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Agenda packet, regular meeting

Hawthorne City Council
December 10, 2024

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Agenda packet, regular meeting
Meeting
December 10, 2024
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Hawthorne City Council
Pages
53
Original file
334.2 MB
Text extracted from the city's file for reading and search. Open the original on public.destinyhosted.com. That file is the official record.

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AGENDA ITEM NO. 12.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 12/10/2024
Originating Department: Police Department
City Manager: Department Head:

SUBJECT:

Supplemental Support & Gap Analysis Agreement for Tyler Enterprise Software Suite RECOMMENDED MOTION:

Staff recommends that Council approve the agreement with Robert Half Technology.

DISCUSSION:

The City of Hawthorne depends on Tyler's Enterprise Resource Planning (ERP) and Enterprise Permitting & Licensing (EPL) systems to manage essential functions such as financial operations, human resources, planning, permitting, cashiering, and reporting. These systems are critical to the City's ability to deliver services effectively and efficiently. With the retirement of a key staff member who served as the primary system analyst, the Information Technology Services (ITS) Department faces a temporary gap in expertise needed to both support current operations and evaluate opportunities to enhance the system's utilization.

While the ITS Department has been conducting knowledge transfer with the retiring analyst over the past year, there are limitations to how much detailed system knowledge and institutional expertise can be transferred in such a short period. The proposed agreement with Robert Half Technology is intended to serve as a supplemental resource during this transition, ensuring uninterrupted support for the Tyler systems while the City recruits and hires a new full-time staff member. In addition to providing day-to-day operational support, this engagement offers a valuable opportunity to evaluate the City's current use of the Tyler systems. The assigned professional will conduct a gap analysis, identifying areas where the systems could be better leveraged to improve efficiency and effectiveness. Key areas of focus include streamlining financial processes, integrating cashiering functionality, optimizing workflows for planning and permitting, and preparing the City for future system enhancements, such as deploying Tyler HCM (Human Capital Management) for employee onboarding and expanding public engagement tools like MyCivic and My311.

This dual-purpose approach--providing operational continuity and strategic evaluation--ensures the City can maintain current service levels while positioning itself to maximize the long-term value of the Tyler Systems investment. The agreement is structured to span from January 1, 2025, to June 30, 2025.

ECONOMIC DEVELOPMENT STRATEGIC PLAN:

N/A
FISCAL IMPACT:

Funding for this temporary staffing arrangement is derived from vacant positions in the ITS Department's operating budget, with a total cost not to exceed $95,000 NOTICING PROCEDURE:
72 hours posted notice pursuant to the Ralph M. Brown Act

ATTACHMENTS
Statement of Work - RHT
/rhtcustagr01/
© Robert Half International Inc., 2024. All rights reserved. Robert Half International Inc. is an Equal Opportunity Employer M/F/D/V

Page 1 of 4 ends

STATEMENT OF WORK FOR ROBERT HALF TECHNOLOGY
This Statement of Work for Robert Half Technology (“SOW”), effective as of January 6, 2025, is entered into by and between City of Hawthorne (“Client”) and Robert Half International Inc., through its division Robert Half Technology (“RHT”).

1. Scope of Engagement. RHT will assign one or more individual(s) to Client to assist Client with its completion of the following:

Streamlining financial systems and processes to enhance operational efficiency.Implementing the full Human Capital Management (HCM) module, including comprehensive employee onboarding functionality.Optimizing processes for planning, permitting, and electronic reviews (eReviews) to improve workflows.Enhancing processes and reporting capabilities for Tyler Payments and Cashiering.Migrating to the full versions of MyCivic and My311 to maximize engagement and functionality.Providing robust reporting across all operational areas to support data-driven decision-making.Performing a comprehensive gap analysis on all modules the City is licensed for and delivering detailed findings.

2. Assigned Individuals. RHT will assign the following individual(s) (each an “Assigned Individual”) to Client for this engagement:

Name of Assigned Individual Hourly Bill Rate Estimated Start Date Estimated End Date Angela Sharpe $ 187 01/01/2025 06/30/2025

3. Contact Information.

Client Representative Robert Half Technology Representative Name: Josh Armstrong Name: Carolyn Chang
E-mail: [email protected] E-Mail: [email protected] Phone: (310) 970-6777 Phone: 310-760-6599
Address: 4455 W 126th St, Hawthorne, California, 90250 Address: 970 W. 190th Street | Suite 400 | Torrance | CA 90502 USA

4. Termination. Either party may terminate this SOW at any time upon [thirty] ([30]) days’ prior written notice to the other party.

5. General Conditions of Engagement. RHT assigns the Assigned Individual(s) to Client pursuant to the General Conditions of Engagement attached hereto as Exhibit A and incorporated herein by reference.

Agreed to:
[Insert Client Name]
/customersign/
Agreed to:

Robert Half International Inc.
/rhsign/
By__________________________________________
Authorized signature
By_________________________________________
Authorized signature
Name (type or print): [Insert Client Contact Name] Name (type or print): [Insert RH Signatory Name] Date: /clientdate/ Date: /clientdate/
/rhtcustagr01/
© Robert Half International Inc., 2024. All rights reserved. Robert Half International Inc. is an Equal Opportunity Employer M/F/D/V

Page 2 of 4 ends

Exhibit A
General Conditions of Engagement
Required Screenings.

If Client requires RH to perform background checks or other placement screenings of the Assigned Individuals, Client agrees to notify RH prior to the start of Services under this SOW. RH will conduct such checks or screenings only if they are described in a signed, written amendment to this SOW. If Client requests a copy of the results of any checks conducted on RH’s Assigned Individuals, Client agrees to keep such results strictly confidential and to use such results in accordance with applicable laws and solely for employment purposes.

Scope of Assignment.

Client shall supervise the Assigned Individuals. Client will not permit or require an Assigned Individual (i) to perform services outside of the scope of his or her assignment; (ii) to sign contracts or statements; (iii) to make any final decisions regarding system design, software development or the acquisition of hardware or software; (iv) to make any management decisions; or (v) to use computers or other electronic devices, software, services, tools, e-mail accounts or network equipment owned or licensed by the Assigned Individual.

Cash Handling and Other Financial Transactions and Activities.

If Client permits or allows an Assigned Individual to sign, endorse, wire, transport or otherwise convey cash, securities, checks, or any negotiable instruments or valuables, or conduct financial transactions or other related activities, Client accepts sole responsibility for all claims, demands and liability that may arise from permitting these activities. Client represents and warrants that to the extent Client permits or allows an Assigned Individual to engage in the activities described in this paragraph, Client will not permit or allow an Assigned Individual to handle more than (i) $1,000 per day if Client is a non-profit entity, or (ii) $25,000 per day if Client is a for-profit entity.

Workplace Safety.

Client agrees that Client has full responsibility for: (i) providing safe working conditions as required by law, including compliance with all public health and occupational safety regulations and guidelines applicable to Client’s business, and (ii) ensuring that safety plans exist for, and safety related training is provided to, Assigned Individuals working on Client’s premises. To ensure the safety of potentially vulnerable individuals on Client’s premises, Client agrees not to permit Assigned Individuals to have unsupervised or unmonitored contact with (1) minors or (2) adults who are under Client’s care, custody or supervision because of mental health impairments. Client agrees that it will provide safe working conditions. If any assignment under this SOW is for work to be performed under a government contract or subcontract, Client will notify RHT immediately of any obligations in the government contract or subcontract relating to wages.

Operation of Vehicles and Equipment.

RHT does not authorize Assigned Individuals to operate machinery (other than office machines) or vehicles. If Client wishes to permit Assigned Individuals to drive for business purposes, Client accepts sole responsibility for all liability, damages, injuries or other claims that may arise or be incurred as a result of such driving. If Client requires our Assigned Individuals to drive a vehicle owned by Client or by a Client employee, Client agrees to maintain such vehicle in good working condition and maintain all necessary and appropriate insurance for the operation of such vehicle. Under no circumstances will Client permit an Assigned Individuals to: make bank deposits; carry cash in excess of $100, negotiable instruments or other valuables while driving; or have passengers in the vehicle. It is agreed that Client accepts full responsibility for, and that RHT does not maintain insurance to cover any injury, damage, or loss that may result from Client’s failure to comply with the foregoing.

Remote Work.

Client may request that an Assigned Individual provide services remotely (i.e., from a location other than Client’s or Client’s customer’s premises) using a laptop and/or other computer or telecommunications equipment provided by Client or RH (collectively, the “Equipment”). In such case, Client acknowledges and agrees that RH shall have no control over, and Client shall be solely responsible for, (i) the logical and physical performance, reliability and security of the Equipment and related devices, network accessibility and availability, software, services, tools and e-mail accounts (collectively, “Computer Systems”) used by the Assigned Individual, and (ii) the security or integrity of the data and other information stored therein or transmitted thereby.

Moreover, Client must not permit an Assigned Individual to save or store any Client files or other data on the Computer Systems provided by RH (including, but not limited to, any virtual desktop infrastructure solution). Client agrees that RH shall not be liable for any loss, damage, expense, harm, business interruption or inconvenience resulting from the use of such Computer Systems. /rhtcustagr01/
© Robert Half International Inc., 2024. All rights reserved. Robert Half International Inc. is an Equal Opportunity Employer M/F/D/V

Page 3 of 4 ends

Claims.

Client hereby agrees to waive all claims against Robert Half International Inc. and its subsidiaries, divisions and affiliates, including their respective employees, officers and directors (individually and together, “Robert Half”) and to defend and indemnify Robert Half against any claim, demand or liability arising from Client’s failure to comply with the terms of this Agreement, including, but not limited to, claims arising from any damage to goods, materials or other items. Client agrees that it is responsible for reporting any claim to RHT in writing during or within ninety (90) days after the termination of the applicable assignment. RH will not be responsible for any claim related to the engagement, including, but not limited to, any Services performed during such engagement, unless Client has reported such claim in writing to RH within ninety (90) days after termination of the applicable assignment.

Confidentiality.

Assigned Individuals will execute any confidentiality agreement that Client may require. Client is responsible for obtaining the Assigned Individual’s signature. Client agrees to hold in confidence the identity of any Assigned Individual and the Assigned Individual’s resume, social security number and other legally protected personal information, and Client agrees to implement and maintain reasonable security procedures and practices to protect such information from unauthorized access, use, modification or disclosure.

Limitation on Liability.

Circumstances may arise where, because of a default on RHT’s part or other liability, Client is entitled to recover damages from RHT. Regardless of the basis on which Client is entitled to claim damages from RHT (including fundamental breach, negligence, misrepresentation or other contract or tort claim), RHT’s liability, if any, will, in the aggregate for all claims, causes of action or damages, be limited to any actual direct damages up to an amount equal to the fees actually paid to RHT for the services that are the subject of the claim. Under no circumstances is RH liable for any special, incidental, exemplary, indirect, lost profits, or consequential damages (including, but not limited to, lost business, revenue, goodwill, or anticipated savings), even if informed of the possibility. It is understood that Client is responsible for implementing and maintaining usual, customary and appropriate internal accounting procedures and controls, internal controls and other appropriate procedures and controls (including information technology, proprietary information, creative designs and trade secret safeguards) for Client, and RHT shall not be responsible for any losses, liabilities or claims arising from the lack of such controls or procedures.

Employment Taxes, Withholdings and Insurance.

Each party will maintain workers' compensation insurance and commercial liability insurance. RHT will be responsible, to the extent applicable, for any workers' compensation insurance, federal, state and local withholding and unemployment taxes, social security, state disability insurance or other payroll charges for the Assigned Individuals. RHT reserves the right to re-assign any Assigned Individual.

Guarantee.

RHT guarantees Client’s satisfaction with the services of each Assigned Individual by extending to Client a five (5) day (40 hours) guarantee period. If, for any reason, Client is dissatisfied with an Assigned Individual, RHT will not charge for the first forty (40) hours worked during the applicable guarantee period, provided that Client allows RHT to replace the Assigned Individual and Client contacts RHT regarding its dissatisfaction before the end of the applicable guarantee period. Unless Client contacts RHT before the end of the applicable guarantee period, Client agrees that the Assigned Individual is satisfactory. RHT MAKES NO

OTHER EXPRESS OR IMPLIED WARRANTIES REGARDING THE SERVICES, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF QUALITY, PERFORMANCE, MERCHANTABILITY OR FITNESS FOR ANY PURPOSE.

Services Provided on a Time and Materials Basis.

Notwithstanding any language to the contrary in this SOW with regard to fixed-price, deliverables or acceptance of deliverables, RHT shall be compensated on an hourly basis only. RHT is not providing deliverables under this SOW.

If, for any reason, any Assigned Individual is unable to complete his or her assignment, RHT will endeavor to provide a suitable replacement, subject to Client’s approval. If RHT is unable to identify a replacement acceptable to Client, this SOW will be deemed to have automatically ended with respect to such Assigned Individual, except that Client shall remain liable to RHT for services provided by such Assigned Individual prior to his/her termination. /rhtcustagr01/
© Robert Half International Inc., 2024. All rights reserved. Robert Half International Inc. is an Equal Opportunity Employer M/F/D/V

Page 4 of 4 ends

Payment Terms.

Each Assigned Individual will present a time sheet or an electronic time record to Client’s or Client’s representative for verification and approval at the end of each week. RHT will bill Client weekly for the total hours worked. RHT’s invoices are due upon receipt, including applicable sales and service taxes all of which are payable by Client. In the event that Client fails to pay the invoices when due, Client agrees to pay all of RHT’s costs of collection, including reasonable attorneys' fees, whether or not legal action is initiated. Additionally, RHT may, at its option, charge interest on any overdue amounts at a rate of the lesser of 1½% per month or the highest rate allowed by applicable law from the date the amount first became due. RHT may increase its rates for the services provided under this SOW to reflect increases in RHT’s own costs of doing business, including costs associated with higher wages for workers and/or related tax, benefit and other costs. RHT will provide written or verbal notice of any increase in its rates for the services, and such increase will be prospective, starting as of the effective date RHT specifies.

Overtime.

If applicable, overtime will be billed at 1.50 times the normal billing rate. Federal law defines overtime as hours in excess of 40 hours per week, state laws vary. If state law requires double time pay, the double time hours will be billed at 2.00 times the normal billing rate.

Expenses.

Travel and/or out-of-pocket expenses incurred by an Assigned Individual shall be reimbursed by Client immediately upon Client’s receipt of invoice.

Hiring the Assigned Individual.

After Client evaluates the performance and potential of an Assigned Individual on the job, Client may wish to employ this person directly. In such event, Client agrees to pay a conversion fee. The conversion fee is payable if Client hires the Assigned Individual, regardless of the employment classification, on either a full-time, temporary (including temporary assignments through another agency) or consulting basis within twelve months after the last day of the Assigned Individual’s assignment. Client also agrees to pay a conversion fee if an Assigned Individual is hired by (i) a subsidiary or other related company or business as a result of Client’s referral of the Assigned Individual to that company or (ii) one of Client’s customers as a result of the Assigned Individual providing services to that customer. The conversion fee will be owed and invoiced upon Client’s hiring of the Assigned Individual, and payment is due upon receipt of the invoice. The same calculation will be used if Client converts the Assigned Individual on a parttime basis using the full-time equivalent salary.

The conversion fee will equal [thirty-five percent] ([35]%) of the Assigned Individual’s aggregate annual compensation, including bonuses.

Miscellaneous.

For a change to be valid, both parties must sign it. Additional or different terms in any written communication from Client (such as a purchase order) are void. Any terms of this SOW which by their nature extend beyond the termination of this SOW will remain in effect until fulfilled, including any payment obligations, and apply to each party’s respective successors and assignees. This SOW is the complete agreement regarding the engagement(s) identified on the first page of this SOW, and replaces any prior oral or written communications between RHT and Client regarding such engagement(s).

AGENDA ITEM NO. 13.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 12/10/2024
Originating Department: Police Department
City Manager: Department Head:

SUBJECT:

Police Department Records Digitization Project
RECOMMENDED MOTION:

Staff Recommends that the City Council approve an agreement with Richo-USA for secure digital scanning services and data importation
DISCUSSION:

The Hawthorne Police Department seeks to modernize its records management practices by digitizing approximately 2 million pages of existing paper records and integrating them into the City's DocuWare Electronic Document Management System (EDMS). These records include police case files, field interview (FI) cards, and gang information cards, which are currently stored in physical formats that pose significant challenges for accessibility, storage, and long-term preservation.Ricoh USA, Inc. will oversee this project, handling document preparation, scanning, indexing, and integration of the digital records into the DocuWare system. The scope of work includes configuring digital file cabinets in DocuWare that align with the Police Department's operational needs and importing all digitized records into these secure and organized storage structures. Throughout the process, Ricoh will maintain rigorous quality assurance and data security protocols to ensure the integrity and confidentiality of all records.

