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AMENDED AND RESTATED AGREEMENT FOR COMMUNITY DEVELOPMENT
BLOCK GRANT ADMINISTRATIVE SERVICES WITH
MICHAEL BAKER INTERNATIONAL, INC.
THIS AMENDED AND RESTATED AGREEMENT (“AGREEMENT”) is made and entered into on this 28th day of January, 2026, between the City of Hawaiian Gardens (hereinafter referred to as “CITY”) and Michael Baker International, Inc. (hereinafter referred to as “CONSULTANT”).
R E C I T A L S
A. The CITY and the CONSULTANT entered in an agreement on July 1, 2021 (“ORIGINAL AGREEMENT”) for the performance of services more specifically set forth in Section I below; and
B. The original term of the ORIGINAL AGREEMENT was three (3) years, commencing on July 1, 2021 and running through June 30, 2024;
C. Section V of the ORIGINAL AGREEMENT authorized the CITY and the CONSULTANT to agree to two (2) extensions of one (1) year each;
D. The CITY and the CONSULTANT mutually agreed to extend the term of the ORIGINAL AGREEMENT for two (2) additional periods of one (1) year each to expire June 30, 2026 and to modify compensation to CONSULTANT as authorized by the CITY for each program year; E. The CITY and the CONSULTANT did not execute an amendment authorizing the renewals or changes in compensation, as required under the ORIGINAL AGREEMENT; F. The ORIGINAL AGREEMENT has continued uninterrupted with no lapse in performance by the parties;
G. The CITY and the CONSULTANT now wish to authorize the renewals and update the compensation effective retroactively during the extended term, and to ratify the continuous performance of the parties under the ORIGINAL AGREEMENT; and H. The CITY and the CONSULTANT desire to amend and restate the ORIGINAL AGREEMENT in its entirety, superseding the terms of the ORIGINAL AGREEMENT with the terms set forth below.
NOW, THEREFORE, in consideration of the mutual covenants hereinafter contained and in the AGREEMENT, the parties agree as follows:
I. DESCRIPTION OF WORK
CONSULTANT shall provide professional services in the administration of the CITY’s Community Development Block Grant Program. The specific services to be provided by 65320.00001\44593216.3
CONSULTANT in administering the program shall be as determined by the City Manager and the CONSULTANT. The CONSULTANT shall perform all work in compliance with all applicable federal and state statutes, regulations and procedures.
II. TIME OF PERFORMANCE
All services required pursuant to this AGREEMENT shall commence when and as directed by the CITY and shall be completed in accordance with the timeframes stipulated by the Los Angeles County Community Development Commission (hereinafter referred to as “CDC”).
III. COMPENSATION AND METHOD OF PAYMENT
A. Fee Schedule
For services performed under this AGREEMENT during the 2021-2022 program year, the 2022-2023 program year, and the 2023-2024 program year, CITY shall pay CONSULTANT on an hourly basis in accordance with the following rate schedule:
Title Rate
Project Director $250.00
Project Manager $140.00
Grant Specialist $140.00
For services performed under this AGREEMENT during the 2024-2025 program year, CITY shall pay CONSULTANT on an hourly basis in accordance with the following rate schedule:
Title Rate
Project Director $190.00
Project Manager $170.00
Grant Specialist $170.00
For services performed under this AGREEMENT during the 2025-2026 program year, CITY shall pay CONSULTANT on an hourly basis in accordance with the following rate schedule:
Title Rate
Project Director $195.00
Project Manager $170.00
Grant Specialist $170.00
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B. Expenses
In connection with services performed under this AGREEMENT, CONSULTANT shall be reimbursed for direct out-of-pocket expenses as approved by the CITY on the basis of invoice cost.
C. Maximum Compensation
The total annual compensation to CONSULTANT for services performed pursuant to this AGREEMENT shall not exceed the maximum amount authorized by the CDC each year to be allocated towards the administration of the CITY’s Community Development Block Grant Program. The compensation to CONSULTANT for services performed pursuant to this AGREEMENT shall not exceed $54,434.00 for the 2025-2026 program year without prior written authorization by CITY. Maximum compensation may be reviewed annually and modified by an amendment executed in accordance with provision XVII.
D. Method of Payment
The CONSULTANT shall submit a monthly invoice to the CITY specifying the amount due for services performed by the CONSULTANT. Such invoice shall describe the services performed and specify the number of hours worked by each staff member on said services during the month. The CITY shall make payment within 30 days of approval of the invoice.
