011 Privately held, regional staffing firm specializing in the placement of accounting and finance professionals
Limited PartneriBranch Manager
Recruited, trained and managed a staff of up to nine for the Accounting and Finance Division, encompassing temporary and direct hire business lines Responsible for managing over $5 million in revenue delivering a 20% bottom -line net profit.
Primary responsibilities included the achievement of year over year of revenue objectives and budgeted expense levels, financial planning, forecasting and budgeting, key account acquisition and development, quality control management
Personal production and account development represent over 50% of overall branch revenue
Consistently received highest year over year client Quality Assurance Surveys with a score of 4. 98 on a 5. 0 scale.
Maximized all cross sell opportunities between four lines of business:
accounting and finance, administrative, legal and information technology Worked directly with decision makers to qualify, consult and execute overall hiring needs
Trained and developed team to reach successful outcomes on a consistent basis which translated into top Ledgent rankings for both, direct hire and temporary division gross profit.
Maintained and serviced clients for over 12 years in addition to establishing new business relationships within Orange County territory.
Robert Half International, Menlo Park, California March 1998 - January 2003 3 billion, publicly traded ( NYSE) staffing firm, specializing in temporary, full- time and project based support in the finance, information technology, legal, creative and administrative fields Branch Manager
Responsible for increasing market share and revenue growth through the expansion of existing client relationships, cross -divisionally and by implementing an executive leadership level business development strategy. Started up the Laguna Niguel branch with both lines of business including Accountemps and Offlceieam. Operations grew to eight employees from one. Functional responsibility for sales, marketing, budgeting, administration, and market expansion.
Increased revenue from start up status to in excess of $ 3 million. Achieved 40% compounded growth and averaged a net profit contribution of 20%.
Implemented a " lead by example" recruitment methodology into building, developing, and retaining sales and operational teams. Built expanded infrastructure by internally promoting four division directors.
Consistently ranked in the Top Five cross -divisional sales in district which was one of the internal indicators that reflected effective career management strategies and strong buy in to " one stock symbol" teamwork.
Received global leadership award for Reach for the Stars in 2000 Represented Western District on " new product" task force chartered with incorporating Marcus Buckingham and Curt Coffman' s best seller " First Break All the Rules".
Chosen to participate in " performance culture" task force dedicated to establishing internal communication and change management best practices.
Promoted from Senior Staffing Manager to Division Director to Branch Manger within one year of starting with the organization.
Started a chapter of the iAAP ( International Association of Administrative Professionals) in South Orange County- membership grew to over 60 individuals.
Education
Westmont College, Santa Barbara, CA- 1990
Bachelor of Arts, Economics and Business
Western State College of Law, Fullerton, CA- 1994
Juris Doctorate
Geneva Mi'lne
Results oriented Executive Manager with a passion and successful track record for producing unprecedented results in the talent acquisition space. Motivated by a quality customer experience and exceeding budgetary goals, looks for out -of -the -box solutions in delivering best practice results. Successfully maintained +$ 70M budget responsibility.
Sr. Leader: +$ 70M annual budgetary responsibility, consistently recognized as a strategic and change agent with a proven ability to design, build and re -organize recruitment and sales teams or exceed corporate talent objectives.
Strategic Planning and Entrepreneurial Orientation: Resourceful decision maker who combines integrity, exemplary leadership and proven operational skill to lead complex projects from conception through completion
Sales and Marketing/ Recruitment Campaign Development: Created multiple innovative campaigns to increase annual sales revenues by more than $ 91M in staffing and recruitment revenues and new products to generate in excess of $1. 6M
Recruitment and Retention: Improved retention rate by 20% region wide. Develop award winning leaders at all levels of the organization. Identify, recruit and hire top level talent, external and internal.
Training and Development: Increased efficiencies of International and Domestic sales and recruitment teams to produce award - winning sales and recruitment professionals Work History
Temporary Staffing Professionals
January 2024 - Present
Co- Founder/ COO
Responsible for inception of all aspects of business operations and strategy to include operations, finance/ accounting, sales strategy, workflow, hiring, recruiting, vendor selection Creation and implementation and use of leading -edge technologies and evaluation of business process improvement to increase production and manage operations with limited internal staff Created leading edge, unique systems to provide Thera pyTravelers a key competitive advantage in the areas of sales and recruitment
Gunner Concrete, Inc.
October 2019 - October 2023
CEO/ Owner
Provide leadership to help position Greenough Paving Co as the leader in paving and related services in our geographic area.
Executive Responsibilities
Developing a strategic plan to advance the company' s mission and objectives Develop and oversee corporate financials and budget
Drive Revenue, profitability and growth;
Oversee company operations to insure production, efficiency, quality, service, and cost- effective management of resources;
Direct company planning and policy making;
Develop and approve company operational procedures, policies, and standards.
Operational Responsibilities
Responsible for bids and contracts
Negotiate pricing of goods and services
Material and Equipment procurement and allocations
Purchase, lease, and sale of company equipment
Oversight on projects and job sites
Hiring and Termination of all personnel at Gunner Concrete TherapyTravelers
August 2012-January 2020 Page 140 14- 28
Co- Founder/ CEO
Responsible for inception of all aspects of business to include operations, finance/ accounting, sales strategy, workflow, hiring, recruiting, vendor selection
Grew revenue to $2M projected annual revenue with limited part- time work through implementation and use of leading edge technologies and implementation of processes to increase production and manage operations with limited internal staff
Created leading edge, unique systems to provide Thera pyTravel e rs a key competitive advantage in the areas of sales and recruitment
Robert Half Healthcare
July 2012- 2019
Healthcare Practice Manager
Creation and design of Healthcare Practice for $5B globally traded staffing firm Responsible for increasing market share and revenue for the Southern California Marketplace through strategic new business development, expansion of existing client relationships and implementation of inter -divisional cross - sell strategies in the healthcare market, through delivery of business consulting and staffing engagements
Oversaw annual budgets from $ 3 to $ 20 million and successfully grew operations through proactive recruitment, sales training, team building and new business development Attained " Chairman' s Club Leadership Awarded" for top performer at annual " Reach for the Stars" recognitions event
Rockstar Recruiter
September 2009— June 2012
President/ Co- Founder
Recruited to design and execute ail functions for sales, operations and talent acquisition far a start up healthcare travel staffing and recruitment firm. Creation ofall business process and administrative procedure to include; accounting/ P& L management vendor relations and selection, back office supportfunctions, marketing and sales, hiring, training and management ofinternal sales and support staff. Grew
talent database from concept to more than 150, 000 difficult - to -recruit viable candidates Grew revenue from start up to excess of $10M, 28% GM, EBITA 15% Designed innovative marketing and recruitment campaigns which resulted in decreasing time to hire by more than 20 days to include university, social media, direct sourcing, referral, e-marketing, licensure board and various other recruitment sources Provide
strategy, vision and counsel to executive management inaddition tostaff level employees toensure retention and maximum corporate growth Initiated,
developed and implemented performance and matrix management and leadership guidelines to grow business by more than 1700%in 2011 Maken
na Scott Inc. April 2008—
December 2009 GlobalCare International
Healthcare
U.
Recruitment Company, Consulting - Acting Vice President Responsible for S. sales efforts and International Operations including training development and recruitment efforts for 40+ recruiters in Makati City, Philippines Work to
meet business unit performance goals through strategic talent planning and employee development of teams in US and Asia Responsible to
build all global recruitment campaigns toinclude social media campaigns Developed operational process/ timelines for delivery of nurses including client communication program to significantly reduce COGS and ensure maximum contract fulfillment for hospital clients Largest company revenue increase in 2008 (+$ 1M) Created LTH
and RN+ (Temporary to hire) product including pricing, collateral, marketing, etc. and sales in excess of $1.5M Create, enhance
and standardize sales and marketing campaigns forall sales personnel Staffing Universe From concept
to product launch, ldeveloped the product, marketing material, price point business plan and budget for proprietary web application to decrease staffing and recruitment costs for healthcare industry. Sold business to investor December 2009. Created a
network of more than 400 specialized healthcare staffing & recruitment firms Designed flexible staff management service tointegrate with agency network platform RFP administration and recruitment process improvement consulting Page 141 for national health system 14-29 Established career tracking mechanism and worked with organizational development teams to improve retention and reach departmental goals.
Indentified and hired all internal sales and support staff in addition to all vendor partner selection Education:
Chapman University; Organizational Leadership
Maria Lankenau
SUMMARY
A proven business leader, investor and board member with over 30 years of experience in the staffing industry and healthcare sector. Dynamic Founder of a high -growth company, renowned for achieving unprecedented success. Results -driven leader with a passion for innovation and a track record of exceeding budgetary goals. Proven ability to deliver best -practice results and manage budgets exceeding 70 million. Adept at steering organizations to rapid expansion and market dominance. Experience in sales and operational roles in private or publicly traded corporations ranging in size from $ 2 Million to $ 6 Billion.
PROFESSIONAL EXPERIENCE
Temporary Staffing Professionals November 2023 — Present Specializing in supporting government agencies throughout Southern California by providing highly qualified temporary professionals: Accounting/ Finance, Administrative, Legal, IT and Human Resources Founder& CFO
Responsible for the company strategy, oversight of the operations and execution of growth plan.
SkillMil Inc. June 2022 - Present
Member Board of Directors
ArkMalibu
Sr. Advisor & Consultant
March 2022 - Present
TherapyTravelers ( Sold to Epic Education Staffing) October 2014 — February 2021 Our mission is to attract, empower and retain the finest therapists. We do this so that every human can manifest their full potential. Recognized by Forbes in 2070 as America' s Best Temporary Staffing Firm.
Specializing in supporting school districts across the county staffing 1000' s of long- term contracts.
Founder & President
Responsible for management of day- to-day operations, and directing the operational functions of the office to include development of performance goals, business plans, budgets, and forecasts Responsible for client business development strategy and oversight of coordination of therapy resources for school districts across the country,
Provide leadership and management of sales, recruitment and operational staff.
Responsible for overall growth strategy for the company.
Protiviti/ Robert Half International May 2011— May 2016 6 Billion Publicly Held International Company — Leader in Staffing Industry Vice President Fnterprise Solutions
Leading the charge in the Healthcare industry for California, Arizona and Pacific North West for Protiviti/ Robert Halts Enterprise Solutions, I focus on the development and execution of business consulting and project staffing engagements, leveraging the depth and breadth of RH' s full suite of staffing capabilities and Protiviti' s consulting methodologies and thought leadership.
Management of $ 15 million portfolio of project, staffing and consulting solutions within the Healthcare industry.
2015 Chairman' s Club - # 1 World— Enterprise Solutions 2014 Chairman' s Club —Collaboration Award
Morguelan Energy Institute Sept 2002— May 2011
Privately held company presenting Wellness and Chinese Energy Programs VP Operations - Senior Business Manager — Medical Practices Key role in the creation, development and implementation of the Institute and its mission in partnership with the founder and leadership team.
Management of business plan and growth from $ 500k to over $2 million operation.
Managing all staff and leadership of 50+ members who perform all logistics and operations for large workshops, trainings and consulting services.
Responsible for all financial reporting and tax filings.
Additional responsibilities include: practice management for a specialized medical office with multiple locations handling best practices and oversight of daily operations.
Individual technical coaching.
The David Lewis Company February 2001— July 2002
7 Million, privately held, financial project consulting firm Director
Member of a team of three responsible for regional start- up of consulting firm providing senior level financial project resources in the areas of F, P & A, interim financial management, financial system implementations and business process improvement.
Responsible for developing and executing sales strategies, creating advertising and collateral development, contributing to a brand run -rate of $1. 8 Million within the first 4 months of operation.
Robert Half International Inc. February 1998 - February 2001 3 Billion, publicly traded ( NYSE) staffing firm specializing in temporary, full- time and project -based support in the finance, information technology, legal, creative and administrative fields.
Branch Manager and Division Director
Responsible for increasing market share and revenue for the Orange County territory through strategic new business development, expansion of existing client relationships and implementation of inter -divisional cross -sell strategies.
Oversaw annual budgets of $3 to $20 million and successfully grew operations through proactive recruitment, sales training, team building and new business development.
Responsible for growing a newer office with two separate divisions, Accountemps and Officeteam and launched a third division, Roberthalf.
Launched RHI Management Resources and attained " Chairman' s Club Leadership Awarded" for top Division Director at annual " Reach for the Stars" recognition banquet for exceeding budget by the highest percentage within the first two years of operation.
Selected Southern California media spokesperson for RHI Management Resources. Averaged 4 print articles for the Financial Executives Institute monthly newsletters.
Accountants Overload January 1992 --- February 1998
20 Million, privately held, regional staffing firm specializing in the temporary and full- time placement of accounting and finance professionals
Senior Account Executive
Managed all aspects of client development for North Orange County/ Southeast Los Angeles Branch with revenues more than $ 4 million dollars.
Consistently exceeded annual revenue projections.
Responsible for the growth of new and existing client business through extensive cold calling, networking, creative relationship management and focused territory management resulting in a
37. 5% annual compounded growth rate over 5 years.
Conducted monthly sales training and strategized with sales team to maximize target account penetration.
EDUCATION
BA Interior Design, Interior Designers Institute, Newport Beach
Cassidy Kruch
Rancho Santa Margarita, CA 4 cassidykrucli& gMail. com 1 ( 949) 436-0310 Professional Experience
Temporary Staffing Professionals I Orange, CA
Recruiting Specialist January 2023 — Present
Utilize various channels such as job boards, social media, networking, and referrals to identify and attract top talent for contract, contract to hire, and direct hire positions.
Engage with potential candidates, conduct initial screenings, and evaluate their qualifications and fitness for specific roles.
Conduct comprehensive interviews to assess candidates' skills, experience, and cultural fit.
Provide detailed feedback and recommendations to hiring managers.
Guide candidates through the interview process, offering tips and best practices to ensure they were well -prepared.
Build and maintain strong relationships with candidates and clients to ensure a positive hiring experience.
Maintain accurate and up- to- date records in the applicant tracking system ( ATS). Manage job postings and ensure all compliance requirements are met.
Work closely with hiring managers and other team members to understand staffing needs and develop effective recruitment strategies.
The Intersect Group I Costa Mesa, CA
Recruiter I promoted to Recruiter 11, Finance & Accounting July 2022 — January 2023 Successfully recruited and placed a high volume of accounting and finance professionals in various industries, including banking, government, healthcare, and retail.
Conducted in- depth candidate assessments to evaluate technical skills, experience, and cultural fit.
Established and maintained relationships with hiring managers and executives to gain insight into their specific hiring needs and provide them with a steady stream of highly qualified candidates.
Utilized a variety of recruiting channels, including online job boards and applicant tracking systems to build a robust candidate pipeline and ensure a diverse candidate pool.
Coordinated and conducted interviews with candidates to ensure their suitability for open positions and alignment with company culture.
Negotiated and finalized salary and other terms and conditions, to secure the best possible outcomes for both the candidate and the client.
Mentoredjunior recruiters to develop their skills and knowledge in the accounting and finance recruiting field.
Stay up to date on industry trends to improve efficiency and results.
Club Pilates I Bankers Hill, CA
Sales Associate March 2021- May 2022
Executed sales process of lead generation, follow up and close through lead tracking software.
Converted leads to members to meet membership sales quotas and maintain acceptable level of personal sales production.
Established strong relationships with current members to facilitate greater customer loyalty and retention.
Handled incoming customer service requests through email, phone, text, and online inquiries.
Assisted new and existing clients with membership issues or other related studio concerns to successfully meet their needs and maintain their positive relationship with Club Pilates.
Mission Viejo High School I Mission Viejo, CA
ASB Worker August 2019- March 2021
Provided customer service and process credit card/ cash/ check transactions for sales to patrons at student store.
Organized and ran registration and check -in systems for ASB events.
Prepared cash boxes and confirmed accuracy of cash reconciliation for various activities and maintain accurate records for auditing purposes.
Education
San Diego State University December 2022
Bachelor of Science in Business Administration, Minor in Finance Skills and Technolozy
Microsoft Office Suite ( Word, Outlook, • Various Recruiting Platforms: Linkedln Excel, PowerPoint) Recruiter, Indeed, Zip Recruiter, Career Sales Force Builder
Bullhorn ATS
Club Ready
EXHIBIT B
SCHEDULE OF BILLING RATES
Temporary Staffing Professionals Inc. Page 148 Page B- 1 14- 36 Schedule of Billing
Position Hourly Bill Rate Range Mark Up
Category: Information Technology
Project Manager 95. 46 135. 19 63% - 74%
Software Engineer 93. 89 134. 27 63% - 74%
Desktop Support
Analyst
49. 29 69. 88 63% - 74%
Help Desk Manager 76. 78 110. 98 63% - 74%
Help Desk Specialist 33. 21 49. 79 63% - 74%
Network
Administrator
74. 89 114, 68 63% - 74%
Network Engineer 93. 89 115. 98 63% - 74%
Data Analyst 60. 29 89. 79 63% - 74%
Database
Administrator
72. 98 109. 87 63% - 74%
Reporting Analyst 75. 09 110. 89 63% - 74%
Category: Accounting, Finance,
Administrative, HR
Receptionist/
Concierge
35. 89 39. 87 63% - 74%
Fiscal Clerk 37. 75 41. 38 63% - 74%
HR Clerk 39. 98 43. 98 63% - 74%
Business Licensing
Clerk
37. 98 41. 89 63% - 74%
Administrative
Assistant
42. 89 45. 59 63% - 74%
Schedule of Billing
Executive Assistant 49. 87 61. 27 63% - 74%
HR Coordinator 43. 78 47. 89 63% - 74%
HR Technician 45. 98 51. 49 63% - 74%
HR Specialist 53. 49 69. 77 63% - 74%
Treasury Clerk 37. 87 41. 98 63% - 74%
Accounting Clerk 39. 98 44. 28 63% - 74%
Billing Clerk 38. 09 42. 28 63% - 74%
Staff Accountant 59. 89 66. 57 63% - 74%
Senior Accountant 67. 27 78. 48 63% - 74%
AP 1 AR Specialist 43. 79 50. 78 63% - 74%
Accounting Manager 87. 98 98. 49 63% - 74%
Financial Analyst 53. 19 74. 28 63% - 74%
Payroll Administrator 50. 49 69. 98 63% - 74%
Other Costs:
The cost table and scope of services encompasses a bill -rate range as well as a markup range for the numerous positions we fill for The City of Newport Beach. Temporary Staffing Professional' s mark- up ranges from 63%- 74%, which is determined by the inventory in the market in addition to the complexity of the position. Therefore, if we were asked to place a Fiscal Clerk at $ 23 hourly the bill -rate would be $ 37. 95. This position would be priced at a 65% mark-up.
Additionally, Temporary Staffing Professionals does not charge a conversion fee at any time during the duration of the project. An example of our NO FEE CONVERSION POLICY is as follows: if the City of Newport Beach decides to have our candidate apply for an open recruitment and was selected for the position, there would be no conversion fee despite the length of time they worked as a temporary employee. We understand that for an employee to be hired on, they will have to pass their testing, panel interview, and meet the requirements for the overall hiring criteria. An example would be if The City of Newport Beach had a Temporary Staffing Professional candidate as a temporary employee for 3 weeks, they applied to an open recruitment, were offered the position and accepted, there would be no conversion fee. We make the process simple. The Temporary Staffing Professional candidate would transition to the City of Newport Beach' s payroll at no cost.
Temporary Staffing Professionals provides 8 hours complimentary on the first day and candidates will work a maximum of 40 hours per week, unless otherwise approved.
EXHIBIT C
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
Provision of Insurance. Without limiting Consultant' s indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City.
Consultant agrees to provide insurance in accordance with requirements set forth here. If Consultant uses existing coverage to comply and that coverage does not meet these requirements, Consultant agrees to amend, supplement or endorse the existing coverage.
2. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- ( or higher) and Financial Size Category Class VII ( or larger) in accordance with the latest edition of Best' s Key Rating Guide, unless otherwise approved by the City' s Risk Manager.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance, statutory limits, and Employer' s Liability Insurance with limits of at least one million dollars ($ 1, 000, 000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California.
Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City of Newport Beach, its City Council, boards and commissions, officers, agents, volunteers and employees.
B. General Liability Insurance. Consultant shall maintain commercial general liability insurance, and if necessary excess/ umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than two million dollars ($ 2, 000, 000) per occurrence, four million dollars ($ 4, 000, 000) general aggregate. The policy shall cover liability arising from bodily injury, property damage, personal and advertising injury, and liability assumed under an insured contract ( including the tort liability of another assumed in a business contract).
C. Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of Consultant arising out of or in connection with Work to be performed under this Temporary Staffing Professionals Inc. Page C- 1 Page 151 14- 39 Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars 1, 000, 000) combined single limit each accident.
D. Professional Liability Errors & Omissions Insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of two million dollars ($ 2, 000, 000) per claim and four million dollars 4, 000, 000) in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the Effective Date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the Services required by this Agreement.
E. Excess/ Umbrella Liability Insurance. If any Excess or Umbrella Liability policies are used to meet the limits of liability required by this contract, then said policies shall be " following form" of the underlying policy coverage, terms, conditions, and provisions and shall meet all of the insurance requirements stated in this contract, including, but not limited to, the additional insured and primary & non- contributory insurance requirements stated herein. No insurance policies maintained by the City, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor' s primary and excess/ umbrella liability policies are exhausted.
4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions:
A. Waiver of Subro__ a
ion. All insurance coverage maintained or procured
pursuant to this Agreement shall be endorsed to waive subrogation against City of Newport Beach, its City Council, boards and commissions, officers, agents, volunteers and employees or shall specifically allow Consultant or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss.
Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subconsultants.
B. Additional Insured Status. All liability policies including general liability, excess/ umbrella liability, and automobile liability, if required, but not including professional liability, shall provide or be endorsed to provide that City of Newport Beach, its City Council, boards and commissions, officers, agents, volunteers and employees shall be included as insureds under such policies.
C. Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or selfinsurance maintained by City.
Temporary Staffing Professionals inc. Page 152 Page C- 2 14- 40 D. Notice of Cancellation. All policies shall provide City with thirty ( 30) calendar days' notice of cancellation ( except for nonpayment for which ten ( 10) calendar days' notice is required) or nonrenewal of coverage for each required coverage.
5. Additional Agreements Between the Parties. The parties hereby agree to the following:
A. Evidence of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement.
The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen ( 15) days prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced, Consultant shall, within ten ( 10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. City reserves the right to require complete, certified copies of all required insurance policies, at any time.
B. City's Right to Revise Requirements. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Consultant sixty (60) calendar days' advance written notice of such change. If such change results in substantial additional cost to Consultant, City and Consultant may renegotiate Consultant' s compensation.
C. Right to Review Subcontracts. Consultant agrees that upon request, all agreements with subcontractors or others with whom Consultant enters into contracts with on behalf of City will be submitted to City for review.
Failure of City to request copies of such agreements will not impose any liability on City, or its employees. Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a format at least as broad as CG 20 38 04 13.
D. Enforcement of Agreement Provisions. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non- compliance with any requirement imposes no Temporary Staffing Professionals Inc. Page C- 3 Page 153 14- 41 additional obligations on City nor does it waive any rights hereunder.
E. Requirements not Limitinq._Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
F. Self -insured Retentions. Any self -insured retentions must be declared to and approved by City. City reserves the right to require that self -insured retentions be eliminated, lowered, or replaced by a deductible. Selfinsurance will not be considered to comply with these requirements unless approved by City.
G. City Remedies for Non -Compliance. If Consultant or any subconsultant fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this Agreement, or to suspend Consultant' s right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Consultant or reimbursed by Consultant upon demand.
H. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant' s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City.
Consultant' s Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work.
Temporary Staffing Professionals inc. Page 154 Page C- 4 14- 42
ATTACHMENT B
ON -CALL PROFESSIONAL SERVICES AGREEMENT
WITH THE INTERSECT GROUP, LLC FOR
TEMPORARY STAFFING SERVICES
THIS ON -CALL PROFESSIONAL SERVICES AGREEMENT (" Agreement") is made and entered into as of this 8th day of October, 2024 (" Effective Date"), by and between the CITY OF NEWPORT BEACH, a California municipal corporation and charter city (" City"), and THE INTERSECT GROUP, LLC, a Georgia limited liability company Consultant"), whose address is 1 Glenlake Pkwy, Suite 800, Atlanta, GA 30328, and is made with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City.
B. City desires to engage Consultant to provide Temporary Staffing Services Project").
C. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the professional services described in this Agreement.
D. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows:
1. TERM
The term of this Agreement shall commence on the Effective Date, and shall terminate on October 8, 2027, unless terminated earlier as set forth herein. The City shall have the option to renew this Agreement upon written notice to Consultant for up to two 2) additional one ( 1) year terms, upon the same terms and conditions set forth herein, with each additional term commencing upon the expiration of the immediately preceding term.