Digitizing these records will streamline how the Police Department accesses and manages its information. By transitioning from physical files to a centralized, searchable digital system, the department will significantly reduce the time and effort required to retrieve records, improve operational efficiency, and enhance record accessibility for authorized users. Additionally, this project will eliminate the need for extensive physical storage space, addressing long-standing space constraints within the department. This initiative also supports the City's commitment to leveraging technology to enhance government operations while ensuring compliance with legal and regulatory standards for records management. The integration of these digitized records into DocuWare will provide a reliable, long-term solution for securely managing and accessing historical data.

The project is funded through the American Rescue Plan Act (ARPA) allocations, ensuring there is no direct cost to the City. To achieve the best pricing for these services, the department is utilizing a cooperative purchasing contract through OMNIA Public Sector/Government, contract code 2021002788.

Ricoh will also provide training for Police Department staff to facilitate the seamless adoption and use of the digitized records system. Upon project completion, original documents will be securely destroyed in accordance with best practices and legal requirements.

ECONOMIC DEVELOPMENT STRATEGIC PLAN:

N/A
FISCAL IMPACT:

Funds for this is included in the ARPA funding allocation for the FY 2024/2025 and are not to exceed $255,012.00 for this portion of the city wide scanning project.

NOTICING PROCEDURE:
72 hour posting notice pursuant to the Ralph M. Brown Act

ATTACHMENTS
Ricoh Digital Imaging Statement of Work
Ricoh Data Importation Statement of Work

STATEMENT OF WORK
# HPD-CPQ83531-10.31.2024v5
For
Hawthorne Police Department
Pursuant to OMNIA Partners
Public Sector
Project Name: Police Case Files
Prepared on: 12/3/24
By: Brian Trainer, Advisory Engineer
Ron Alexander, Digital Imaging Specialist
Ricoh USA, Inc. (Ricoh)
916-765-6211
[email protected]
Submitted To:

Josh Armstrong
Manager, Information Technology Systems
Hawthorne Police Department
12501 Hawthorne Boulevard
Hawthorne, CA 90250
310-970-6777
[email protected]
Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 2 of 19 v2024-10-29
Table of Contents
Project Requirements & Assumptions ......................................................................................................................... 3 Imaging Specifications & Assumptions........................................................................................................................ 3 Document Indexing Requirements & Assumptions.................................................................................................... 5 Data & Image File Format Specifications .................................................................................................................... 6 Deliverable Media............................................................................................................................................................ 7 Project Schedule ............................................................................................................................................................. 7 Project Management....................................................................................................................................................... 7 Inventory Control ............................................................................................................................................................. 7 Change Order Process................................................................................................................................................... 8 Unit Pricing Table............................................................................................................................................................ 9 Pricing & Payment Terms ............................................................................................................................................ 11 Terms and Conditions .................................................................................................................................................. 12 Authorization to Commence Work.............................................................................................................................. 16 Addendum A – Processing Terms and Definitions .................................................................................................. 17 Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 3 of 19 v2024-10-29
Project Requirements & Assumptions
Introduction Ricoh USA, Inc. (“Ricoh”) has prepared the following Statement of Work (“SOW”) to detail conversion services for Hawthorne Police Department (“Client”).

Ricoh has outlined the Project scope and costs for this Project Based engagement. The service costs outlined in this document are based on Ricoh’s experience and preliminary information received from Client. The information in this SOW supersedes all previous estimates or verbal discussions on the Project.

The pricing contained herein is valid for thirty (30) days from the date of this Statement of Work.

Project Summary During the course of this conversion engagement, Ricoh will convert a total of 3 document/file population(s) to electronic format.

Population #1: Population Name: Police Case Files - Paper • Estimated number of file boxes (1.2cf): 780
 Estimated pages up to 11”x17” in dimension per container: 2,250.  Estimated pages >11”x17” up to 36”x48” in dimension per container: 0.  Percent of duplex pages: 10%
 Percent of B&W originals: 95%
 Percent of color originals: 5%
 Total anticipated image count: 1,930,500
 Number of files: 132,400
 Barriers per box: 101-499 Barriers
• Data file will be provided by the Client containing all index values: No Population #2: Population Name: FI Cards
• Estimated number of FI Cards: 2,500
 Percent of duplex pages: 100%
 Percent of B&W originals: 100%
 Percent of grayscale and/or color originals: 0%
 Total anticipated image count: 5,000
 Number of files: 2,500
 Barriers per box: 0 Barriers
• Data file will be provided by the Client containing all index values: No Population #3: Population Name: Gang Information Cards
• Estimated number of FI Cards: 3,000
 Percent of duplex pages: 100%
 Percent of B&W originals: 100%
 Percent of grayscale and/or color originals: 0%
 Total anticipated image count: 6,000
 Number of files: 3,000
 Barriers per box: 0 Barriers
• Data file will be provided by the Client containing all index values: No  Client Initials _________
Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 4 of 19 v2024-10-29
Imaging Specifications & Assumptions
Processing Locations Processing will occur in no other locations than those listed below, without Client approval.

Imaging of source media will be performed at Ricoh’s or Ricoh’s business partner’s processing center(s) located in the continental United States.

Index capture from images will be performed by Ricoh’s business partner located in India using a Citrix environment where original images will reside in Houston, TX.

Final conversion processing of images and index data will be performed in Ricoh’s AWS Amazon cloud.

Imaging Grade
Document preparation is defined as Medium Prep.

Image quality checking is defined as Standard QC.

Document reassembly is defined as No Reassembly.

Imaging grade levels are further defined in the Imaging Grade Addendum.

Image Capture
Specifications Paper Case File Image Capture Specifications:

Originals will be scanned at a resolution of 300 dots per inch (dpi).

Pages will be captured as multipage images per file folder Ricoh will capture black & white originals as bi-tonal (b&w) images.

Ricoh will capture color originals, including charts, graphs, and photographs as bi-tonal (b&w) images.

Any large format document larger than 11"x17" (regardless of original size) can be captured and inserted into a box of cut-sheet imaging as an image no larger than 27"x27" at a resolution of 300 DPI bitonal (200 DPI color).

Blank pages will normally be automatically dropped during the scanning process. Due to software limitations, Ricoh may not be able to remove 100% of blank pages (i.e., speckling, bleed through, or other marks).

FI Card:

Originals will be scanned at a resolution of 300 dots per inch (dpi).

Pages will be captured as multipage images per 2-sided card.

Ricoh will capture black & white originals as grayscale images.

Gang Information Card:

Originals will be scanned at a resolution of 300 dots per inch (dpi).

Pages will be captured as multipage images per 2-sided card.

Ricoh will capture black & white originals as grayscale images.  Client Initials _________
Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 5 of 19 v2024-10-29
Logical Document
Determination (LDD)
Physical boundaries (e.g., staples, paperclips, rubber bands, binders, folders, etc.) accurately reflect the logical boundaries of the files and documents being processed, therefore LDD will not be performed.

Document Indexing Requirements & Assumptions
Index Process
Specifications Population #1: Police Case Files - Paper Ricoh will capture of the following File Level index field:

1. FIELD 01
a. Field Name: Year-File Number as 15-13960
b. Field Size: 6-10
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on first page of file.

Population #2: FI Cards
Ricoh will capture of the following Document Level index field:

1. FIELD 01
a. Field Name: Full Name
b. Field Size: 11-35
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on the front side of FI cards. (Example: Last, First MI)

2. FIELD 02
a. Field Name: Gang Name
b. Field Size: 11-35
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on the front side of FI cards.

3. FIELD 03
a. Field Name: Gang Affiliation
b. Field Size: 11-35
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on the front side of FI cards.
4 FIELD 04
a. Field Name: Date of Birth
b. Field Size: Date
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on the front side of FI cards.

Population #3: Gang Information Cards
Ricoh will capture of the following Document Level index field:

1. FIELD 01
a. Field Name: Full Name
b. Field Size: 11-35
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on the front side of FI cards. (Example: Last, First MI)  Client Initials _________
Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 6 of 19 v2024-10-29

2. FIELD 02
a. Field Name: Gang Name
b. Field Size: 11-35
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on the front side of FI cards.

3. FIELD 03
a. Field Name: Gang Affiliation
b. Field Size: 11-35
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on the front side of FI cards.
4 FIELD 04
a. Field Name: Date of Birth
b. Field Size: Date
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on the front side of FI cards
Data & Image File Format Specifications
Data & Image File
Formats
Technical specifications detailing the delivery format and naming conventions will be documented under separate cover for review, validation, and authorization by Client prior to commencement of production processing.

Converted image and index data files will be delivered in a batch\folder directory structure.

Captured Index field data may also be used within the naming conventions for the delivery folder and image files.

Images will be delivered as multi-page PDF images.

Index data will be delivered in a comma separated value (CSV) format.

The CSV file is included at no additional cost. Any other export file would require a technical services hour to be billed for its creation.

Data and images will be formatted for loading into Docuware Index data for DocuWare will be formatted to mimic the clients pre-established coding. The coding will read as follows:

Population #1: Population Name:

Police Case Files – Paper
1,930,500 images
Population #2: Population Name:

FI Cards
5,000 images
Population #3: Population Name:

Gang Information Card
6000 images
 Client Initials _________
Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 7 of 19 v2024-10-29
Optical Character
Recognition (OCR)
Processing
OCR will NOT be performed on any images of all populations.

Deliverable Media
Delivery Media Image and index data will be delivered on FTP/sFTP.

Project Schedule
Production Timelines Upon review of all original documents by the Operations team, a production timeline will be established and mutually agreed upon based on the current project workflow. The Customer is required to provide approval within five (5) business days following receipt of the Data Interchange Test (DIT). Should approval not be provided within this period, additional storage fees will be incurred. Storage fees will be applied if approval is not received within the specified five business days. Please ensure that a storage fee is included in the pricing table for all SOWs.

Project Management
PM Resourcing Project Management is crucial to the success of any commercial imaging project. Ricoh will assign a dedicated Project Manager (PM) to ensure the project stays on schedule, in scope, and within budget. The PM is the central point of communication, streamlining processes and maintaining clarity throughout the project lifecycle. They coordinate with all stakeholders and manage project resources closely. As a necessary requirement for each project, the client will be charged on an hourly basis for this PM effort, ensuring that the project is executed efficiently while meeting all requirements, quality standards, and objectives.

Inventory Control
Receipt of Media Client will provide boxes.

Client will prepare and box documents for shipment.

Ricoh will schedule pick-ups from Client or Client-designated facility located at:

Mildred Henry, Police Records Manager
HMEA Board Secretary
Hawthorne Police Department
12501 Hawthorne Boulevard
Hawthorne, CA 90250
310-349-272
[email protected]
Client anticipates releasing all originals or other media to Ricoh on or before 12/20/2024.

Rapid Response Service
(File Access Requests)
Ricoh will provide file Rapid Response Service for the duration of this project. Ricoh cannot provide this service for files in transit. Rapid Response requests will be initiated via email to the Ricoh Project/Program Manager. Requests will contain agreed upon identifiable information (barcode number, file name, box number, or other information needed for direct physical file retrieval. The requested file will be retrieved, scanned, and delivered via sFTP, to the site set up by Ricoh at project start. Files will be delivered as PDF/A images within 48 hours of request receipt per the SLA. Business hours are defined as Monday through Friday (excluding holidays) from 8:00 AM - 5:00 PM local time of the location of the physical files. Ricoh will provide these requests at the current hourly rate.
 Client Initials _________
Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 8 of 19 v2024-10-29
Original Document
Disposition
Original paper or media will be shredded by Ricoh within thirty (30) days following the completion of image delivery and receipt of written authorization from the Client to proceed with document destruction. If written authorization is not received within this 30-day period, the original media will be returned to the Client, and additional return shipping fees will apply.

Additionally, should files need to be re-uploaded for any reason, the Client will incur additional project management fees.

Should Client fail to accept the return or authorize the shredding of the original paper/media after scanning operations and image delivery is complete, or should the Client request in writing, the original paper/media will be delivered to an off-site third-party storage facility for storage until Ricoh receives a written authorization from Client directing the return or shredding of the original media. The storage of the original media will be subject solely to the terms and conditions found at https://www.ricoh-usa.com/en/about-us/online-terms-and-conditions (NRC Storage Terms and Conditions). Client will be charged the rates specified in the unit pricing for the transport and storage of the original media until Client provides written authorization for the return or shredding of the same.

Data & Image Retention Ricoh will not be responsible for maintaining archival images or data information related to the deliverables after thirty (30) days from the delivery of final data and images.

Box Labels Ricoh may affix tracking/control labels and/or asset tags to boxes.

Recipient of Deliverables Mildred Henry, Police Records Manager HMEA Board Secretary
Hawthorne Police Department
12501 Hawthorne Boulevard
Hawthorne, CA 90250
310-349-272
[email protected]
Billing Contact Mildred Henry, Police Records Manager
HMEA Board Secretary
Hawthorne Police Department
12501 Hawthorne Boulevard
Hawthorne, CA 90250
310-349-272
[email protected]
Change Order Process
During the course of the Project, new or unforeseen requests or requirements may be presented, or changes may be requested to the Project or its scope. These additional tasks, functions or deliverables have not been provided under the scope of this Project. If Client requires or requests additions or changes with any of the above items, Ricoh can provide service or assistance; however, the costs for additional tasks or deliverables have not been included in the current estimates and will be in addition to the initial pricing.

The following list provides a detailed process to follow if changes to components within or outside the scope of this SOW are required.  A Change Order (CO) will be the vehicle for communicating change. The CO must describe the change, the reason for the change, and the effect the change will have on the Project.  The designated Project/Program Manager of the requesting party will review the proposed change and determine whether to submit the request to the other party.
 Both Project/Program Managers will review the proposed change and approve it for further investigation. Ricoh will specify if there will be any charges for such investigation, which may be incorporated into the CO. The investigation will determine the effect that the implementation of the CO charge will have on price, schedule, and other terms and conditions of this SOW.
 A written Change Order must be signed by both parties to authorize the implementation of the changes. 
 Client Initials _________
Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 9 of 19 v2024-10-29
Unit Pricing Table
 Client Initials _________
QTY Description P-Code Unit Unit Price Total
1,833,975 DI - Image Capture (Medium) 7038 Image $0.06590 $120,858.95 0 DI - Image Capture (Heavy) 7036 Image $0.08350 $0.00
96,525 DI - Image Capture - Color 7035 Image $0.17560 $16,949.79 1,930,500 DI - QC (Basic) 7081 Image $0.00740 $14,285.70 1,930,500 DI - Image Conversion - PDF 723 Image $0.00680 $13,127.40 132,400 DI - Index Coding Citrix 6 to 10:HP or Search (Year-File#) 7131 Field $0.03320 $4,395.68 1,930,500 DI - FTP Delivery 7021 Image $0.00110 $2,123.55 $171,741.07
QTY Description P-Code Unit Unit Price Total
5,000 DI - Image Capture (Medium) 7038 Image $0.06590 $329.50 0 DI - Image Capture (Heavy) 7036 Image $0.08350 $0.00
5,000 DI - QC (Basic) 7081 Image $0.00740 $37.00
5,000 DI - Image Conversion - PDF 723 Image $0.00680 $34.00 2,500 DI - Index Coding Citrix 11 to 35:MP (Name) 7125 Field $0.03390 $84.75 2,500 DI - Index Coding Citrix 11 to 35:MP (Gang Name) 7125 Field $0.03390 $84.75 2,500 DI - Index Coding Citrix 11 to 35:MP (Gang Affiliation) 7125 Field $0.03390 $84.75 2,500 DI - Index Coding Citrix Date:MP (DoB) 7129 Field $0.02900 $72.50 5,000 DI - FTP Delivery 7021 Image $0.00110 $5.50
$732.75
QTY Description P-Code Unit Unit Price Total
6,000 DI - Image Capture (Medium) 7038 Image $0.06590 $395.40 0 DI - Image Capture (Heavy) 7036 Image $0.08350 $0.00
6,000 DI - QC (Basic) 7081 Image $0.00740 $44.40
6,000 DI - Image Conversion - PDF 723 Image $0.00680 $40.80 3,000 DI - Index Coding Citrix 11 to 35:MP (Name) 7125 Field $0.03390 $101.70 3,000 DI - Index Coding Citrix 11 to 35:MP (Gang Name) 7125 Field $0.03390 $101.70 3,000 DI - Index Coding Citrix 11 to 35:MP (Gang Affiliation) 7125 Field $0.03390 $101.70 3,000 DI - Index Coding Citrix Date:MP (DoB) 7129 Field $0.02900 $87.00 6,000 DI - FTP Delivery 7021 Image $0.00110 $6.60
$879.30
Estimates are Pre-Tax Estimated Population Total:

Population 3 Unit Pricing - Gang Information Cards
Estimates are Pre-Tax Estimated Population Total:

Population 1 Unit Pricing - Police Case Files
Population 2 Unit Pricing - FI cards
Estimates are Pre-Tax Estimated Population Total:

Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 10 of 19 v2024-10-29
This is a fee for service engagement and the foregoing Estimated Pre-Tax Total is not a fixed cost, it is merely an estimate of the cost. The minimum fee for off-site services is $10,000 per project.