IV. RESPONSIBILITIES
1. The CONSULTANT shall be responsible for complying with all applicable rules, regulations and procedures of the U.S. Department of Housing and Urban Development and the CDC.
2. The CITY shall monitor CONSULTANT’s performance under this AGREEMENT for conformity with all applicable rules, regulations and procedures of the U.S. Department of Housing and Urban Development and the CDC.
V. TERMS OF AGREEMENT
The term of this AGREEMENT is for three (3) years from July 1, 2021, renewable upon mutual agreement of the parties for two (2) additional terms of (1) year, based on performance of CONSULTANT in accordance with this AGREEMENT as reasonably determined by CITY, unless terminated by CITY or CONSULTANT pursuant to Provision VI of this AGREEMENT, or by mutual agreement of the parties.
VI. TERMINATION OF AGREEMENT
This AGREEMENT can be terminated upon 30-days written notification by either of the parties hereto.
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IV. RECORDS AND AUDITS
The CONSULTANT shall maintain accounts and records, including personnel, property, and financial records, adequate to identify an ad account for all costs pertaining to this AGREEMENT and such other records as may be deemed necessary by the CITY to assure proper accounting for all project funds and both federal and non-federal shares. These records will be made available for audit purposes to the CITY or any authorized representative, and will be retained for five (5) years after the expiration of this AGREEMENT.
V. EQUAL EMPLOYMENT OPPORTUNITY
During the performance of this AGREEMENT, the CONSULTANT agrees as follows:
1. The CONSULTANT will not discriminate against any employee or applicant for employment because of race, creed, sex, color, or national origin. The CONSULTANT will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, creed, sex, color, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates or pay or other forms of compensation; and selection of training, including apprenticeship. The CONSULTANT agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the CITY setting forth the provision of this non-discrimination clause.
2. The CONSULTANT will, in all solicitation or advertisements for employees placed by or on behalf of the CONSULTANT, state that all qualified applications will receive consideration for employment without regard to race, creed, color, sex, or national origin.
3. The CONSULTANT will cause the foregoing provisions to be inserted in all subcontracts for all work covered by this AGREEMENT so that such provisions will be binding upon each subcontractor, provided that the foregoing provisions shall not apply to contracts or subcontracts for standard commercial supplies or raw materials.
4. The CONSULTANT will comply with all provisions of Executive Order 11246 of September 25, 1965, and the rules, regulations, and relevant orders of the Secretary of Labor.
5. The CONSULTANT will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the CITY and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.
6. In the event of the CONSULTANT’s non-compliance with the equal opportunity clauses of this AGREEMENT, or with any of such rules regulations, or orders, this AGREEMENT may be canceled, terminated, or suspended in whole or in part and the CONSULTANT may be declared ineligible for further government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. 65320.00001\44593216.3
The CONSULTANT will include the provisions of paragraphs (1) through (6) in every subcontract or purchase order unless exempt by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The CONSULTANT will take such action with respect to any subcontract or purchase order as the CITY may direct as a means of enforcing such provisions, including sanctions of non-compliance; provided, however, that in the event the CONSULTANT becomes involved in, or in threatened with, litigation with a subcontractor or vendor as a result of such direction by the CITY, the CONSULTANT may request the United States to enter into such litigation to protect the interests of the United States.
VI. CIVIL RIGHTS ACT OF 1964, SECTION 109 OF THE HOUSING AND COMMUNITY DEVELOPMENT ACT OF 1974, THE AGE DISCRIMINATION ACT OF 1975, AND THE REHABILITATION ACT OF 1973.
During the performance of this AGREEMENT, the CONSULTANT assures that no otherwise qualified person shall be excluded from participation or employment, denied program benefits, or be subjected to discrimination based on race, color, national origin, sex, age, or handicap, under any program or activity funded by this AGREEMENT as required by Title VI of the Civil Rights Act of 1964, Title I of the Housing and Community Development Act of 1974, as amended, the Age Discrimination Act of 1975, and Section 504 of the Rehabilitation Act of 1973 and all implementing regulations.
VII. “SECTION 3” COMPLIANCE IN THE PROVISION OF TRAINING,
EMPLOYMENT AND BUSINESS OPPORTUNITIES
1. The work to be performed under this AGREEMENT is on a project assisted under a program providing direct federal financial assistance from the Department of Housing and Urban Development and is subject to the requirements of Section 3 of the Housing and Urban Development Act of 1968, as amended, 12 U.S.C. 1701u. Section 3 requires that, to the greatest extent feasible, opportunities for training and employment be given to lower income residents of the project area and contracts for work in connection with the project be awarded to business concerns, which are located in, or owned in substantial part by persons residing in the area of the project.