2. SERVICES TO BE PERFORMED
2. 1 Consultant shall perform the on -call services described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference (" Services" or " Work"). Upon written request from the Project Administrator as defined herein, Consultant shall provide a letter proposal for Services requested by the City ( hereinafter referred to as the " Letter Proposal"). The Letter Proposal shall include the following:
2. 1. 1 A detailed description of the Services to be provided;
2. 1. 2 The position of each person to be assigned to perform the Services, and the name of the individuals to be assigned, if available; and
2. 1. 3 The estimated number of hours and cost to complete the Services;
2. 1. 4 The time needed to finish the specific project.
2. 2 No Services shall be provided until the Project Administrator has provided written acceptance of the Letter Proposal. Once authorized to proceed, Consultant shall diligently perform the duties in the approved Letter Proposal.
3. TIME OF PERFORMANCE
3. 1 Time is of the essence in the performance of Services under this Agreement and Consultant shall perform the Services in accordance with the schedule included in Exhibit A and the Letter Proposal. In the absence of a specific schedule, the Services shall be performed to completion in a diligent and timely manner. The failure by Consultant to strictly adhere to the schedule set forth in Exhibit A and the Letter Proposal, if any, or perform the Services in a diligent and timely manner may result in termination of this Agreement by City.
3. 2 Notwithstanding the foregoing, Consultant shall not be responsible for delays due to causes beyond Consultant' s reasonable control. However, in the case of any such delay in the Services to be provided for the Project, each party hereby agrees to provide notice within two ( 2) business days of the occurrence causing the delay to the other party so that all delays can be addressed.
3. 3 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator as defined herein not later than ten ( 10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays that are beyond Consultant' s control.
3. 4 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by hand -delivery or mail.
4. COMPENSATION TO CONSULTANT
4. 1 City shall pay Consultant for the Services on a time and expense not -to - exceed basis in accordance with the provisions of this Section and the Letter Proposal and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant' s compensation for all Work performed in accordance with this Agreement, including the initial term, all additional terms and all reimbursable items and subconsultant fees, shall not exceed Five Hundred Thousand Dollars and 00/ 100 The Intersect Group, LLC Page 2
500, 000. 00), without prior written authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City.
4. 2 Consultant shall submit monthly invoices to City describing the Work performed the preceding month. Consultant' s bills shall include the name of the person who performed the Work, a brief description of the Services performed and/ or the specific task in the Scope of Services to which it relates, the date the Services were performed, the number of hours spent on all Work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Consultant no later than thirty ( 30) calendar days after approval of the monthly invoice by City staff.
4. 3 City shall reimburse Consultant only forthose costs or expenses specifically identified in Exhibit B to this Agreement and the Letter Proposal or specifically approved in writing in advance by City.
4. 4 Consultant shall not receive any compensation for Extra Work performed without the prior written authorization of City. As used herein, " Extra Work" means any Work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement.
Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit B and the Letter Proposal.
5. PROJECT MANAGER
5. 1 Consultant shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Consultant has designated Kelly Haws to be its Project Manager. Consultant shall not remove or reassign the Project Manager or any personnel listed in Exhibit A or assign any new or replacement personnel to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to the removal or assignment of non -key personnel.
5. 2 Consultant, at the sole discretion of City, shall remove from the Project any of its personnel assigned to the performance of Services upon written request of City.
Consultant warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement.
5. 3 If Consultant is performing inspection services for City, the Project Manager and any other assigned staff shall be equipped with a cellular phone to communicate with City staff. The Project Manager' s cellular phone number shall be provided to City.
6. ADMINISTRATION
This Agreement will be administered by the Human Resources Department. City' s Human Resources Director or designee shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator shall The Intersect Group, LLC Page 3
represent City in all matters pertaining to the Services to be rendered pursuant to this Agreement.
7. CITY' S RESPONSIBILITIES
To assist Consultant in the execution of its responsibilities under this Agreement, City agrees to provide access to and upon request of Consultant, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Consultant' s Work schedule.
8. STANDARD OF CARE
8. 1 All of the Services shall be performed by Consultant or under Consultant' s supervision. Consultant represents that it possesses the professional and technical personnel required to perform the Services required by this Agreement, and that it will perform all Services in a manner commensurate with community professional standards and with the ordinary degree of skill and care that would be used by other reasonably competent practitioners of the same discipline under similar circumstances. All Services shall be performed by qualified and experienced personnel who are not employed by City.
By delivery of completed Work, Consultant certifies that the Work conforms to the requirements of this Agreement, all applicable federal, state and local laws, and legally recognized professional standards.
8. 2 Consultant represents and warrants to City that it has, shall obtain, and shall keep in full force and effect during the term hereof, at its sole cost and expense, all licenses, permits, qualifications, insurance and approvals of whatsoever nature that is legally required of Consultant to practice its profession. Consultant shall maintain a City of Newport Beach business license during the term of this Agreement.
8. 3 Consultant shall not be responsible for delay, nor shall Consultant be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, acts of God, or the failure of City to furnish timely information or to approve or disapprove Consultant' s Work promptly, or delay or faulty performance by City, contractors, or governmental agencies.
9. HOLD HARMLESS
9. 1 To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, volunteers and employees ( collectively, the " Indemnified Parties") from and against any and all claims ( including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses ( including, without limitation, attorneys' fees, disbursements and court costs) of every kind and nature whatsoever individually, a Claim; collectively, " Claims"), which may arise from or in any manner relate directly or indirectly) to any breach of the terms and conditions of this Agreement, any Work performed or Services provided under this Agreement including, without limitation, defects in workmanship or materials or Consultant' s presence or activities conducted on The Intersect Group, LLC Page 4
the Project (including the negligent, reckless, and/ or willful acts, errors and/or omissions of Consultant, its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable, or any or all of them).
9. 2 Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the Indemnified Parties from any Claim arising from the sole negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorneys' fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Consultant.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Consultant on an independent contractor basis and Consultant is not an agent or employee of City. The manner and means of conducting the Work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. No civil service status or other right of employment shall accrue to Consultant or its employees.
Nothing in this Agreement shall be deemed to constitute approval for Consultant or any of Consultant' s employees or agents, to be the agents or employees of City. Consultant shall have the responsibility for and control over the means of performing the Work, provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Consultant as to the details of the performance of the Work or to exercise a measure of control over Consultant shall mean only that Consultant shall follow the desires of City with respect to the results of the Services.
11. COOPERATION
Consultant agrees to work closely and cooperate fully with City' s designated Project Administrator and any other agencies that may have jurisdiction or interest in the Work to be performed. City agrees to cooperate with the Consultant on the Project.
12. CITY POLICY
Consultant shall discuss and review all matters relating to policy and Project direction with City' s Project Administrator in advance of all critical decision points in order to ensure the Project proceeds in a manner consistent with City goals and policies.
13. PROGRESS
Consultant is responsible for keeping the Project Administrator informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired.
The Intersect Group, LLC Page 5
14. INSURANCE
Without limiting Consultant' s indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement or for other periods as specified in this Agreement, policies of insurance of the type, amounts, terms and conditions described in the Insurance Requirements attached hereto as Exhibit C, and incorporated herein by reference.
15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the Services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint -venture or syndicate or co -tenancy, which shall result in changing the control of Consultant. Control means fifty percent (50%) or more of the voting power or twenty-five percent ( 25%) or more of the assets of the corporation, partnership or joint -venture.
16. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are identified in Exhibit A and the Letter Proposal. Consultant shall be fully responsible to City for all acts and omissions of any subcontractor. Nothing in this Agreement shall create any contractual relationship between City and any subcontractor nor shall it create any obligation on the part of City to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law. City is an intended beneficiary of any Work performed by the subcontractor for purposes of establishing a duty of care between the subcontractor and City. Except as specifically authorized herein, the Services to be provided under this Agreement shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of City.
17. OWNERSHIP OF DOCUMENTS
17. 1 Each and every report, draft, map, record, plan, document and other writing produced, including but not limited to, websites, blogs, social media accounts and applications ( hereinafter " Documents"), prepared or caused to be prepared by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Additionally, all material posted in cyberspace by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party.
Consultant shall, at Consultant's expense, provide such Documents, including all logins and password information to City upon prior written request.
The Intersect Group, LLC Page 6
17. 2 Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed Documents for other projects and any use of incomplete Documents without specific written authorization from Consultant will be at City' s sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant, and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent for such changes.
17. 3 All written documents shall be transmitted to City in formats compatible with Microsoft Office and/ or viewable with Adobe Acrobat.
18. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the Services in this Agreement, shall be kept confidential unless City expressly authorizes in writing the release of information.
19. INTELLECTUAL PROPERTY INDEMNITY
Consultant shall defend and indemnify City, its agents, officers, representatives and employees against any and all liability, including costs, for infringement or alleged infringement of any United States' letters patent, trademark, or copyright, including costs, contained in Consultant' s Documents provided under this Agreement.
20. RECORDS
Consultant shall keep records and invoices in connection with the Services to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any Services, expenditures and disbursements charged to City, for a minimum period 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 and invoices shall be clearly identifiable.
Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Consultant shall allow inspection of all Work, data, Documents, proceedings and activities related to the Agreement for a period of three ( 3) years from the date of final payment to Consultant under this Agreement.
21. WITHHOLDINGS
City may withhold payment to Consultant of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Consultant shall not discontinue Work as a result of such withholding. Consultant shall have an immediate right to appeal to the City Manager or designee with respect to such disputed sums.
Consultant shall be entitled to receive interest on any withheld sums at the rate of return The Intersect Group, LLC Page 7
that City earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the Work accomplished by Consultant, the additional design, construction and/ or restoration expense shall be borne by Consultant. Nothing in this Section is intended to limit City' s rights under the law or any other sections of this Agreement.
23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS
City reserves the right to employ other Consultants in connection with the Project.
24. CONFLICTS OF INTEREST
24. 1 Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 ( the " Act") and/ or Government Code §§ 1090 et seq., which ( 1) require such persons to disclose any financial interest that may foreseeably be materially affected by the Work performed under this Agreement, and ( 2) prohibit such persons from making, or participating in making, decisions that will foreseeably financially affect such interest.
24. 2 If subject to the Act and/ or Government Code §§ 1090 et seq., Consultant shall conform to all requirements therein. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City. Consultant shall indemnify and hold harmless City for any and all claims for damages resulting from Consultant' s violation of this Section.
25. NOTICES
25. 1 All notices, demands, requests or approvals, including any change in mailing address, to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, firstclass mail, addressed as hereinafter provided.
25. 2 All notices, demands, requests or approvals from Consultant to City shall be addressed to City at:
Attn: Human Resources Director
Human Resources Department
City of Newport Beach
100 Civic Center Drive
Newport Beach, CA 92660
The Intersect Group, LLC Page 8
25. 3 All notices, demands, requests or approvals from City to Consultant shall be addressed to Consultant at:
Attn: Michael Snyder
The Intersect Group
1 Glenlake Pkwy, Suite 800
Atlanta, GA 30328
26. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its final request for payment under this Agreement, Consultant shall submit to City, in writing, all claims for compensation under or arising out of this Agreement. Consultant' s acceptance of the final payment shall constitute a waiver of all claims for compensation under or arising out of this Agreement except those previously made in writing and identified by Consultant in writing as unsettled at the time of its final request for payment.
Consultant and City expressly agree that in addition to any claims filing requirements set forth in the Agreement, Consultant shall be required to file any claim Consultant may have against City in strict conformance with the Government Claims Act ( Government Code sections 900 et seq.).
27. TERMINATION
27. 1 In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two ( 2) calendar days, or if more than two ( 2) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two ( 2) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, and thereafter diligently take steps to cure the default, the non -defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof.
27. 2 Notwithstanding the above provisions, City shall have the right, at its sole and absolute discretion and without cause, of terminating this Agreement at any time by giving no less than seven ( 7) calendar days' prior written notice to Consultant. In the event of termination under this Section, City shall pay Consultant for Services satisfactorily performed and costs incurred up to the effective date of termination for which Consultant has not been previously paid. On the effective date of termination, Consultant shall deliver to City all reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form.
28. STANDARD PROVISIONS
28. 1 Recitals. City and Consultant acknowledge that the above Recitals are true and correct and are hereby incorporated by reference into this Agreement.
The Intersect Group, LLC Page 9
28. 2 Compliance with all Laws. Consultant shall, at its own cost and expense, comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all Work prepared by Consultant shall conform to applicable City, county, state and federal laws, rules, regulations and permit requirements and be subject to approval of the Project Administrator and City.
28. 3 Waiver. A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character.
28. 4 Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein.
No verbal agreement or implied covenant shall be held to vary the provisions herein.
28. 5 Conflicts or Inconsistencies. In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern.
28. 6 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of the Agreement or any other rule of construction which might otherwise apply.
28. 7 Amendments. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney.
28. 8 Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect.
28. 9 Controlling Law and Venue. The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange, State of California.
28. 10 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, sex, sexual orientation, age or any other impermissible basis under law.
28. 11 No Attorneys' Fees. In the event of any dispute or legal action arising under this Agreement, the prevailing party shall not be entitled to attorneys' fees.
The Intersect Group, LLC Page 10
28. 12 Counterparts. This Agreement may be executed in two ( 2) or more counterparts, each of which shall be deemed an original and all of which together shall constitute one ( 1) and the same instrument.
SIGNATURES ON NEXT PAGE]
The Intersect Group, LLC Page 11
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY' S OFFICE
Date: 1oA>Z1Z_ i
By:
arson C. Harp
Attorney At
ATTEST:
Date:
go
Leilani 1. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Will O' Neill
Mayor
CONSULTANT: THE INTERSECT
GROUP, LLC, a Georgia limited liability
company
Date:
By:
Joseph Myers
Managing Member
Date:
By:
Michael Snyder
Managing Member
END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
The Intersect Group, LLC Page 12
EXHIBIT
SCOPE OF SERVICES
The Intersect Group Page A- 1 Page 167 14- 55
SCOPE OF SERVICES
Consultant shall provide services as set forth below:
Consultant General Requirements.
Provide a comprehensive catalog/list of clerical, office, accounting, other related administrative support service and professional options to the City including price range of positions, indicate mark ups, or additional fees.
Consultant shall provide the resume( s) and contact information of qualified personnel assigned to the Project.
Consultant shall ensure that the following criteria of each temporary worker are met prior to the start of the assignment:
o Temporary worker shall complete a Live Scan form provided by City, schedule an appointment with the Newport Beach Police Department and bring completed Live Scan form to scheduled appointment. Complete Live Scan fingerprinting at the Newport Beach Police Department and clear background.
o Temporary worker recommended for an assignment meet all essential job function( s) and minimum qualification( s) for the various types of positions. o Consultant conducts due diligence employment verification/ references of the temporary worker selected for an assignment.
o Verify that temporary worker is not a retired annuitant of the California Public Employee' Retirement System ( CalPERS).
o Consultant shall provide City with identification for temporary worker and shall clearly indicate temporary worker' s full name, photograph and department assignment.
Consultant shall not impose a temporary to permanent placement/ conversion fee. It is not applicable for temporary workers that are hired by City through the competitive recruitment process, regardless of introduction or assignment by Consultant.
Scope of Administrator and Consultant.
On an as -needed basis, City shall contact Consultant with temporary worker request providing quantity, position type, department assignment, and any additional information for the request.
Consultant shall acknowledge request within one ( 1) business day and provide a status update within two ( 2) business days from receipt.
City shall provide Consultant with Live Scan form for temporary worker to fill out.
Consultant shall notify the City if the Consultant is unable to fill the temporary worker position. City reserves the right to cancel the request.
City will communicate with Consultant on matters including but not limited to complaints from customer departments on placement turn around issues and the quality of the
SCOPE OF SERVICES
candidates. Administrator will communicate with Consultant if there is a lack of responsiveness.
o Consultant shall acknowledge receipt of communication from City within two ( 2) business days.
o Consultant shall provide City with an action plan to rectify any matters communicated to Consultant within five ( 5) business days.
Scope of Consultant and Temporary Worker.
The Consultant and temporary worker shall act as an independent Consultant and not an employee, representative or agent of the City. Consultant expressly warrants that neither Consultant nor any temporary worker shall represent themselves to be an employee, representative or agent of the City.
Consultant and temporary worker acknowledges that the assignment shall not exceed 960 hours in a fiscal year, from July 1- June 30. Switching and/ or changing assignments do not reset the 960- hour count. This cumulative total is for each temporary worker, including work performed in all City departments and work performed with other temporary agencies in a fiscal year. Consultant is responsible for tracking temporary personnel hours.
Temporary worker is not eligible for alternative work schedules that exceed 8 hours per day or 40 hours per week.
Consultant shall notify temporary worker when/ if the assignment has concluded when notified by City and shall provide a replacement temporary worker if requested within a reasonable timeframe communicated and approved by Project Manager.
Scope of Administrator and Temporary Worker:
Temporary worker shall schedule appointment with Newport Beach Police Department and bring completed Live Scan form provided to Consultant with them to their appointment at the Newport Beach Police Department.
City reserves the right to end the assignment of the temporary worker at any time.
Intersect
GROUP
THE INTERSECT GROUP LLC
600 Anton Blvd., Suite 850
Costa Mesa, CA 92626
RESPONSE FILE
CITY OF NEWPORT BEACH
HUMAN RESOURCES DEPARTMENT
100 CIVIC CENTER DRIVE
NEWPORT BEACH, CA 92660
Contents
StatementofQualifications ................................................................................................................................. 3' 4 Organizational Information .................................................................................................................................. S- G Resumes.......................... ..................................................................................................................................... 7' 17 DanTravis ....................................... ........................................................... .............. ............................................ 7- 8 KellyHaws ................................................... r-------------
9'
18 AlexMnMenka.................................................................................................................................................... 12, 12 Project
Approach/ Methodology ..................................................................... ............................................... 13- 15 References/ Recent Project History ......................................... .......................................................................... 16 2
Statement of Qualifications
The Intersect Group is a staffing services company with a focus on technology, finance & accounting, administrative, HR with offerings in project -based staffing, contract, contract -to -hire, direct placements, and executive search. Our Company has over 100 recruiting professionals with extensive experience in both recruiting and in the functional areas in which they serve. Along with IT, Accounting & Finance, Administrative, and HR staffing experience. We are dedicated to securing the highest caliber of talent by way of assessing every candidate' s technical prowess, culture fit, soft skills, and validation of work history.
Our staffing strategy is driven by expertise. Specialized teams work together to find the best talent for you and your organization. Our recruiting teams are equipped with the latest tools and technologies. This, coupled with our proactive approach to recruiting, is how we are connected to today' s top talent in information technology, accounting & finance, administrative, and HR fields.
We leverage a variety of avenues to source highly sought- after talent. Our primary source is via networking, referrals, client -approved consultants, and a robust internal database of talent. As a tenured team, we have an extremely large referral network, and our recruiters are actively involved with wellknown industry groups such as regional sponsorship of the CEO -CFO Group, FEI, SEC Professionals, Tech Council, and local tech events. This not only gives us insider knowledge and trends about what the IT, finance, and accounting industries in our markets can expect in the future, but it also provides access to top talent. Additionally, we make substantial investments in online advertising, SEO, and Google Analytics to continually improve our inbound candidate flow. Our recruiters proactively source from Linkedln, majorjob boards, and referrals.
The Intersect group has worked with multiple City and State/ Government Entities, Nationwide. Our SoCal team has worked with the following Southern California City Entities and have multiple temps at the below government agencies. We communicate with them on a weekly basis through onsite visits or virtual calls.
City of Newport Beach
City of Huntington Beach
City of Fountain Valley
City of El Segundo
City of Lake Forest
City of Laguna Beach
City of Costa Mesa
City of Los Alamitos
City of Laguna Niguel
City of Laguna Beach
City of San Juan Capistrano
City of Stanton
City of Santa Ana
City of Pico Rivera
City of San Bernadino
In addition to working with Government agencies, The Intersect Group has extensive experience and relationships with large scale organizations such as:
Home Depot
7- 11
Disney
Kaiser
Charter Communications
0 CVS Healthcare
EY Global
Hewitt Packard
Each market manages client needs from similar large public companies listed above, as well as smaller businesses needing additional staffing to grow. Our company prides itself on building business relationships and truly understanding the industries that our clients are focused in, offering additional value through our expertise and expanded network.
The Intersect Group is driven to serve, with STEM Academic Scholarships, and frequent volunteering and donation events across all offices, through our TIG Cares group.
Our company invests in our employees, as well with numerous supportive Committees such as a Wellness Committee, Work Like a Mother Committees, Culture/ DEI, and LEAD, supporting the overall health, wellbeing, culture, and success of each employee. 4
Organizational Information
Our firm is composed of 200+ employees
1. TIG has 7 different offices
Atlanta, GA
Dallas, TX
Denver, CO
Greenville, SC
Nashville, TN
Phoenix, AZ
Costa Mesa, CA
TIG has been in business since 2006
Organizational Chart
CEO — Joe Meyers
CFO — Michael Snyder
HR Director— Erica Frost
Regional VP West Coast — Adam Elliott
Market Director SoCal- Dan Travis
Account Manager- F & A- Kelly Haws
Account Director IT - Alex Martenka
Owners and Principal Parties
CEO — Joe Meyers
CFO — Michael Snyder
HR Director — Erica Frost
Regional VP West Coast — Adam Elliott
o Email: aelliot@theintersectgroup. com
o Phone: 602- 894- 3172
Market Director SoCal- Dan Travis
o Email: dtravis@theintersectgroup. com
o Phone: 603- 493- 1910
Account Manager F & A- Kelly HawsEmail: khaws@theintersectgroup. com o Phone: 760- 269- 9375
Account Director IT - Alex Martenka
o Email: amartenka@theintersectgroup. com
o Phone: 949- 687- 0426
2. Titles/ position of staff
Account Director — 60
Senior Recruiters — 100
Corporate — 40
3. Administrative Office Support
Our Costa Mesa office will have primary responsibility for this account. i. Dan Travis, Kelly Haws, Alex Martenka, Ryan Carter, Cierra Robinson, Andy Ruano, Irene Achmad, Adolfo Cruz and Stephanie Gustafsen 5
4. Resumes- Please see Linkedln Profiles listed below for Full Work Experience and Education
Dan Travis: https:// www. linkedin. com/ in/ danielstravis/ i. Dan is the Market Leader, for our Southern CA team. He oversees both of our F & A and IT teams, and has over 10 years of leadership experience within the Staffing Space, primarily on the IT side, working with large company experience. Dan has a B of Science and Marketing from Quinnipiac University
Kelly Flaws: https:// www. linkedin. com/ in/ kelly- haws- 520224ab/ i. Kelly is the Account Manager for the Finance and Accounting Team, and has worked in this industry for 10 years. She has a mixed background of Healthcare, Special Education and Finance and Accounting recruiting and Sales Management. Kelly has a BA from UC Riverside
Alex Martenka: https:// www. linkedin. com/ in/ alex- martenka- 09195369/ i. Alex is the IT Account Director and leads the team and office with his sales and client strategies. He has been in an IT Sales position for over 10 years, including leadership roles. Alex has a BA from UC Irvine
Dan Travis Resume
Market Director, Southern California
Huntington Beach, California, United States
Experience
The Intersect Group
Market Director, Southern California
August 2023 - Present ( 1 year)
Southern California
Market Director leading IT and Finance & Accounting business lines Optimum Healthcare IT
VP, Business Development
November 2022 - May 2023 ( 7 months)
Huntington Beach, California, United States
Randstad Technologies US
Director of Sales, SVG I Tech Services
January 2022 - November 2022 ( 11 months)
Huntington Beach, California, United States
Managing Director
April 2018 - January 2022 ( 3 years 10 months)
El Segundo, CA
Strategic Account Manager
April 2014 - April 2018 ( 4 years 1 month)
Irvine, CA
Modis
Business Development Manager
7
August 2012 - April 2014 ( 1 year 9 months)
Randstad Technologies US
1 year 6 months
Account Manager
February 2012 - August 2012 ( 7 months)
Technical Recruiter
March 2011- February 2012 ( 1 year)
Assurance Technology Corporation
Material Control Specialist
June 2009 - March 2011( 1 year 10 months)
Education
Quinnipiac University
Bachelor of Science, Marketing • ( 2006 - 2008)
Deerfield Academy
2001- 2003)
8
Kelly Haws Resume
Experienced Recruiter, Business Development, Account Manager and Director of Operations Long Beach, California, United States
Experience
The Intersect Group
Account Manager, Accounting and Finance
January 2024 - Present ( 7 months)
Costa Mesa, California, United States
Connecting Great People with Great Companies.
From Accounting Operations to C- Level Executives, our handpicked professionals bring unmatched financial acumen and precision to drive your company' s success. We deliver tailored staffing strategies and elevate your financial operations to new heights with our trusted and specialized finance and accounting services.