Ricoh will invoice based on the actual number of units processed multiplied by the unit cost as referenced in the above table. Pricing does not include shipping costs of deliverables.

This project including taxes is NOT TO EXCEED $235,000.00.  Client Initials _________
Summary of Populations Pricing
4 Total Populations
Summary of Additional Fees
QTY Description P-Code Unit Unit Price Total
1 DI - Transportation - 6 relocubes 7044 One Way $13,396.00 $13,396.00 55 DI - (hr) Project Management 7002 Hour $225.00 $12,375.00 16 DI - (hr) ASG Technical Services 7003 Hour $225.00 $3,600.00 0 DI - (hr) Hand-time/Labor 7000 Hour $85.00 $0.00
0 DI - File Retrieval 7077 Hour $85.00 $0.00
780 DI - Shredding (File Box) 5325 Per Box $6.00 $4,680.00 $34,051.00
Summary of Total Costs
$732.75
Estimates are Pre-Tax Estimated Additional Fees Total:

Population 1 Unit Pricing - Police Case Files 1,930,500 $171,741.07 Description
Total Combined Pricing of all Populations
Estimated Pre-Tax Total $173,353.12
Description Image Qty Estimated Total
Population 3 Unit Pricing - Gang Information Cards 6,000 $879.30 Population 2 Unit Pricing - FI cards 5,000
Total Combined Pricing of all Additional Fees
Estimated Pre-Tax Total
Estimated Total
$173,353.12
$34,051.00
$207,404.12
Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 11 of 19 v2024-10-29
Pricing & Payment Terms
Pricing is valid for thirty (30) days from the date of proposal. Each project is priced based on Ricoh's understanding of the scope and volume of the requirements as presented herein. Changes in that understanding or in the underlying express and/or implicit assumptions related to it may require substantial changes in price and schedule. All changes will be made in writing and agreed to by all parties prior to commencement of billable work.

1. Ricoh’s services are offered based on the assumptions as defined herein. If the collection characteristics are substantially different from these assumptions, Ricoh reserves the right to re-price the services.

2. Delivery schedules are based on assumptions defined herein and substantial change in these assumptions may require delivery schedule changes.

3. Failure to provide Ricoh with a regular and consistent flow of materials may result in an increase in pricing and/or schedule delays.

4. Processing will be performed in accordance with the instructions set forth in this document and the addenda stated herein.

5. Pricing is offered as a comprehensive package of services. Ricoh reserves the right to re-price services if the Client decides not to have Ricoh perform certain services that have been quoted.

6. Invoicing will be based on the actual number of units multiplied by its unit or hourly rate and totaled.

7. Invoicing will occur on a monthly basis throughout the duration of the project. Each invoice will encompass all billable work completed up to the date of the invoice, regardless of whether that work has been delivered to the Client.

8. Payment for Ricoh services will be made to Ricoh and are due within thirty (30) days from date of invoice.

9. In the event payment is not received within ten (10) days of its due date a late charge of one and a half percent (1.5%) per month of the overdue amount will be charged to Client.

10. Annually, on the anniversary date of the MSA Effective Date, Ricoh will increase fees by an escalator of five (5%) for all Services within this SOW.

11. Client has thirty (30) days from receipt of a delivery to identify image file formatting issues. After this period, a service charge may be applied for corrections. This service charge accounts for reloading the data and/or images onto the system, reallocating staff, etc.
 Client Initials _________
Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 12 of 19 v2024-10-29
Terms and Conditions
The performance of the services described in this Statement of Work (“SOW”) by Ricoh USA, Inc. (“Ricoh”) for Hawthorne Police Department (“Client”) is subject to and shall be governed solely by the following terms and conditions. If this SOW is made pursuant to a Master Agreement (“MA”), the terms and conditions set forth in such MA are incorporated herein by reference and made a part of this SOW, and shall control in the event of any conflict.

1. Services. From time to time, Client may engage Ricoh to perform any of the services (the “Services”) described in this SOW. Changes to the scope of the Services shall be made only in a written Change Order signed by both
parties. Ricoh shall have no obligation to commence work in connection with any change until the fee and/or
schedule impact of the change and all other applicable
terms are agreed upon by both parties in writing. Ricoh shall provide the Services at the Client location set forth herein or on a remote basis. In consideration of the
Services set forth in this SOW, Client shall pay Ricoh the fees in the amounts and at the rates set forth herein. Ricoh may suspend or terminate such services for non-payment.

Client acknowledges that Ricoh’s performance of any such Services is dependent upon Client’s timely and effective performance of its responsibilities as set forth in this SOW.

Estimated delivery and/or service schedules contained in this SOW are non-binding estimates.

2. Service Warranties. Ricoh warrants that the Services performed hereunder will be performed in a good and
workmanlike manner, and Client’s exclusive remedy shall be for Ricoh to re-perform any Services not in compliance with this warranty and brought to Ricoh’s attention in
writing within a reasonable time, but in no event more than thirty (30) days after such Services are performed.

3. Termination of Services. Upon thirty (30) days’ prior written notice, either party may terminate any of the
Services specified this SOW. In the event Ricoh terminates any Services procured hereunder or this SOW, Ricoh shall reimburse Client for any prepaid fees related to Services not rendered prior to termination. Upon termination of this SOW by Client, Client shall be responsible for payment for all Services completed by Ricoh and accepted by Client
through the effective date of termination.

4. Confidentiality.

4.1 Ricoh recognizes that it must perform the
Services in a manner that protects any information of
Client or its clients that Client has clearly identified to Ricoh as being confidential (such information hereafter referred to collectively as "Client Confidential Information") that may be disclosed to Ricoh hereunder from improper
use or disclosure. Ricoh agrees to treat Client Confidential Information on a confidential basis. Ricoh further agrees that it will not disclose any Client Confidential Information without Client's prior written consent to any third party except to authorized representatives of Client or to
employees or subcontractors of Ricoh who have a need to access such Client Confidential Information to perform the Services contemplated hereunder. Client Confidential
Information shall not include (i) information which at the time of disclosure is in the public domain, (ii) information which, after disclosure becomes part of the public domain by publication or otherwise through no fault of Ricoh, or (iii) information which can be established to have been
independently developed and so documented by Ricoh or
obtained by Ricoh from any person not in breach of any
confidential obligations to Client. The terms of this SOW shall not be considered to be Client Confidential
Information. Client acknowledges and agrees that any
information provided by Client to Ricoh pursuant to this SOW is not Protected Health Information (“PHI”) subject to the Health Insurance Portability and Accountability Act of 1996 45 CFR Parts 160 and 164 (“HIPAA”) or “nonpublic
personal information” as defined under the Title V of the U.S. Gramm-Leach-Bliley Act, 15 U.S.C. § 6801 et seq.,
and the rules and regulations issued thereunder (“GrammLeach-Bliley”). In the event any information is PHI as defined by HIPAA or “nonpublic personal information” as defined under Gramm-Leach-Bliley, Client shall
specifically identify information as such to Ricoh in writing.

4.2 Notwithstanding the foregoing, the parties
acknowledge and agree that Ricoh shall have no obligation to remove, delete, preserve, maintain or otherwise
safeguard any information, images or content retained by, in or on any item of Client owned or Client leased
equipment, whether through a digital storage device, hard drive or similar electronic medium (“Data Management
Services”). If desired, Client may engage Ricoh to perform such Data Management Services at its then-current rates.

The selection, use and design of any Data Management
Services, and any and all decisions arising with respect to the deletion or storage of any data, data information or documentation, as well as any loss of data resulting
therefrom, shall be the sole responsibility of Client, and Client shall indemnify and hold harmless Ricoh and its
subsidiaries, directors, officers, employees and agents from and against any and all costs, expenses, liabilities, claims, damages, losses, judgments or fees (including
reasonable attorneys’ fees) (collectively, “Losses”) arising therefrom or related thereto.

4.3 Notwithstanding anything in this SOW to the
contrary, Client is responsible for ensuring its own
compliance with any and all applicable legal, regulatory, business, industry, security, compliance and storage
requirements relating to data retention, protection,
destruction and/or access. It is the Client’s sole
responsibility to obtain advice of competent legal counsel as to the identification and interpretation of any relevant laws and regulatory requirements that may affect the
Client’s business or data retention, and any actions
required to comply with such laws. RICOH DOES NOT
Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 13 of 19 v2024-10-29

PROVIDE LEGAL, ACCOUNTING OR TAX ADVICE OR

REPRESENT OR WARRANT THAT ITS SERVICES OR

PRODUCTS WILL GUARANTEE OR ENSURE

COMPLIANCE WITH ANY LAW, REGULATION OR
REQUIREMENT.

4.4 Unless specifically set forth in writing, Ricoh has no obligation to provide encryption related to the provision of Services.

5. Indemnification.

5.1 Each party (“Indemnifying Party”) shall indemnify,
defend and hold harmless the other (“Indemnified Party”) from all third-party claims incurred by the Indemnified Party arising out of the death or bodily injury of any agent, employee, or business invitee of the Indemnified Party, or the damage, loss, or destruction of any tangible property of the Indemnified Party, up to a maximum of $1,000,000, to the extent caused by the negligent acts or omissions or willful misconduct of the Indemnifying Party, its employees, or agents.

5.2 Client shall indemnify, defend and hold harmless
Ricoh and its representatives and affiliates from and
against any claim, suit, demand, liability, cause of action, damage or cost (including reasonable attorneys’ fees and expenses) for actual or alleged infringement of any
intellectual property right, including but not limited to copyright, trademark, or right of publicity, and breach of confidentiality arising from the copying of materials
provided by Client hereunder. Notwithstanding any other provision of this SOW, nothing in this SOW shall be
construed to give Ricoh any control over decisions relating to choosing the content of information copied or otherwise handled hereunder. Client warrants and represents that it violates no intellectual property rights or confidentiality agreements of third-parties by having Ricoh perform
Services under this SOW.

5.3 Without intending to create any limitation relating to the survival of any other provisions of this SOW, Ricoh and Client agree that the terms of this paragraph shall survive the expiration or earlier termination of this SOW.

Each party shall promptly notify the other in the event of the threat or initiation of any claim, demand, action or proceeding to which the indemnification obligations set forth in this Section may apply.

6. Limitations. EXCEPT AS OTHERWISE EXPRESSLY

SET FORTH HEREIN, RICOH MAKES NO WARRANTIES

OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT

TO ANY SERVICES, EQUIPMENT OR GOODS

PROVIDED UNDER THIS SOW, INCLUDING, WITHOUT

LIMITATION, ANY IMPLIED WARRANTY OF

MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE. NO WARRANTIES ARE CREATED BY ANY

COURSE OF DEALING BETWEEN THE PARTIES,

COURSE OF PERFORMANCE, TRADE USAGE OR
INDUSTRY CUSTOM. IN NO EVENT SHALL RICOH BE

LIABLE TO CLIENT OR A THIRD PARTY FOR ANY
DAMAGES (1) RESULTING FROM OR RELATED TO

ANY FAILURE OF THE SOFTWARE, INCLUDING, BUT

NOT LIMITED TO, LOSS OF DATA OR DELAY OF
DELIVERY OF SERVICES UNDER THIS SOW OR (2)

RELATED TO THE LOSS, DAMAGE OR DESTRUCTION

OF ANY NEGOTIABLE INSTRUMENTS PROVIDED BY
THE CLIENT. RICOH ASSUMES NO OBLIGATION TO

PROVIDE OR INSTALL ANY ANTI-VIRUS OR SIMILAR

SOFTWARE, AND THE SCOPE OF SERVICES

CONTEMPLATED HEREBY DOES NOT INCLUDE ANY
SUCH SERVICES. Ricoh shall be excused from any
delayor failure in performance of the Services under this SOW for any period if such delay or failure is caused by any event of force majeure or other similar factors beyond its reasonable control. THE AMOUNT OF ANY LIABILITY

OF RICOH TO CLIENT OR ANY THIRD PARTY, FOR

ONE OR MORE CLAIMS ARISING FROM OR RELATING

TO THIS SOW, SHALL NOT EXCEED, IN THE

AGGREGATE, THE AMOUNT PAID TO RICOH FOR THE

PERFORMANCE OF SERVICES UNDER THIS SOW

DURING THE SIX-MONTH PERIOD PRECEDING THE
DATE ON WHICH THE CLAIM AROSE. IN NO EVENT

SHALL EITHER PARTY BE LIABLE TO THE OTHER

PARTY FOR CONSEQUENTIAL, INCIDENTAL,

PUNITIVE OR INDIRECT DAMAGES, EVEN IF SUCH

PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES.

7. Assignment. Neither party shall assign or in any way dispose of all or any part of its rights or obligations under this SOW without the prior written consent of the other, which shall not be unreasonably withheld.

8. Force Majeure. Ricoh may, without liability, delay
performance or cancel this SOW or any Services
hereunder on account of force majeure or other
circumstances beyond its control including, but not limited to, acts of God, actual or threatened war, armed conflict, riot, fire, earthquake, explosion, flood, strike, lockout, injunction or telecommunications, electrical or source of supply failure.

9. Default. In addition to any other rights or remedies which either party may have under this SOW or at law or equity, either party shall have the right to cancel the Services provided under this SOW immediately: (i) if the other party fails to pay any fees or charges or any other payments required under this SOW when due and
payable, and such failure continues for a period of ten (10) days after being notified in writing of such failure; or (ii) if the other party fails to perform or observe any other
material covenant or condition of this SOW, and such
failure or breach shall continue un-remedied for a period of ten (10) days after such party is notified in writing of such failure or breach; or (iii) if the other party becomes
insolvent, dissolves, or assigns its assets for the benefit of its creditors, or files or has filed against it any bankruptcy or reorganization proceeding. If Ricoh cancels this SOW under this Section, Client shall pay any reasonable costs and expenses (including attorneys’ fees and expenses)
Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 14 of 19 v2024-10-29
incurred by Ricoh to collect any amounts owed by Client hereunder.

10. Intellectual Property. Intellectual property rights arising from the Services (but not the data, materials or content provided by Client) shall remain the property of Ricoh, and nothing contained in any Statement of Work
shall be construed to transfer, convey, restrict, impair or deprive Ricoh of any of its ownership or proprietary interest or rights in technology, information or products that existed prior to the provision of deliverables under the Statement of Work or that may be independently developed by Ricoh outside the scope of the Statement of Work and without
use of any confidential or otherwise restricted material or information thereunder. Client shall not use any services provided pursuant to a Statement of Work for any unlawful purpose.

11. Export Law; EU Data Directive.

11.1 Notwithstanding any other provision of this SOW,
Client shall at all times remain solely responsible for complying with all applicable laws or regulations relating to export and re-export control (collectively, “Export Laws”) and for obtaining any applicable authorization or license under the Export Laws. Client acknowledges and agrees
that Ricoh may from time to time, in its sole discretion, engage third party Subcontractors, both foreign and
domestic, to perform any portion of the Services on Ricoh’s behalf. Client represents and warrants to Ricoh that it, its employees and agents shall not provide Ricoh with any
document, technology, software or item for which any
authorization or license is required under any Export Law.

Client shall further indemnify, defend and hold harmless Ricoh and its representatives and affiliates from and
against any fine, penalty, claim, suit, demand, liability, cause of action, damage or cost (including reasonable
attorneys’ fees) for any actual or alleged violation of any Export Laws arising from the performance of Services
under this SOW.

11.2 Notwithstanding any other provision of this
Agreement, Client shall at all times remain solely
responsible for complying with all applicable Data
Protection Directives, as hereafter defined, and for
obtaining any applicable authorization or license under the Data Protection Directives. Client represents and warrants to Ricoh that it, its employees and agents shall not provide Ricoh with any document, technology, software or item for which any authorization or license or any other consent, approval or authorization is required under any Data
Protection Directives (“Protected Information”). In the event Client intends to provide Ricoh with any Protected Information, Client shall identify such document,
technology, software or item as Protected Information.

Client shall further indemnify, defend and hold harmless Ricoh and its representatives and affiliates from and
against any fine, penalty, claim, suit, demand, liability, cause of action, damage or cost (including reasonable
attorneys’ fees) for any actual or alleged violation of any law or regulation relating to export and re-export control of protected information under the EU Data Protection
Directives (collectively, “Data Protection Directives”) arising from the performance of Services under this
Agreement.

12. Non-Solicitation. During the term of this SOW and for a period of one (1) year following the expiration or
termination of this Agreement for any reason, Client shall not (i) offer to employ, or otherwise hire or engage any employee of Ricoh to whom it was introduced in
connection with the transactions contemplated by this
SOW, (ii) attempt to directly or indirectly induce or solicit any employee of Ricoh to whom it was introduced in
connection with the transactions contemplated by this
SOW to terminate his or her employment with Ricoh, or (iii) solicit or enter into any service engagement with any Ricoh client or client prospect to whom Client was introduced or referred in connection with the transactions contemplated by this SOW. Money damages are not an adequate
remedy for a breach by Client of this Section, and,
therefore, in addition to any other legal or equitable
remedies available to it, Ricoh shall be entitled to obtain an injunction against such breach. The obligations set forth in this Section shall survive the termination or expiration of this SOW.