2. The parties to this AGREEMENT will comply with the provisions of said Section 3 and the regulations issued pursuant thereto by the Secretary of Housing and Urban Development set forth in 24 CFR 135, and all applicable rules and orders of the Department issued thereunder prior to the execution to this AGREEMENT. The parties to this AGREEMENT certify and agree that they are under no contract or other disability, which would prevent them from complying with these requirements.
3. The CONSULTANT will send to each labor organization or representative of workers with which he has a collective bargaining agreement or other contract or understanding, if any, a notice advising the said labor organization or workers’ representative of his commitments under this Section 3 clause and shall post copies of the notice in conspicuous places available to employees and applicants for employment or training.
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4. The CONSULTANT will include this Section 3 clause in every subcontract for work in connection with the project and will, at the direction of the CITY, take appropriate action pursuant to the subcontract upon a finding that the subcontractor is in violation of regulations issued by the Secretary of Housing and Urban Development, 24 CFR Part 135. The CONSULTANT will not subcontract with any subcontractor where he has notice or knowledge that the latter has been found in violation of regulations under 24 CFR Part 135 and will not let any subcontract unless the subcontractor has first provided him with a preliminary statement of ability to comply with the requirements of these regulations.
5. Compliance with the provisions of Section 3, the regulations set forth in 24 CFR Part 135, and all applicable rules and orders of the Department issued hereunder prior to the execution of the contract, shall be a condition of the federal financial assistance provided to the project, binding upon the CITY, its successors and assigns. Failure to fulfill these requirements shall subject the CITY, its contractors and subcontractors, its successors and assigns to those sanctions specified by the grant agreement through which federal assistance is provided, and to such sanctions as are specified by 24 CFR Part 135.
XI. NONDISCRIMINATION
4. During the performance of this AGREEMENT, CONSULTANT and its subcontractors shall not unlawfully discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, physical handicap, medical condition, marital status, age (over 40), or sex. CONSULTANT and its subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free of such discrimination. CONSULTANT and its subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code, Section 12900 et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, Section 7258.0 et seq.) The applicable regulations of the Fair Employment and Housing Commission implementing Government Code, Section 12990, set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations are incorporated into this AGREEMENT by reference and made a part hereof as if set forth in full. CONSULTANT and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreements.
5. Section 109, Title I of the Housing and Community Development Act of 1974, provides that no person shall, on the ground race, color, national origin, or sex, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity funded in whole or in part with funds made available under this Title.
6. Prohibition against discrimination on the basis of age under the Age Discrimination Act of 1975, or with respect to an otherwise qualified handicapped individual, as provided in Section 504 of the Rehabilitation Act of 1973, shall also apply to any such program or activity.
7. The CONSULTANT shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this AGREEMENT. 65320.00001\44593216.3
VIII. INTEREST OF MEMBERS OF A CITY
No member of the governing body of the CITY and no other officer, employee, or agent of the CITY, who exercises any functions or responsibilities in connection with the planning and carrying out of the program, shall have any personal financial interest, direct or indirect, in this AGREEMENT; and the CONSULTANT shall take appropriate steps to assure compliance.
IX. INTEREST OF CONSULTANT AND EMPLOYEES
The CONSULTANT agrees that any conflict or potential conflict of interest shall be fully disclosed prior to execution of contract and CONSULTANT shall comply with all applicable federal, state and county laws and regulations governing conflict of interest, in accordance with 24 CFR Part 84, Sec. 84.42 and 2 CFR Part 200.318(c)(1)(2).
X. POLITICAL ACTIVITY/LOBBYING CERTIFICATION
1. The CONSULTANT may not conduct any activity, including any payment to any person, officer, or employee of any agency or member of Congress in connection with the awarding of any federal contract, grant, or loan, intended to influence legislation, administrative rule-making or the election of candidates for public office during time compensated for under representation that such activity is being performed as a part of the contract responsibility.
2. County Lobby Certification
It is understood that each person/entity/firm who applies for a Community Development Commission contract, and as part of that process, shall certify that they are familiar with the requirements of the Los Angeles County Code Chapter 2.160, (Los Angeles County Ordinance 93-0031) and; that all persons/entities/firms acting on behalf of the CONSULTANT have and will comply with the County Code, and; that any person/entity/firm who seeks a contract with the Community Development Commission shall be disqualified there from and denied the contract and, shall be liable in civil action, if any lobbyist, lobbying firm, lobbyist employer or any other person or entity acting on behalf of the CONSULTANT fails to comply with the provisions of the County Code.