Epic Special Education Staffing ( formerly known as TherapyTravelers) Regional Recruitment: OR and WA
August 2023 - January 2024 ( 6 months)
Career5taff Rx
National Business Development Manager
May 2018 - January 2024 ( 5 years 9 months)
Market Manager
March 2016 - January 2024 ( 7 years 11 months)
Torrance, CA
1
Staffing Manager
July 2015 - January 2024 (8 years 7 months)
Torrance, Ca
Recruitment Specialist
November 2014 - January 2024 ( 9 years 3 months)
Torrance, Ca
Rite Aid Pharmacy
Phamacy Technican, District Trainer
January 2008 - November 2014 ( 6 years 11 months)
Greater Los Angeles Area
Education
San Gorgonio High School
Diploma, Highest Honors
University of California, Riverside
Bachelor of Arts ( B. A.), Art History
10
Alex Martenka Resume
Business Development I Account Management
Los Angeles, California, United States
Experience
The Intersect Group
Account Director
July 2022 - Present ( 2 years 1 month)
Southern California
Vincent Benjamin merged with The Intersect Group in July 2022 Vincent Beniamin
Practice Director
April 2019 - July 2022 ( 3 years 4 months)
Greater Los Angeles Area
Vincent Benjamin merged with The Intersect Group in July 2022 Business Development Manager
August 2018 - April 2019 ( 9 months)
Greater Los Angeles Area
Randstad Technologies USA
Sales Director
June 2018 - August 2018 ( 3 months)
Greater Los Angeles Area
Account Manager
September 2015 - June 2018 ( 2 years 10 months)
Greater Los Angeles Area
11
Belkin International
Business Development Representative
November 2014 - September 2015 ( 11 months)
Playa Vista, CA
Sales Operations Representative
November 2013 - November 2014 ( 1 year 1 month)
Playa Vista, California
Education
University of California, Irvine
Bachelor of Arts ( B. A.), Psychology
12
Proiect Approach/ Methodology
1. Type of Staffing Services
a. The Intersect Group is a staffing services company with a focus on technology, finance & accounting, administrative, HR with offerings in project -based staffing, contract, contract - to -hire, direct placements, and executive search.
Methods to sourcing top talent
We leverage a variety of avenues to source highly sought- after talent. Our primary source is via networking, referrals, client -approved consultants, and a robust internal database of talent. As a tenured team, we have an extremely large referral network, and our recruiters are actively involved with well- known industry groups such as regional sponsorship of the CEO -CFO Group, FEI, SEC Professionals, Tech Council, and local tech events. This not only gives us insider knowledge and trends about what the IT, finance, and accounting industries in our markets can expect in the future, but it also provides access to top talent. Additionally, we make substantial investments in online advertising, SEO, and Google Analytics to continually improve our inbound candidate flow. Our recruiters proactively source from Linkedln, major job boards, and referrals.
3. Talent Pool
a. Our talent pool consists of 2, 000+ candidates.
b. We have 7 other offices throughout the United States that we use for additional resources.
4. Misses/ Unsuccessful Placements
a. TIG operates with a sense of urgency to solidify a replacement in a timely manner. In addition, if the candidate does not maintain the expected hard/ soft skills we are more than willing to provide our client 8 hours complementary on the first day of service.
S. Hiring Timeline
a. Depending on the position it could be anywhere from immediately using our working interview approach (with 8 hours complimentary) up to 1 week. This is all relative to how quickly the hiring manager communicates their needs and sets timely interviews with feedback. If it is a more difficult role to fill and more process driven, it could take up to 2 weeks. We work with a sense of urgency, but all depends on our client' s process.
6. Guarantees
a. TIG provides an 8- hour complimentary working interview or 8 hours of credit should the candidate not be the appropriate fit for the department.
7. Employee Support
a. Our candidates are provided with a dedicated recruiter to answer any questions, concerns, or accolades regarding the assignment. In addition, we offer a full array of medical benefits as they have the option to participate in as contractors.
8. Retention
a. For larger projects we provide a retention bonus. A variety of our retention is being in constant communication with the candidate regarding their job search and their interest level in their current assignment. TIG highlights the positive and accentuate the pros that surround applying for open recruitment, pension/ benefit opportunities, and movement within different departments throughout the organization. 13
9. Follow- up and communication process
a. TIG provides weekly follow- up calls and sets the parameters with the client as to the frequency they would like follow-up. There is constant communication via phone, email, and text base on the preference of the candidate and client. In addition, with invitation, we do in person visits.
10. Diversity and Inclusion
a. We are committed and focused on creating and fostering an environment where every colleague is seen, heard, understood, and valued. We cultivate a workplace where consciously unbiased behaviors are the norm, specifically when it comes to hiring, compensation, promotion, and community relations.
TIG created seven D& I teams specifically focused on:
Internal Hiring & Reporting
External Hiring & Reporting
Business Resource Groups
D& I Training, Education, Policy
Career Pathing & Advancement
Community
Messaging & Culture
11. Internal HR Team Value
a. TIG does an extensive screening in our interview process that includes testing, reference checks, as well as thorough a write- up involving the candidate' s skill set. Constant communication via email and phone with a sense of urgency when HR has an immediate need.
12. Quality assurance during implementation.
a. The measures we have in place during implementation revolve around thorough onboarding, meeting livescan expectations, and assuring the candidates are not already part of CalPERS. Upon presenting candidates, you will be provided a write up of the candidate as well as an 8 hour guarantee should the candidate not work out. b. TIG is in constant communication with our legal counsel with regards to up-to-date federal regulations. Those regulations are communicated to our clients depending on the requirements of each specific client or government entity. c. communicated to employees and candidates with regards to federal and state regulations.)
13. Incident management processes.
a. TIG takes a full investigation from our candidate and client ( if necessary). We then turn this information over to HR so they can facilitate a detailed investigation.
Administration
14. Contractor Pay Schedule
a. All contract employees are paid on a weekly basis
15. Time Cards/ Hour reporting:
a. Candidate would enter their time in a portal. That will then go to the City for approval.
16. Payroll Deadline
14
a. Tuesday and 12: OOPM
17. Notification of Absences
a. A representative from TIG would reach out via email or phone regarding any absences.
18. Contractors Applying to Internal City Openings
a. We highly encourage all qualified candidates to apply to the open requisitions opened by the city.
b. There is a no fee conversion when a contract employee is hired by the city directly.
19. Firm Reporting
a. TIG tracks candidate hours in a spreadsheet which can be sent to HR on a weekly basis so they do not exceed the CaIPERS 1, 000 hour rule.
20. Pay Rate Determination
a. We strongly work within the budgets of the city but take into consideration of market conditions and skillsets required.
21. Administrative Office Support
a. Our Costa Mesa office will have primary responsibility for this account. i. Kelly Haws, Alex Martenka, Ryan Carter, Cierra Robinson, Andy Ruano, Irene Achmad, Adolfo Cruz and Stephanie Gustafsen
22. What is your firm' s experience conducting the services requested? Describe comparable projects performed by your firm in the last five years, including the number of projects, scope of service, and status of projects.
a. We currently work with 20+ cities in filling positions in the IT, Administrative, HR, and Accounting & Finance field. These projects and scope of services are ongoing.
Statement of Services
We are well versed in placing multiple candidates in the arena of IT, Accounting & Finance, HR, and administrative roles. What differentiates us is that we have many relationships with the government sector and have placed several candidates in a variety of departments.
Method of Services
After Posting Job opportunities, and sourcing through our talent pool, our recruiters meet each prospective candidate for a structured interview with questions customized to our client' s technical and cultural requirements. Our team calls on references and leverage multiple third -party testing tools to assess proficiency levels for quantifiable skill sets where applicable. If the prospective candidate is considered viable for your open position, the candidate will be further screened by our dedicated account manager prior to being presented to you. Our team of recruiters conduct daily meetings to ensure the appropriate level of attention and coverage is given to all requisitions to ensure we meet our client' s timeline.
15
EXHIBIT B
SCHEDULE OF BILLING RATES
The Intersect Group Page B- 1 Page 185 14- 73
Schedule of Billing
Category: Information Technology
Position Hourly Bill Rate Range Mark Up
Project Manager 93. 46 132. 28 70- 80%
Software Engineer 91. 44 131. 15 70- 80%
Desktop Support
Analyst
47. 76 67. 54 70- 80%
Help Desk Manager 73. 42 106. 85 70- 80%
Help Desk Specialist 31. 98 45. 07 70- 80%
Network Administrator 72. 87 110. 67 70- 80%
Network Engineer 90. 64 113. 84 70- 80%
Data Analyst 58. 49 85. 79 70- 80%
Database
Administrator
70. 36 106. 78 70- 80%
Reporting Analyst 73. 18 108. 69 70- 80%
Category: Accounting, Finance, Administrative, HR
Position Hourly Bill Rate Range Mark Up
Receptionist)
Concierge
35. 89 40. 76 70- 80 °!°
Fiscal Clerk 41. 28 46. 24 70- 80%
HR Clerk 40. 88 45. 67 70- 80%
Business Licensing
Clerk
41. 28 46. 24 70- 80%
Administrative
Assistant
36. 30 44. 98 70- 80%
Executive Assistant 46. 89 66. 24 70- 80%
HR Coordinator 40. 88 45. 67 70- 80%
HR Technician 40. 88 45. 67 70- 80%
HR Specialist 61. 39 69. 98 70- 80%
Schedule of Billing
Treasury Clerk 42. 57 59. 58 70- 80%
Accounting Clerk 41. 28 46. 24 70- 80%
Billing Clerk 41. 28 46. 24 70- 80%
Staff Accountant 51. 56 59. 78 70- 80%
Senior Accountant 63. 46 71. 57 70- 80%
AP / AR Specialist 42. 57 59. 58 70- 80%
Accounting Manager 64. 33 67. 79 70- 80%
Financial Analyst 57. 78 64. 39 70- 80%
Payroll Administrator 41. 29 47. 88 70- 80%
Other Costs: Consultant will not require any specific pricing or additional costs outside of the billable rate set forth in this schedule. Consultant remains close with its active consultants on billing and monitor how each project is going. Consultant will provide updates to the hiring managers on feedback received and ask the same from the manager on the performance of the consultant. In the event of changes in market rates for services, the parties may negotiate in good faith to amend the rates in this schedule via a written amendment to this Agreement, which shall be subject to the approval of City.
Additional Rates for Positions Not Listed:
Category: information Technology
Position Hourly Bill Rate Range Mark Up
Project Manager -
93. 46 132. 28 70- 80
Consultant
Project Manager -
88. 95 127. 17 70- 80
Development
Project Manager -
90. 89 127. 64 70- 80
Systems
Project Manager -
85. 94 124. 93 70- 80
Technical
Software Architect 103. 48 147. 96 70- 80 %
Help Desk Specialist 31 98 45. 07 70- 80 %
Tier 1
Schedule of Billing
Help Desk Specialist 35. 87 51. 14 70- 80 %
Tier 2
Help Desk Specialist 45. 89 64. 97 70- 80/ o
Tier 3
Applications
Development 105. 69 148. 56 70- 80 %
Manager
Business Systems
79. 98 117. 20 70- 80 %
Analyst
Director, Project
108. 36 155. 54 70- 80 %
Manager
E- Commerce/ Web
75. 07 109. 79 70- 80
Developer
Front End Developer 57. 11 85. 16 70- 80 %
Lead Application' s
94. 72 138. 65 70- 80 %
Development
Product Manager 98. 77 140. 62 70- 80 %
Technical Writer 51. 83 83. 14 70- 80 %
Web Designer 64. 29 97. 88 70- 80 %
Network
Infrastructure 103. 22 149. 86 70- 80 %
Manager
PC Technician 30. 28 43. 19 70- 80 %
System Engineer 79. 93 113. 29 70- 80 %
Systems
62. 09 89. 44 70- 80/ o
Administrator
Database Developer 91. 27 129. 78 70- 80 %
Database Manager 100. 88 141. 77 70- 80 %
Senior IT Auditor 100. 11 142. 62 70- 80 %
Schedule of Billing
Data Security Analyst 95. 43 135. 76 70- 80 %
Dev Ops Engineer 101. 78 151. 43 70- 80 %
Information Security 104. 88 152. 73 70- 80 %
Manager
Network Security 90. 12 128. 55 o
70-$ 0/ o
Engineer
Quality Assurance 61. 35 82. 98 o
70- 80/ o
Analyst
Quality Assurance 63. 39 91. 07 70- 80 %
Engineer
Quality Assurance 74. 14 105. 89 70- 80 %
Manager
Systems Security 85. 97 123. 72 70- 80 %
Administrator
Category: Accounting, Finance, Administrative, HR
Position Houdy Bill Rate Range Mark Up
AP/AR Specialist 42. 57 59. 58 70- 80 %
Junior Staff
44. 29 47. 98 70- 80 %
Accountant
Payroll
Supervisor/ Manager
44. 19 50. 42 70- 80 %
Senior Financial
64. 33 67. 79 70- 80 %
Analyst
Data Entry 33. 44 37. 95 70- 80 %
File Clerk 32. 95 36. 12 70- 80 %
Front Desk
Coordinator
36. 98 41. 79 70- 80 %
EXHIBIT C
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
1. Provision of Insurance. Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City.
Consultant agrees to provide insurance in accordance with requirements set forth here. If Consultant uses existing coverage to comply and that coverage does not meet these requirements, Consultant agrees to amend, supplement or endorse the existing coverage.
2. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- ( or higher) and Financial Size Category Class VII ( or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City' s Risk Manager.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance, statutory limits, and Employer' s Liability Insurance with limits of at least one million dollars ($ 1, 000, 000) each accident for bodily injury by accident and each employee for bodily injury by disease in accordance with the laws of the State of California.
Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City of Newport Beach, its City Council, boards and commissions, officers, agents, volunteers and employees.
B. General Liability Insurance. Consultant shall maintain commercial general liability insurance, and if necessary excess/umbrella liability insurance, with coverage at least as broad as provided by Insurance Services Office form CG 00 01, in an amount not less than two million dollars ($ 2, 000, 000) per occurrence, four million dollars ($ 4, 000, 000) general aggregate. The policy shall cover liability arising from bodily injury, property damage, personal and advertising injury, and liability assumed under an insured contract ( including the tort liability of another assumed in a business contract).
C. Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than one million dollars The Intersect Group Page C- 1 Page 190 14- 78
1, 000, 000) combined single limit each accident.
D. Professional Liability ( Errors & Omissions) Insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of two million dollars ($ 2, 000, 000) per claim and four million dollars 4, 000,000) in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the Effective Date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the Services required by this Agreement.
E. Excess/Umbrella Liability Insurance. If any Excess or Umbrella Liability policies are used to meet the limits of liability required by this contract, then said policies shall be " following form" of the underlying policy coverage, terms, conditions, and provisions and shall meet all of the insurance requirements stated in this contract, including, but not limited to, the additional insured and primary & non- contributory insurance requirements stated herein. No insurance policies maintained by the City, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Contractor' s primary and excess/ umbrella liability policies are exhausted.
4. Other Insurance Requirements. The policies are to contain, or be endorsed to contain, the following provisions:
A. Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City of Newport Beach, its City Council, boards and commissions, officers, agents, volunteers and employees or shall specifically allow Consultant or others providing insurance evidence in compliance with these requirements to waive their right of recovery prior to a loss.
Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers from each of its subconsultants.
B. Additional Insured Status. All liability policies including general liability, excess/umbrella liability, and automobile liability, if required, but not including professional liability, shall provide or be endorsed to provide that City of Newport Beach, its City Council, boards and commissions, officers, agents, volunteers and employees shall be included as insureds under such policies.
C. Primary and Non Contributory. All liability coverage shall apply on a primary basis and shall not require contribution from any insurance or selfinsurance maintained by City.
The Intersect Group Page C- 2 Page 191 14- 79
D. Notice of Cancellation. All policies shall provide City with thirty ( 30) calendar days' notice of cancellation ( except for nonpayment for which ten ( 10) calendar days' notice is required) or nonrenewal of coverage for each required coverage.
5. Additional Agreements Between the Parties. The parties hereby agree to the following:
A. Evidence of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation and other endorsements as specified herein for each coverage.
Insurance certificates and endorsement must be approved by City' s Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen ( 15) days prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced, Consultant shall, within ten ( 10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. City reserves the right to require complete, certified copies of all required insurance policies, at any time.
B. City' s Right to Revise Requirements. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Consultant sixty ( 60) calendar days' advance written notice of such change. If such change results in substantial additional cost to Consultant, City and Consultant may renegotiate Consultant' s compensation.
C. Right to Review Subcontracts. Consultant agrees that upon request, all agreements with subcontractors or others with whom Consultant enters into contracts with on behalf of City will be submitted to City for review.
Failure of City to request copies of such agreements will not impose any liability on City, or its employees. Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a format at least as broad as CG 20 38 04 13.
The Intersect Group Page C- 3
D. Enforcement of Agreement Provisions. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non- compliance with any requirement imposes no additional obligations on City nor does it waive any rights hereunder.
E. Requirements not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
F. Self -insured Retentions. Any self -insured retentions must be declared to and approved by City. City reserves the right to require that self -insured retentions be eliminated, lowered, or replaced by a deductible. Selfinsurance will not be considered to comply with these requirements unless approved by City.
G. City Remedies for Non -Compliance. If Consultant or any subconsultant fails to provide and maintain insurance as required herein, then City shall have the right but not the obligation, to purchase such insurance, to terminate this Agreement, or to suspend Consultant' s right to proceed until proper evidence of insurance is provided. Any amounts paid by City shall, at City's sole option, be deducted from amounts payable to Consultant or reimbursed by Consultant upon demand.
H. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant' s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. City assumes no obligation or liability by such notice, but has the right ( but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City.
Consultant' s Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work.
The Intersect Group Page C- 4
AGREEMENT FOR CONSULTANT SERVICES
CON – –
This AGREEMENT is made and effective as of the EFFECTIVE DATE, by and between the City of Fountain Valley, a municipal corporation ("CITY") and Temporary Staffing Professionals, Inc., a Texas corporation ("CONSULTANT"). In consideration of the mutual covenants and conditions set forth herein, the parties agree as follows:
1. TERM
This AGREEMENT shall commence on November 19, 2024 (“EFFECTIVE DATE”) and remain and continue in effect until all tasks described herein are completed but in no event later than June 30, 2027, unless terminated earlier as set forth herein.
CITY shall have the option to renew this AGREEMENT upon written notice to CONSULTANT for up to two (2) additional one (1) year terms, upon the same terms and conditions set forth herein.
2. SERVICES
CONSULTANT shall perform the tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full. CONSULTANT shall complete the tasks according to the schedule of performance which is also set forth in Exhibit A.
3. NOTICE TO PROCEED
CONSULTANT shall not perform any work or be entitled to any compensation under this AGREEMENT until a written Notice to Proceed is issued by CITY. The Notice to Proceed shall not issue unless and until CONSULTANT submits proof, satisfactory to CITY, of its procurement of appropriate insurance required by this AGREEMENT. The failure of CONSULTANT to submit proof of appropriate insurance within 10 days of the EFFECTIVE DATE is a material breach and shall constitute cause for immediate termination of this AGREEMENT by CITY.
4. PERFORMANCE
CONSULTANT shall always faithfully, competently, and to the best of his/her/its ability, experience, and talent perform all tasks described herein. CONSULTANT shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of CONSULTANT hereunder in meeting its obligations under this AGREEMENT.
5. CITY MANAGEMENT
Human Resources Director or their designee shall represent CITY in all matters pertaining to the administration of this AGREEMENT, including review and approval of all products submitted by CONSULTANT, but not including the authority to enlarge the tasks to be performed or change the compensation due to CONSULTANT. The City Manager shall be authorized to act on CITY’S behalf and to execute all necessary documents that enlarge the tasks to be performed or change CONSULTANT's compensation, subject to Section 6 hereof.
6. PAYMENT
(a) CITY agrees to pay CONSULTANT in accordance with the payment rates, terms, and schedule of payment set forth in Exhibit A. This amount shall not exceed Three Hundred Thousand dollars ($300,000.00) (“TOTAL CONTRACT SUM”) for the total term of this AGREEMENT unless additional payment is approved as provided in this AGREEMENT.
(b) CONSULTANT shall not be compensated for any services rendered in connection with its performance of this AGREEMENT that are in addition to those set forth herein, unless such additional services are authorized in advance and in writing by the City Manager. This written authorization requirement cannot be waived. CONSULTANT shall be compensated for any additional services in the amounts and in the manner as agreed to by the City Manager and CONSULTANT at the time CITY’s written authorization is given to CONSULTANT for the performance of said additional services. The City Manager’s authority to approve additional compensation is subject to Fountain Valley Municipal Code section
2.36.110. Approval of additional compensation that exceeds the City Manager’s authority as specified in Fountain Valley Municipal Code section 2.36.110 must be obtained from the City Council.
7. PUBLIC WORK
Notice is provided pursuant to Labor Code Section 1781 that all or a portion of the work contemplated in this AGREEMENT may constitute a “public work” as defined in Chapter 1, Part 7, and Division 2 of the Labor Code, to which Section 1771 applies. If all or a portion of the work contemplated under this AGREEMENT constitutes “public work,” then CONSULTANT shall pay prevailing wages, unless exempt, on those portions of the work which require payment of prevailing wages under the prevailing wage laws (Labor Code, §§ 1720 et seq.), and shall comply with the following:
(a) Prevailing Wage Rates. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages can be found at
http://www.dir.ca.gov/OPRL/PWD/index.htm and are on file at City Hall, which shall be made available to any interested party upon request. CONSULTANT shall post a copy of the determination of the director of the prevailing rate of per diem wages at each job site. Said per diem wages are deemed to include employer payments for health and welfare, pension, vacation and travel time, and subsistence pay, all in accordance with Section 1773.1 of the Labor Code.
(b) Payroll Records. The provisions of Section 1776 of the Labor Code regarding the preparation, maintenance, and filing of payroll records are applicable to this AGREEMENT. CONSULTANT and each subconsultant shall keep accurate payroll records showing the name, address, social security number, work classification, straight time, and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by him/her/it about the public work. Certified payroll records shall be on forms provided by the Division of Labor Standards Enforcement or contain the same information. CONSULTANT’S AND ANY SUBCONSULTANT’S PAYROLL RECORDS SHALL BE SUBMITTED TO CITY ON A WEEKLY BASIS. CONSULTANT SHALL BE RESPONSIBLE FOR SUBMITTAL OF SUBCONSULTANT’S PAYROLL RECORDS. Additionally, CONSULTANT or subconsultant has ten (10) days in which to comply after receipt of a written notice requesting Page 195 the records enumerated in Section 1776, subdivision (a), of the Labor Code. If CONSULTANT or subconsultant fails to comply within the ten (10) day period, he/she/it shall, as a penalty to CITY, forfeit One Hundred Dollars ($100.00) for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated. CITY may deduct this penalty from any monies due or that may become due CONSULTANT under this AGREEMENT. (c) Penalty. CONSULTANT and any subconsultant under CONSULTANT shall, as a penalty to CITY, forfeit not more than Two Hundred Dollars ($200.00) for each calendar day, or portion thereof, for each worker paid (either by CONSULTANT or any subconsultant under CONSULTANT) less than the prevailing rate set forth herein on the work provided for in this AGREEMENT. CITY may deduct the penalty from any monies due or that may become due CONSULTANT under this AGREEMENT. The difference between the prevailing wage rates and the amount paid to each worker for each calendar day, or portion thereof, for which each worker was paid less than the prevailing wage rate shall also be paid to each worker by CONSULTANT or subconsultant, in accordance with Section 1775 of the Labor Code of the State of California.
(d) Apprentices. If applicable, the provisions of Labor Code Section 1777.5 requiring the use of apprentices in certain ratios to journeymen are hereby imposed upon CONSULTANT.
(e) Legal Day’s Work. In the performance of this AGREEMENT, not more than eight (8) hours shall constitute a day’s work, and CONSULTANT shall not require more than eight (8) hours of labor in a day from any person employed by him hereunder except as provided in Labor Code Section 1815. CONSULTANT shall conform to Article 3, Chapter 1, Part 7 (Sections 1810 et seq.), of the Labor Code of the State of California, and it is agreed that CONSULTANT shall forfeit to CITY as a penalty the sum of Twenty-Five Dollars ($25.00) for each worker employed in the execution of this AGREEMENT by CONSULTANT or any subconsultant for each calendar day during which any worker is required or permitted to labor more than eight (8) hours in any one (1) calendar day and forty (40) hours in any one (1) week in violation of said article. CITY may deduct this penalty from any monies due or that may become due pursuant to this AGREEMENT.
8. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE (a) CITY may at any time, for any reason, with or without cause, suspend or terminate this AGREEMENT, or any portion hereof, by serving upon CONSULTANT, at least thirty (30) days prior, written notice. Upon receipt said notice, CONSULTANT shall immediately cease all work under this AGREEMENT, unless the notice provides otherwise.
If CITY suspends or terminates a portion of this AGREEMENT such suspension or termination shall not make void or invalidate the remainder of this AGREEMENT. (b) In the event this AGREEMENT is terminated pursuant to this section, CITY shall pay to CONSULTANT the actual value of the work performed up to the time of termination, if the work performed is of value to CITY. Upon termination of the AGREEMENT pursuant to this section, CONSULTANT will submit an invoice to CITY detailing work performed up to the time of termination.
9. DEFAULT OF CONSULTANT
(a) CONSULTANT's failure to comply with the provisions of this AGREEMENT shall constitute a default. If CONSULTANT is in default for cause under the terms of this Page 196 AGREEMENT, CITY shall have no obligation or duty to continue compensating CONSULTANT for any work performed after the date of default and can terminate this AGREEMENT immediately by written notice to CONSULTANT. If such failure by the CONSULTANT to make progress in the performance of work hereunder arises out of causes beyond CONSULTANT's control, and without fault or negligence of CONSULTANT, it shall not be considered a default.
(b) As an alternative to the procedure for immediate termination for default set forth in subparagraph (a), if CITY determines that CONSULTANT is in default in the performance of any of the terms or conditions of this AGREEMENT, CITY may in its discretion cause to be served upon CONSULTANT a written notice of the default and demand to cure. CONSULTANT shall have ten (10) calendar days after service upon it of said notice to cure the default by rendering a satisfactory performance. If CONSULTANT fails to cure its default within such period, CITY shall have the right, notwithstanding any other provision of this AGREEMENT, to terminate this AGREEMENT without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity, or under this AGREEMENT.
10. OWNERSHIP OF DOCUMENTS
(a) CONSULTANT shall maintain complete and accurate records with respect to the plans, specifications, estimates, drawings, design calculations, letters, reports, testing results, and other such information including as-built records as required by CITY that relate to the performance of services under this AGREEMENT. CONSULTANT shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services.
All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. CONSULTANT shall provide free access to the representatives of CITY or its designees at reasonable times to such books and records; shall give CITY the right to examine and audit said books and records; shall permit CITY to make copies and transcripts therefrom as necessary; and shall allow inspection of all work, data, documents, proceedings, and activities related to this AGREEMENT. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. (b) Upon completion, termination, or suspension of this AGREEMENT all plans, specifications, engineer’s estimates, and other documents prepared in the course of providing the services to be performed pursuant to this AGREEMENT shall become the sole property of CITY and may be used, reused, or otherwise disposed of by CITY without the permission of CONSULTANT. With respect to computer files, CONSULTANT shall make available to CITY, at CONSULTANT’s office and upon reasonable written request by CITY, the necessary computer software and hardware for purposes of accessing, compiling, transferring, and printing computer files.
11. INDEMNIFICATION
(a) Indemnification for Professional Liability.
(i) Indemnification for Professional Liability Generally. When the law establishes a professional standard of care for CONSULTANT’s services, to the fullest extent permitted by law, CONSULTANT shall indemnify, protect, defend, and hold harmless CITY and any and all of its officials, employees, and agents (“INDEMNIFIED PARTIES”) from and against any and all losses, liabilities, damages, costs, and Page 197 expenses, including attorney’s fees and costs to the extent the same are caused in whole or in part by any negligent or wrongful act, error, or omission of CONSULTANT, its officers, agents, employees, or subconsultants (or any entity or individual that CONSULTANT shall bear the legal liability thereof) in the performance of professional services under this AGREEMENT.
(ii) Indemnification for Services of a Design Professional. If this AGREEMENT is for design professional services, CONSULTANT’s duty to defend, indemnity, and hold CITY harmless for CONSULTANT’s design professional liability shall be as provided in this paragraph. To the fullest extent permitted by law, CONSULTANT shall indemnify, protect, defend, and hold harmless INDEMNIFIED PARTIES from and against any and all losses, liabilities, damages, costs, expenses, and claims, including attorney’s fees and costs, to the extent the same arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT. In no event shall the cost to defend charged to the CONSULTANT exceed the CONSULTANT’S proportionate percentage of fault. CONSULTANT shall not be liable for any injuries or property damage resulting from the reuse of the design at a location other than that specified in this AGREEMENT without the written consent of CONSULTANT. (b) 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, defend, and hold harmless CITY, and any and all of its employees, officials, and agents from and against any liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses, or costs of any kind, whether actual, alleged, or threatened, including attorney’s fees and costs, court costs, interest, defense costs, and expert witness fees), 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 subconsultants of CONSULTANT.
(c) General Indemnification Provisions. CONSULTANT agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this section from each subconsultant or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this AGREEMENT. In the event CONSULTANT fails to obtain such indemnity obligations from others as required here, CONSULTANT agrees to be fully responsible according to the terms of this section. Failure of CITY to monitor compliance with these requirements imposes no additional obligations on CITY and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend CITY as set forth here is binding on the successors, assigns, or heirs of CONSULTANT and shall survive the termination of this AGREEMENT or this section. Nothing in this indemnity shall be construed as authorizing any award of attorney’s fees in any action on or to enforce the terms of this Indemnity or AGREEMENT. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. (d) Indemnity Provisions for Contracts Related to Construction. This paragraph applies only when this AGREEMENT is related to construction. Without affecting the rights of CITY under any provision of this AGREEMENT, CONSULTANT shall not be required to indemnify and hold harmless CITY for liability attributable to the active negligence of CITY, provided such active negligence is determined by agreement between the parties or by the findings of a court of competent jurisdiction. In instances where CITY is shown to have been actively negligent and where CITY’s active negligence accounts for only a percentage of the Page 198 liability involved, the obligation of CONSULTANT will be for that entire portion or percentage of liability not attributable to the active negligence of CITY.
12. INSURANCE
Prior to performing any work or receiving any compensation under this AGREEMENT, CONSULTANT shall obtain, and thereafter maintain for the duration of this AGREEMENT, insurance coverage as specified in Exhibit B, attached hereto and incorporated herein as though set forth in full.
13. WARRANTY FOR GOODS
(a) If this AGREEMENT includes the purchase of equipment, supplies, or chattel (hereafter “GOODS”), CONSULTANT shall provide the following warranty of said GOODS, or obtain a warranty from the manufacturer and/or retailer with provisions equal to or exceeding those specified in this Section. In the event the manufacturer’s warranty or retailer’s warranty do not equal or exceed the protections specified in this Section, CONSUTLANT agrees to provide said warranty protections. The warranty described hereunder extends to the original purchaser of the GOODS warranted under the warranty, and to each transferee owner of the GOODS. The term of this warranty begins on the date the GOODS are delivered to CITY, and continues therefrom. CONSULTANT warrants that:
(1) The GOODS will function properly under normal use, will be of good workmanship, free from defect, of merchantable quality, and fit for CITY’s intended use; (2) The GOODS will fully comply with any specifications provided by CITY and any samples or documentation provided by CONSULTANT; (3) The GOODS will be free of any security interests, liens, or encumbrances and CONSULTANT has title to the GOODS;
(4) The GOODS will not violate any intellectual property rights of any third party;
(5) The GOODS will be delivered free of the rightful claim of a third person by way of infringement; and
(6) The GOODS are merchantable in accordance with Commercial Code Section 2314.
(b) The warranty listed above is in addition to any other warranties made by CONSULTANT, the manufacturer, retailer, or imposed by law. All warranties will survive inspection and payment by CITY and are assignable to CITY’s successors and assigns. If any GOODS do not meet the warranty, CITY may, at CITY’s option, and without additional cost to CITY:
(1) Require CONSULTANT to repair or replace the GOODS until the GOODS meet the warranty. If CONSULTANT cannot replace the GOODS and repair either is not commercially practicable or cannot be made within three (3) days, CONSULTANT will refund the purchase price;
(2) Return any of the GOODS to CONSULTANT at CONSULTANT’s Page 199 expense for a full refund;
(3) Correct the nonconformance and charge CONSULTANT for the costs to make the correction; or
(4) Engage a third party to provide substitute GOODS and charge CONSULTANT for the costs of obtaining the substitute GOODS from the third party.
14. INDEPENDENT CONTRACTOR
(a) CONSULTANT is and shall at all times remain as to the CITY a wholly independent contractor. The personnel performing the services under this AGREEMENT on behalf of CONSULTANT shall at all times be under CONSULTANT's exclusive direction and control. Neither CITY nor any of its officers, employees, or agents shall have control over the conduct of CONSULTANT or any of CONSULTANT's officers, employees, or agents, except as set forth in this AGREEMENT. CONSULTANT shall not at any time or in any manner represent that it or any of its officers, employees, or agents are in any manner officers, employees, or agents of the CITY. CONSULTANT shall not incur or have the power to incur any debt, obligation, or liability whatsoever against CITY, or bind CITY in any manner. (b) No employee benefits shall be available to CONSULTANT in connection with the performance of this AGREEMENT. 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 services hereunder for CITY. CITY shall not be liable for compensation or indemnification to CONSULTANT for injury or sickness arising out of performing services hereunder. In addition to the indemnification provisions of Section 11, CONSULTANT shall indemnify, defend, and hold CITY harmless from claims or liability arising from CONSULTANT’s employees for CITY benefits including, but not limited to, pension, health benefits, holiday, vacations, etc.
15. LEGAL RESPONSIBILITIES
CONSULTANT shall keep itself informed of State and Federal laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this AGREEMENT. CONSULTANT shall always observe and comply with all such laws and regulations. CITY, and its officers and employees, shall not be liable at law or in equity occasioned by failure of CONSULTANT to comply with this Section.
16. POLITICAL REFORM ACT
If the Political Reform Act requires CONSULTANT to file a Form 700, then CONSULTANT must file a Form 700 with full disclosure within 30 days of assuming office and thereafter must file an annual statement for each calendar year of this AGREEMENT.
17. 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 about the award, terms, or implementation of this AGREEMENT, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of the CITY will receive compensation, directly or indirectly, from CONSULTANT, or from any officer, employee, or Page 200 agent of CONSULTANT, in connection with the award of this AGREEMENT or any work to be conducted as a result of this AGREEMENT. Violation of this section shall be a material breach of this AGREEMENT entitling CITY to any and all remedies at law or in equity.
18. NO BENEFIT TO ARISE TO LOCAL EMPLOYEES
No member, officer, or employee of CITY, or their designees or agents, and no public official who exercises authority over or responsibilities with respect to the project during his/her tenure or for one year thereafter, shall have any interest, direct or indirect, in any agreement or sub-agreement, or the proceeds thereof, for work to be performed in connection with this AGREEMENT.
19. RELEASE OF INFORMATION / CONFLICTS OF INTEREST
(a) All information gained by CONSULTANT in performance of this AGREEMENT shall be considered confidential and shall not be released by CONSULTANT without CITY’s prior written authorization. CONSULTANT, its officers, employees, agents, or subconsultants, shall not without written authorization from the City Manager or unless requested by the Attorney for the City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories, or other information concerning the work performed under this AGREEMENT or relating to any project or property located within the CITY. Response to a subpoena or court order shall not be considered "voluntary" provided CONSULTANT gives CITY notice of such court order or subpoena. (b) CONSULTANT shall promptly notify CITY should CONSULTANT, its officers, employees, agents, or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, requests for admissions, or other discovery request, court order, or subpoena from any person or party regarding this AGREEMENT and the work performed thereunder or with respect to any project or property located within the CITY. CITY retains the right, but has no obligation, to represent CONSULTANT and/or be present at any deposition, hearing, or similar proceeding.
CONSULTANT agrees to cooperate fully with CITY and to provide the opportunity to review any response to discovery requests provided by CONSULTANT. However, CITY's right to review any such response does not imply or mean the right by CITY to control, direct, or rewrite said response.
20. SECURITY OF INFORMATION
CONSULTANT shall identify reasonably foreseeable internal and external risks to the privacy and security of personal information acquired during performance of this AGREEMENT that could result in the unauthorized disclosure, misuse, alteration, destruction, or other compromise of the information. CONSULTANT shall regularly assess the sufficiency of any safeguards and information security awareness training in place to control reasonably foreseeable internal and external risks, and evaluate and adjust those safeguards considering the assessment.
21. NOTICES
Any notices which either party may desire to give to the other party under this AGREEMENT must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, which provides a receipt showing date and time of delivery, or (iii) mailing in the Page 201 United States Mail, certified mail, postage prepaid, return receipt requested, addressed to the address of the party as set forth below or at any other address as that party may later designate by notice:
CITY CONSULTANT
City of Fountain Valley Temporary Staffing Professionals Inc. 10200 Slater Avenue 17853 Santiago Blvd., Suite 107-492 Fountain Valley, California 92708 Villa Park, CA 92861
Attention: City Clerk Attention: Geneva Milne
22. ASSIGNMENT
CONSULTANT shall not assign the performance of this AGREEMENT, nor any part thereof, nor any monies due hereunder, without the prior written consent of CITY. [Check if Applicable] CONSULTANT shall provide CITY fourteen (14) days’ notice prior to the departure of any key personnel from CONSULTANT’s employ. Should key personnel leave CONSULTANT’s employ, CITY shall have the option to immediately terminate this AGREEMENT, within three (3) days of the close of said notice period. Upon termination of this AGREEMENT, CONSULTANT’s sole compensation shall be payment for actual services performed up to, and including, the date of termination or as may be otherwise agreed to in writing between the City Council and CONSULTANT.
[Check if Applicable] Because of the personal nature of the services to be rendered pursuant to this AGREEMENT, only (“PRINCIPAL”) shall perform the services described in this AGREEMENT. PRINCIPAL may use assistants, under his/her direct supervision, to perform some of the services under this AGREEMENT. CONSULTANT shall provide CITY fourteen (14) days’ notice prior to the departure of PRINCIPLE from CONSULTANT’s employ. Should he or she leave CONSULTANT's employ, CITY shall have the option to immediately terminate this AGREEMENT, within three (3) days of the close of said notice period. Upon termination of this AGREEMENT, CONSULTANT’s sole compensation shall be payment for actual services performed up to, and including, the date of termination or as may be otherwise agreed to in writing between CITY and CONSULTANT.
23. LICENSES
At all times during the term of this AGREEMENT, CONSULTANT shall have in full force and effect, all licenses required of it by law for the performance of the services described in this AGREEMENT including, but not limited to, a Fountain Valley business license.
24. GOVERNING LAW
CITY and CONSULTANT understand and agree that the laws of the State of California shall govern the rights, obligations, duties, and liabilities of the parties to this AGREEMENT and also govern the interpretation of this AGREEMENT. Any litigation concerning this AGREEMENT shall take place in Orange County Superior Court or Central District of California Federal District Court.
25. ENTIRE AGREEMENT
This AGREEMENT contains the entire understanding between the parties relating Page 202 to the obligations of the parties described in this AGREEMENT. All prior or contemporaneous agreements, understandings, representations, and statements, oral or written, are merged into this AGREEMENT and shall be of no further force or effect. Each party is entering this AGREEMENT based solely upon the representations set forth herein and upon each party’s own independent investigation of any and all facts such party deems material.
26. CONTENTS OF REQUEST FOR PROPOSAL AND PROPOSAL
CONSULTANT is bound by the contents of CITY’s Request for Proposals and the contents of the Proposal submitted by CONSULTANT. In the event of conflict, this AGREEMENT shall take precedence over CITY’s Request for Proposals and CONSULTANT’s Proposal; and CITY’s Request for Proposals shall take precedence over CONSULTANT’s Proposal. No limitation of CONSULTANT’s liability, waiver of rights of CITY, release of rights or remedies held by CITY, indemnification obligation of the CITY, or insurance obligation of the CITY, contained in CONSULTANT’s Proposal or in CONSULTANT’s proposed contract or terms and conditions, shall be of any force or effect.
27. INTERPRETATION
In the event of conflict or inconsistency between this AGREEMENT and any other document, including any proposal or Exhibit hereto, this AGREEMENT shall control unless a contrary intent is clearly stated. This AGREEMENT shall be interpreted as though drafted by all parties hereto.
28. MODIFICATION
No modification to this AGREEMENT shall be effective unless it is in writing and signed by authorized representatives of the parties hereto. The written modification requirement cannot be waived.
29. ATTORNEY FEES
In any action or proceeding brought by either party against the other party arising out of or in any way connected to this AGREEMENT, or where any provision hereof is validly asserted as a defense, the parties shall bear their own attorney’s fees, costs, and expenses.
Nothing in this provision shall excuse CONSULTANT’s duty to provide CITY with a defense at CONSULTANT’s cost when CITY receives a complaint, petition, or other pleading from a third party requiring CITY to defend itself.
30. AUTHORITY TO EXECUTE THIS AGREEMENT
The person or persons executing this AGREEMENT on behalf of CONSULTANT warrants and represents that he/she/they has the authority to execute this AGREEMENT on behalf of CONSULTANT and has the authority to bind CONSULTANT to the performance of his/her/its obligations hereunder
///
///
///
///
///
/// Page 203
IN WITNESS, WHEREOF, the parties hereto have caused this AGREEMENT to be executed the day and year first above written.
CITY OF FOUNTAIN VALLEY CONSULTANT
Signature
ATTEST: Typed Name
Title
City Clerk
Approved as to Form:
HARPER & BURNS LLP
______________________
Attorneys for the City
Approved as to Content:
____________________
Human Resources Director
Corporate seal (or attach Notary
acknowledgment)
Exhibit “A”
Scope of Services
and Payment
SCOPE OF SERVICES
Consultant shall provide services as set forth below:
Consultant General Requirements.
Provide a comprehensive catalog/ list of clerical, office, accounting, other related administrative support service and professional options to the City including price range of positions, indicate mark ups, or additional fees.
Consultant shall provide the resume( s) and contact information of qualified personnel assigned to the Project.
Consultant shall ensure that the following criteria of each temporary worker are met prior to the start of the assignment:
o Temporary worker shall complete a Live Scan form provided by City, schedule an appointment with the Newport Beach Police Department and bring completed Live Scan form to scheduled appointment. Complete Live Scan fingerprinting at the Newport Beach Police Department and clear background.
o Temporary worker recommended for an assignment meet all essential job function( s) and minimum qualification( s) for the various types of positions. o Consultant conducts due diligence employment verification/ references of the temporary worker selected for an assignment.
o Verify that temporary worker is not a retired annuitant of the California Public Employee' Retirement System ( CalPERS).
o Consultant shall provide City with identification for temporary worker and shall clearly indicate temporary worker' s full name, photograph and department assignment.
Consultant shall not impose a temporary to permanent placement/ conversion fee. It is not applicable for temporary workers that are hired by City through the competitive recruitment process, regardless of introduction or assignment by Consultant.
Scope of Administrator and Consultant.
On an as -needed basis, City shall contact Consultant with temporary worker request providing quantity, position type, department assignment, and any additional information for the request.
Consultant shall acknowledge request within one ( 1) business day and provide a status update within two ( 2) business days from receipt.
City shall provide Consultant with Live Scan form for temporary worker to fill out.
Consultant shall notify the City if the Consultant is unable to fill the temporary worker position. City reserves the right to cancel the request.
City will communicate with Consultant on matters including but not limited to complaints from customer departments on placement turn around issues and the quality of the
SCOPE OF SERVICES
candidates. Administrator will communicate with Consultant if there is a lack of responsiveness.
o Consultant shall acknowledge receipt of communication from City within two ( 2) business days.
o Consultant shall provide City with an action plan to rectify any matters communicated to Consultant within five ( 5) business days.
Scope of Consultant and Temporary Worker.
The Consultant and temporary worker shall act as an independent Consultant and not an employee, representative or agent of the City. Consultant expressly warrants that neither Consultant nor any temporary worker shall represent themselves to be an employee, representative or agent of the City.
Consultant and temporary worker acknowledges that the assignment shall not exceed 960 hours in a fiscal year, from July 1- June 30. Switching and/ or changing assignments do not reset the 960- hour count. This cumulative total is for each temporary worker, including work performed in all City departments and work performed with other temporary agencies in a fiscal year. Consultant is responsible for tracking temporary personnel hours.
Temporary worker is not eligible for alternative work schedules that exceed 8 hours per day or 40 hours per week.
Consultant shall notify temporary worker when/ if the assignment has concluded when notified by City and shall provide a replacement temporary worker if requested within a reasonable timeframe communicated and approved by Project Manager.
Scope of Administrator and Temporary Worker:
Temporary worker shall schedule appointment with Newport Beach Police Department and bring completed Live Scan form provided to Consultant with them to their appointment at the Newport Beach Police Department.
City reserves the right to end the assignment of the temporary worker at any time.
TSPTEMPORARY STAFFING
PROFESSIONALS
Response
File Temporary
Staffing Professionals Project
Title: Temporary Staffing Services Invitation: #
25-04 14-
Statement of Qualifications:
Temporary Staffing Professionals ( TSP) is pleased to be invited to this Request for Qualifications to the City of Newport Beach (The City) to render and provide Temporary Staffing Services as requested by The City. The variety of services provided by TSP would include Human Resources, Accounting and Finance, Legal, Administrative and 1T. TSP has a staff combined with 25 plus years of experience dealing in the government sector, private companies, as well as the arena of education.
We have a broad range of talent that has worked with multiple cities, counties, school districts as well as the private sector. We are well versed in city departments and specific titles and positions held in these departments. Our current departments are Human Resources, Community Development, Finance, Treasury, Legal, City Attorney, City Clerk, Fire, Library, Public Works, Recreation, Utilities and Harbor. The following roles that have been successfully filled encompass fiscal clerks, office assistants, administrative assistants, administrative analysts, human resources clerks, technical assistants, analysts, receptionists, accountants, business license, accounts payable, accounts receivable, senior accountants, staff accountants, financial analysts, payroll, buyers, procurement, purchasing, paralegals, help desk, IT Analyst, billing clerks and software engineers.
The following roles are temporary or indefinite temporary with a possibility to apply for the role if there is open recruitment. TSP charges NO CONVERSION FEES for candidates that are on temporary assignments in the city. The City of Newport Beach is free to convert TSP candidates at any given time during the duration of the assignment.
An example of our NO FEE CONVERSION POLICY is as follows: if the City of Newport Beach decides to have our candidate apply for an open recruitment and were selected, from passing their testing, panel interview and overall hiring criteria there would be no conversion fee despite the length of time they worked as a temporary employee. An example would be if The City of Newport Beach had a Temporary Staffing Professional candidate as a temporary employee for 3 weeks and they applied to an open recruitment and were selected there would be no conversion fee. We make the process simple. The Temporary Staffing Professional candidate would transfer to the City of Newport Beach' s payroll at no cost. Temporary Staffing Professionals provides 8- hours complimentary on the first day.
TSP is aware of the CaIPERS rules therefore we provide a weekly spreadsheet of all candidates on billing to track their hours to not exceed 960 hours. We provide constant communication to Human Resources if a candidate is approaching the 960- hour mark.
We also are aware that the fiscal year end is July lst - June 30tt' Our candidate retention rates with cities are extremely high based on our ongoing communication with our candidates as well as being a liaison between both the candidate and the city. We make ourselves available before and after standard work hours to assure communication is granted to both parties. We are also willing to work
with the budget constraints that vary from department to department. in addition, we provide 8-hours complimentary on the first day. TSP emphasizes the pros that surround applying for an open recruitment position by educating the candidate of career pathing and having the ability to transfer to different departments if other opportunities open during the end of their assignment. The benefits are a huge selling feature for the city if they are selected for full- time open recruitment.
TSP provides extensive interviews, backgrounds and testing to assure they are a qualified candidate for the role we are placing in the city. Based on the tenure of our team we received multiple referrals from our proven performers as well as our clients.
Our predominant success is centered around focusing on both the hard skills as well as the soft skills of each candidate. Our foremost source of retaining top talent is centered around networking and an extensive network of candidates in our database. We attend and conduct speaking events at multiple colleges as well as companies that are experiencing layoffs in this current market. Our recruiters are actively involved in industry groups that provide both intel and talent for us to represent.
TSP delivery is extremely rapid as we can have a candidate start once the onboarding and Live Scan is completed. Our average turnaround time is 1- 3 days depending on the difficulty of the position. We work within the timeframe of the need requested.
Oraanizational information:
Jamie Campagnolo- Vice President/ Market Director of Temporary Staffing Professionals has over 25 years of experience in the staffing industry and holds a Juris Doctor Degree from Western State College of Law and a Bachelor' s Degree in Business and Economics from Westmont College. We have/ had multiple temporary candidates at the government agencies listed below. Jamie provides consistent communication with both the clients and candidates. She is available before and after hours to act as a liaison. Her clients and candidates know she is relationship based and is proactive to her approach in servicing both her clients and candidates. Here is a list of cities that Jamie has worked with in the last 3 years. Jamie will be the primary point of contact in relation to the contract.