13. Governing Law. This SOW and any Services
procured hereunder shall be governed by the laws of the Commonwealth of Pennsylvania both as to interpretation
and performance, without regard to its choice of law
requirements. All other ordering documents shall be
governed by the law of the jurisdiction in which the
Services are being performed. This SOW may be executed
in two or more counterparts, each of which shall be
deemed to be an original.

14. Miscellaneous. The parties agree that the terms and conditions contained in this SOW make up the entire
agreement between them regarding the Services and
supersede all prior written or oral communications,
understandings or agreements between the parties
relating to the subject matter contained herein, including without limitation, purchase orders. Client acknowledges and agrees that Ricoh does not undertake any conflict
check procedure, whether formal or informal, to determine if Ricoh is performing services for an adverse party to Client. Furthermore, given the nature and the scope of
Services provided hereunder, Ricoh has determined that a conflict check, whether formal or informal, are not
necessary. Ricoh shall be permitted to conduct business in the normal course and engage customers even if the
same is, in the reasonable judgment of the Client, adverse to the specific Services being performed for or on behalf of the Client. Except as otherwise expressly set forth herein, any change in any of the terms and conditions of this SOW or any document to procure Services hereunder must be
in writing and signed by both parties. The delay or failure Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 15 of 19 v2024-10-29
of either party to enforce at any time any of the provisions of this SOW shall in no way be construed to be a waiver of such provision or affect the right of such party thereafter to enforce each and every provision of this SOW. If any
provision of this SOW is held to be invalid or
unenforceable, this SOW shall be construed as though it did not contain the particular provision held to be invalid or unenforceable. All notices shall be given in writing by the party sending the notice and shall be effective when
deposited in the mail, addressed to the party receiving the notice at its address shown above (or to any other address specified by that party in writing) with postage prepaid. If more than one affiliate, subsidiary, client, or law firm of Client has signed this SOW, each such Client agrees that its liability is joint and several. If Client has signed this SOW on behalf of any of its subsidiaries or affiliates, or for the benefit of any third party, client or otherwise, Client shall remain liable for the obligations hereunder.

Ricoh and Client acknowledge that the services and prices that are offered to Client herein are based on the assumptions contained within this response, and assumptions to be identified by Ricoh during its more detailed evaluation and scope assessment following the engagement contemplated hereunder. All production processing will be executed pursuant to the imaging and coding instructions and instructions contained in this document and in its addenda herein. If Ricoh determines during the production processing of Client’s document collection that the collection deviates from assumptions, Ricoh reserves the right to adjust unit price for the impacted service (effective as of the earliest date that such deviation occurred), and Client agrees to pay Ricoh in accordance with Ricoh’s standard terms and conditions for such services. Ricoh will notify Client of its determination of any deviation from the assumptions contained within this response.

Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 16 of 19 v2024-10-29
Authorization to Commence Work
Client hereby authorizes Ricoh to proceed with services described and specified in the foregoing Statement of Work for Ricoh Services, and agrees to the terms and conditions as specified herein.

RICOH USA, INC. INTERNAL REVIEW
By:

Name:

Title:

Date:

Client RICOH USA, INC.

By: By:

Name: Name:

Title: Title:

Date: Date:

Purchase Order #:

Brent Kinzel
ASG Sr Manager
12/3/24
Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 17 of 19 v2024-10-29
Addendum A – Processing Terms and Definitions
Barrier:

Any physical item or condition requiring manual hand/preparation time to make documents ready for scanning; barriers consist of items that must be: removed, unfolded, unbound, require a make-ready, require changes to scanner settings, require special handling, and/or require glasswork scanning.

Barrier examples include staples, clips, rubber-bands, folder prongs, folders, oversize, bound items/books, tagged originals, redwelds, notebooks, post it notes, index tabs, envelopes, zip sets, contrast issues, small pages, onion skin, fragile pages, physical media, file folders with multiple dividers/sections, tabs, condition of paper, pages with contrast issues.

Image:

The digital rendering of a single side of a single piece of scanned media (e.g., paper, microfilm, microfiche, aperture card, etc.).

Page:

A single sheet of paper, regardless of physical dimensions.

Document:

One or more pages which together comprise a single logical unit. Examples of different logical definitions would be an “Employment Application” on a duplex page, or a stapled group of pages comprising a “New Hire Pack”, or the entire contents of the file folder of paper comprising a “HR file”.

File (1):

An electronic version of a record, such as a PDF, JPEG or TIFF image. This definition is typically used in reference to deliverable output, could also be input.

File (2):

A collection of information representing on logical record. Typically used in reference to one or more folders, or documents pertaining to a single individual or matter.

Folder Tab:

The label portion of a physical file folder.

Section Divider (or indexed divider tab):

A physical partition within a File used to indicate logical breaks of separation, where the label portion is usually on a protruding tab.

Population:

A collection of source media sharing common attributes and/or processing requirements. Examples of possible population types would be “HR Employment Records”, “HR Benefit Records”, “Student Transcripts”, and “Student Enrollment Files”.

Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 18 of 19 v2024-10-29
Document Preparation
Client Preparation:

Client performs 100% of the document preparation. This includes removal of all barriers, creation and insertion of make-ready copies to address contrast issues, fragile pages, small pages that won’t feed, etc. Client preparation also includes the unbinding or cutting/trimming of books, pamphlets, etc. that are hard bound, and the insertion of Ricoh-provided barcode sheets, patch sheets, or document coding/indexing sheets. Client preparation requires that all pages are loose.

Light Preparation:

Ricoh performs 100% of the preparation and includes the assumptions listed below:
• Documents are 8 ½ by 11” (letter size) up to 11”x17” (tabloid size) • Ricoh will insert required barcodes and document coding sheets • 100 barriers (see definition for barrier) with ~25 pages per barrier • Guidelines are based on average box size (16x12x10 or 1.2cf) Medium Preparation:

Ricoh performs 100% of the preparation and includes the assumptions listed below:
• Documents are 8 ½” x 11” (Letter Size) or 11”x17” (tabloid size) • Ricoh will insert required barcodes and document coding sheets • 101-499 barriers (see definition for barrier).
• Guidelines are based on average box size (16x12x10 or 1.2cf) Heavy Preparation:

Ricoh performs 100% of the preparation and includes the assumptions listed below:
• Preparation includes mixed paper sizes
• Ricoh will insert required barcodes and document coding sheets • 500 barriers (see definition above for barrier) or more in per box • Guidelines are based on average box size (16x12x10 or 1.2cf) Quality Control
Standard Quality Control:

Document Scanning Specialist will review images as they are being scanned on a dedicated monitor to ensure images are visible and the scanner is operating as required. Does not include a page-to-image comparison. Anticipated defect rate <5%.

Statistical/Sample Quality Control:

Ricoh will complete image to page QC on 10% of the images per box. Example - For a box with an images count of 2,500 images - The Ricoh Quality Control Specialist will review (page-to-image comparison) the first 100 images (~4%) of every box, 50 images (~2%) from the middle of the box, and 100 images (~4%) from the end of the box. The quality control process involves the QC Specialist checking for the following items on the ~10% of the population as defined above:
• Ensure all pages defined in the ~10% sampling were scanned • No missed back sides
• Images are legible to the original
• Images requiring color are scanned per instructions
• Post-it notes handled per instructions
• Physical document breaks captured correctly per instructions Full/Image-to-Page Quality Control:

Quality Control Specialist will:
• Perform page-to-image comparison of every page
• Ensure all pages are scanned
• No missed back sides
• Images are legible to the original
• Images requiring color are scanned per instructions
• Post-it notes handled per instructions
• Physical document breaks captured correctly per instructions Statement of Work (Digital Imaging) for Hawthorne Police Department 12/3/24 This document contains information of a proprietary and/or confidential nature, including pricing and procedural data of Ricoh USA, Inc. (“Ricoh”) that is to be used only for the purpose of assessing the proposed services to be performed by Ricoh. No other use or duplication of information contained herein is permitted without the express written consent of Ricoh. © 2024 Ricoh USA, Inc.

Digital Imaging SOW # HPD-CPQ83531-10.31.2024v5 Page 19 of 19 v2024-10-29
Reassembly
No Reassembly:

All documents will remain loose, not returned to folders or binders. No removal of barcode and document coding sheets is necessary. Paper returned to its original pick up box/container • Documents are not reassembled (re-stapled, re-clipped, re-bound, etc.) • Documents are not returned to original folders or binds • Documents are placed in original pick-up box/container • Document order is maintained
• Ricoh may or may not remove barcodes placed in the documents during the preparation process Light Reassembly:

Re-Assembly includes placing pages into folders (not including placing on prongs or within binder rings) without any staples or clips or any other type of barrier. Ricoh may or may not remove barcode and/or document coding sheets.

Medium Reassembly
Re-Assembly includes placing pages into folders, placing them on prongs or binder rings without any staples or clips or any other type of barrier. Ricoh may or may not remove barcode and/or document coding sheets.

Heavy Reassembly:

Re-Assemble documents as originally received. All barriers replaced as original. Ricoh will remove barcode and document coding sheets.

PS SOW v1.1 - Page 1
Statement of Work
Import of BIS Scans into DocuWare
Created for:

CITY OF HAWTHORNE POLICE DEPT
Created by:

Stephen Adams
November 06, 2024
SOW DR/CPQ #
CPQ-136599
PS SOW v1.1 - Page 2
Proprietary & Confidential Information
The enclosed materials are proprietary to RICOH USA, INC. (“Ricoh”), and Ricoh reserves all right, title, and interest in and to such materials. The terms, conditions, and information set forth herein are confidential to Ricoh and may not be disclosed in any manner to any person other than the addressee, together with its officers, employees, and agents who are directly responsible for evaluating the contents of these materials for the limited purpose intended. These materials may not be used in any manner other than for such limited purpose. Any unauthorized disclosure, use, reproduction, or transmission is expressly prohibited without the prior written consent of Ricoh.
© 2024 RICOH USA, INC. all rights reserved.

Introduction
RICOH USA, INC. (“Ricoh”) has prepared the following Statement of Work(“SOW”) to detail services for the Import of BIS Scans into DocuWare project (the “Project”) at CITY OF HAWTHORNE POLICE DEPT (“Customer”).

This SOW outlines the Project scope and costs. The costs outlined in this SOW are based on Ricoh’s experience and preliminary information received from Customer. The information in this SOW supersedes all previous estimates or verbal discussions on the Project. If there are any desired deliverables not listed in this SOW, Ricoh will manage those requests via our Change Control (“CO”) process (which may be billable).

Project Objective
The main objective(s) of the Project:
 Import BIS scanned documents into the customers DocuWare On-Prem system.  Ricoh Professional Services will configure 3 file cabinets, 3 import configurations, assist BIS with crafting the DWConfig files and import the approximately 2,000,000 scanned pages into DocuWare Project Scope
Services Included in the Project Scope
Upon receipt of authorization to proceed, the following functions and deliverables will be fulfilled within the scope of the Project. See below under “Services Detail” for a complete description of these tasks.

1. Design

2. Implementation
PS SOW v1.1 - Page 3
Customer Location
The following Customer location is included in the scope of this Project.

Josh Armstrong
Manager, Information Technology Systems
Hawthorne Police Department
12501 Hawthorne Boulevard
Hawthorne, CA 90250
310-970-6777
[email protected]
Services Detail / Project Scope
The following are the services and tasks that Ricoh will perform to fulfill the defined deliverables in this SOW (the “Services”). Ricoh shall provide the Services on a remote basis.

1. Design
Ricoh and Customer Project team members will jointly gather, develop, and finalize the technical requirements for the Project including the validation of the preliminary requirements and configurations. These requirements will be translated into a technical design document (“TDD”). If applicable, the TDD will also include a User Acceptance Test (“UAT”) plan, defined in the appendix, the Customer will utilize during the UAT phase of the project. Any changes to the Project scope are identified during this phase, Ricoh will address via the Change Control process.

Deliverable(s): TDD for Customer review and approval

2. Implementation
In this phase, Ricoh will install, configure, and test the solution as defined in the TDD and approved by Customer, as follows:
 Collaborate with BIS Staff to develop DWCtrl files used for each document population  Ricoh will create 3 File Cabinets (Police Case Files, NI Cards, Gang Information Cards)  Ricoh will configure 6 Index Fields per File Cabinet
 Will have 3 import configurations to Cabinet for BIS scanned documents  Test the 3 import configurations
 Run imports of BIS scanned documents into DocuWare
Metadata Fields:

Police Case Files
Field 01
a. Field Name: Year-File Number as 15-13960
b. Field Size: 6-10
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on first page of file.

Fi Cards

1. FIELD 01
a. Field Name: Full Name
b. Field Size: 11-35
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on the front side of FI cards. (Example: Last, First MI) f.

PS SOW v1.1 - Page 4

2. FIELD 02
a. Field Name: Gang Name
b. Field Size: 11-35
c. Field Type: Alphanumeric
d. Field Format: Handwritten
Value is located on the front side of FI cards.

3. FIELD 03
Field Name: Gang Affiliation
a. Field Size: 11-35
b. Field Type: Alphanumeric
c. Field Format: Handwritten
d. Value is located on the front side of FI cards.
4 FIELD 04
a. Field Name: Date of Birth
b. Field Size: Date
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on the front side of FI cards.

Gang Information Cards
Ricoh will capture the following Document Level index field:

1. FIELD 01
a. Field Name: Full Name
b. Field Size: 11-35
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on the front side of FI cards. (Example: Last, First MI)

2. FIELD 02
a. Field Name: Gang Name
b. Field Size: 11-35
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on the front side of FI cards.

3. FIELD 03
a. Field Name: Gang Affiliation
b. Field Size: 11-35
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on the front side of FI cards.
4 FIELD 04
a. Field Name: Date of Birth
b. Field Size: Date
c. Field Type: Alphanumeric
d. Field Format: Handwritten
e. Value is located on the front side of FI cards
Deliverable(s): Installed solution according to the specifications in the TDD and provide preliminary system testing and demonstrate compliance with requirements from the TDD.

Once installation, configuration, and testing are complete, Customer will conduct the user acceptance testing (“UAT”) as discussed below. The order sequence of UAT and training will be identified and noted in the Project plan.

PS SOW v1.1 - Page 5
Training and Documentation
In this phase, Ricoh will provide the following materials and training for Customer. This training will be provided to the users that will be participating in the UAT Phase to enable the Customer resources to complete the UAT. These individuals will be the users that will conduct the “Train the Trainer” sessions for all remaining users.

DocuWare Admin Training
Ricoh will provide one (1) remotely delivered “Train the trainer” session of up to two (2) hours covering administrative training and system structure knowledge-transfer with network administrators or other assigned client staff. This session will cover the location and access of the new file cabinets and imported documents.

Deliverable(s): Completed delivery of User Acceptance Testing. “Train the Trainer” end user training session.

Software Solution Administrative Training. As-Built project specific documentation.

Additional training by Ricoh may be requested through the Change Control process.

User Acceptance Testing
The primary purpose of User Acceptance Testing (UAT) is for the Customer to test the Project from a functional standpoint, prior to company-wide production rollout, in order to verify that all the features documented are working as specified in the UAT test plan defined in the TDD. As a standard, UAT consists of testing the installed application with a subset of no more than 5 users for a period of up to 3 business days.

UAT support for any new functionality or desired enhancements outside of the TDD will be handled with the established Change Control process.

Prior to production rollout, Ricoh will request signoff of the UAT phase of the project per the mutually approved Project plan/timeline.

Deliverable(s): Acknowledgement of a working system per the UAT test plan, and any subsequent change orders (“CO”) via Customer signoff of completion of UAT testing.

Customer Roles and Responsibilities
Any successful Project is a cooperative effort. With that in mind, the following section provides information on the roles and responsibilities expected of the Customer’s Project team. Please note that a single individual may execute the roles and responsibilities listed below. Each role does not necessarily mean that a separate Customer resource is required.

Project Sponsor
Customer will provide a designated Project sponsor who will have policymaking and budgetary authority for the Project and will be responsible for the success of the Project (including participation/delegation of status calls and/or review of status reports).

Project Lead
Customer will provide a designated Project lead who will:

PS SOW v1.1 - Page 6
 Support the development of the TDD
 Assist with the success and development of the overall Project plan/timeline and/or implementation schedule.
 Assist with the Change Control process for those tasks that are outside the scope of the Services and the TDD, including obtaining authorized signatures for COs.  Coordination of Customer authorized signoff of each phase and milestone if required before commencement of another phase or milestone.
 Provide a list of key resources with their contact information for areas affected by the Project to the Ricoh Project lead prior to the Project kickoff.

End User Representative
Customer will designate an end user representative who will:
 Possess a solid understanding of the business processes as well as the overall project objectives.  Be available throughout the Project Scope Phases of the project.  Be available to answer questions or provide input during the project.