XI. INDEMNIFICATION
The CONSULTANT agrees to indemnify and hold harmless the CITY, its officers, and employees from all damages, costs, or expenses in law and equity, including costs of suit and expenses for legal services that may, at any time, arise because of damage to property or injury to persons received or suffered to the extent caused by any wrongful or negligent act or omission on the part of CONSULTANT or any of its officers, employees, and subcontractors in the performance of this Agreement.
XII. INSURANCE
CONSULTANT agrees to and shall at its own cost and expense procure and maintain during the term of this AGREEMENT general liability insurance in an amount of not less than one million dollars ($1,000,000.00) per occurrence and annual aggregate. Such insurance shall be 65320.00001\44593216.3
procured from an insurer authorized to do business in California. CITY shall be named as an additional insured. In addition, CONSULTANT shall obtain Worker’s Compensation Insurance, covering all of its employees as required by law, and professional liability insurance in the amount of one million dollars ($1,000,000.00) per claim and annual aggregate. CONSULTANT shall provide CITY with satisfactory evidence that such insurance has been renewed and that the required premium or premiums have been paid. Certificates of Insurance shall be filed with CITY and shall contain provisions that CITY will be given thirty (30) days written notice in advance of cancellation of any policy of insurance.
XIII. CHANGES
The CITY may request changes in the scope of services to be performed by the CONSULTANT under this AGREEMENT. Such changes, including any increase or decrease in the amount of the CONSULTANT’s compensation, which are mutually agreed upon by and between the CITY and the CONSULTANT, shall be incorporated in written amendments to this AGREEMENT. No such changes shall be effective until both parties execute the applicable written amendment. The CITY and the CONSULTANT ratify that the parties have been bound by the terms and conditions of this AGREEMENT continuously since July 1, 2021, notwithstanding any changes to the term or compensation effective retrospectively.
XIV. NOTICES
Notices to the parties shall, unless otherwise requested in writing, be sent to the CITY and the CONSULTANT at the addresses listed below:
CITY: City Manager
City of Hawaiian Gardens
21815 Pioneer Boulevard
Hawaiian Gardens, CA 90716
CONSULTANT: Michael Baker International, Inc.
3760 Kilroy Airport Way, Suite 270
Long Beach, CA 90806
XV. OWNERSHIP OF DOCUMENTS
Documents, data, reports, graphs, maps (“Work Product”) created by the CONSULTANT shall be considered works for hire, and as such shall become the property of the CITY.
CONSULTANT shall not use the CITY-owned Work Product for purposes outside this AGREEMENT without the CITY’s prior written consent.
XVI. STATUS OF CONSULTANT
CITY agrees that it shall not, during the term of this AGREEMENT, nor for a period of one year after termination, solicit for employment, hire or retain, whether as an employee or independent contractor, any person who is or has been employed by CONSULTANT. Should 65320.00001\44593216.3
CITY desire to hire CONSULTANT’s employee, CITY agrees to pay CONSULTANT equitable for the loss of said employee.
XVII. WAIVER OF CONSEQUENTIAL DAMAGES
In no event shall either CITY or CONSULTANT have any claim or right against the other, whether in contract, warranty, tort (including negligence), strict liability or otherwise, for any special, indirect, incidental, or consequential damages of any kind or nature whatsoever, such as but not limited to loss of revenue, loss of profits on revenue, loss of customers or contracts, loss of use of equipment or loss of data, work interruption, increased cost of work or cost of any financing, howsoever caused, even if same were reasonably foreseeable.
XVIII. FORCE MAJEURE
In no event shall either CITY or CONSULTANT have any claim or right against the other for any failure of performance where such failure of performance is caused by or is the result of causes beyond the reasonable control of the other party due to any occurrence commonly known as a “force majeure,” including, but not limited to: acts of God, fire, flood, or other natural catastrophe; acts of any governmental body; labor dispute or shortage; national emergency; insurrection; riot; or war.
XIX. SOURCE OF FUNDS
The parties acknowledge that the services under this agreement are funded through monies obtained by the CITY from a Community Development Block Grant. 65320.00001\44593216.3
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IN WITNESS WHEREOF, the parties have caused this AGREEMENT to be executed on the day and year first above written.
CITY OF HAWAIIAN GARDENS
Date:
Ernesto Marquez, City Manager
MICHAEL BAKER INTERNATIONAL, INC.
Date:
Fareeha Kibriya – Office Executive
ATTEST:
Pablo Rubio, City Clerk