City of Huntington Beach
City of El Segundo
City of Lake Forest
City of Newport Beach
City of Fountain Valley
City of San Juan Capistrano
City of Stanton
City of San Bernadino
City of Laguna Beach
City of Pico Rivera
City of Santa Ana
City of Costa Mesa
City of Laguna Niguel
City of Mission Viejo
City of Los Alamitos
Jamie' s Linkedln is: https:// www. linkedin. com/ in/ mamiecampagnolo/ Jamie' s Resume is at the bottom of the document.
2. Geneva Milne COO is an Executive leader who has worked as Founder and Chief leader, with more than 20 years of experience leading and growing teams in the staffing industry. Geneva has a passion for technology, innovation, and business process improvement with the belief that a positive, high- performance work culture will create unmatched outcomes for partners, employees, and clients alike. Geneva has spent 12 of the 20+ years in staffing, providing service and creating solutions for government agencies. Ranging from County Hospitals, Local County Agencies, State Run Agencies, and School Districts, Geneva' s experience in managing teams with expertise in government staffing is expansive inside and outside of California, spanning 20 total states, providing resources from junior level support roles up through interim senior level leaders and deliverables -based project consultants.
Geneva' s Linkedln is: https:// www. linkedin. com/ in/ geneva- milne- a233431/ Geneva' s Resume is at the bottom of the document.
3. Maria Lankenau CEO is a proven business leader and entrepreneur with over 30 years of experience in the staffing industry. She has spent the last 10 years supporting government agencies including counties, schools and government run projects throughout the State of California. She has focused on creating staffing solutions with Southland' s top professional talent in Accounting & Finance, Administrative, Human Resources and IT areas. She is dedicated to crafting unique connections that empower both candidates and employers. With a keen eye on innovation and a passion for unlocking potential, Temporary Staffing Professionals is your partner in navigating the dynamic landscape of talent and opportunity.
Maria' s Linkedln is: https:// www. linkedin. com/ in/ maria- lankenau- 002904b/ Maria' s Resume is at the bottom of the document.
4. Cassidy Krucli is a Recruiting Specialist for Temporary Staffing Professionals with a few years of experience in the staffing industry. Her expertise lies in staffing a wide range of roles for government agencies and retail clients, ensuring the right fit for both employers and candidates. She specializes in filling contract roles within the Administrative, Finance, Accounting, IT and Human Resources realm. Cassidy holds a Bachelor of Science in Business Administration with a minor in Finance from San Diego State University.
Cassidy' s Linkedln is https://www.linkedin. com/ in/ cassidy-krucii/ Cassidy' s Resume is at the bottom of the document.
Protect Approach 1 Methodoloav:
Temporary Staffing Professionals is a staffing company dedicated to placing qualified candidates within the Accounting/ Finance, Human Resources, Administrative, and IT arena. Our expertise encompasses the government sector predominantly. We have a tenured staff that has 25 plus years partnering with cities, counties, and other government entities. We are equipped to provide a quick turnaround for all positions listed within the Scope of Services. Our quality standards are established through continuous communication with Human Resources, hiring managers and the selected candidate. Our role involves facilitating feedback and sharing crucial information among all parties. Additionally, we conduct comprehensive testing, background checks, and interviews to optimize the hiring process.
Our commitment lies in securing top -tier talent through comprehensive evaluations of each candidate' s technical skills, cultural alignment, soft skills, and validation of their professional background.
Our staffing approach is defined by our deep expertise. Our specialized teams collaborate to identify the optimal talent for your organization. Equipped with cutting - edge tools and technology, our recruiters maintain a proactive stance in connecting with leading professionals across IT, accounting & finance, administrative, and HR sectors.
Our partnership with other cities and government entities makes us well versed in staffing for government specific positions.
We employ diverse channels to attract highly qualified individuals. Our primary avenues include networking, referrals, client -endorsed consultants, and an extensive internal talent database. With our seasoned team, we boast an expansive referral network.
Jamie Campagnolo
Aliso Viejo, CA 1949. 338. 1869 1 mjcampagnolo@cox. net httl2s:// www, linkedin. com/ iniiamiecampagnolo/
Career Summary
Business Executive and Limited Partner with over twenty years of progressive, broad -based sales and operational leadership roles in public and private corporations ranging from $ 250 million to $ 4. 7 billion. Areas of principle responsibility included branch operations, field sales and marketing, financial forecasting and budgeting, talent attraction and development, and maintaining consistent profitability year over year. As an in- rotation/ selling Branch Manager, aggressively grew revenues and market share through cross -leveraging business synergies and operational efficiencies, effective cost containment and communication strategies, annuity focused quality control initiatives, and through developing and maximizing strategic business alliances.
Professional Experience
Temporary Staffing Professionals, Villa Park, CA May 2024 - Present Privately held firm specializing in accounting, finance, administrative, human resources, and information technology.
Vice President I Managing Director
The Intersect Group ( acquired VincentBenjamin) June 2015 — May 2024 VincentBenjamin, Costa Mesa, California
Privately held firm specializing in accounting, finance, administrative, human resources, and information technology.
Account Director i Practice Director I Senior Manager, Business Development Responsible for achieving personal revenue of $2. 5 million with an overall GM percentage of 35%.
Achieved 42% compounded growth and averaged a net profit contribution of 25%.
Consistently ranked in the top 5 individual sales performers in the company.
Recognized 8 years in a row for Presidents Club 1 Legends top performer.
Secured a $ 2. 5 million reoccurring tax project in partnership with local, Big 4 accounting firm that provides nationwide data verification and compliance services.
Led a high -performing team of 10, providing mentorship, coaching and support to achieve individual and team targets.
Robert Half, San Ramon, California May 2012 - June 2015
4. 7 billion, publicly traded ( NYSE) staffing firm, specializing in temporary, full-time and project based support in the finance, information technology, legal, creative and administrative fields.
Assistant Vice President, Accountemps
Responsible for increasing market share and revenue growth through the expansion of existing client relationships, cross -divisionally and by implementing an executive leadership level business development strategy. Functional responsibility for sales, marketing, budgeting, administration, market segment expansion and large account/ project administration.
Increased revenue from $ 3 million to $ 4. 8 million. Achieved 18% compounded growth and averaged a net profit contribution of 20%.
Responsible for achieving divisional, net profit, and succession planning goals; promoted two new Division Director promotions from my team in last six months Consistently ranked in the Top 15 individual sales performers in the Western District.
Recognized for the Million Dollar Milestone award which reflects a one million dollar gross margin contribution.
Landed a million dollar recurring tax project in partnership with local, Big 4 accounting firm that provides large scale data verification and compliance services and talent.
Managed a staff up to 7 inside/ outside associates as well as responsible for the Salaried Professionals ( bench talent) division which encompassed over 20+ consultants out working. Successful at keeping these professionals on assignment and minimizeleiimated non - billable expenses.
alliantgroup Irvine, CA February 2011 - May 2012
alliantgroup is the nation' s leading tax specialty service provider, working with CPA firms and their clients to ensure companies receive full benefit of federal and state tax incentives.
Director
Developed relationships with CPA firms and other retail clients to develop a plan and program to ensure they are receiving full benefits for both federal and state tax incentives
Personal production from both, over the phone as well as in person visits allotted in client referrals and numerous incentives for both the firm as well as their clients
Targeted Industries: Manufacturing, Engineering, Architectural Services and Construction firms. Generated over $2 million in gross revenue.
Roth Staffing Companies, Ledgent Division Costa Mesa, CA January 2003 — February 2011 Privately held, regional staffing firm specializing in the placement of accounting and finance professionals
Limited PartneriBranch Manager
Recruited, trained and managed a staff of up to nine for the Accounting and Finance Division, encompassing temporary and direct hire business lines Responsible for managing over $5 million in revenue delivering a 20% bottom -line net profit.
Primary responsibilities included the achievement of year over year of revenue objectives and budgeted expense levels, financial planning, forecasting and budgeting, key account acquisition and development, quality control management
Personal production and account development represent over 50% of overall branch revenue
Consistently received highest year over year client Quality Assurance Surveys with a score of 4. 98 on a 5. 0 scale.
Maximized all cross sell opportunities between four lines of business:
accounting and finance, administrative, legal and information technology Worked directly with decision makers to qualify, consult and execute overall hiring needs
Trained and developed team to reach successful outcomes on a consistent basis which translated into top Ledgent rankings for both, direct hire and temporary division gross profit.
Maintained and serviced clients for over 12 years in addition to establishing new business relationships within Orange County territory.
Robert Half International, Menlo Park, California March 1998 - January 2003 3 billion, publicly traded ( NYSE) staffing firm, specializing in temporary, full- time and project based support in the finance, information technology, legal, creative and administrative fields Branch Manager
Responsible for increasing market share and revenue growth through the expansion of existing client relationships, cross -divisionally and by implementing an executive leadership level business development strategy. Started up the Laguna Niguel branch with both lines of business including Accountemps and Offlceieam. Operations grew to eight employees from one. Functional responsibility for sales, marketing, budgeting, administration, and market expansion.
Increased revenue from start up status to in excess of $ 3 million. Achieved 40% compounded growth and averaged a net profit contribution of 20%.
Implemented a " lead by example" recruitment methodology into building, developing, and retaining sales and operational teams. Built expanded infrastructure by internally promoting four division directors.
Consistently ranked in the Top Five cross -divisional sales in district which was one of the internal indicators that reflected effective career management strategies and strong buy in to " one stock symbol" teamwork.
Received global leadership award for Reach for the Stars in 2000 Represented Western District on " new product" task force chartered with incorporating Marcus Buckingham and Curt Coffman' s best seller " First Break All the Rules".
Chosen to participate in " performance culture" task force dedicated to establishing internal communication and change management best practices.
Promoted from Senior Staffing Manager to Division Director to Branch Manger within one year of starting with the organization.
Started a chapter of the iAAP ( International Association of Administrative Professionals) in South Orange County- membership grew to over 60 individuals.
Education
Westmont College, Santa Barbara, CA- 1990
Bachelor of Arts, Economics and Business
Western State College of Law, Fullerton, CA- 1994
Juris Doctorate
Geneva Mi'lne
Results oriented Executive Manager with a passion and successful track record for producing unprecedented results in the talent acquisition space. Motivated by a quality customer experience and exceeding budgetary goals, looks for out -of -the -box solutions in delivering best practice results. Successfully maintained +$ 70M budget responsibility.
Sr. Leader: +$ 70M annual budgetary responsibility, consistently recognized as a strategic and change agent with a proven ability to design, build and re -organize recruitment and sales teams or exceed corporate talent objectives.
Strategic Planning and Entrepreneurial Orientation: Resourceful decision maker who combines integrity, exemplary leadership and proven operational skill to lead complex projects from conception through completion
Sales and Marketing/ Recruitment Campaign Development: Created multiple innovative campaigns to increase annual sales revenues by more than $ 91M in staffing and recruitment revenues and new products to generate in excess of $1. 6M
Recruitment and Retention: Improved retention rate by 20% region wide. Develop award winning leaders at all levels of the organization. Identify, recruit and hire top level talent, external and internal.
Training and Development: Increased efficiencies of International and Domestic sales and recruitment teams to produce award - winning sales and recruitment professionals Work History
Temporary Staffing Professionals
January 2024 - Present
Co- Founder/ COO
Responsible for inception of all aspects of business operations and strategy to include operations, finance/ accounting, sales strategy, workflow, hiring, recruiting, vendor selection Creation and implementation and use of leading -edge technologies and evaluation of business process improvement to increase production and manage operations with limited internal staff Created leading edge, unique systems to provide Thera pyTravelers a key competitive advantage in the areas of sales and recruitment
Gunner Concrete, Inc.
October 2019 - October 2023
CEO/ Owner
Provide leadership to help position Greenough Paving Co as the leader in paving and related services in our geographic area.
Executive Responsibilities
Developing a strategic plan to advance the company' s mission and objectives Develop and oversee corporate financials and budget
Drive Revenue, profitability and growth;
Oversee company operations to insure production, efficiency, quality, service, and cost- effective management of resources;
Direct company planning and policy making;
Develop and approve company operational procedures, policies, and standards.
Operational Responsibilities
Responsible for bids and contracts
Negotiate pricing of goods and services
Material and Equipment procurement and allocations
Purchase, lease, and sale of company equipment
Oversight on projects and job sites
Hiring and Termination of all personnel at Gunner Concrete TherapyTravelers
August 2012-January 2020 Page 216 14- 28
Co- Founder/ CEO
Responsible for inception of all aspects of business to include operations, finance/ accounting, sales strategy, workflow, hiring, recruiting, vendor selection
Grew revenue to $2M projected annual revenue with limited part- time work through implementation and use of leading edge technologies and implementation of processes to increase production and manage operations with limited internal staff
Created leading edge, unique systems to provide Thera pyTravel e rs a key competitive advantage in the areas of sales and recruitment
Robert Half Healthcare
July 2012- 2019
Healthcare Practice Manager
Creation and design of Healthcare Practice for $5B globally traded staffing firm Responsible for increasing market share and revenue for the Southern California Marketplace through strategic new business development, expansion of existing client relationships and implementation of inter -divisional cross - sell strategies in the healthcare market, through delivery of business consulting and staffing engagements
Oversaw annual budgets from $ 3 to $ 20 million and successfully grew operations through proactive recruitment, sales training, team building and new business development Attained " Chairman' s Club Leadership Awarded" for top performer at annual " Reach for the Stars" recognitions event
Rockstar Recruiter
September 2009— June 2012
President/ Co- Founder
Recruited to design and execute ail functions for sales, operations and talent acquisition far a start up healthcare travel staffing and recruitment firm. Creation ofall business process and administrative procedure to include; accounting/ P& L management vendor relations and selection, back office supportfunctions, marketing and sales, hiring, training and management ofinternal sales and support staff. Grew
talent database from concept to more than 150, 000 difficult - to -recruit viable candidates Grew revenue from start up to excess of $10M, 28% GM, EBITA 15% Designed innovative marketing and recruitment campaigns which resulted in decreasing time to hire by more than 20 days to include university, social media, direct sourcing, referral, e-marketing, licensure board and various other recruitment sources Provide
strategy, vision and counsel to executive management inaddition tostaff level employees toensure retention and maximum corporate growth Initiated,
developed and implemented performance and matrix management and leadership guidelines to grow business by more than 1700%in 2011 Maken
na Scott Inc. April 2008—
December 2009 GlobalCare International
Healthcare
U.
Recruitment Company, Consulting - Acting Vice President Responsible for S. sales efforts and International Operations including training development and recruitment efforts for 40+ recruiters in Makati City, Philippines Work to
meet business unit performance goals through strategic talent planning and employee development of teams in US and Asia Responsible to
build all global recruitment campaigns toinclude social media campaigns Developed operational process/ timelines for delivery of nurses including client communication program to significantly reduce COGS and ensure maximum contract fulfillment for hospital clients Largest company revenue increase in 2008 (+$ 1M) Created LTH
and RN+ (Temporary to hire) product including pricing, collateral, marketing, etc. and sales in excess of $1.5M Create, enhance
and standardize sales and marketing campaigns forall sales personnel Staffing Universe From concept
to product launch, ldeveloped the product, marketing material, price point business plan and budget for proprietary web application to decrease staffing and recruitment costs for healthcare industry. Sold business to investor December 2009. Created a
network of more than 400 specialized healthcare staffing & recruitment firms Designed flexible staff management service tointegrate with agency network platform RFP administration and recruitment process improvement consulting Page 217 for national health system 14-29 Established career tracking mechanism and worked with organizational development teams to improve retention and reach departmental goals.
Indentified and hired all internal sales and support staff in addition to all vendor partner selection Education:
Chapman University; Organizational Leadership
Maria Lankenau
SUMMARY
A proven business leader, investor and board member with over 30 years of experience in the staffing industry and healthcare sector. Dynamic Founder of a high -growth company, renowned for achieving unprecedented success. Results -driven leader with a passion for innovation and a track record of exceeding budgetary goals. Proven ability to deliver best -practice results and manage budgets exceeding 70 million. Adept at steering organizations to rapid expansion and market dominance. Experience in sales and operational roles in private or publicly traded corporations ranging in size from $ 2 Million to $ 6 Billion.
PROFESSIONAL EXPERIENCE
Temporary Staffing Professionals November 2023 — Present Specializing in supporting government agencies throughout Southern California by providing highly qualified temporary professionals: Accounting/ Finance, Administrative, Legal, IT and Human Resources Founder& CFO
Responsible for the company strategy, oversight of the operations and execution of growth plan.
SkillMil Inc. June 2022 - Present
Member Board of Directors
ArkMalibu
Sr. Advisor & Consultant
March 2022 - Present
TherapyTravelers ( Sold to Epic Education Staffing) October 2014 — February 2021 Our mission is to attract, empower and retain the finest therapists. We do this so that every human can manifest their full potential. Recognized by Forbes in 2070 as America' s Best Temporary Staffing Firm.
Specializing in supporting school districts across the county staffing 1000' s of long- term contracts.
Founder & President
Responsible for management of day- to-day operations, and directing the operational functions of the office to include development of performance goals, business plans, budgets, and forecasts Responsible for client business development strategy and oversight of coordination of therapy resources for school districts across the country,
Provide leadership and management of sales, recruitment and operational staff.
Responsible for overall growth strategy for the company.
Protiviti/ Robert Half International May 2011— May 2016 6 Billion Publicly Held International Company — Leader in Staffing Industry Vice President Fnterprise Solutions
Leading the charge in the Healthcare industry for California, Arizona and Pacific North West for Protiviti/ Robert Halts Enterprise Solutions, I focus on the development and execution of business consulting and project staffing engagements, leveraging the depth and breadth of RH' s full suite of staffing capabilities and Protiviti' s consulting methodologies and thought leadership.
Management of $ 15 million portfolio of project, staffing and consulting solutions within the Healthcare industry.
2015 Chairman' s Club - # 1 World— Enterprise Solutions 2014 Chairman' s Club —Collaboration Award
Morguelan Energy Institute Sept 2002— May 2011
Privately held company presenting Wellness and Chinese Energy Programs VP Operations - Senior Business Manager — Medical Practices Key role in the creation, development and implementation of the Institute and its mission in partnership with the founder and leadership team.
Management of business plan and growth from $ 500k to over $2 million operation.
Managing all staff and leadership of 50+ members who perform all logistics and operations for large workshops, trainings and consulting services.
Responsible for all financial reporting and tax filings.
Additional responsibilities include: practice management for a specialized medical office with multiple locations handling best practices and oversight of daily operations.
Individual technical coaching.
The David Lewis Company February 2001— July 2002
7 Million, privately held, financial project consulting firm Director
Member of a team of three responsible for regional start- up of consulting firm providing senior level financial project resources in the areas of F, P & A, interim financial management, financial system implementations and business process improvement.
Responsible for developing and executing sales strategies, creating advertising and collateral development, contributing to a brand run -rate of $1. 8 Million within the first 4 months of operation.
Robert Half International Inc. February 1998 - February 2001 3 Billion, publicly traded ( NYSE) staffing firm specializing in temporary, full- time and project -based support in the finance, information technology, legal, creative and administrative fields.
Branch Manager and Division Director
Responsible for increasing market share and revenue for the Orange County territory through strategic new business development, expansion of existing client relationships and implementation of inter -divisional cross -sell strategies.
Oversaw annual budgets of $3 to $20 million and successfully grew operations through proactive recruitment, sales training, team building and new business development.
Responsible for growing a newer office with two separate divisions, Accountemps and Officeteam and launched a third division, Roberthalf.
Launched RHI Management Resources and attained " Chairman' s Club Leadership Awarded" for top Division Director at annual " Reach for the Stars" recognition banquet for exceeding budget by the highest percentage within the first two years of operation.
Selected Southern California media spokesperson for RHI Management Resources. Averaged 4 print articles for the Financial Executives Institute monthly newsletters.
Accountants Overload January 1992 --- February 1998
20 Million, privately held, regional staffing firm specializing in the temporary and full- time placement of accounting and finance professionals
Senior Account Executive
Managed all aspects of client development for North Orange County/ Southeast Los Angeles Branch with revenues more than $ 4 million dollars.
Consistently exceeded annual revenue projections.
Responsible for the growth of new and existing client business through extensive cold calling, networking, creative relationship management and focused territory management resulting in a
37. 5% annual compounded growth rate over 5 years.
Conducted monthly sales training and strategized with sales team to maximize target account penetration.
EDUCATION
BA Interior Design, Interior Designers Institute, Newport Beach
Cassidy Kruch
Rancho Santa Margarita, CA 4 cassidykrucli& gMail. com 1 ( 949) 436-0310 Professional Experience
Temporary Staffing Professionals I Orange, CA
Recruiting Specialist January 2023 — Present
Utilize various channels such as job boards, social media, networking, and referrals to identify and attract top talent for contract, contract to hire, and direct hire positions.
Engage with potential candidates, conduct initial screenings, and evaluate their qualifications and fitness for specific roles.
Conduct comprehensive interviews to assess candidates' skills, experience, and cultural fit.
Provide detailed feedback and recommendations to hiring managers.
Guide candidates through the interview process, offering tips and best practices to ensure they were well -prepared.
Build and maintain strong relationships with candidates and clients to ensure a positive hiring experience.
Maintain accurate and up- to- date records in the applicant tracking system ( ATS). Manage job postings and ensure all compliance requirements are met.
Work closely with hiring managers and other team members to understand staffing needs and develop effective recruitment strategies.
The Intersect Group I Costa Mesa, CA
Recruiter I promoted to Recruiter 11, Finance & Accounting July 2022 — January 2023 Successfully recruited and placed a high volume of accounting and finance professionals in various industries, including banking, government, healthcare, and retail.
Conducted in- depth candidate assessments to evaluate technical skills, experience, and cultural fit.
Established and maintained relationships with hiring managers and executives to gain insight into their specific hiring needs and provide them with a steady stream of highly qualified candidates.
Utilized a variety of recruiting channels, including online job boards and applicant tracking systems to build a robust candidate pipeline and ensure a diverse candidate pool.
Coordinated and conducted interviews with candidates to ensure their suitability for open positions and alignment with company culture.
Negotiated and finalized salary and other terms and conditions, to secure the best possible outcomes for both the candidate and the client.
Mentoredjunior recruiters to develop their skills and knowledge in the accounting and finance recruiting field.
Stay up to date on industry trends to improve efficiency and results.
Club Pilates I Bankers Hill, CA
Sales Associate March 2021- May 2022
Executed sales process of lead generation, follow up and close through lead tracking software.
Converted leads to members to meet membership sales quotas and maintain acceptable level of personal sales production.
Established strong relationships with current members to facilitate greater customer loyalty and retention.
Handled incoming customer service requests through email, phone, text, and online inquiries.
Assisted new and existing clients with membership issues or other related studio concerns to successfully meet their needs and maintain their positive relationship with Club Pilates.
Mission Viejo High School I Mission Viejo, CA
ASB Worker August 2019- March 2021
Provided customer service and process credit card/ cash/ check transactions for sales to patrons at student store.
Organized and ran registration and check -in systems for ASB events.
Prepared cash boxes and confirmed accuracy of cash reconciliation for various activities and maintain accurate records for auditing purposes.
Education
San Diego State University December 2022
Bachelor of Science in Business Administration, Minor in Finance Skills and Technolozy
Microsoft Office Suite ( Word, Outlook, • Various Recruiting Platforms: Linkedln Excel, PowerPoint) Recruiter, Indeed, Zip Recruiter, Career Sales Force Builder
Bullhorn ATS
Club Ready
Schedule of Billing
Position Hourly Bill Rate Range Mark Up
Category: Information Technology
Project Manager 95. 46 135. 19 63% - 74%
Software Engineer 93. 89 134. 27 63% - 74%
Desktop Support
Analyst
49. 29 69. 88 63% - 74%
Help Desk Manager 76. 78 110. 98 63% - 74%
Help Desk Specialist 33. 21 49. 79 63% - 74%
Network
Administrator
74. 89 114, 68 63% - 74%
Network Engineer 93. 89 115. 98 63% - 74%
Data Analyst 60. 29 89. 79 63% - 74%
Database
Administrator
72. 98 109. 87 63% - 74%
Reporting Analyst 75. 09 110. 89 63% - 74%
Category: Accounting, Finance,
Administrative, HR
Receptionist/
Concierge
35. 89 39. 87 63% - 74%
Fiscal Clerk 37. 75 41. 38 63% - 74%
HR Clerk 39. 98 43. 98 63% - 74%
Business Licensing
Clerk
37. 98 41. 89 63% - 74%
Administrative
Assistant
42. 89 45. 59 63% - 74%
Schedule of Billing
Executive Assistant 49. 87 61. 27 63% - 74%
HR Coordinator 43. 78 47. 89 63% - 74%
HR Technician 45. 98 51. 49 63% - 74%
HR Specialist 53. 49 69. 77 63% - 74%
Treasury Clerk 37. 87 41. 98 63% - 74%
Accounting Clerk 39. 98 44. 28 63% - 74%
Billing Clerk 38. 09 42. 28 63% - 74%
Staff Accountant 59. 89 66. 57 63% - 74%
Senior Accountant 67. 27 78. 48 63% - 74%
AP 1 AR Specialist 43. 79 50. 78 63% - 74%
Accounting Manager 87. 98 98. 49 63% - 74%
Financial Analyst 53. 19 74. 28 63% - 74%
Payroll Administrator 50. 49 69. 98 63% - 74%
Other Costs:
The cost table and scope of services encompasses a bill -rate range as well as a markup range for the numerous positions we fill for The City of Newport Beach. Temporary Staffing Professional' s mark- up ranges from 63%- 74%, which is determined by the inventory in the market in addition to the complexity of the position. Therefore, if we were asked to place a Fiscal Clerk at $ 23 hourly the bill -rate would be $ 37. 95. This position would be priced at a 65% mark-up.