System Administrator / Technical Support
Customer will designate a representative(s) who will:
 Provide Ricoh a system administrator during implementation.  Provide Ricoh with local area network (“LAN”) access and participate in the personal computer (“PC”) workstation software configuration.
 Provide Ricoh with system access and participate in the software installation.  Be the focal point for the day-to-day administration of the application.  Work with the Ricoh Project team during the system integration test and UAT as necessary.  Be available for training and application support as specified in the Project schedule/plan.  Provide ongoing technical support for the various software components.  Ensure the network is in proper working order in a stable environment.  Execute appropriate backups of the development, test, and production environments, if applicable.  Ensure appropriate virus protection is enabled throughout the Project.  Ensure accuracy of data/information supplied to Ricoh.  Timely meet any deadlines for actions or decisions, including the review and acceptance of all deliverables.
 Provide any and all training not listed in this SOW to the end users.  If this SOW is dependent upon the availability of certain hardware, software, data, or documentation, Customer agrees to cause those items to be available, installed, configured and operational in advance of commencement of the Services.

Completion Criteria
When the Services or Project detailed in this SOW have been completed and demonstrated through satisfactory UAT or otherwise, the Project will be considered complete and Ricoh will provide to Customer a solutions delivery and acknowledgement, or similar form or document (each a “Completion Notice”). Despite the previous sentence, Ricoh will have fulfilled its obligations under this SOW when any one of the following first occurs:
 Ricoh completes the Services or Project described in this SOW and provides a Completion Notice.

PS SOW v1.1 - Page 7
 This SOW is terminated in accordance with Terms and Conditions applicable to this SOW. In this case, Ricoh will invoice Customer for actual hours worked and expenses incurred up to the date of termination.

Hardware and software purchases are governed by their own separate agreements and are not included in this definition.

No later than 5 business days after Customer’s receipt of the Completion Notice, Customer shall: (i) accept the Services or Project by signing the Completion Notice (or so inform Ricoh in other writing, including email); or (ii) if the Project or Services contains material defects or fails to conform to the specifications, reject the Project or Services, in which event, Customer shall provide to Ricoh a reasonably detailed written statement outlining the basis for its rejection. Customer’s failure to respond within the 5 business day period shall be deemed acceptance of the Services and/or Project.

In the event of rejection by Customer and written notice in accordance with the procedure above, Ricoh shall promptly correct the defect set forth in the written statement and redeliver the Project or Services within a reasonable period of time. Customer shall, as soon as reasonably practicable after such redelivery (but in no event later than 5 business days thereafter), accept or reject the redelivery in accordance with the procedure set forth above, which procedure shall be repeated until the Project or Services are accepted in accordance with this section.

Change Control
Changes to the scope of the Project or Services shall be made only in a written CO signed by both parties. Ricoh shall have no obligation to commence work in connection with any change until the fee and/or schedule impact of the change and all other applicable terms are agreed upon by both parties in writing. The following is the process to follow if changes to components within the scope of this SOW are required.  A CO will be the vehicle for communicating change. The CO must describe the change, the reason for the change, and the effect the change will have on the Project or Services.  The designated Project lead of the requesting party will review the proposed change and determine whether to submit the request to the other party.
 Both the Ricoh and the Customer Project leads will review the proposed change and approve it for further investigation. Ricoh will specify if there will be any charges for such investigation, which may be incorporated into the CO. The investigation will determine the effect that the implementation of the CO charge will have on price, schedule, and other terms and conditions of this SOW.  A written CO must be signed by both parties to authorize the implementation of the changes.

Project Assumptions
To execute the Project successfully, several key assumptions have been made:
 All services will be delivered remotely by Ricoh's technical resources unless otherwise noted in this SOW.

If in the course of delivering the Services, Ricoh determines that onsite installation or delivery is required additional charges will apply. In addition, if services are delayed or additional hours are incurred due to Customer IT availability, additional charges may apply as determined by the Change Control Process.  All discussions of Project duration are dependent upon a timely reception of requisite purchase orders (“POs”) and other Customer-generated paperwork necessary to launch the Project or move forward to the next phase.
 Ricoh will start work once this SOW has been signed and a purchasing agreement received.

PS SOW v1.1 - Page 8
 Services provided by Ricoh or its subcontractors will be provided during normal business hours (8:00 am to 5:00 pm) Monday through Friday excluding Ricoh recognized holidays. Required Services provided outside of these hours have not been included in the costs.  Project will have Production Environment only
 Max of 3 servers includes 1 DocuWare, 1 SQL, and 1 Intelligent Indexing server. Load balancing is not considered here
 Customer is responsible for provisioning 1 servers with recommended specifications  Customer is responsible for downloading software package(s)  MSSQL environment must conform to the specifications in the TDD  Customer is responsible for creating the database instance (Per recommendation in TDD)  Ricoh will provide the instructions and examples for using the silent installer for Desktop apps. Customer is responsible for making this operate in their network  Customer is responsible for providing acceptable quality document samples in PDF form  DocuWare will only operate with SSL enabled on IIS Webserver  Customer is responsible to add certificate and configure SSL on IIS webserver  Needs Evaluation (Q190): For versions 7.3 and higher, Windows 10 Workstations are required for Desktop Apps
PS SOW v1.1 - Page 9
Professional Services Fees
The level of effort to install this Project as outlined in this SOW will be delivered via a deployment retainer. The number of hours included to deploy this Project listed in the retainer amount below is based on Ricoh's experience and the scope detailed in this SOW. If the scope changes or the effort to deploy the Project is greater than the estimate, Ricoh will address via our Change Control process (that may be billable at Ricoh’s standard hourly rate.) Deliverable Description Installation Deployment
Retainer
Project Management Retainer
Retainer Amount 97 Hours N/A
In consideration of the Services, Customer shall pay Ricoh the Fees in the amounts and at the rates set forth as follows:

The total fees for this Project $20,011.10 are included in the order agreement, not including hardware, software, sales tax, or hardware/software technical support. The purchase or lease of any hardware or software is independent from this SOW and therefore not contingent on Customer’s acceptance of the Services performed.

Payment Schedule
Deployment hours will be pre-paid. Ricoh will invoice Customer for all Fees for the Project upon execution of this SOW, and Customer will pay the invoice in full within 10 days.

If the invoice is not paid in full on time, then Customer agrees to pay to Ricoh a late charge of 1.5% per month on any unpaid amounts (or the maximum allowed by law, whichever is less) and shall also pay to Ricoh all costs and expenses of collection or the enforcement of Ricoh’s rights under this section (including, but not limited to, reasonable internal and external legal costs), whether or not suit is brought. Ricoh has no obligation to use Customer’s invoicing or billing portals, processes, methods, or invoicing formats specific to Customer billing requirements. All remedies hereunder or at law or in equity are cumulative. Except to the extent of any applicable and validated exemption, Customer agrees to pay any applicable taxes that are levied on or payable as a result of the use, sale, possession, or ownership of the products and/or services covered under this SOW (other than income taxes of Ricoh).

Payment Schedule
Deployment hours will be pre-paid. Ricoh will invoice Customer for all Fees for the Project upon execution of this SOW, and Customer will pay the invoice in full within the payment terms stated in the Ricoh/Omnia Partners Public Sector Contract No. 2021002788.

PS SOW v1.1 - Page 10
Retainer Notes
 All hours must be used within 90 days of execution date of this SOW.  All hours are for standard working hours only (Monday through Friday 8:00 am through 5:00 pm local time). Off hours, weekend, holiday, etc. are not included.  Once the hours have been depleted, additional time can be purchased at Ricoh’s contracted retainer rate.

Budget Notes
 All costs are exclusive of applicable taxes.
 This cost is valid for a period of 30 days from the cover date; after this date it may be revised.

PS SOW v1.1 - Page 11
Terms & Conditions:

This SOW is executed pursuant to the contract by and between Ricoh USA, Inc. and The Regents of the University of California, a California public corporation on behalf of the University of California (“UC”) on behalf of the National Intergovernmental Purchasing Alliance Company, a Delaware corporation d/b/a OMNIA Partners, Public Sector and all public agencies, non-profits and higher education entities (“Participating Public Agencies”), having a Purchasing Agreement number 2021002788 and the contract period is from January 15, 2021 to January 14, 2026 (the “Contract Period”), including any and all exercised renewal periods, (the “Contract”). Notwithstanding the foregoing, any SOW entered into during the Contract Period shall continue in full force and effect for the entire term set forth in the SOW. This SOW shall consist of the terms and conditions of the Contract and this SOW. As it pertains to this SOW, the order of precedence of the component parts of the SOW shall be as follows: (a) the terms and conditions of this SOW, and (b) the terms and conditions of the Contract. The foregoing order of precedence shall govern the interpretation of this SOW in cases of conflict or inconsistency therein.

1. On-Site Security; Insurance. While on Customer’s premises, Ricoh will comply with Customer’s reasonable workplace safety and physical security processes and procedures provided by Customer in writing prior to performance of the Services. Each party certifies that it maintains reasonable amounts of general liability, auto and personal property insurance, and workers’ compensation insurance in the amount required by law, and that such insurance will remain in effect during the term of this SOW. Upon request, each party agrees to deliver the other evidence of such insurance coverage.

2. Term; Termination. Upon signature by both parties, this SOW shall become effective on the Effective Date and shall continue in effect for the shorter of the period necessary to complete the Services or one year, unless terminated earlier as specified in this Section (the “Term”). Either party shall have the right to terminate this SOW for cause in the event of a material breach by the other party, unless such breach is cured within thirty(30) days of receipt of written notice of such breach. Either party may terminate this SOW immediately for cause upon the commencement of any voluntary or involuntary bankruptcy or insolvency proceeding by or against either party. Ricoh may cancel this SOW, for convenience without cause, upon sixty (60) days prior written notice to Customer. In addition to its other legal remedies, Ricoh may suspend the performance of the Services, stop delivery of products and/or terminate this SOW for any non-payment on Customer’s accounts that continues for more than ten (10) days following the due date. In the event a SOW is terminated by Customer without cause or terminated by Ricoh for cause, Customer agrees to pay Ricoh the Fees, materials and reimbursable expenses for all non-defective Services that Ricoh provides through the date of termination. In the event a SOW is cancelled by Ricoh without cause or terminated by Customer for cause, with respect to Services for which Customer has prepaid and which Ricoh has not yet fully provided to Customer, Ricoh will provide Customer with a prorated refund. The obligations of the parties under this SOW that by their nature would continue beyond expiration, termination or cancellation of this SOW shall survive any such expiration, termination or cancellation.

3. Limited Warranty for Services; Limitation of Liability. Ricoh warrants that it will perform the Services (i) in a good and workmanlike fashion, (ii) using reasonable care and skill, and (iii) according to the description contained in this SOW. Customer must report any defects in the Services in writing within sixty (60) days of performance of such Services in order to receive warranty remedies. Ricoh’s entire liability, and Customer’s exclusive remedy for any breach of this limited warranty shall be Ricoh’s reasonable effort to perform corrective work or, if the Services still cannot be completed after commercially reasonable efforts to do so, a refund to Customer of a prorated amount of the Fees and charges attributable to the defective Services. Except as provided above, THE SERVICES, WORK AND DELIVERABLES ARE PROVIDED 'AS IS.' EXCEPT FOR THE LIMITED WARRANTY SET FORTH ABOVE, RICOH DISCLAIMS

ALL WARRANTIES EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF UTILITY, MERCHANTABILITY OR FITNESS FOR

A PARTICULAR PURPOSE, OR ANY WARRANTY ARISING BY COURSE OF DEALING OR PERFORMANCE, OR USAGE OF TRADE. FURTHERMORE, RICOH DOES NOT WARRANT THAT ALL DEFECTS WILL BE CORRECTED, OR THAT ANY

SERVICES, PRODUCTS OR PROGRAMS SUPPLIED, INSTALLED OR CONFIGURED BY US WILL OPERATE ON AN

UNINTERRUPTED OR ERROR FREE BASIS, OR SHALL FUNCTION OR OPERATE IN CONJUNCTION WITH ANY OTHER PRODUCT OR SYSTEM. IN NO EVENT SHALL RICOH BE LIABLE TO CUSTOMER FOR ANY INDIRECT, SPECIAL OR

CONSEQUENTIAL DAMAGES OR LOST PROFITS ARISING OUT OF OR RELATED TO THE SERVICES, THIS SOW OR THE PERFORMANCE OR BREACH HEREOF, EVEN IF RICOH HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. RICOH'S

LIABILITY TO CUSTOMER HEREUNDER, IF ANY, SHALL IN NO EVENT EXCEED THE TOTAL OF THE FEES PAID TO RICOH HEREUNDER BY CUSTOMER. IN NO EVENT SHALL RICOH BE LIABLE TO CUSTOMER FOR ANY DAMAGES RESULTING

FROM OR RELATED TO ANY FAILURE OF ANY SOFTWARE, INCLUDING, BUT NOT LIMITED TO, LOSS OF DATA OR DELAY OF DELIVERY OF SERVICES UNDER THIS SOW. RICOH ASSUMES NO OBLIGATION TO PROVIDE OR INSTALL ANY ANTI-VIRUS

OR SIMILAR SOFTWARE, AND THE SCOPE OF SERVICES CONTEMPLATED HEREBY DOES NOT INCLUDE ANY SUCH SERVICES.

4. IP Matters; Software Licenses; Export Compliance.
a. Ownership of IP Rights. Neither party shall acquire any right, title or interest in or to the other party's intellectual property (“IP”) rights including their copyrights, patents, trade secrets, trademarks, service marks, trade names or product names. Subject to payment of all relevant Fees and charges, RICOH hereby grants Customer a worldwide, perpetual, nonexclusive, non-transferable, royalty-free (other than payments identified in this SOW or other transaction documents) license for its internal business purposes only to use, execute, display, perform and distribute (within Customer’s organization only) anything developed by RICOH for Customer in PS SOW v1.1 - Page 12
connection with the Services (“Contract Property”), unless otherwise agreed upon in this SOW. RICOH shall retain all ownership rights to the Contract Property. For purposes of clarity this SOW and the foregoing license relates to the professional services only, and software programs shall not be deemed to be deliverables or “Services”. All licensing for RICOH or third party software shall be as provided in subsection (b), below.
b. Software Licenses. All RICOH and/or third party software provided by RICOH as part of or in connection with the Services is licensed, not sold, and is subject to both the server, seat, quantity or other usage restrictions set forth the relevant transaction documentation, and to the terms of the respective End User License Agreements, with which Customer agrees to comply. If such software is manufactured by a party other than RICOH, then Customer acknowledges that RICOH is not the manufacturer or copyright owner of such third party software and that RICOH makes no representations and provides no warranties with respect thereto. RICOH shall make available to Customer any warranties made to RICOH by the manufacturer of the software and/ or products utilized by RICOH in connection with the Services hereunder, to the extent transferable and without recourse. c. Export Compliance. Notwithstanding any other provision of this Agreement, Customer shall at all times remain solely responsible for complying with all applicable Export Laws and for obtaining any applicable authorization or license under the Export Laws which arise from Customer’s use of the Services and / or any software or web - based solution provided or contemplated under this SOW.

Customer acknowledges and agrees that RICOH may from time to time, in its sole discretion, engage non - U.S. subcontractors to perform any portion of the Services on RICOH’s behalf. Customer represents and warrants to RICOH that it, its employees and agents shall not provide RICOH with or otherwise use in connection with the Services any document, technology, software or item for which any authorization or license is required under any Export Law. Without intending to create any limitation relating to the survival of any other provisions of this SOW, RICOH and Customer agree that the terms of this paragraph shall survive the expiration or earlier termination of this SOW. Each party shall promptly notify the other in the event of the threat or initiation of any claim, demand, action or proceeding to which the indemnification obligations set forth in this Section may apply.

5. Confidentiality and Non - Solicitation.
a. Confidentiality. Except for purposes of this SOW, Ricoh shall not use or disclose any proprietary or confidential Customer data derived from the Services hereunder; provided, however, that Ricoh may use general statistics relating to the Service engagement so long as it does not disclose the identity of Customer or make any reference to any information from which the identity of Customer may be reasonably ascertained. The parties acknowledge and agree that Ricoh shall have no obligation to remove, delete, preserve, maintain or otherwise safeguard any information, images or content retained by, in or on any item of equipment serviced by Ricoh, whether through a digital storage device, hard drive or similar electronic medium(“Data Management Services”). If desired, Customer may engage Ricoh to perform such Data Management Services at its then - current Contract rates. If desired, Customer may engage Ricoh to perform the following Data Management Services, and the parties shall enter into a written work order setting the details of any such engagement:
• Hard Drive Surrender Service. Under this option, a Ricoh service technician can remove the hard drive from the applicable equipment(set forth on a work order) and provide Customer with custody of the hard drive before the equipment is removed from the Customer’s location, moved to another department or any other disposition of the equipment. The cost for the Hard Drive Surrender Services shall be as set forth in the Contract.
• Data Overwrite Security System(DOSS). DOSS is a Ricoh product designed to overwrite the sector of the hard drive used for data processing to prevent recovery. Additionally, DOSS also offers the option of overwriting the entire hard drive up to nine(9) times.

Notwithstanding anything in this SOW to the contrary, in the event that Customer engages Ricoh to perform any Data Management Services that relate to the security or accessibility of information stored in or recoverable from any devices provided or serviced by Ricoh, including but not limited to any hard drive removal, cleansing or formatting services of any kind, Customer expressly acknowledges and agrees that(i) it is aware of the security alternatives available to it, (ii)it has assessed such alternatives and exercised its own independent judgment in selecting the Data Management Services and determined that such Data Management Services are appropriate for its needs and compliance, (iii)Ricoh does not provide legal advice with respect to information security or represent or warrant that its Data Management Services or products are appropriate for Customer’s needs or that such Data Management Services will guarantee or ensure compliance with any law, regulation, policy, obligation or requirement that may apply to or affect Customer’s business, information retention strategies and standards, or information security requirements. Additionally, Customer expressly acknowledges and agrees that, (a)Customer is responsible for ensuring its own compliance with legal requirements pertaining to data retention and protection, (b)it is the Customer’s sole responsibility to obtain advice of competent legal counsel as to the identification and interpretation of any relevant laws and regulatory requirements that may affect the Customer’s business or data retention, and any actions required to comply with such laws, and (c) the selection, use and design of any Data Management Services, and any and all decisions arising with respect to the deletion or storage of any data, as well as any loss, or presence, of data resulting therefrom, shall be the sole responsibility of Customer.
b. Non - Solicitation. Non - Solicitation. Customer agrees that during the term of the Services and for a period of one(1) year after termination thereof, it shall not directly or indirectly solicit, hire or otherwise retain as an employee or independent contractor any employee of Ricoh that is or was involved with or part of the Services. The foregoing shall not apply provided that the Customer:
(a)posts the employment advertisement to the general public; and (b) the employee or independent contractor of the other party independently finds and responds to such employment advertisement, which in turn is the basis for the hiring.

PS SOW v1.1 - Page 13

6. General. This SOW and the Contract represents the entire agreement between the parties relating to the subject matter hereof and supersedes all prior understandings, writings, proposals, representations or communications, oral or written, of either party. Only a Change Order in writing executed by authorized representatives of both parties may amend this SOW. Any purchase order, service order or other Customer ordering document will not modify or affect this SOW. All equipment is purchased or leased by Customer pursuant to a separate agreement and are separate and independent obligations of Customer governed solely by the terms set forth in such separate agreement. This SOW may not be transferred or assigned by Customer without the prior written consent of Ricoh.

This SOW shall be interpreted in accordance with the substantive laws of the state where the Customer’s principal place of business or residence is located, without regard to principles of conflicts of law. The relationship of the parties is that of independent contractors. Ricoh shall not be responsible for and shall be excused from performance, or have reasonable additional periods of time to perform its obligations, where it is delayed or prevented from performing any of its obligations for reasons beyond Ricoh’s reasonable control, including, without limitation, acts of God, natural disasters, labor disputes, strikes or unavailability of services, personnel or materials. The parties hereby acknowledge that this SOW may be executed by electronic means through the affixation of a digital signature, or through other such similar electronic means, and any such electronic signature by either party constitutes a signature, acceptance, and agreement as if such had been actually signed in writing by the applicable party. [Remainder of Page Intentionally Left Blank]
PS SOW v1.1 - Page 14
This SOW shall be effective as of the date of execution by both Ricoh and Customer. Scheduling of resources and Project duration estimates can only be provided after this SOW has been signed by both parties. By signing below, the undersigned represent that they are duly authorized to enter into this SOW on behalf of their respective entities.

CUSTOMER ACCEPTANCE
\s1\ \signername1\
\signertitle1\
\d1\
Authorized Signature Name and Title Date

RICOH ACCEPTANCE
Authorized Ricoh Signature Name and Title Date
PLEASE PRINT THE NAME AND TITLE OF THE SIGNER IN THE APPROPRIATE SIGNATURE BLOCK.

AGENDA ITEM NO. 14.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 12/10/2024
Originating Department: Public Works
City Manager: Department Head:

SUBJECT:

Award of Contract for City of Hawthorne Senior Center (Project #24-03) RECOMMENDED MOTION:

Staff recommends that the City Council award the contract to PCN3, INC. of Los Alamitos, CA and authorize the City Manager or their Designee to execute the agreement and negotiate any change orders after the contract is awarded.

DISCUSSION:

The work will consist of renovating the existing Hawthorne Senior Center situated on the northwest side of the existing Memorial Center facility. The renovations will bring the existing building, approximately 8,600 SF, up to current building codes and standards. The work will also consist of adding a first floor extension and a second story, approximately 9700 SF of indoor space. There will also be some exterior landscaping to integrate the building into the park and create an outdoor courtyard. The work will also consist in providing all services, labor, materials, permits, insurance, tools and equipment needed, in accordance with the Plan and Specifications to successfully and safely complete the renovations, expansion and addition to the City of Hawthorne Senior Center located at 3901 El Segundo Blvd, Hawthorne, CA 90250
The renovation, expansion and addition of the City Senior Center is not merely about improving an outdated community facility, but also about improving the City's relations with its senior residents and seniors of nearby cities/communities. Providing them a place to congregate and learn new hobbies and/or trades.

ECONOMIC DEVELOPMENT STRATEGIC PLAN:

Goal 3: Improve customer service operations
FISCAL IMPACT:

None. The approximate cost of $14,445,000.00 will be funded through the issuance of 2024 Lease Revenue Bonds ( the "2024 Bonds"), Maxine Water Grant, Proposition A, Budget Act of 2022 from the State of California Department of Parks and Recreation, and allocated funds from the 2024-2025 budget, NOTICING PROCEDURE:
72 hours posted notice pursuant to the Ralph M. Brown Act

ATTACHMENTS
Bid List

AGENDA ITEM NO. 15.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 12/10/2024
Originating Department: Finance
City Manager: Department Head:

SUBJECT:

Review of the Quarter 1 Financial Report for Fiscal Year 2024-2025.

RECOMMENDED MOTION:

Staff recommends that the City Council receive, approve, and file the Quarter 1 Financial Report for Fiscal Year 2024-2025.

DISCUSSION:

This report provides the required Quarter 1 Financial Report for Fiscal Year 2024-2025.

Quarter 1 of Fiscal Year 2024-2025 Revenues
At this point in the fiscal year, staff has compared revenues received to date with prior year actuals and determined that revenues are on track with the projections that were adopted by the City Council in June 2024.

Budgeted General Fund revenues are currently $11,682,996 compared to $9,735,946 during the same reporting period in FY 2023-24 (which reflects a 20% increase); they are up about 21.7% in comparison to the same period in FY 2022-23.

The most notable tax increases have been Business License Taxes and Utility Users Tax, which reflect 37% and 53% increases, respectively, compared to FY 23-24. Business License Tax collected during the 1st quarter is usually for delinquent payments from the prior fiscal year. There is a decrease in Transient Occupancy Tax of 38%, compared to FY 23-24. This revenue source is wholly dependent on visitors to the City of Hawthorne.

The City has also realized a 22% increase in construction permits during this first quarter of the fiscal year. During this same quarter in FY 23-24, there was an increase in construction permits of 57%.

Quarter 1 of Fiscal Year 2024-2025 Expenditures
General Fund expenditures are currently trending at 23.36% compared to 24.05% during the same reporting period in FY 23-24 and 25.61% in FY 22-23. Any time our General Fund expenditures as a whole are below 25% spending in the first quarter of the fiscal year; we consider that a success. For many years now, the direction from City Manager and City Council has been to spend wisely and conservatively. The City needs to be ready, with sufficient cash balances, for any unexpected emergencies. Currently, the only program with expenditures over 25% is Measure HH at 46.10%. The Measure HH program includes payments for the Los Angeles County Fire contract and RCC/911 Operations. Almost 30% of the fees for FY 2023-24 have already been remitted for the Fire Contract and 55% for the RCC/911 Services. Fees for Fire services are paid in advance of the month the service is provided, while fees for RCC/911 are paid a full quarter in advance of the service provided.

General Fund Cash Balance
The required General Fund cash balance for Fiscal Year 2024-25 is $27,487,466, as required by Section O of HMC 2.04.040, which is the average of 3 months of operating expenditures for the current Fiscal Year. As of September 30, 2024, this balance was $90,124,026. As of September 30, 2023, this same balance was $86,218,804.

As of September 30, 2024, the above balance includes interfund activity of ($11,932,067) for funds with deficit balances related to Bond Payments, liability insurance payments, and grant reimbursable expenditures, which are expected to be collected throughout the current fiscal year.

Investments
The total investments for City held accounts is $132,748,855. Total General Fund investment earnings for Quarter 1 FY 2024-25 were $1,223,459. Compared to $360,694 during the same reporting period in FY 23-24, this reflects a 239% increase related to increase in interest rates.

ECONOMIC DEVELOPMENT STRATEGIC PLAN:

ECONOMIC DEVELOPMENT STRATEGIC PLAN:
.

FISCAL IMPACT:

None.

NOTICING PROCEDURE:
72 hours posted notice pursuant to the Ralph M. Brown Act

ATTACHMENTS
Quarterly Financial Report
Bank Statements 09-24
Pooled Cash 09-24
Presentation

Page 1 of 3 ends

CATEGORY APPROVED BUDGET YTD ACTUALS
% Current Year
(Q1 24-25)
% Prior Year
(Q1 23-24)
% Prior Year
(Q1 22-23)
REVENUES 112,204,161 11,682,996 10.41% 9.97% 10.81%
EXPENDITURES 109,949,863 25,687,392 23.36% 24.05% 37.78% 2,254,298 (14,004,396)

CATEGORY APPROVED BUDGET YTD ACTUALS
% Current Year
(Q1 24-25)
% Prior Year
(Q1 23-24)
% Prior Year
(Q1 22-23)
PROPERTY TAXES 9,486,354 228,806 2.41% 0.00% 2.51%
SALES & USE TAX (ADD-ON) 15,565,578 1,301,684 8.36% 8.64% 8.81% SALES & USE TAX (BRADLEY BURNS) 24,493,796 1,934,344 7.90% 8.85% 8.51% UTILITY USER TAX 9,153,791 2,292,338 25.04% 22.76% 25.50% OTHER TAXES 24,410,063 1,929,685 7.91% 14.04% 16.00%
LICENSES & PERMITS 1,858,719 430,491 23.16% 19.77% 12.26% FINES & FORFEITURES 3,200,000 179,303 5.60% 6.32% 12.92% INVESTMENT EARNINGS 1,500,000 1,223,459 81.56% 72.14% 35.36% VEHICLE LICENSE (INCL IN LIEU) 14,369,329 - 0.00% 0.00% 0.00% INTERGOVERNMENTAL STATE 166,000 74,256 44.73% 46.85% 36.21% CHARGES FOR SERVICES 4,608,200 955,312 20.73% 13.36% 6.07% OTHER REVENUE 2,092,331 808,318 38.63% 21.19% 54.33%
PROGRAM CONTRIBUTIONS 1,300,000 325,000 25.00% 25.00% 25.00% TOTAL 112,204,161 11,682,996 10.41% 9.97% 10.81%
FINANCIAL INSTITUTION - BALANCE @ SEPTEMBER 30, 2024
BMO - GENERAL ACCOUNT $ 12,585,399
TOTAL $ 12,585,399
LOCAL AREA INVESTMENT FUND $ 75,000,000
BMO - MONEY MARKET ACCOUNT $ 42,571,443
BMO - SWEEP ACCOUNT $ -
MULTIBANK SECURITIES $ 15,177,412
TOTAL $ 132,748,855

GENERAL FUND AT-A-GLANCE

INTENDED FOR INTERNAL MANAGEMENT PURPOSES ONLY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024
QUARTERLY FINANCIAL REPORT FY 2024/2025

GENERAL FUND REVENUES

BANK BALANCES
-
20 40
60 80
100
120

BUDGET ACTUAL
$112.20
$11.68
Millions

REVENUES
-
20 40
60 80
100
120
BUDGET
ACTUAL
$109.95
$25.69
Millions

EXPENDITURES

REVENUES OVER EXPENDITURES
$-
$0.07
$0.18
$0.23
$0.33
$0.43
$0.81
$0.96
$1.22
$1.30
$1.93
$1.93
$2.29
- 1 1 2 2 3

VEHICLE LICENSE (INCL IN LIEU)

INTERGOVERNMENTAL STATE

FINES & FORFEITURES

PROPERTY TAXES

PROGRAM CONTRIBUTIONS

LICENSES & PERMITS

OTHER REVENUE

CHARGES FOR SERVICES

INVESTMENT EARNINGS

SALES & USE TAX (ADD-ON)

OTHER TAXES

SALES & USE TAX (BRADLEY BURNS)

UTILITY USER TAX
Millions

REVENUE - ACTUALS
$75,000,000
$42,571,443
$12,585,399 $15,177,412
$-
-
10,000,000
20,000,000
30,000,000
40,000,000
50,000,000
60,000,000
70,000,000
80,000,000

LOCAL AREA

INVESTMENT FUND

BMO - MONEY

MARKET ACCOUNT

BMO - GENERAL

ACCOUNT

MULTIBANK

SECURITIES

BMO - SWEEP

ACCOUNT

BANK BALANCES
$132,748,855
$112,204,161
100,000,000
105,000,000
110,000,000
115,000,000
120,000,000
125,000,000
130,000,000
135,000,000

TOTAL INVESTMENT

ACCOUNTS

BUDGET REVENUES

INVESTMENT/BUDGET REVENEUS

Page 2 of 3 ends

INTENDED FOR INTERNAL MANAGEMENT PURPOSES ONLY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024
QUARTERLY FINANCIAL REPORT FY 2024/2025

DEPARTMENT APPROVED BUDGET YTD ACTUALS
% Current Year
(Q1 24-25)
% Prior Year
(Q1 23-24)
% Prior Year
(Q1 22-23)
MAYOR/CITY COUNCIL 416,284 73,501 17.66% 18.90% 20.33%
NON - DEPARTMENTAL 20,178,795 3,246,168 16.09% 47.87% 43.55% GENERAL FUND - ARPA ALLOCATIONS 1,811,063 148,919 8.22% 15.07% 7.79% LAND PURCHASE - - 0.00% 0.00%
MEARURE HH 14,837,990 6,841,042 46.10% 14.02% 27.81%
CITY CLERK 512,074 50,887 9.94% 16.85% 4.93%
CITY MANAGER 1,136,364 123,267 10.85% 13.99% 14.01%
CITY TREASURER 70,840 14,689 20.74% 10.04% 12.45%
CITY ATTORNEY 1,548,157 430,988 27.84% 10.44% 9.19%
FINANCE 1,334,185 174,884 13.11% 7.15% 9.33%
LICENSING 1,154,874 179,569 15.55% 16.56% 14.10%
HUMAN RESOURCES 1,143,799 159,202 13.92% 17.59% 10.34%
POLICE 50,797,318 11,613,018 22.86% 21.80% 24.48%
PUBLIC WORKS 4,084,568 472,549 11.57% 15.72% 13.82%
PLANNING & COMM. DEVELOPMENT 2,993,948 687,544 22.96% 26.13% 17.26% BUILDING & SAFETY 1,516,004 232,223 15.32% 15.58% 15.53% COMMUNITY SERVICES 6,413,600 1,238,939 19.32% 20.47% 19.94% TOTAL 109,949,863 25,687,392 23.36% 24.05% 37.78%

EXPENDITURE CATEGORY APPROVED BUDGET YTD ACTUALS
% Current Year
(Q1 24-25)
% Prior Year
(Q1 23-24)
% Prior Year
(Q1 22-23)
PERSONNEL SALARIES & BENEFITS 53,966,631 11,358,483 21.05% 20.13% 20.82% PERSONNEL OVERTIME 2,431,115 900,146 37.03% 39.25% 57.81% PERSONNEL OVERTIME - SPEC. REIMB. 1,800,000 457,904 25.44% 32.58% 50.38% FIRE CONTRACT 16,000,000 4,843,035 30.27% 32.63% 38.41% CONTRACT SERVICES 7,733,967 943,208 12.20% 15.11% 12.33% MAINTENACE & OPERATIONS MINUS # (2) 10,043,061 3,025,275 30.12% 31.11% 27.88% LAND - - 0.00% 0.00% 0.00%
CAPITAL OUTLAY 481,006 12,610 2.62% 23.60% 27.44%
RETIREE HEALTH INS/EMPL RELATIONS 4,500,000 867,745 19.28% 17.35% 25.87% OPERATING TRANSFERS OUT (1) 7,603,645 2,181,262 28.69% 34.54% 38.48% INTERDEPARTMENTAL CHARGES (2) 5,390,438 1,097,723 20.36% 20.37% 19.68% TOTAL 109,949,863 25,687,392 23.36% 24.05% 37.78%
(1) 1997 COP - Haw Public Financing , 2016 COP - Bond (Debt Service), Gateway Tax Rebates (2) Vehicle Rental, Liability Insurance and Cost Allocation

GENERAL FUND EXPENDITURES BY DEPARTMENT

GENERAL FUND EXPENDITURES BY TYPE
$-
$0.01
$0.05
$0.07
$0.12
$0.15
$0.16
$0.17
$0.18
$0.23
$0.43
$0.47
$0.69
$1.24
$3.25
$6.84
$11.61
- 4 8 12

LAND PURCHASE

CITY TREASURER

CITY CLERK

MAYOR/CITY COUNCIL

CITY MANAGER

GENERAL FUND - ARPA ALLOCATIONS

HUMAN RESOURCES

FINANCE

LICENSING

BUILDING & SAFETY

CITY ATTORNEY

PUBLIC WORKS
PLANNING & COMM. DEVELOPMENT

COMMUNITY SERVICES

NON - DEPARTMENTAL

MEARURE HH
POLICE
Millions

DEPARTMENT - ACTUALS
$-
$0.01
$0.46
$0.87
$0.90
$0.94
$1.10
$2.18
$3.03
$4.84
$11.36
- 2 4 6 8 10 12
LAND

CAPITAL OUTLAY
PERSONNEL OVERTIME - SPEC. REIMB.