Additionally, Temporary Staffing Professionals does not charge a conversion fee at any time during the duration of the project. An example of our NO FEE CONVERSION POLICY is as follows: if the City of Newport Beach decides to have our candidate apply for an open recruitment and was selected for the position, there would be no conversion fee despite the length of time they worked as a temporary employee. We understand that for an employee to be hired on, they will have to pass their testing, panel interview, and meet the requirements for the overall hiring criteria. An example would be if The City of Newport Beach had a Temporary Staffing Professional candidate as a temporary employee for 3 weeks, they applied to an open recruitment, were offered the position and accepted, there would be no conversion fee. We make the process simple. The Temporary Staffing Professional candidate would transition to the City of Newport Beach' s payroll at no cost.
Temporary Staffing Professionals provides 8 hours complimentary on the first day and candidates will work a maximum of 40 hours per week, unless otherwise approved.
EXHIBIT “B”
INSURANCE SPECIFICATIONS
Without limiting CONSULTANT’s indemnification of CITY, and prior to performing any work under this AGREEMENT or receiving any compensation, CONSULANT shall obtain, provide and maintain at its own expense during the term of this AGREEMENT, policies of insurance of the type and amounts described below and in a form, that is satisfactory to CITY.
General liability insurance. CONSULTANT shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount, not less than $
1,000,000.00
dollars per occurrence,$ 2,000,000.00 dollars
general aggregate, for bodily injury, personal injury, and property damage, including without limitation, blanket contractual liability.
[Check if Applicable] Automobile liability insurance. CONSULTANT shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of CONSULTANT arising out of or about the work to be performed under this AGREEMENT, including coverage for any owned, hired, non-owned, or rented vehicles, in an amount not less than $ 1,000,000.00dollars combined single limit for each accident. [Check if Applicable] Workers’ compensation insurance. CONSULTANT shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $ 1,000,000.00 dollars). CONSULTANT shall submit to CITY, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of CITY, its officers, agents, employees, and volunteers. [Check if Applicable] Umbrella or excess liability insurance. CONSULTANT shall obtain and maintain an umbrella or excess liability insurance policy with limits of not less than $ 4,000,000.00 dollars that will provide bodily injury, personal injury, and property damage liability coverage at least as broad as the primary coverages set forth above, including commercial general liability and employer’s liability. Such policy or policies shall include the following terms andconditions:
• A drop-down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason;
• Pay on behalf of wording as opposed to reimbursement; • Concurrency of effective dates with primarypolicies;
• Policies shall “follow form” to the underlying primary policies; and • Insureds under primary policies shall also be insureds under the umbrella or excess policies.
[Check if Applicable] Professional liability (errors & omissions) insurance CONSULTANT shall maintain professional liability insurance that covers the services to
be performed about this AGREEMENT, in the minimum amount of $ 1,000,000.00 dollars per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this AGREEMENT and CONSULTANT agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this AGREEMENT. [Check if Applicable] Pollution liability insurance. Environmental Impairment Liability Insurance shall be written on CONSULTANT’s Pollution Liability form or other form acceptable to CITY providing coverage for liability arising out of sudden, accidental, and gradual pollution and remediation. The policy limit shall be no less than $ 1,000,000.00 dollars per claim and in the aggregate. All activities contemplated in this AGREEMENT shall be specifically scheduled on the policy as “covered operations.” The policy shall provide coverage for the hauling of waste from the project site to the final disposal location, including non-owned disposal sites. Products/completed operations coverage shall extend a minimum of the r e e y ear s a f te r pr oj ec t completion.
Coverage shall be included on behalf of the insured for covered claims arising out of the actions of independent contractors. If the insured is using subcontractors, the policy must include work performed “by or on behalf” of the insured. Policy shall contain no language that would invalidate or remove the insurer’s duty to defend or indemnify for claims or suits expressly excluded from coverage. Policy shall specifically provide for a duty to defend on the part of the insurer. The CITY, its officials, officers, agents, and employees, shall be included as insureds under the policy.
[Check if Applicable] Explosion, collapse, underground insurance.
CONSULTANT shall furnish a copy of a public liability and property damage insurance policy with “XCU” or equivalent coverage in an amount not less than $ 1,000,000.00dollars per person and $ 2,000,000.00 dollars per occurrence for personal injury. The limit of property damage liability shall be not less than $ 1,000,000.00dollars for each occurrence as payment for damages to property which may result from or be caused by such public display of fireworks and arising from any acts of the CONSULTANT, its agent, employees, or subcontractors presenting such public display. CITY, its officers, agents, and employees shall be additional insureds under the policy. CONSULTANT shall not cancel the insurance coverage without fifteen (15) days prior written notice to the State Fire Marshal.
Proof of insurance. CONSULTANT shall provide certificates of insurance to CITY as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers’ compensation. Insurance certificates and endorsement must be approved by CITY prior to commencement of performance. Current certification of insurance shall be kept on file with CITY at all times during the term of this contract. CITY reserves the right to require complete, certified copies of all required insurance policies, at any time.
Duration of coverage. CONSULTANT shall procure and maintain for the duration of the AGREEMENT insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of this
AGREEMENT by CONSULTANT, his/her/its agents, representatives, employees, or subconsultants. If this AGREEMENT involves construction, CONSULTANT must maintain general liability and umbrella or excess liability insurance for as long as there is a statutory exposure to completed operations claims. CITY and its officers, officials, employees, and agents shall continue as additional insureds under such policies.
CITY’s rights of enforcement. In the event any policy of insurance required under this AGREEMENT does not comply with these specifications or is canceled and not replaced, CITY has the right but not the duty to obtain the insurance it deems necessary and any premium paid by CITY will be promptly reimbursed by CONSULTANT or CITY will withhold amounts sufficient to pay premium from CONSULTANT’s payments. In the alternative, CITY may cancel thisAGREEMENT.
Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by CITY. Notwithstanding the foregoing, XCU insurance shall have a rating of at least B-VI.
Waiver of subrogation. All insurance coverage maintained or procured pursuant to this AGREEMENT shall be endorsed to waive subrogation against CITY, its elected or appointed officers, agents, officials, employees, and volunteers or shall specifically allow CONSULTANT or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. CONSULTANT hereby waives its own right of recovery against CITY, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
Enforcement of contract provisions (non estoppel). CONSULTANT acknowledges and agrees that any actual or alleged failure on the part of CITY to inform CONSULTANT of noncompliance with any requirement imposes no additional obligations on the CITY nor does it waive any rights hereunder.
Specifications not limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits, or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of anytype.
Notice of cancellation. CONSULTANT agrees to oblige its insurance agent or broker and insurers to provide to CITY with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage.
Additional insured status. General liability policies shall provide or be endorsed to provide that CITY and its officers, officials, employees, and agents shall be additional insureds under such policies. This provision shall also apply to any excess liability
policies. Coverage available to the additional insured shall be primary and noncontributory.
Agency’s right to revise specifications. CITY reserves the right at any time during the term of the AGREEMENT to change the amounts and types of insurance required by giving CONSULTANT ninety (90) days advance written notice of such change. If such change results in substantial additional cost to CONSULTANT, CITY and CONSULTANT may renegotiate CONSULTANT’s compensation.
Self-insured retentions. Any self-insured retentions must be declared to and approved by CITY. CITY reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved byCITY.
Timely notice of claims. CONSULTANT shall give CITY prompt and timely notice of claims made or suits instituted that arise out of or result from CONSULTANT’s performance under this AGREEMENT, and that involve or may involve coverage under any of the required liability policies.
Additional insurance. CONSULTANT shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work.
CITY OF FOUNTAIN VALLEY
CITY COUNCIL
COUNCIL ACTION REQUEST
To: Honorable Mayor and Agenda Date: November 19, 2024
Members of the City Council
SUBJECT: Purchase of Microsoft licenses for SCADA and renewal of Microsoft 365 and server licenses for the City of Fountain Valley.
Three-Year Strategic Goals
☐ Enhance the culture and environment of “A Nice Place to Live” ☐ Achieve fiscal stability by evaluating processes, and attract and retain revenue producing businesses/opportunities
☐ Attract and retain quality staff through best practices and trends ☒ Maintain, build, and modernize infrastructure to support growth and future needs of the City
☐ Not applicable
EXECUTIVE SUMMARY:
Staff requests that the City Council authorize the purchase of three-year renewals of Microsoft licenses for SCADA, Fountain Valley’s Microsoft 365 Government licenses, and Microsoft Server Licenses. Staff also request the purchase of a three-year license for Microsoft Copilot to test AI functionality.
DISCUSSION:
The City is currently utilizing Microsoft 365 Government licenses and Microsoft Windowsbased virtual servers. Microsoft 365 Government covers products such as Word, Excel, PowerPoint, Outlook, and Teams, which are critical to all departments in the City. Microsoft Windows Server is the platform for building an infrastructure of connected applications, networks, and web services, from the workgroup to the data center. Microsoft licenses are required to run the virtual servers on which all our back-end processes run. These processes include Active Directory, file storage, SQL, camera system, door control, Laserfiche, Spillman, the police interview system, and the print server. Active Directory stores information about user accounts, computers, servers, printers, the file system, and policies applied to all users. SQL is a database system used by several departments and ingrates with many programs. The IT department would like to begin testing the use of Microsoft Copilot AI. The system is designed
Microsoft Renewals
November 19th, 2024
to maintain all key regulatory frameworks, including FedRAMP, CJIS, and IRS 1075. The first phase of Copilot will integrate with Microsoft 365 apps. These intelligent assistants help you craft documents, analyze data, and create presentations faster and more precisely. Copilot in Outlook streamlines email and calendar management by drafting responses, summarizing email threads, and suggesting optimal meeting times. The SCADA system (supervisory control and data acquisition) is a control system architecture comprising computers, networked data communications, and graphical user interfaces for high-level supervision of machines and processes. It is used by the Water Division and runs on Microsoft Server software.
FISCAL REVIEW:
2024-2027
Microsoft Government (yearly) $ 172,495.48
Microsoft Copilot 15 licenses (yearly) $ 5,494.50
Microsoft SCADA (yearly) $ 14,137.77
Microsoft SCADA (unused) $ -36,000.00
Project Total (3-year) $ 540,383.25
Budget Includes Sufficient Funding
The adopted budget includes sufficient funding for this purchase. The Microsoft Government 365, Microsoft Copilot, and Microsoft server licenses will be expensed to the Software account in the IT Department. Microsoft Copilot for Government has not been released yet.
The pricing included for Copilot is based on the best estimate from our reseller at this point.
Funding for the SCADA portion of the licensing from June 2024 to November 30th, 2024, for $36,000, has been previously approved in the SCADA upgrade project under the Water Utility Fund. Due to the delay in Tesco's availability, these funds have not yet been used.
Continuing funding for the SCADA portion will also come from the Water Utility Fund. The IT department negotiated lower volume pricing to lower the cost of the Microsoft SCADA licensing going forward. We have been able to save the city $21,863.
PROCUREMENT:
Fountain Valley Municipal Code 2.36.070(5) provides that bidding may be dispensed with when “piggybacking” off the pricing that was previously established by another government agency, provided the original solicitation was made in a competitive manner and awarded to the lowest responsible bidder. Here, the Microsoft 365 services were competitively bid through a joint powers authority and the City seeks to take advantage of the competitively bid price of that JPA. The pricing was based on the Riverside County LSP agreement.
PUBLIC NOTIFICATION:
Not applicable.
ENVIRONMENTAL IMPACT REVIEW:
Not applicable.
Microsoft Renewals
November 19th, 2024
ATTORNEY REVIEW:
The Attorney for the City has reviewed this staff report and concurs with the recommended action.
ALTERNATIVES:
Alternative No. 1:
Alternative No. 2:
RECOMMENDATION:
Approve the purchase and authorize the City Manager to execute an agreement with Insight Public Sector, a local installer of Government Microsoft Office 365 and Reseller, to purchase the subscriptions.
This is the recommended action.
Do not accept the purchase and stop using Microsoft Office and Server products. This will significantly disrupt City services while alternatives are found.
Staff recommends the approval of Alternative No. 1 to approve the purchase and authorize the City Manager to execute an agreement with Insight Public Sector to renew Government Microsoft 365 subscriptions and server licensing.
Prepared by: Steven Bohlson, Information Technology Manager Approved by: Scott Kim, Information Technology Director Fiscal review by: Ryan Smith, Finance Director
Approved by: Maggie Le, City Manager
Attachments:
1. Insight Public Sector Quote Microsoft 365 and Servers
2. Insight Public Sector Quote Microsoft Copilot
11/4/2024 Page 1 of 1
City of Fountain Valley
Budgetary
Quotation: 0924-FountainValley-Budgetary-Renewal-V3-MSEA-FA Date: September 16, 2024
Enrollment: 75440419
Contract: ITARC-00930
Part Number Item Name Level Purchase Period Pool Product Type Quantity Unit Price Extended Price Additional Products
9GA-00313 CIS Suite Standard Core ALng SA 2L D Added at Signing Servers Software Assurance 64 $ 35.78 $ 2,289.92 312-02257 Exchange Server Standard ALng SA D Added at Signing Servers Software Assurance 1 $ 127.96 $ 127.96 076-01912 Project Standard ALng SA D Added at Signing Applications Software Assurance 1 $ 128.82 $ 128.82 359-00961 SQL CAL ALng SA User CAL D Added at Signing Servers Software Assurance 30 $ 37.73 $ 1,131.90 228-04433 SQL Server Standard ALng SA D Added at Signing Servers Software Assurance 1 $ 162.27 $ 162.27 6VC-01252 Win Remote Desktop Services CAL ALng LSA UCAL D Added at Signing Servers License/Software Assurance Pack 17 $ 55.60 $ 945.20 9EM-00562 Win Server Standard Core ALng LSA 2L D Added at Signing Servers License/Software Assurance Pack 570 $ 45.95 $ 26,191.50 9EM-00270 Win Server Standard Core ALng SA 2L D Added at Signing Servers Software Assurance 48 $ 19.41 $ 931.68 Annual On-Premises Total: $ 31,909.25
Enterprise Products
AAD-34704 M365 G3 Unified FUSL GCC Sub Per User D Non-Specific Servers Monthly Subscriptions-VolumeLice 400 $386.81 $ 154,724.00 12 Month Subscriptions Total: $ 154,724.00
Annual Total: $ 186,633.25
Three Year Total: $ 559,899.75
Confidential. EA At Signing Thank you for the opportunity to quote.
11/4/2024 Page 1 of 1 Budgetary
City of Fountain Valley
M365 Copilot for GCC has not been released yet
Quotation: 1024-FountainValley-M365Copilot-BUDGETARY-MSEA-FA Subscription Start Date: 12/1/2024 Date: October 15, 2024 Subscription End Date: 11/30/2027 Enrollment: 75440419
Contract: ITARC-00930
Year One: 12 Months 12
Part Number Item Name Level Purchase Period Pool Product Type Quantity Term Price Extended Price Additional Products
EP2-24658 M365 Copilot GCC Sub Add-on (Do Not Order) D Non-Specific Applications Monthly Subscriptions-VolumeLicense 30 $366.30 $ 10,989.00 12 Month Total: $ 10,989.00
Year Two: 12 Months 12
Additional Products
EP2-24658 M365 Copilot GCC Sub Add-on (Do Not Order) D Non-Specific Applications Monthly Subscriptions-VolumeLicense 30 $366.30 $ 10,989.00 12 Month Total: $ 10,989.00
Year Three: 12 Months 12
Additional Products
EP2-24658 M365 Copilot GCC Sub Add-on (Do Not Order) D Non-Specific Applications Monthly Subscriptions-VolumeLicense 30 $366.30 $ 10,989.00 12 Month Total: $ 10,989.00
36 Month Total: $ 32,967.00
Confidential. EA Monthly Subscriptions Thank you for the opportunity to quote.
CITY OF FOUNTAIN VALLEY
CITY COUNCIL
COUNCIL ACTION REQUEST
To: Honorable Mayor and Agenda Date: November 19, 2024
Members of the City Council
SUBJECT: 1. Approve the Amended and Restated Lease Between the County of Orange and the City of Fountain Valley for the Fountain Valley Sports Park
2. Approve the Second Amendment to the License Agreement Between the City of Fountain Valley and Huntington Valley Boys and Girls Clubs for the Clubs Site at the Fountain Valley Sports Park
THREE-YEAR STRATEGIC GOAL
☒ Enhance the culture and environment of “A Nice Place to Live” ☐ Achieve fiscal stability by evaluating processes, and attract and retain revenue producing businesses/opportunities
☐ Attract and retain quality staff through best practices and trends ☐ Maintain, build, and modernize infrastructure to support growth and future needs of the City
☐ Not applicable
EXECUTIVE SUMMARY:
The United States of America quitclaimed HOLF Mile Square Field to the County of Orange requires that the property be devoted in perpetuity for a public park and for recreational uses. A condition of that quitclaim deed requires the County to lease a portion of that property to the City of Fountain Valley for fifty years, with additional periods of fifty years, contingent upon the City developing the premises for park and recreations uses.
This portion of the park has been identified as the Fountain Valley Sports Park (FVSP).
On March 28, 2023, the occupancy of the FVSP became a month-to-month tenancy under the same terms and conditions of the original lease as both parties entered negotiations regarding the terms and conditions of the lease.
City staff have negotiated with the county to present the amended and restated lease (Attachment 1) which includes a fifty-year extension, revised special events agreement, and opportunity for additional acreage for the FVSP.
Additionally, as part of the amended and restated FVSP lease, staff desires to provide an extension to the License Agreement (Attachment #2) between the City of Fountain Valley and the Huntington Valley Boys and Girls Clubs (Clubs). This amended license
Amended and Restated Lease for FV Sports Park
November 19, 2024
agreement provides for the expansion of Clubs permanent building on the City’s FVSP along with a twenty-five-year extension to the term of the lease through April 8, 2060.
DISCUSSION:
The United States of America quitclaimed HOLF Mile Square Field to the County of Orange requires that the property be devoted in perpetuity for a public park and for recreational uses. This location has become Mile Square Regional Park (MISQ), owned and operated by the County of Orange. A condition of that quitclaim deed requires the County to lease a portion of that property to the City of Fountain Valley for fifty years, with additional periods of fifty years, contingent upon the City developing the premises for park and recreations uses. This portion of the park has been identified as the Fountain Valley Sports Park (FVSP).
City Staff and the County of Orange have been in negotiations regarding the lease terms for the FVSP since August of 2022. However, since no lease agreement had been approved by March 28, 2023, the occupancy of the FVSP became a month-to-month tenancy under the same terms and conditions of the original lease. City and County staff have worked diligently on a mutually beneficial amended and restated lease. City priorities in the negations included:
Extending the lease for an additional fifty years;
Maintaining the integrity of the United States quitclaim deed; Updating the special events agreement;
Preserving the jurisdictional responsibilities of the Fountain Valley Fire Department Preserving the permitting process for all regulating agencies, including City departments (FVFD, Public Works, Community Services) for all activities inside and surrounding Mile Square Regional Park;
Additional acreage be provided to the City as part of the OC Parks rehabilitation of MISQ; and
Extension of the License Agreement for the Huntington Valley Boys and Girls Clubs site at the FVSP.
City staff believe they have met the above outlined priorities. Highlighting the amended and restated lease are the following items:
Lease Extension
The term of this Lease shall be fifty years commencing on March 28, 2023. Provided Tenant (City) is utilizing the Premises consistent with the Quitclaim Deed, Tenant may request and County will extend the Lease for additional fifty (50) year terms. County shall have the discretion to extend the Term of this Lease under such terms and conditions as the Parties mutually agree upon consistent with the Quitclaim Deed.
Special Events Agreement
To allow for the orderly operation and coordination of Special Events, including those held by the County and City within Mile Square Regional Park and/or the FVSP. The updated
Amended and Restated Lease for FV Sports Park
November 19, 2024
agreement preserves the jurisdictional responsibilities of the Fountain Valley Fire Department and the permitting process for all regulating agencies, including City departments (FVFD, Public Works, Community Services) for all activities inside and surrounding Mile Square Regional Park.
a) Tenant shall issue or obtain all permits, for Special Events required by any applicable regulating agencies including current fire code. Tenant is responsible for all costs associated with developing and implementing required plans and for all associated permitting fees, if any, for any use of the Premises by the Tenant.
b) The County shall issue or obtain all permits, for Special Events within MISQ required by the Fountain Valley Fire Department and any applicable regulating agencies. County is responsible for all costs associated with developing and implementing required plans, for all associated permitting fees, and for any fire department resources required to support the event.
Additional Acreage for FVSP
The Parties agree that the Premises shall expand to include the additional acreage (14.6 acres) as shown in attachment A/Exhibit C. When the following two events occur:
(1) the County completes the County’s Mile Square Regional Park Golf Course Conversion – Phase 2 Project, and
(2) the City completes and adopts its City Parks Master Plan update, which includes the Expansion Premises. The Parties anticipate that the Expansion Premises will be available within 18 to 24 months.
Proposed expansion of the Fountain Valley Sports Park (Purple areas on the site plan below)
Amended and Restated Lease for FV Sports Park
November 19, 2024
Extension of the License Agreement for the Huntington Valley Boys and Girls Clubs Site County agrees that the desired extension and expansion of the Boys and Girls site is within their current approved scope of services.
Clubs has operated public programs as a public service for a public purpose on a portion of the City’s FVSP property since April 9, 1985, at which time the City and Clubs entered into a 25-year License Agreement. Clubs completed construction of a permanent building facility in 1997, thereby fulfilling its original intention for the property to provide recreational services to the people of the surrounding area. On March 2, 2010, the City entered into a First Amendment to the License agreement which permitted use of a portion of the Licensed Premises for the Boys and Girls Club of Huntington Valley for an additional 25 years (through 2035).
Clubs desires to extend their license agreement for an additional 25 years through April 8, 2060. Additionally, Clubs desires to expand the permanent building on the City’s FVSP site and to operate it to provide recreational services to the people of the surrounding area. Clubs agrees to provide those services that the City’s Community Services Department would otherwise provide, thereby providing valuable consideration in
Amended and Restated Lease for FV Sports Park
November 19, 2024
exchange for its right to use said site. Approval of the 25-year renewal of the License Agreement shall be obtained from the National Park Service and County, as required by the License Agreement.
Proposed expansion of the Clubs site at the FVSP (Grey areas on the site plan below) Staff recommends approval of the amended and restated lease for the Fountain Valley Sports Park and the extension of the License Agreement for the Huntington Valley Boys and Girls Clubs Site.
FINANCIAL ANALYSIS
There is no direct financial impact from the amended and restated lease between the City of Fountain Valley and the County of Orange for the Fountain Valley Sports Park. As part of the lease, the City will be completing a Parks Master Plan. This plan will identify potential future redevelopment of the park expansion and associated construction and maintenance costs.
Amended and Restated Lease for FV Sports Park
November 19, 2024
There is no direct financial impact from the extension of the Second Amendment to the License Agreement between the City of Fountain Valley and Huntington Valley Boys and Girls Clubs for the Clubs site at the Fountain Valley Sports Park.
ATTORNEY REVIEW:
Attorney for the City has reviewed this item
ALTERNATIVES:
Alternative No.1: Approve the Amended and Restated Lease Between the County of Orange and the City of Fountain Valley for the Fountain Valley Sports Park and,
Approve the Second Amendment to the License Agreement
Between the City of Fountain Valley and Huntington Valley Boys and Girls Clubs for the Clubs Site at the Fountain Valley Sports Park Alternative No. 2: Do not approve this contract agreement and provide direction to staff.