RETIREE HEALTH INS/EMPL RELATIONS

PERSONNEL OVERTIME

CONTRACT SERVICES
INTERDEPARTMENTAL CHARGES (2)
OPERATING TRANSFERS OUT (1)
MAINTENACE & OPERATIONS MINUS # (2)

FIRE CONTRACT

PERSONNEL SALARIES & BENEFITS
Millions

EXPENDITURES - ACTUALS

Page 3 of 3 ends

INTENDED FOR INTERNAL MANAGEMENT PURPOSES ONLY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2024
QUARTERLY FINANCIAL REPORT FY 2024/2025

AIRPORT APPROVED BUDGET YTD ACTUALS
% Current Year
(Q1 24-25)
% Prior Year
(Q1 23-24)
% Prior Year
(Q1 22-23)
REVENUES 1,642,200 147,506 8.98% 13.93% 14.79%
EXPENDITURES 1,854,244 119,920 6.47% 20.18% 12.28%
REVENUE/EXPENDITURES (212,044) 27,586

SEWER SERVICE APPROVED BUDGET YTD ACTUALS
% Current Year
(Q1 24-25)
% Prior Year
(Q1 23-24)
% Prior Year
(Q1 22-23)
REVENUES 1,720,000 117,807 6.85% 11.04% 22.44%
EXPENDITURES 2,218,870 956,658 43.11% 8.64% 7.18%
REVENUE/EXPENDITURES (498,870) (838,851)

ENTERPRISE OPERATING FUNDS
$117,807
$956,658
-
500,000
1,000,000
1,500,000

REVENUES EXPENDITURES

SEWER SERVICE ACTUALS
$147,506 $119,920
-
50,000
100,000
150,000
200,000

REVENUES EXPENDITURES

AIRPORT ACTUALS
BMO Bank N.A.

P.O. Box 755
Chicago, IL 60690
Toll Free: 1-877-895-3278
ACCOUNT NUMBER:

STATEMENT PERIOD
09/01/24 TO 09/30/24
PAGE: 1 OF 7

CITY OF HAWTHORNE

GENERAL ACCOUNT/MASTER ACCOUNT
4455 W 126TH ST
HAWTHORNE CA 90250-4421
ITEMS ENCLOSED 0
___________________________________________________________________________________________________

INVESCO/AIM TREASURY CORP CL ACCOUNT NUMBER
___________________________________________________________________________________________________

ACCOUNT SUMMARY
YOUR PREVIOUS BALANCE WAS 7,213,562.06
YOUR TRANSACTIONS THIS PERIOD INCLUDED: AVERAGE COLLECTED BALANCE USED FOR ACCRUING 124 DEPOSITS 18,017,584.44 INTEREST WAS 9,458,568.05
103 WITHDRAWALS 13,231,146.50
INTEREST PAID WAS .00
YOUR ENDING BALANCE WAS 12,585,399.47
YTD INTEREST PAID IS .00
YTD INTEREST WITHHELD IS .00
___________________________________________________________________________________________________

TRANSACTIONS LISTED BY DATE POSTED

DATE WITHDRAWALS DEPOSITS

POSTED TRANSACTION DESCRIPTION OTHER DEBITS OTHER CREDITS SEP 03 CCD MERCHANT SERVICE MERCH DEP 8032721907 251.08 SEP 03 CCD PAYMENTECH TRANSFER r0005001243 895.00
SEP 03 REMOTE DEPOSIT 11,287.11
SEP 03 CCD HUD H-EFT 113024 11,304.00
SEP 03 CCD PAYMENTECH TRANSFER r0005001349 13,325.72
SEP 03 PC TRANSFER CREDIT BALANCE TO 12 M 5,000,000.00
SEP 03 ZERO BALANCE TXFR TO DDA ACCT 0 1,237.50
SEP 03 ZERO BALANCE TXFR TO DDA ACCT 0 6,158.43
SEP 03 ZERO BALANCE TXFR TO DDA ACCT 0 9,254.39
SEP 03 ZERO BALANCE TXFR TO DDA ACCT 0 86,064.05
SEP 03 CCD MERCHANT SERVICE MERCH FEE 8041910541 15.00
SEP 03 CCD AUTHNET GATEWAY BILLING 137549979 20.00
SEP 03 CCD AUTHNET GATEWAY BILLING 137606225 30.00
SEP 03 CCD AUTHNET GATEWAY BILLING 137634195 30.00
SEP 03 CCD MERCHANT SERVICE MERCH FEE 8032722012 35.00
SEP 03 CCD MERCHANT SERVICE MERCH FEE 8032722376 35.00
SEP 03 CCD MERCHANT SERVICE MERCH FEE 8037833426 35.00
SEP 03 CCD AUTHNET GATEWAY BILLING 137616389 35.50
SEP 03 CCD MERCHANT SERVICE MERCH FEE 8036043175 40.00
SEP 03 CCD MERCHANT SERVICE MERCH FEE 8040348230 179.99 SEP 03 CCD MERCHANT SERVICE MERCH FEE 8032721907 745.05 BMO Bank N.A.

P.O. Box 755
Chicago, IL 60690
Toll Free: 1-877-895-3278
ACCOUNT NUMBER:

STATEMENT PERIOD
09/01/24 TO 09/30/24
PAGE: 1 OF 2

CITY OF HAWTHORNE

ATTN - DIRECTOR OF FINANCE

CASH MANAGEMENT
4455 W 126TH ST
HAWTHORNE CA 90250-4421
ITEMS ENCLOSED 0
___________________________________________________________________________________________________

CORPORATE MMDA - PUBLIC FUNDS ACCOUNT NUMBER
___________________________________________________________________________________________________

ACCOUNT SUMMARY
YOUR PREVIOUS BALANCE WAS 52,436,213.16
YOUR TRANSACTIONS THIS PERIOD INCLUDED: AVERAGE COLLECTED BALANCE USED FOR ACCRUING 0 DEPOSITS .00 INTEREST WAS 47,274,054.17
3 WITHDRAWALS 10,000,000.00 (MINIMUM DAILY BALANCE NECESSARY TO ACCRUE INTEREST PAID WAS 135,230.31 INTEREST IS .00)
YOUR ENDING BALANCE WAS 42,571,443.47
YTD INTEREST PAID IS 1,459,760.02
YTD INTEREST WITHHELD IS .00
___________________________________________________________________________________________________

TRANSACTIONS LISTED BY DATE POSTED

DATE WITHDRAWALS DEPOSITS

POSTED TRANSACTION DESCRIPTION OTHER DEBITS OTHER CREDITS SEP 03 PC TRANSFER DEBIT BALANCE TO 12 M 5,000,000.00
SEP 25 PC TRANSFER DEBIT BALANCE TO 12 M 2,000,000.00
SEP 30 PC TRANSFER DEBIT BALANCE TO 12 M 3,000,000.00
SEP 30 IOD INTEREST PAID 135,230.31
___________________________________________________________________________________________________

CLOSING DAILY BALANCES AND DEBIT TOTALS

DATE BALANCE DEBITS DATE BALANCE DEBITS
SEP 03 47,436,213.16 1 SEP 30 42,571,443.47 1
SEP 25 45,436,213.16 1
___________________________________________________________________________________________________

TRANSACTION SUMMARY INFORMATION

DESCRIPTION NUMBER AMOUNT DESCRIPTION NUMBER AMOUNT
PC TRANSFER DEBIT 3 10,000,000.00 IOD INTEREST PAID 1 135,230.31 September 25, 2024
LAIF Home
PMIA Average Monthly
Yields

CITY OF HAWTHORNE

CITY TREASURER
4455 W. 126TH STREET
HAWTHORNE, CA 90250
Account Number:

August 2024 Statement
Tran Type Definitions
Account Summary
Total Deposit: 0.00 Beginning Balance: 75,000,000.00
Total Withdrawal: 0.00 Ending Balance: 75,000,000.00
multi-Bank Securities. Inc."
Tow" Co>iNt, SuHfc 25CC
SumU'Ii.IO. Ml 4M7S
iSsi'J) y€7-«4S
V^'nliM' rl flNAA& SiPC, WSB8
Brokerage
Account Statement
September 1. 2024 ^TOtcmbe^0^024
AccountHBBINIi^^^^B

CITY OF HAWTHORNE
4455 W126TH ST
HAWTHORNE CA 90250-4417
Your Account Executive;
p[ii:ryani.2
BEGINNING ACCOUNT VALUE 515,212,207.44
WiilKlr;i',v,!is((:,islihbcciiniies) 134,373.29
Dividends. Iiueresi ,iiiil Oitiw Incomfi 156.828.49
Net Change in Portfolio' •57,250.74
Fsiima(c>clAri!Kjiil liitijme 5195.869.85
' Net Citaitgc in Ponlolio is tfie difference between the ending account value and beginning nccowil value after activity.

AiMSamniary
AuelT^
Cash. Money Funds, and Bank Deposits
Fined income
Account Total
Pioaso roviewyour allocation periodically with your Account Executive. 85,923 76

15.126.283 68
$15,212,207.44
This Period
109,010.67
15,068.401.23
515,177.411.90
Yw Accsimt beeutiye: FBG
PETER YANE2
Coima Inlonnatioii
E-Maib [email protected]
CBent Service Inlwniition
Service Hours Weekdays 09:00 a.m. - OS'.OO p.m. (EST)
Client Service Telephone Number; (800) 967-9045
Web Site; WWW.MBSSECURITIES.COM
liO»)»LSPI''0» so GOPflPERIFSS0
4'. i • ' U iMtlvl k.

A

Page 1 of 15 ends

Ever/ Yco» Suxc 2007
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ExaLLtttCE
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5uCiwii*>) TA«Gan>< o'Ncw Y«rh MeJlon
CuriMpftflion CftSY M«llMnl
I'-'tr bc-f'INSA
Pooled Cash Allocation
as of September 30, 2024 $ 12,585,399.47 $ 42,571,443.47 $ 75,000,000.00 $15,177,411.90 $145,334,254.84 T.B.

Cash Balances BMO
Fund # as of 9-30-2024 Total Percent
BMO
General Account Money Market LAIF M.B.S. Totals
100 General Fund - Sale of Property 7,425,224.00 7,425,224.00 100.0000% $ 7,425,224.00 $ 7,425,224.00 100 General Fund 78,589,079.18 78,589,079.18 56.9862% $ 2,940,586.53 $ 24,259,836.51 $ 42,739,629.90 $15,177,411.90 $ 85,117,464.85 105 Economic Uncertainty Reserve 3,307,062.08 3,307,062.08 2.3980% $ 123,741.14 $ 1,020,864.30 $ 1,798,501.91 $ 2,943,107.36 106 Pension Stabilization 3,307,062.08 3,307,062.08 2.3980% $ 123,741.14 $ 1,020,864.30 $ 1,798,501.91 $ 2,943,107.36 107 Economic Development/Business Stabilization 1,018,935.23 1,018,935.23 0.7388% $ 38,125.75 $ 314,537.37 $ 554,134.43 $ 906,797.54 108 Asset Acquisition Fund 3,056,805.63 3,056,805.63 2.2165% $ 114,377.23 $ 943,612.08 $ 1,662,403.26 $ 2,720,392.58 109 2024 Revenue Lease Reserve Fund 250,000.00 250,000.00 0.1813% $ 9,354.31 $ 77,173.05 $ 135,959.19 $ 222,486.55 125 FEMA 3,137.98 3,137.98 0.0023% $ 117.41 $ 968.67 $ 1,706.55 $ 2,792.63 175 Cares Act - Coronavirus Relief Fund 38.72 38.72 0.0000% $ 1.45 $ 11.95 $ 21.06 $ 34.46 180 American Rescue Plan Act 8,237,799.22 8,237,799.22 5.9734% $ 308,235.72 $ 2,542,944.44 $ 4,480,018.01 $ 7,331,198.17 200 Street Lighting Fund (232,366.46) - 0.0000% $ - $ - $ - $ - 220 State Gas Tax Fund 3,860,801.55 3,860,801.55 2.7995% $ 144,460.54 $ 1,191,799.36 $ 2,099,645.79 $ 3,435,905.70 225 Street Fund 325,445.48 325,445.48 0.2360% $ 12,177.27 $ 100,462.48 $ 176,989.21 $ 289,628.97 239 Community Oriented Policing Services (COPS)/SLESF 317,630.96 317,630.96 0.2303% $ 11,884.87 $ 98,050.20 $ 172,739.39 $ 282,674.47 244 CA Office of Traffic Safety Grant Fund (67,565.24) - 0.0000% $ - $ - $ - $ - 250 Insurance Reserve Fund (2,754,320.56) - 0.0000% $ - $ - $ - $ - 260 Edward Byrne Memorial Justice Assistance Program 17.48 17.48 0.0000% $ 0.65 $ 5.40 $ 9.51 $ 15.56 265 Local Law Enforcement Block Grant Fund (213,239.01) - 0.0000% $ - $ - $ - $ - 272 Urban Initiative Grant Program (88,000.20) - 0.0000% $ - $ - $ - $ - 280 Local Transit Assistance - Prop A 5,298,077.07 5,298,077.07 3.8417% $ 198,239.43 $ 1,635,475.12 $ 2,881,289.05 $ 4,715,003.59 283 MTA Measure R 2,757,006.51 2,757,006.51 1.9991% $ 103,159.58 $ 851,066.43 $ 1,499,361.48 $ 2,453,587.49 284 MTA Measure M 2,385,040.86 2,385,040.86 1.7294% $ 89,241.65 $ 736,243.53 $ 1,297,072.89 $ 2,122,558.07 285 Proposition C County Sales Tax 3,979,942.41 3,979,942.41 2.8859% $ 148,918.47 $ 1,228,577.22 $ 2,164,438.97 $ 3,541,934.65 289 Measure W - Safe, Clean Water Program 337,741.86 337,741.86 0.2449% $ 12,637.37 $ 104,258.28 $ 183,676.44 $ 300,572.09 290 AB2766 Air Quality Fund 194,587.22 194,587.22 0.1411% $ 7,280.92 $ 60,067.56 $ 105,823.68 $ 173,172.16 291 Street Improvements (879,845.62) - 0.0000% $ - $ - $ - $ - 294 Hawthorne Blvd. Mobility Improvement Project 654.95 654.95 0.0005% $ 24.51 $ 202.18 $ 356.19 $ 582.87 299 ST MS4 Permanent Rainwater Quality Improvement 460,588.22 460,588.22 0.3340% $ 17,233.94 $ 142,180.00 $ 250,484.80 $ 409,898.74 315 Cannabis Retail Access Grant 124,755.03 124,755.03 0.0905% $ 4,667.99 $ 38,510.91 $ 67,846.37 $ 111,025.27 322 SB2 Planning Grant Program 43,624.23 43,624.23 0.0316% $ 1,632.30 $ 13,466.46 $ 23,724.46 $ 38,823.22 324 Permanent Local Housing Allocation 932,752.84 932,752.84 0.6764% $ 34,901.04 $ 287,933.54 $ 507,265.28 $ 830,099.85 325 Annual Allocation Parks Jim Thorpe 239,331.77 239,331.77 0.1735% $ 8,955.13 $ 73,879.85 $ 130,157.41 $ 212,992.40 327 RPOSD - Jim Thorpe Holly Glenn (322,263.93) - 0.0000% $ - $ - $ - $ - 328 Clean CaliGrant (Zela Davis) (227,661.10) - 0.0000% $ - $ - $ - $ - 329 Los Angeles CADA 3,853.01 3,853.01 0.0028% $ 144.17 $ 1,189.39 $ 2,095.41 $ 3,428.97 330 CA Parks Rec - Community Center (932,129.62) - 0.0000% $ - $ - $ - $ - 331 CA Parks Rec - Senior Center 254,970.67 254,970.67 0.1849% $ 9,540.30 $ 78,707.46 $ 138,662.42 $ 226,910.18 375 CATV PEG Fund (DIVCA) 739,051.98 739,051.98 0.5359% $ 27,653.29 $ 228,139.59 $ 401,923.63 $ 657,716.51 410 Development Impact Fund AB 1600 2,044,537.69 2,044,537.69 1.4825% $ 76,500.96 $ 631,132.86 $ 1,111,894.75 $ 1,819,528.56 441 2016 Refunding - 2004 Police Facility & 2005 POB (2,165,004.01) - 0.0000% $ - $ - $ - $ - 442 2019 Pension Obligation Bonds (522,635.99) - 0.0000% $ - $ - $ - $ - 443 Civic Center Revenue Lease 375,000.00 375,000.00 0.2719% $ 14,031.47 $ 115,759.58 $ 203,938.78 $ 333,729.83 444 Debt Service -1997 COP 269,384.17 269,384.17 0.1953% $ 10,079.61 $ 83,156.79 $ 146,501.01 $ 239,737.42 448 Debt Service - SBRPCA 2007 Series B Bonds 90,331.63 90,331.63 0.0655% $ 3,379.96 $ 27,884.67 $ 49,125.66 $ 80,390.29 461 Recognized Obligation Ret Fund - Area II 102,195.24 102,195.24 0.0741% $ 3,823.86 $ 31,546.87 $ 55,577.53 $ 90,948.27 462 Recognized Obligation Ret Fund - 20 % Set Aside 7,093,082.03 7,093,082.03 5.1433% $ 265,403.56 $ 2,189,579.17 $ 3,857,478.72 $ 6,312,461.45 T.B.