RECOMMENDATION:
Staff recommends Alternative No. 1, Approve the amended and restated lease between the County of Orange and the City of Fountain Valley for the Fountain Valley Sports Park and, Approve the Second Amendment to the License Agreement between the City of Fountain Valley and Huntington Valley Boys and Girls Clubs for the Clubs site at the Fountain Valley Sports Park
Prepared and Approved By:Rob Frizzelle, Community Services Director Fiscal Review by: Ryan Smith, Finance Director
Approved By: Maggie Le, City Manager
Attachments:
1. Amended and Restated Lease, Fountain Valley Sports Park
2. 2nd Amendment to License Agreement HVBGC
3. Mile Square Park MOU – 1970
4. Mile Square Park, 1st Amendment (Boys and Girls Club)
5. Mile Square Park, 2nd Amendment (Additional 23 Acres)
6. Mile Square Park, 3rd Amendment (City Service Road)
7. Mile Square Park, Special Events MOU
8. Mile Square Park, Special Events MOU 1st Amendment
9. 1st Amendment to License Agreement HVBGC
PR37A-17
Mile Square Regional Park
City of Fountain Valley
AMENDED AND RESTATED LEASE
MILE SQUARE REGIONAL PARK RECREATION CENTER
THIS AMENDED AND RESTATED LEASE (“Lease”) is made __________________, 2024, (“Effective Date”) by and between the COUNTY OF ORANGE, a political subdivision of the State of California (hereinafter “County”) and the CITY OF FOUNTAIN VALLEY, a municipal corporation (hereinafter “Tenant” or “City”). The County and Tenant may be referred to herein individually as a “Party,” or collectively as the “Parties.”
RECITALS
WHEREAS, County is the owner of approximately 640 acres of real property located in the City, commonly known as Mile Square Regional Park, by virtue of that Quitclaim Deed executed March 9, 1973, by the United States of America; and WHEREAS, pursuant to the said Quitclaim Deed, County agreed to lease to Tenant a parcel of land described in the Quitclaim Deed “for a period of fifty (50) years with the right of the City of Fountain Valley to renew said lease for additional periods of fifty (50) years contingent upon the City developing and maintaining said property during the period of said lease and during any renewals for public park and recreational purposes for the benefit and use of the general public[;]” and
WHEREAS, on March 28, 1973, County leased (the “Original Lease”) to Tenant approximately 55 acres of Mile Square Regional Park (“Original Leased Premises”) for public park and recreation purposes and Tenant subsequently built the facility commonly known as the Fountain Valley Recreation Center (“Recreation Center”); and WHEREAS, on April 9, 1985, County and Tenant entered into a First Amendment to the Lease which permitted use of a portion of the Leased Premises for the Boys and Girls Club of Huntington Valley; and
WHEREAS, on February 15, 2000, County and Tenant entered into a Second Amendment to the Lease that expanded the Tenant’s leased premises by approximately 23 acres to accommodate an expansion of the Recreation Center on the same terms and conditions of the Lease (hereafter the Original Leased Premises and the leased premises of the 23-acre expansion shall be referred to jointly as “Premises”); and
WHEREAS, on April 29, 2003, County and Tenant entered into a Third Amendment to the Lease (also known as PR37A-17), and also entered into a Memorandum of Understanding
dated June 22, 1989 (“MOU”) and a First Amendment to the MOU on April 5, 1995 and agreement July 14, 1970 (“Amended MOU”); and
WHEREAS, the Original Lease, First Amendment, Second Amendment, and Third Amendment, and the MOU, and First Amendment to MOU, and the Agreement dated July 14, 1970 shall be referred to collected as “Prior Agreements”; and WHEREAS, the Prior Agreements expired on March 28, 2023 and Tenant desires to exercise its right to renew the Lease, as amended, for another fifty (50) year term and County desires to renew the Lease for said term; and
WHEREAS, the Parties desire to restate and clarify the terms of the Prior Agreements and supersede and replace the terms of the Prior Agreements with the terms and conditions of this Lease; and
WHEREAS, on February 8, 2023, the City of Fountain Valley Planning Agency and Planning Commission found that the proposed first renewal is exempt from CEQA per Section 15061(b)(3) and that the Lease, as amended, and proposed renewal are consistent with the City’s General Plan.
NOW, THEREFORE, the parties hereto agree as follows:
1. DEFINITIONS (1.0 SR)
The following words in this Lease shall have the significance attached to them in this Clause (DEFINITIONS), unless otherwise apparent from context:
“Board of Supervisors” means the Board of Supervisors of the County of Orange, a political subdivision of the State of California.
“CEO/Office of Risk Management” means the Risk Manager, County Executive Office, Risk Management, County of Orange, or designee, or upon written notice to Tenant, such other person or entity as shall be designated by the County Executive Officer or the Board of Supervisors.
“County Executive Officer” means the County Executive Officer, County Executive Office, County of Orange, or designee, or upon written notice to Tenant, such other person or entity as shall be designated by the Board of Supervisors. “Director of OC Parks” or “Director” means the Director, Orange County Parks, OC Community Resources, County of Orange, or designee, or upon written notice to Tenant, such other person or entity acting in a similar capacity as shall be designated by the County Executive Officer.
2. PREMISES (1.1 SR)
As required by that certain Quitclaim Deed, executed on March 9, 1973, from the United States of America to the County (“Quitclaim Deed”), the County extends its lease with Tenant to the Premises consisting of approximately 78 acres located at 16801 Euclid Street, Fountain Valley, CA 92708 as described in Exhibit A and shown on Exhibit B, which exhibits are attached hereto and by reference made a part hereof (“Original Premises”). The Premises are accepted “as is” and “where is” by Tenant subject to any and all existing easements and encumbrances.
The Parties agree that the Premises shall expand to include the additional acreage as shown on Exhibit C (“Expansion Premises”), when the following two events occur: (1) the County completes the County’s Mile Square Regional Park Golf Course Conversion – Phase 2 Project, , and (2) the City completes and adopts its City Parks Master Plan update which includes the Expansion Premises. The Parties anticipate that the Expansion Premises will be available within eighteen (18) to twenty-four (24) months of the Effective Date first written above. Each Party shall confirm in writing to the other the completion of the conditions set forth in this paragraph and, once both conditions have occurred, the Expansion Premises shall be added to the Premises hereunder without further action of the Parties. The date of such addition may be confirmed in writing by the Parties. The Original Premises is currently fenced along the boundary of the County’s adjacent Mile Square Regional Park. The Parties agree that before the Expansion Premises is opened for public use, the City shall install a physical barrier along the boundary of the Expansion Premises and the County’s adjacent Mile Square Regional Park. The terms of the Expansion Premises shall be coterminous with and under the same terms and conditions of the Premises and this Lease. Hereinafter, the term “Premises” shall include the Original Premises and the Expansion Premises.
Upon completion of hardscape as part of County’s Mile Square Regional Park Golf Course Conversion – Phase 2 Project, City will, at City’s sole cost and expense perform a survey of the Expansion Premises and provide a legal description and depiction of the Expansion Premises to the satisfaction of the County. The revised Expansion Premises will be amended to this Lease and such amendment will be executed by County through delegated authority provided by the Orange County Board of Supervisors to the County’s Chief Real Estate Officer in substantially the same form attached as Exhibit F, attached hereto and incorporated herein.
3. USE (1.2 SR)
As required by the Quitclaim Deed, Tenant's use of the Premises shall be limited to developing, maintaining, and using the Premises for public park and recreational purposes, for the benefit and use of the general public. Tenant agrees not to use the Premises for any other purpose inconsistent with the Quitclaim or the terms of this Section. Tenant shall not use the Premises or any portion thereof for any illegal or unlawful purpose and will not cause or permit a nuisance or waste to be created or maintained therein.
NO TOBACCO, OR MARIJUANA PRODUCTS SHALL BE SOLD FROM THE PREMISES;
HOWEVER, ALCOHOL SALES ARE PERMITTED PURSUANT TO APPLICABLE LAW
(e.g., FOUNTAIN VALLEY MUNICIPAL CODE CHAPTER 12.08). SMOKING OF ANY KIND IS PROHIBITED INSIDE ANY BUILDING WITHIN THE PREMISES.
4. COUNTY’S USE RESERVATIONS AND RIGHT OF ENTRY (1.3 SR) County reserves the right from time to time, without causing unreasonable interference to Tenant, to access the Premises to confirm that Tenant is using the Premises consistent with those uses articulated in Clause 3 (USE). Tenant shall cooperate with County during County’s access of the Premises. County shall make best efforts to notify Tenant prior to accessing the Premises.
5. TERMINATION OF PRIOR AGREEMENTS (1.5 SR)
It is mutually agreed that this Lease shall restate, supersede, and replace any prior agreements between the Parties hereto covering all or any portion of the Premises or Mile Square Regional Park, including but not limited to the original Lease dated March 28, 1973, the First Amendment to Lease dated April 9, 1985, the Second Amendment to Lease dated February 15, 2000, and the Third Amendment to Lease dated April 29, 2003 (also known as PR37A-17), the Memorandum of Understanding dated June 22, 1989, and First Amendment to MOU dated April 5, 1995 and Agreement dated July 14, 1970. Notwithstanding the foregoing, this provision shall not release Tenant from any obligations under any of the Prior Agreements to be performed through the Commencement Date of this Lease or from any obligations of indemnification based upon events occurring prior to the Effective Date of this Lease.
Notwithstanding any provision of this Lease to the contrary, nothing in this Lease is intended to modify, supersede or in any way reduce City of Fountain Valley’s right to Lease the Premises as stated in the Quitclaim deed from the United States to the County of Orange executed March 9, 1973. In the event of any inconsistency or conflict, the terms of the Quitclaim deed shall prevail in all respects.
6. TERM (1.6 SR)
The term of this Lease shall be fifty (50) years (“Term”), commencing on March 28, 2023 (“Commencement Date”).
7. OPTION TO EXTEND TERM (1.7 SR)
Provided Tenant is utilizing the Premises consistent with the Quitclaim Deed, Tenant may request and County will extend the Lease for additional fifty (50) year terms (“Extension Term(s)”).
County shall have the discretion to extend the Term of this Lease under such terms and conditions as the Parties mutually agree upon consistent with the Quitclaim Deed.
8. RENT (1.8 SR)
In recognition of Tenant use of the Premises as a public park for the benefit and use of the general public, there shall be no rent due hereunder.
9. MAINTENANCE OBLIGATIONS OF TENANT – CONDITIONS AND CARE OF PREMISES (2.5 SR)
A. Tenant shall, to the satisfaction of County, keep and maintain, or cause to be kept and maintained, the Premises and all Tenant Improvements (as defined in this Clause 9) of any kind in place and used, occupied, or otherwise operated or maintained by the Tenant on the Premises prior to the Commencement Date, or which may be erected, installed, or made thereon by Tenant or its Licensee or Licensees (parties who enter into an agreement with Tenant), during the Term or Extension Term of this Lease, in good condition and in substantial repair, provided that in the event (i) of substantial damage to any such Tenant Improvements it shall be at Tenant’s option whether to repair or replace such improvements (provided that if the improvements are not to be repaired or replaced, then they shall be placed into a safe condition or removed), as provided in Clause 11 (OPERATIONAL REQUIREMENTS OF TENANT) below or (ii) Tenant or its Licensee(s) ceases to use any improvements, it shall be at Tenant’s option to not repair or replace any such improvement so long as the improvement is maintained in a safe condition or removed.
Subject to the foregoing, it shall be Tenant's responsibility to take all steps necessary or appropriate to maintain such a standard of condition and repair.
B. Tenant shall keep the Premises clean and in good repair during any time which Tenant, its agents, or employees use the Premises at its sole cost and expense. Except as otherwise expressly set forth in this Lease, Tenant shall be responsible for all costs relating to the operation and maintenance of the Premises.
C. Tenant shall be solely responsible for all costs and expenses for any maintenance and repairs necessitated by the actions of Tenant, or Licensee(s), resulting in an extraordinary load imposed on underground utilities outside the Premises or contamination of Common Areas.
D. If Tenant receives an inspection notice or a deficiency notice for actions, activities, or omissions for which Tenant is responsible following an inspection by any public or regulatory agency having jurisdiction, Tenant agrees to make any and all corrections in the manner required immediately upon receipt of by such notice.
E. County shall have no obligation or responsibility to dredge, remove debris, or to maintain, repair, or replace improvements constructed within the Premises, except as otherwise provided by law. Tenant shall have no obligation to dredge the Premises nor to maintain, supervise, repair or replace any improvements installed by County or any other party (other than Tenant’s Licensees) nor for debris or materials which are not deposited by Tenant or its Licensees and which comes onto or out of the Premises.
F. Tenant shall be required to construct an opaque physical barrier and landscaping along the boundary of the Expansion Premises to the satisfaction of the County. The physical barrier and landscaping shall be designed to prevent access into and from the Premises and minimize noise and visual impacts to park users outside of the Premises. The Tenant shall also be responsible for providing access to secured gates installed along the physical barrier, either through keys or other approved methods. Tenant shall be solely responsible for all costs and expenses related to the construction of the physical barrier and landscaping including any maintenance and repairs.
G. All lighting shall be designed and located so as to confine direct rays to the Premises.
10. UTILITIES (SRLic-2.3 N)
Tenant shall be responsible for all utility charges (including any assessments), including but not limited to: water, gas, electricity, telephone service, cable service, internet service, janitorial service, and sewer.
11. OWNERSHIP OF IMPROVEMENTS (2.7 SR)
Tenant shall provide all equipment necessary for use of the Premises consistent with this Lease.
All buildings, improvements, and facilities, exclusive of trade fixtures, constructed or placed within the Premises by Tenant (“Tenant Improvements”) must, upon completion, be free and clear all liens, claims, or liability for labor or material and at County's option shall be the property of County at the expiration of this Lease or upon earlier termination hereof. County retains the right to require Tenant, at Tenant's cost, to remove all Tenant Improvements located on the Premises at the expiration or termination hereof.
12. OPERATIONAL REQUIREMENTS OF TENANT (2.9 SR)
A. Standards of Operation. Tenant shall operate the Premises in a manner similar to other comparable facilities in Southern California which offer similar services and amenities. Tenant shall, at its sole expense, take reasonable steps to provide security measures for the protection of persons and property within the Premises. Nothing in the previous sentence is intended to provide third party rights or protections nor should this Lease be relied upon by any person or organization other than the Parties hereto. Nothing in this section is intended to expand the rights or obligations of Tenant to third parties in any way. Tenant agrees to obey, abide by, and be in conformance with all applicable governmental codes, laws, rules and/or regulations, now or hereafter promulgated, concerning operations on the Premises.
B. Protection of Environment. Tenant shall not permit:
1. Littering within the Premises;
2. Excessive noise, based on applicable City ordinances, including Fountain Valley Municipal Code Section 12.08, emanating from the Premises;
3. Excessive light and glare, based on applicable City ordinances, including Fountain Valley Municipal Code Section 12.08, from light fixtures within the Premises that could impact the safe operation of automobiles, watercraft, and aircraft in the area; or
4. Discharge or runoff of pollutants, including petroleum products, waste, and debris from any source on the Premises into the waters within or adjacent to the Premises or other activities that are harmful to water quality. Tenant shall not be responsible for any
discharge or runoff related to the County’s operation of the adjacent Mile Square Regional Park.
Tenant shall immediately report any spillage, leakage, or discharge of any toxic, hazardous, or polluting materials to the proper authorities.
C. Special Events. Special Events, as defined in Exhibit E, at the Premises and the County’s adjacent Mile Square Regional Park shall additionally be governed by the terms set forth in Exhibit E, attached hereto and incorporated herein.
13. INSURANCE (3.0 SR)
Tenant agrees to maintain a program of self-insurance or purchase all required insurance at Tenant’s expense and to deposit with the County certificates of insurance, including all endorsements required herein, necessary to satisfy the County that the insurance provisions of this Lease have been complied with and to keep such insurance coverage and the certificates and endorsements therefore on deposit with the County during the entire term of this Lease.
Tenant agrees that Tenant shall not operate on the Premises at any time the required insurance is not in full force and effect as evidenced by a certificate of insurance and necessary endorsements or, in the interim, an official binder being in the possession of Director of OC Parks. In no cases shall assurances by Tenant, its employees, agents, including any insurance agent, be construed as adequate evidence of insurance. Director of OC Parks will only accept valid certificates of insurance and endorsements, or in the interim, an insurance binder as adequate evidence of insurance. Tenant also agrees that upon cancellation, termination, or expiration of Tenant’s insurance, County may take whatever steps are necessary to interrupt any operation from or on the Premises until such time as the County reinstates the Lease.
If Tenant fails to provide Director of OC Parks with a valid certificate of insurance and endorsements, or binder at any time during the term of the Lease, County and Tenant agree that this shall constitute a material breach of the Lease. Whether or not a notice of default has or has not been sent to Tenant, said material breach shall permit County to take whatever steps necessary to interrupt any operation from or on the Premises, and to prevent any persons, including, but not limited to, members of the general public, and Tenant’s employees and agents, from entering the Premises until such time as Director of OC Parks is provided with adequate evidence of insurance required herein. Tenant further agrees to hold County harmless for any damages resulting from such interruption of business and possession, including, but not limited to, damages resulting from any loss of income or business resulting from the County’s action.
Tenant may occupy the Premises only upon providing to County the required insurance stated herein and maintain such insurance for the entire term of this Lease. Tenantshall provide to County immediate notice of said insurance cancellation or termination.
All contractors performing work on behalf of Tenant pursuant to this Lease shall obtain insurance subject to the same terms and conditions as set forth herein for Tenant. Tenant shall not allow contractors or subcontractors to work if contractors have less than the level of coverage required
by the County from the Tenant under this Lease. It is the obligation of the Tenant to provide written notice of the insurance requirements to every contractor and to receive proof of insurance prior to allowing any contractor to begin work within the Premises. Such proof of insurance must be maintained by Tenant through the entirety of this Lease and be available for inspection by a County representative at any reasonable time.
All self-insured retentions (SIRs) shall be clearly stated on the Certificate of Insurance. Any selfinsured retention (SIR) in an amount in excess of Three Hundred Fifty Thousand Dollars ($350,000) shall specifically be approved by the County’s Risk Manager, or designee, upon review of Tenant’s current audited financial report.
Qualified Insurer
The policy or policies of insurance must be issued by an insurer with a minimum rating of A- (Secure A.M. Best’s Rating) and VIII (Financial Size Category as determined by the most current edition of the Best’s Key Rating Guide/Property-Casualty/United States or ambest.com).
If the insurance carrier does not have an A.M. Best Rating of A-/VIII, the CEO/Office of Risk Management retains the right to approve or reject a carrier after a review of the company’s performance and financial ratings.
The policy or policies of insurance maintained by the Tenant shall provide the minimum limits and coverage as set forth below:
Coverages Minimum Limits
Commercial General Liability
Sexual Abuse and Molestation
Liquor Liability
Umbrella/Excess Liability with Follow
form coverage
$1,000,000 per occurrence
$2,000,000 aggregate
$1,000,000 per occurrence
$2,000,000 aggregate
$1,000,000 per occurrence
$20,000,000
Automobile Liability including coverage
for owned or scheduled, non-owned and
hired vehicles
$1,000,000 combined single limit each
accident
Workers’ Compensation
Employers Liability
Statutory
$1,000,000 per accident or disease
Commercial Property Insurance on an “All 100% of the Replacement Cost and
Coverages Minimum Limits
Risk” or “Special Causes of Loss” basis
covering all, contents and any tenant
improvements including Business
Interruption/Loss of Rents with a 12
month limit.
No coinsurance provision
Pollution Liability $1,000,000 per claims made or per
occurrence
Required Coverage Forms
The Commercial General Liability coverage shall be written on Insurance Services Office (ISO) form CG 00 01, or a substitute form providing liability coverage at least as broad.
The Business Auto Liability coverage shall be written on ISO form CA 00 01, CA 00 05, CA 00 12, CA 00 20, or a substitute form providing liability coverage at least as broad.
Required Endorsements
The Commercial General Liability policy shall contain the following endorsements, which shall accompany the Certificate of insurance:
1) An Additional Insured endorsement using ISO form CG 20 26 04 13or a form at least as broad naming the County of Orange, its elected and appointed officials, officers, employees, agents as Additional Insureds. Blanket coverage may also be provided which will state- As Required By Written Agreement.
2) A primary non-contributing endorsement using ISO form CG 20 01 04 13, or a form at least as broad, evidencing that the Tenant’s insurance is primary and any insurance or selfinsurance maintained by the County of Orange shall be excess and non-contributing.
The Pollution Liability policy shall contain the following endorsements, which shall accompany the Certificate of Insurance:
1) An Additional Insured endorsement naming the County of Orange, its elected and appointed officials, officers, employees, and agents as Additional Insureds. 2) A primary non-contributory endorsement evidencing that Lessee’s insurance is primary, and any insurance or self-insurance maintained by the County of Orange shall be excess and non-contributing.
If Lessee’s Pollution Liability policy or Professional Liability Policy is a claims-made policy, Lessee shall agree to the following:
1) The retroactive date must be shown and must be before the date of the contract or the beginning of the Lease.
2) Insurance must be maintained, and evidence of insurance must be provided for at least three (3) years after expiration or earlier termination of Lease. 3) If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the effective date of the contract services, Lessee must purchase an extended reporting period for a minimum of three (3) years after expiration of earlier termination of the Lease.
The Workers’ Compensation policy shall contain a waiver of subrogation endorsement waiving all rights of subrogation against the County of Orange, its elected and appointed officials, officers, agents and employees. Blanket coverage may also be provided which will state- As Required By Written Agreement.
All insurance policies required by this lease shall waive all rights of subrogation against the County of Orange, its elected and appointed officials, officers, agents, and employees when acting within the scope of their appointment or employment.
The Commercial Property policy shall contain a Loss Payee endorsement naming the County of Orange as respects the County’s financial interest when applicable.
The Commercial General Liability policy shall contain a severability of interests clause, also known as a “separation of insureds” clause (standard in the ISO CG 001 policy).
Insurance certificates should be forwarded to the County address provided in Clause 39 (NOTICES) below or to an address provided by Director of OC Parks. Tenant has ten (10) business days to provide adequate evidence of insurance or this Lease may be cancelled.
County expressly retains the right to require Tenant to increase or decrease insurance of any of the above insurance types throughout the term of this Lease. Any increase or decrease in insurance will be as deemed by County of Orange Risk Manager as appropriate to adequately protect County.
County shall notify Tenant in writing of changes in the insurance requirements. If Tenant does not deposit copies of acceptable certificates of insurance and endorsements with County incorporating such changes within thirty (30) days of receipt of such notice, this Lease may be in breach without further notice to Tenant, and County shall be entitled to all legal remedies.
The procuring of such required policy or policies of insurance shall not be construed to limit Tenant’s liability hereunder nor to fulfill the indemnification provisions and requirements of this Lease, nor in any way to reduce the policy coverage and limits available from the insurer.
14. INDEMNIFICATION (3.1 N)
A. Tenant’s Indemnity. Tenant agrees to indemnify, defend with counsel approved in writing by County, and hold County, its elected and appointed officials, officers, employees, agents and those special districts and agencies which County’s Board of Supervisors acts as the governing Board (“County Indemnitees”) harmless from any claims, demands or liability of any kind or nature, including but not limited to personal injury or property damage, arising from or related to the Tenant’s actions or activities pursuant to this Lease except for liability arising out of the negligence of County, its elected and appointed officials, officers, agents, or employees. If judgment is entered against Tenant and County by a court of competent jurisdiction because of the concurrent active negligence of County or County Indemnitees, Tenant and County agree that liability will be apportioned as determined by the court. Neither party shall request a jury apportionment.
B. County’s Indemnity. County agrees to indemnify, defend, and hold Tenant, their elected and appointed officials, officers, employees, and agents harmless from any claims, demands or liability of any kind or nature, including but not limited to personal injury or property damage, arising from or related to the County’s actions or activities pursuant to this Lease, except for liability arising out of the negligence of Tenant, its elected and appointed officials, officers, agents, or employees.
If judgment is entered against County and Tenant by a court of competent jurisdiction because of the concurrent active negligence of Tenant or Tenant Indemnitees, Tenant and County agree that liability will be apportioned as determined by the court. Neither party shall request a jury apportionment.
C. Waiver of Subrogation. County and Tenant each hereby waives all rights of recovery against the other on account of loss and damage occasioned to the Premises of such waiving Party to the extent that the waiving Party is entitled to proceeds for such loss and damage under any property insurance policies carried or otherwise required to be carried by this Lease; provided however, that the foregoing waiver shall not apply to the extent of Tenant’s obligation to pay deductibles under any such policies and this Lease. By this waiver it is the intent of the Parties that neither County nor Tenant shall be liable to any insurance company (by way of subrogation or otherwise) insuring the other Party for any loss or damage insured against under any property insurance policies, even though such loss or damage might be occasioned by the negligence of such Party, its agents, employees, contractors, or invitees.
D. General Release. The Parties acknowledges that they are familiar with the language and provisions of California Civil Code Section 1542, which provides as follows:
A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party.
The Parties, being aware of and understanding the terms of Section 1542, hereby waive all benefit of its provisions to the extent described in this paragraph as to claims related to the condition of the Premises, whether such claims arise from past, present or future incidents.
15. HAZARDOUS MATERIALS (3.2 SR)
A. Definition of Hazardous Materials. For purposes of this Lease, the term “Hazardous Materials” shall mean any hazardous or toxic substance, material, product, byproduct, or waste which is or shall become regulated by any governmental entity, including, without limitation, County, acting in its governmental capacity, the State of California, or the United States government.
B. Use of Hazardous Materials. Tenant or Tenant’s employees, agents, independent contractors or invitees (collectively “Tenant Parties”) shall not cause or authorize any Hazardous Materials to be brought upon, stored, kept, used, generated, released into the environment or disposed of on, under, from, or about the Premises (which for purposes of this clause shall include the subsurface soil and ground water). Notwithstanding the foregoing, Tenant and Tenant Parties may keep on or about the Premises small quantities of Hazardous Materials that are used in the ordinary, customary, and lawful cleaning of and business operations on the Premises. Said permitted Hazardous Materials shall be stored in a safe location and shall be disposed of in a manner provided by law.
C. Tenant Obligations. If the presence of any Hazardous Materials on, under, or about the Premises caused or authorized by Tenant or Tenant Parties results in (i) injury to any person, (ii) injury to or contamination of the Premises (or a portion thereof), or (iii) injury to or contamination or any real or personal property wherever situated, Tenant, at its sole cost and expense, shall promptly take all actions necessary or appropriate to return the Premises to the condition existing prior to the introduction of such Hazardous Materials to the Premises and to remedy or repair any such injury or contamination. Without limiting any other rights or remedies of County under this Lease, Tenant shall pay the cost of any such cleanup or remedial work performed on, under, or about the Premises as required by this Lease or by applicable laws in connection with the removal, disposal, neutralization, or other treatment of such Hazardous Materials caused or authorized by Tenant or Tenant Parties to be introduced on, under or about the Premises. Notwithstanding the foregoing, Tenant shall not take any remedial action in response to the presence, discharge, or release, of any Hazardous Materials on, under, or about the Premises caused or authorized by Tenant or Tenant Parties, or enter into any settlement agreement, consent decree, or other compromise with any governmental or quasi-governmental entity without first obtaining the prior written consent of the Director, which consent shall not be unreasonably withheld, conditioned, or delayed. All work performed or caused to be performed by Tenant as provided for above shall be done in good and workmanlike manner and in compliance with plans, specifications, permits, and other requirements for such work approved by Director, which approval shall not be unreasonably withheld, conditioned or delayed.
16. BEST MANAGEMENT PRACTICES (3.3 SR)
A. Tenant shall conduct operations under this Lease so as to assure that pollutants do not enter municipal storm drain systems which systems are comprised of, but are not limited to curbs and gutters that are part of the street systems (“Stormwater Drainage System”), and to ensure that pollutants do not directly impact Receiving Waters (as used herein, “Receiving Waters” include, but are not limited to, rivers, creeks, streams, estuaries, lakes, harbors, bays, and oceans).
B. The Santa Ana and San Diego Regional Water Quality Control Boards have issued National Pollutant Discharge Elimination System (“NPDES”) permits (“Stormwater Permits”) to the County, and to the Orange County Flood Control District and cities within Orange County, as copermittees (hereinafter collectively referred to as “County Parties”) which regulate the discharge of urban runoff from areas within the County, including the Premises leased under this Lease. The County Parties have enacted water quality ordinances that prohibit conditions and activities that may result in polluted runoff being discharged into the Stormwater Drainage System.
C. To assure compliance with the Stormwater Permits and water quality ordinances, the County has developed a Drainage Area Management Plan (“DAMP”) which includes a Local Implementation Plan (“LIP”) for each jurisdiction that contains Best Management Practices (“BMP(s)”) and which may change from time to time, that tenants using properties within Orange County must adhere to. As used herein, a BMP is defined as a technique, measure, or structural control that is used for a given set of conditions to manage the quantity and improve the quality of stormwater runoff in a cost-effective manner. These BMPs are found within County’s LIP in the form of Model Maintenance Procedures and BMP Fact Sheets (the Model Maintenance Procedures and BMP Fact Sheets contained in the DAMP/LIP shall be referred to hereinafter collectively as “BMP Fact Sheets”) and contain pollution prevention and source control techniques to eliminate non-stormwater discharges and minimize the impact of pollutants on stormwater runoff.
D. BMP Fact Sheets that apply to uses authorized under this Lease include Exhibit D, attached hereto, and the BMP Fact Sheets on OCPW/OC Environmental Resources website found at https://ocerws.ocpublicworks.com/service-areas/oc-environmental-resources/ocwatersheds/documents/best-management-practices-bmp
These BMP Fact Sheets may be modified during the term of the Lease. Tenant, its subtenants, agents, contractors, representatives, and employees and all persons authorized by Tenant to conduct activities on the Premises shall, throughout the term of this Lease, comply with the BMP Fact Sheets as they exist now or are modified, and shall comply with all other requirements of the Stormwater Permits, as they exist at the time this Lease commences or as the Stormwater Permits may be modified. Tenant agrees to maintain current copies of the BMP Fact Sheets on the Premises throughout the term of this Lease. The BMPs applicable to uses authorized under this Lease must be performed as described within all applicable BMP Fact Sheets.
E. Tenant may propose alternative BMPs that meet or exceed the pollution prevention performance of the BMP Fact Sheets. Any such alternative BMPs shall be submitted to County for review and approval prior to implementation.
F. Among other requirements, the industrial NPDES permit requires periodic stormwater inspections by the State and/or County OC Watersheds staff to ensure facility compliance, which may include annual inspections of the Premises, with follow up inspections as a result of observed violations requiring corrective actions.
G. Dependent upon the reuse of the Premises, the Premises shall have a clarifier drain that captures low flow runoff from throughout the site, which ensures all flows are properly drained without any unacceptable runoff. Tenant shall conduct their work throughout the site and any resultant low flow discharges shall work their way to the clarifier. In regard to Tenant Improvements, Tenant shall designate operational zones minimally affected by storm flows that allow drainage to the clarifier, and the non-operational portions of the site are to have normal storm discharges going through the storm drain system. As the site undergoes a new NPDES Industrial Permit application process, these conditions may get re-examined.
H. The BMP’s shall stipulate the process for the Tenant to take corrective actions, and state the consequences of non-compliance or County options under the Lease to self-remedy the matter.
The Santa Ana and San Diego Regional Water Quality Control Boards have established penalties/consequences for non-compliance and those are to be included in this Lease. County to have the option to terminate the Lease if the Tenant does not correct a non-compliance situation within thirty (30) days of written notice by the County, and that the security deposit reflects this circumstance.
I. Work activities are to be conducted in a controlled area where pollutants shall be contained and any heavy metals detected at significantly higher levels than the benchmarks set by the Regional Board shall be addressed. All applicable BMPs are to be properly implemented, including any and all future modifications, updates, or replacement BMPs that may be issued from time to time, shall be used by Tenant.
J. Site modifications, such as distinctly designated work areas with controls to prevent pollutants from escaping and wastewater drain, will be required to be segregated from stormwater drain.
17. BUILDING AND SAFETY REQUIREMENTS (3.4 SR)
During the Term and any Extension Term(s) of this Lease, Tenant, at Tenant’s sole cost, agrees to maintain the Premises in compliance with all applicable laws, rules, regulations, building codes, statutes, and orders as they are applicable on the date of this Lease, and as they may be subsequently amended, including but not limited to the California Building Code, Title 24, Seismic Code, Fire and Life Safety requirements and, if applicable, California Green Building Standard Code.
Included in this provision is compliance with the Americans with Disabilities Act (“ADA”) and all other federal, state, and local codes, statutes, and orders relating to disabled access as they are applicable on the dates of this Lease, and as they may be subsequently amended and all regulations issued by the U. S. Attorney General or other agencies under the authorization of the ADA.
However, Tenant shall not be responsible for any ADA violations resulting from alterations made by County or the placement of fixtures or equipment by County.
18. TAXABLE POSSESSORY INTEREST ASSESSMENTS (3.7 SR)
Should this Lease create any possessory interest, which is subject to the payment of taxes levied on such interest, it is understood and agreed that, as between County and Tenant, all assessments
associated with said taxable possessory interest shall be the full responsibility of the Tenant, and Tenant shall cause said assessments to be paid promptly.
19. AUTHORITY (4.3 SR)
The persons executing this Lease on behalf of County or Tenant warrant that they have the power and authority to bind County or Tenant to this Lease.
20. LEASE ORGANIZATION (4.4 SR)
The various headings in this Lease, the numbers thereof, and the organization of the Lease into separate sections and paragraphs are for purposes of convenience only and shall not be considered otherwise.
21. SUCCESSORS IN INTEREST (4.5 SR)
Unless otherwise provided in this Lease, the terms, covenants, and conditions contained herein shall apply to and bind the heirs, successors, executors, administrators, and assigns of all the Parties hereto, all of whom shall be jointly and severally liable hereunder.
22. AMENDMENTS (4.6 SR)
This Lease sets forth the entire agreement between Tenant and County and any modification must be in the form of a written amendment executed by both Parties.
23. PARTIAL INVALIDITY (4.7 SR)
If any term, covenant, condition, or provision of this Lease is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired, or invalidated thereby.
24. WAIVER OF RIGHTS (4.8 SR)
The failure of Tenant or County to insist upon strict performance of any of the terms, conditions, and covenants in this Lease shall not be deemed a waiver of any right or remedy that Tenant or County may have, and shall not be deemed a waiver of any right or remedy for a subsequent breach or default of the terms, conditions, and covenants herein contained. Any waiver, in order to be effective, must be signed by the Party whose right or remedy is being waived.
25. QUIET ENJOYMENT (5.1 SR)
County agrees that, subject to the terms, covenants and conditions of this Lease, Tenant may, upon observing and complying with all terms, covenants, and conditions of this Lease, peaceably and quietly occupy the Premises.
26. GOVERNING LAW AND VENUE (5.2 SR)
This agreement has been negotiated and executed in the State of California and shall be governed by and construed under the laws of the State of California. In the event of any legal action to enforce or interpret this agreement, the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California, and the Parties hereto agree to and do hereby submit to the jurisdiction of such court, notwithstanding Code of Civil Procedure section 394.
27. ATTORNEYS’ FEES (5.3 SA)
In the event of a dispute between Tenant and County concerning claims arising out of this Lease, or in any action or proceeding brought to enforce or interpret any provision of this Lease or where any provision hereof is validly asserted as a defense, each Party shall bear its own attorneys’ fees and costs.
28. INSPECTION OF PREMISES BY A CERTIFIED ACCESS SPECIALIST (5.5 SR) A Certified Access Specialist (“CASp”) can inspect the subject premises and determine whether the subject premises comply with all of the applicable construction-related accessibility standards under state law. Although state law does not require a CASp inspection of the subject premises, the commercial property owner or lessor may not prohibit the tenant from obtaining a CASp inspection of the subject premises for the occupancy or potential occupancy of the tenant, if requested by the tenant. The Parties shall mutually agree on the arrangements for the time and manner of the CASp inspection, the payment of the fee for the CASp inspection, and the cost of making any repairs necessary to correct violations of construction-related accessibility standards within the Premises.
Pursuant to California Civil Code 1938, County hereby represents that the Premises has not undergone an inspection by a certified access specialist and no representations are made with respect to compliance with accessibility standards. If it is determined during this tenancy that a violation of handicapped access laws (including the Americans with Disabilities Act) exists at the Premises, Tenant shall correct such non-compliance at Tenant’s cost.
29. UNENFORCEABLE PROVISIONS (5.9 SR)
If any paragraph or clause hereof shall be determined illegal, invalid, or unenforceable, it is the express intention of the Parties hereto that the remainder of the Lease shall not be affected thereby, and it is also the express intentions of the Parties hereto that in lieu of each paragraph or clause of this Lease which may be determined to be illegal, invalid, or unenforceable, there may be added as a part of this Lease a paragraph or clause as similar in terms to such illegal or invalid or unenforceable paragraph or clause as may be possible and may be legal, valid, and enforceable.
30. LIMITATION OF THE LEASEHOLD (6.1 SR)
This Lease and the rights and privileges granted Tenant in and to the Premises are subject to all covenants, conditions, restrictions, and exceptions of record or apparent. Nothing contained in this Lease or in any document related hereto shall be construed to imply the conveyance to Tenant of rights in the Premises which exceed those owned by County, or any representation or warranty, either express or implied, relating to the nature or condition of the Premises or County’s interest therein. Tenant has accepted the Premises in its “as is” / “where is” condition. 3!. PERMITS AND LICENSES (6.2 SR)
Tenant shall be required to obtain any and all approvals, permits, and/or licenses which may be required in connection with the operation of the Premises as set out herein. No permit, approval, or consent given hereunder by County, in its governmental capacity, shall affect or limit Tenant’s obligations hereunder, nor shall any approvals or consents given by County, as a party to this Lease, be deemed approval as to compliance or conformance with applicable governmental codes, laws, rules, or regulations.
32. NONDISCRIMINATION (6.4 SR)
Tenant agrees not to discriminate against any person or class of persons by reason of sex, age, race, color, creed, physical handicap, or national origin in employment practices and in the activities conducted pursuant to this Lease. Tenant shall make its accommodations and services available to the public on fair and reasonable terms.
33. DISPOSITION OF ABANDONED PERSONAL PROPERTY (6.6 SR) If Tenant abandons or quits the Premises or is dispossessed thereof by process of law or otherwise, title to any personal property belonging to and left on the Premises ninety (90) days after such event shall, at County's option, be deemed to have been transferred to County. County shall have the right to remove and to dispose of such property without liability therefor to Tenant or to any person claiming under Tenant, and shall have no need to account therefor.
34. QUITCLAIM OF TENANT'S INTEREST UPON TERMINATION (6.7 SR) Upon termination of this Lease for any reason, including but not limited to termination because of Tenant default, Tenant shall execute, acknowledge, and deliver to County, within thirty (30) days after receipt of written demand therefor, a good and sufficient deed whereby all right, title, and interest of Tenant in the Premises is quitclaimed to County. Should Tenant fail or refuse to deliver the required deed to County, County may prepare and record a notice reciting the failure of Tenant to execute, acknowledge, and deliver such deed and said notice shall be conclusive evidence of the termination of this Lease and of all rights of Tenant or those claiming under Tenant in and to the Premises. Nothing in this Section, nor anything in this Lease, is intended to reduce or restrict Tenant’s right to 50 year renewable lease terms under the Quit Claim Deed.
35. RELATIONSHIP OF PARTIES (6.9 SR)
The relationship of the Parties hereto is that of Lessor and Tenant, and it is expressly understood and agreed that County does not in any way or for any purpose become a partner of or a joint venturer with Tenant in the conduct of Tenant’s business or otherwise, and the provisions of this Lease and the agreements relating to rent payable hereunder are included solely for the purpose of providing a method by which rental payments are to be measured and ascertained.
36. NOTICES (7.1 SR)
All written notices pursuant to this Lease shall be addressed as set forth below or as either Party may hereafter designate by written notice and shall be deemed received upon personal delivery, delivery by electronic mail, or seventy-two (72) hours after deposit in the United States Mail.
To:TENANT
City of Fountain Valley
Attn: Community Service Director
10200 Slater Ave
Fountain Valley, CA 92708
Email: [email protected]
With a copy to:
City of Fountain Valley
Attn: City Manager
10200 Slater Ave
Fountain Valley, CA 92708
To: COUNTY
County of Orange
OC Parks
13042 Old Myford Road
Irvine, CA 92602
Email: [email protected]
With a copy to:
County Executive Office
Attn: Chief Real Estate Officer
400 W. Civic Center Drive, 5th Floor
Santa Ana, CA 92701
Email: [email protected]
37. ATTACHMENTS TO LEASE (7.2 SR)
This Lease includes the following, which are attached hereto and made a part hereof:
EXHIBITS
Exhibit A – Description of Original Premises
Exhibit B – Depiction of Original Premises
Exhibit C – Depiction of Expansion Premises
Exhibit D - Best Management Practices
Exhibit E – Additional Terms and Conditions Related to Special Events Exhibit F – First Amendment to Amended and Restated Lease
39. ADDITIONAL TERMS AND CONDITIONS RELATED TO SPECIAL EVENTS Parties agree that the Additional Terms and Conditions Related to Special Events (“Special Event Terms”), which shall replace any prior memoranda of understanding related to the Premises for Mile Square Regional Park, which specify special event activities at Mile Square Regional Park and Tenant’s Recreational Center is shown in Exhibit E, which exhibit is attached hereto and by reference made a part hereof.
[signatures on following page]
IN WITNESS WHEREOF, the Parties have executed this Lease the day and year first above written.
TENANT
CITY OF FOUNTAIN VALLEY
a municipal corporation
By:_________________________________
Glenn Grandis
Mayor
APPROVED AS TO FORM:
By: ________________________________
Attorney for the City
ATTEST:
By: __________________________________
Rick Miller
City Clerk
APPROVED AS TO FORM:
OFFICE OF COUNTY COUNSEL
ORANGE COUNTY, CALIFORNIA
By:_____________________________
Deputy
COUNTY
COUNTY OF ORANGE
__________________________________
Thomas A. Miller, Chief Real Estate Officer
Orange County, California, pursuant to Board of
Supervisors Minute Order dated December 3, 2024
EXHIBIT A
EXHIBIT B
DEPICTION OF PREMISES
EXHIBIT C
DEPICTION OF EXPANSION PREMISES
EXHIBIT D
BEST MANAGEMENT PRACTICES ("BMPS") FACT SHEETS
Tenant shall be responsible for implementing and complying with all BMP Fact Sheet requirements that apply to this Lease’s operations. Tenant is to be aware that the BMP clause within this Lease, along with all related BMP Exhibits, may be revised, and may incorporate more than what is initially being presented in this Lease.
Suggested BMPs Fact Sheets may include, but may not be limited to, the following list shown below and can be found at OC Watersheds BMP Industrial/Commercial Business Activities webpage:
http://ocwatersheds.com/documents/bmp (website may change from time to time):
· IC3 Building Maintenance
· IC4 Carpet Cleaning
· IC5 Concrete & Asphalt Production, Application, & Cutting · IC6 Contaminated or Erodible Surface Areas
· IC7 Landscape Maintenance
· IC9 Outdoor Drainage from Indoor Areas
· ICl0 Outdoor Loading/Unloading of Materials
· IC1 1 Outdoor Process Equipment Operations & Maintenance · IC12 Outdoor Storage of Raw Materials, Products, & Containers · IC13 Over Water Activities
· IC14 Painting, Finishing, & Coatings of Vehicles, Boats, Buildings, & Equipment · IC15 Parking & Storage Area Maintenance
· IC17 Spill Prevention & Cleanup
· IC21 Waste Handling & Disposal
· IC22 Eating & Drinking Establishments
· IC23 Fire Sprinkler Testing/Maintenance
· IC24 Wastewater Disposal Guidelines
EXHIBIT E
ADDITIONAL TERMS AND CONDITIONS
RELATED TO SPECIAL EVENT ACTIVITIES
AT MILE SQUARE REGIONAL PARK AND/OR
FOUNTAIN VALLEY RECREATION CENTER & SPORTS PARK.
Purpose:
To allow for the orderly operation and coordination of Special Events, including those held by the County and Tenant within Mile Square Regional Park (“MISQ”) and/or the Fountain Valley Recreation Center & Sports Park (“FVSP”).
Definitions:
“County” or “Lessor” is defined as the County of Orange, a political subdivision of the State of California.
“Tenant” is defined as the City of Fountain Valley, a municipal corporation. “Special Events” are defined as any activity that can impact, by its nature and/or size, the use of the other Party’s facility, or city services, public roadways, and emergency services, as applicable, such as sports tournaments, festivals, fairs, carnivals, concerts, parades, rallies, large picnics, demonstrations, and exhibitions.
“Mutual Impact” is defined as an impact related to a Special Event that exceeds the capacity of the Party’s (Tenant or County) facilities (respectively, the MISQ for the County and the FVSP for the Tenant), or city services, public roadways, and emergency services, as applicable, in terms of providing sufficient parking, access, and public safety that causes any of these activities to overflow into the other Party’s area/premises.
Requirements:
1. Number of Special Events:
a) The total number of Tenant Special Events at the Premises shall not be limited. b) The total number of County Special Events on the County controlled portion of MISQ (which excludes the Premises) shall not be limited.
2. Number of Persons:
a) The attendance for a Tenant Special Event shall not be limited; however, a Tenant Special Event shall be contained within FVSP and shall not use the County’s controlled portion of MISQ unless otherwise approved by the County.
b) The attendance for a County Special Event shall not be limited; however, a County Special Events shall not use the Premises unless otherwise approved by the Tenant.
3. Events with Mutual Impacts
a) Tenant Special Events held at the Premises with Mutual Impacts to MISQ (outside of FVSP) shall require the following:
i. Obtain an approved OC Parks Special Event Permit through OC Parks Permits office.
ii. Meet with MISQ supervisors to discuss Special Event operations and coordination.
iii. Provide an Emergency Action Plan (“EAP”) and pertinent Special Event details to MISQ supervisors.
iv. Tenant is responsible for all staffing/resources required for, and costs associated with, the Special Event.
v. If utilizing MISQ, Tenant is responsible for all Special Event breakdown and cleanup after a Special Event, to the satisfaction of the MISQ supervisors.
vi. No permanent alterations or damage to County grounds. vii. Tenant is responsible for any damages or loss to the County caused by a Special Event.
b) County Special Events with Mutual Impacts to FVSP shall require applicable permits to be obtained from the Tenant, including the following:
i. Obtain an approved special event permit from the Tenant. ii. Meet with Tenant to discuss Special Event operations and coordination and the permits may be required by applicable agencies.
iii. Provide an EAP and pertinent special event details to Tenant. iv. County is responsible for all staffing/resources required for, and costs associated with, the Special Event.
v. If utilizing FVSP, County is responsible for all Special Event breakdown and cleanup after a Special Event, to the satisfaction of the Tenant. vi. No permanent alterations or damage to FVSP.
vii. County is responsible for any damages or loss to the Tenant caused by a Special Event.
4. Parking:
a) Should attendance for a Special Event exceed the capacity of the MISQ or Premises parking lot areas, the County or Tenant, respectively, shall secure off-site parking. County or Tenant may request use of Tenant or County overflow parking lot, subject to the approval of the other Party. b) For Tenant Special Events with impacts to the County’s facilities, a parking plan, traffic plan, and public safety plan shall be provided for approval by OC Parks as part of the OC Parks Permit.
c) For County Special Events with impacts to FVSP, a parking plan, traffic plan, and public safety plan shall be provided for approval by Tenant.
5. Permits:
a) Tenant shall issue or obtain all permits, for Special Events required by any applicable regulating agencies including current fire code. Tenant is responsible for all costs associated with developing and implementing required plans and for all associated permitting fees, if any, for any use of the Premises by the Tenant. b) The County shall issue or obtain all permits, for Special Events within MISQ required by the Fountain Valley Fire Department and any applicable regulating agencies. County is responsible for all costs associated with developing and implementing required plans, for all associated permitting fees, and for any fire department resources required to support the event.
6. Law Enforcement:
a) For Tenant Special Events, Tenant may use either Fountain Valley Police Department or the Orange County Sheriff’s Department for law enforcement services.
b) For County Special Events, County will use Orange County Sheriff’s Department for law enforcement services.
Notification:
1. Unless otherwise stated each Party shall notify the other Party of Special Events at least thirty (30) days prior to the scheduled Special Event.
2. Request for park usage for Special Events with Mutual Impacts shall be made by written correspondence at least sixty (60) days prior to the Special Event to the other Party.
a) Upon receipt of requests, each Party agrees to notify the other Party of the request.
b) Requests for Special Events will be made by written correspondence or by application form, to either OC Parks or the Tenant. Upon receipt of requests, each Party will notify the other of the request, identifying the principals, sponsors, date, type, and scope of the proposed Special Event, and transmitting a copy of the written request.
Fees Between Parties:
1. Neither Party shall impose a fee to the other Party for the use of approved overflow parking as part of a Special Event. Please note this does not limit either Party from charging a parking fee to participants or attendees.
2. Applicable fees charged to each Party shall be paid after all actual fees are calculated and totaled, notification of the total cost shall be provided in written form. Fees shall be paid to the applicable Party within ninety (90) days of receipt of the written notice.