Cash Balances BMO BMO
Fund # as of 9-30-2024 Total Percent General Account Money Market LAIF M.B.S. Totals 463 Hawthorne Blvd. Property Fund 41,093.14 41,093.14 0.0298% $ 1,537.59 $ 12,685.13 $ 22,347.96 $ 36,570.68 464 Grevillea Property Fund 189,170.59 189,170.59 0.1372% $ 7,078.24 $ 58,395.49 $ 102,877.92 $ 168,351.65 465 Gale Avenue Property Fund -11605 133,149.80 133,149.80 0.0965% $ 4,982.10 $ 41,102.31 $ 72,411.76 $ 118,496.16 466 Gale Avenue Property Fund -11529 165,310.10 165,310.10 0.1199% $ 6,185.45 $ 51,029.94 $ 89,901.71 $ 147,117.10 467 Gale Avenue Property Fund -11537 99,244.25 99,244.25 0.0720% $ 3,713.45 $ 30,635.93 $ 53,972.67 $ 88,322.04 468 Truro Avenue Property Fund 82,821.27 82,821.27 0.0601% $ 3,098.94 $ 25,566.28 $ 45,041.25 $ 73,706.48 469 Debt Service - 2016 TAB Refunding 1998-2004-2006 (1,046,761.22) - 0.0000% $ - $ - $ - $ - 470 Debt Service- Project I - 2001 TAB 542,194.31 542,194.31 0.3932% $ 20,287.42 $ 167,371.16 $ 294,865.19 $ 482,523.77 474 Debt Service - CFD 1999-1 (Gateway) (48,861.68) - 0.0000% $ - $ - $ - $ - 477 Debt Service - CFD 2004-1 (Fusion) 31,731.62 31,731.62 0.0230% $ 1,187.31 $ 9,795.30 $ 17,256.82 $ 28,239.43 478 Debt Service - CFD 2006-1 (360 Degrees) 41,660.10 41,660.10 0.0302% $ 1,558.81 $ 12,860.15 $ 22,656.29 $ 37,075.25 490 Community Project - Revitalization (452,196.63) - 0.0000% $ - $ - $ - $ - 500 Capital Improvement Fund 3,286,252.86 3,286,252.86 2.3829% $ 122,962.52 $ 1,014,440.66 $ 1,787,185.10 $ 2,924,588.27 520 Airport Fund 1,236,937.16 1,236,937.16 0.8969% $ 46,282.78 $ 381,832.87 $ 672,691.89 $ 1,100,807.53 560 Sewer Fund 3,337,648.14 3,337,648.14 2.4202% $ 124,885.59 $ 1,030,305.98 $ 1,815,135.74 $ 2,970,327.30 561 Storm Water Fund 312,484.12 312,484.12 0.2266% $ 11,692.29 $ 96,461.41 $ 169,940.35 $ 278,094.06 600 Equipment Fund 4,201,122.66 4,201,122.66 3.0463% $ 157,194.42 $ 1,296,853.84 $ 2,284,724.92 $ 3,738,773.18 605 ITS Hardware Replacement Fund 3,000,000.00 3,000,000.00 2.1753% $ 112,251.72 $ 926,076.63 $ 1,631,510.27 $ 2,669,838.62 727 CDBG Grant Fund (165,135.96) - 0.0000% $ - $ - $ - $ - 750 Cal Home Fund 60,213.12 60,213.12 0.0437% $ 2,253.01 $ 18,587.32 $ 32,746.11 $ 53,586.44 770 HPRP Fund 15,153.30 15,153.30 0.0110% $ 566.99 $ 4,677.71 $ 8,240.92 $ 13,485.62 789 Home Fund (204,763.87) - 0.0000% $ - $ - $ - $ -
840 EHV - Portability (135,294.99) - 0.0000% $ - $ - $ - $ - 850 BRIC Grant (275,649.00) - 0.0000% $ - $ - $ - $ -
855 Calif Used Oil Recycling Grant Fund 170,095.70 170,095.70 0.1233% $ 6,364.51 $ 52,507.22 $ 92,504.29 $ 151,376.02 856 Cal Recycle Beverage Container Recycling 146,347.32 146,347.32 0.1061% $ 5,475.91 $ 45,176.28 $ 79,589.05 $ 130,241.24 857 Household Hazardous Waste (46,078.91) 0.0000% $ - $ - $ - $ - 858 SB1383 Local Assistance Grant 296,789.35 296,789.35 0.2152% $ 11,105.04 $ 91,616.56 $ 161,404.96 $ 264,126.56 960 Payroll 382,200.45 - 0.0000% $ - $ - $ - $ -
990 Special Deposits 2,364,912.09 - 0.0000% $ - $ - $ - $ - 991 Special Deposits - Bail 1,135.59 - 0.0000% $ - $ - $ - $ - 993 Pension Unfunded Liability (1,152,293.96) - 0.0000% $ - $ - $ - $ - Outstandg Chcks & Deposits as of September 30, 2024 (9,524,337.28) -6.9062% $ (356,374.43) $ (2,940,088.72) $ (5,179,684.69) $ (8,476,147.84) 146,307,223.86 145,334,254.84 100.00% $ 12,585,399.47 $ 42,571,443.47 $ 75,000,000.00 $ 15,177,411.90 $ 145,334,254.84 Non Restricted Restricted
BMO General Account as of September 30, 2024 10,765,795.79 1,819,603.68 BMO Money Market Funds as of September 30, 2024 27,559,714.57 15,011,728.90 LAIF as of September 30, 2024 48,553,171.42 26,446,828.58 Multi-Bank Securities Account as of September 30, 2024 15,177,411.90 Negative Balances (G.F Paid) (11,932,067.96)
Total Non-Restricted & Restricted Balances $ 90,124,025.72 $ 43,278,161.16

GENERAL
FUND

QUARTERLY REVIEW
FY2024-2025 QUARTER 1
FISCAL YEAR 24-25 BUDGET
QUARTER 1 END SEPTEMBER 30, 2024
• General Fund Revenues
20% increase in Qtr 1 Compared to Qtr 1 ended 9-30-2024 22% increase in Qtr 1 Compared to Qtr 1 ended 9-30-2023 • Most significant increases in revenue

1.Business License Tax 37%

2.Utility Users Tax 53%
FISCAL YEAR 24-25 BUDGET
QTR 1 END SEPTEMBER 30, 2024 Continued
• GF Expenditures FY 24-25 are trending downward
• Expenditures are 23.36% of approved budget, which
is lower than 24.05% for Qtr End 9-30-2023
• 2022 was 25.61 %
Increase of 10.97% in Qtr 1 Compared to Qtr 1
ended 9-30-2024. Prior year increases were 14-20%.

GENERAL FUND REQUIRED CASH BALANCE
FISCAL YEAR 24-25
• Required GF Cash Balance $27,487,466
Average 3 months of operating expenditures
• At September 30, 2024
Cash Balance $90,124,026

GENERAL FUND CASH BALANCE HISTORY
FISCAL YEAR END JUNE 30th
• Unaudited cash balance at FY End 6-30-2024
$95,064,859
• Audited cash balance at FY End 6-30-2023
$85,018,951
• Audited cash balance at FY End 6-30-2022
$71,932,991
• Audited cash balance at FY End 6-30-2021
$52,393,986
• Audited cash balance at FY End 6-30-2020
$36,683,606
AGENDA ITEM NO. 16.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 12/10/2024
Originating Department: Finance
City Manager: Department Head:

SUBJECT:

Amendment to Contract for Administering the COVID-19 Relief and Economic Recovery Program RECOMMENDED MOTION:

Staff recommends that the City Council authorize the City Manager to sign contracts with HDL EconSolutions for Administering the COVID-19 Relief and Economic Recovery Program DISCUSSION:

The local recovery program needs to be carefully and thoughtfully administered to ensure optimum use of the funds in alignment with the City Council's vision, goals and objectives and in compliance with American Rescue Plan Act requirements. Given the complexities involved in administering these federal funds as well as limited in-house resources to assign to this program, staff recommends that the City continue working with HDL Econ-Solutions. HDL will work with the City of Hawthorne to assume the overall administrative oversight of Hawthorne's ARPA projects.

This amendment will add an additional $65,400 in funding for ARPA services to be provided by HDL.

ECONOMIC DEVELOPMENT STRATEGIC PLAN:

Establish partnerships with entities that can work toward City goals and objectives.

FISCAL IMPACT:

None. These expenses are reimbursable from the ARPA funds.

NOTICING PROCEDURE:
72 hours posted notice pursuant to the Ralph M. Brown Act

ATTACHMENTS
HDL Agreement Amndmt 2024
HDL Agreement Amndmt 2023
HDL Agreement Amndmt 2022
HDL Agreement 2021
Development Driven by Data
120 S. State College Blvd.

Suite 200
Brea, CA 92821
Barry Foster
Mobile 714.879.5000
www.hdlcompanies.com
December 2, 2024
Von Norris
City Manager
City of Hawthorne
4455bW. 126th Street
Hawthorne, CA 90250
Re: Amendment for American Rescue Plan Act (ARPA) Consulting Work:

Von:

HdL has been working as the City of Hawthorne’s consultant for ARPA since May 2021. The City, with HdL’s assistance, has made substantial progress in formulating an effective ARPA plan to fund projects and programs which can significantly benefit and positively impact the community in helping to recover from the COVID-19 Pandemic.

As Hawthorne is finalizing projects and programs it is important to implement them to be as effective as possible, while providing the highest-level of services possible. It is equally important for the city to continue to report ARPA expenditures to the Federal Treasury Department in conformance of the ARPA Guidelines. In recognition of Hawthorne’s limited staffing resources, as well as HdL’s expertise, the City of Hawthorne is desirous of amending the agreement for ARPA services with HdL to have HdL continue to implement ARPA related programs.

Scope of Work:

Hinderliter de Llamas & Associates (HdL), hereafter referred to as the ‘Consultant’, will work with the City of Hawthorne, hereafter referred as the ‘City’, to continue the administrative oversight and reporting requirements of Hawthorne’s ARPA programs as outlined in the original Agreement and subsequent Amendments.

Compensation:

The Consultant shall be compensated based on hours worked on the program utilizing the following hourly rate schedule.

Staff Position Hourly Rate
Principal/Managing Director $250/hour
Senior Advisor $180/hour
Analyst/Call Center Specialists $100/hour
An Amendment to the Agreement for ARPA services between the City of Hawthorne and HdL will add an additional $65,400 in funding for ARPA services to be provided by HdL. In addition, the Term of the Agreement is extended to December 31, 2026.

Development Driven by Data
120 S. State College Blvd.

Suite 200
Brea, CA 92821
Barry Foster
Mobile 714.879.5000
www.hdlcompanies.com
The Project Manager for the Consultant shall be Barry Foster-Principal/Managing Director with HdL ECONSolutions, Ken Duran-Sr. Advisor and Tim Campbell-Analyst with ECONSolutions.

Accepted by:

CONSULTANT (Hinderliter de Llamas Associates-HdL) CITY (City of Hawthorne) ___________________________________ _________________________________ Barry Foster,
Principal/Managing Director

Page 1 of 2 ends

AGENDA ITEM NO. 19

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of February 28, 2023
Originating Department: Finance
City Manager: __________
Vontray Norris
Dir. of Finance: ___________
Felice Lopez
SUBJECT:

Amendment to Contract approved May 25, 2021, for Administering the COVID-19 Relief and Economic Recovery Program
RECOMMENDED MOTION:

Staff recommends that the City Council authorize the City Manager to sign contracts with Hdl ECONSolutions for Administering the COVID-19 Relief and Economic Recovery Program DISCUSSION:

The local recovery program needs to be carefully and thoughtfully administered to ensure optimum use of the funds in alignment with the City Council’s vision, goals, and objectives and in compliance with American Rescue Plan Act requirements. Given the complexities involved in administering these federal funds as well as limited in-house resources to assign to this program, staff recommends that the City continue working with HdL EconSolutions. HDL will work with the City of Hawthorne to assume the overall of administrative oversight of Hawthorne’s ARPA Business Assistance Recovery Programs. As well as provide general assistance on evaluating ARPA eligibility of new and future projects. The Business Assistance programs include:
• Business Assistance Grants
• Business Rental Relief Assistance Grants Marketing Assistance Program, including individualized business marketing support and Shop Local Program with the utilization of a Digital Gift Card Program
• Storefront Reopening and Board-up Removal Program
This amendment will add an additional $60,000 in funding for ARPA services to be provided by HDL.

Page 2 of 2 ends

FISCAL IMPACT:

None. These expenses are reimbursable from the ARPA funds.

NOTICING PROCEDURES:
72 hours posted notice pursuant to the Ralph M. Brown Act ATTACHMENT(S):

1. HdL ECONSolutions Proposal & Agreement

2. HdL ECON Solutions Contract 2021

Page 1 of 2 ends

AGENDA ITEM NO.

CITY OF HAWTHORNE

CITY COUNCIL

AGENDA BILL
For the meeting of March 8, 2022
Originating Department: Finance
City Manager: _____________________ Dir. of Finance: ____________________ Vontray Norris Felice Lopez
SUBJECT:

Amendment to Contract for Administering the COVID-19 Relief and Economic Recovery Program
RECOMMENDED MOTION:

Staff recommends that the City Council authorize the City Manager to sign contracts with HDL Econ-Solutions for Administering the COVID-19 Relief and Economic Recovery Program DISCUSSION:

The local recovery program needs to be carefully and thoughtfully administered to ensure optimum use of the funds in alignment with the City Council’s vision, goals and objectives and in compliance with American Rescue Plan Act requirements. Given the complexities involved in administering these federal funds as well as limited in-house resources to assign to this program, staff recommends that the City continue working with HDL Econ-Solutions. HDL will work with the City of Hawthorne to assume the overall of administrative oversight of Hawthorne’s ARPA Business Assistance Recovery Programs. These programs include:
• Business Assistance Grants
• Business Rental Relief Assistance Grants
• Marketing Assistance Program, including individualized business marketing support and Shop Local Program with the utilization of a Digital Gift Card Program • Storefront Reopening and Board-up Removal Program
This amendment will add an additional $80,000 in funding for ARPA services to be provided by HDL.

FISCAL IMPACT:

None. These expenses are reimbursable from the ARPA funds.

Vontray Norris

Page 2 of 2 ends

NOTICING PROCEDURES:
72 hours posted notice pursuant to the Ralph M. Brown Act.

ATTACHMENT(S):

1. HDL Econ-Solutions Proposal & Agreement

PROFESSIONAL SERVICES AGREEMENT
This PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and entered into this day of June 2021 ("Effective Date"), by and between THE CITY OF HAWTHORNE, a California municipal corporation and general law city ("CITY"), and HINDERLITER DE LLAMAS AND ASSOCIATES (aka "HdL ECONSOLUTIONS"), a California Corporation ("CONSULTANT"). This agreement is made with reference to the following:

I. Recitals
(i) CITY requested a proposal for professional services with respect to providing administrative services for COVID-19 Relief and Economic Recovery Program Administration per the American Rescue Plan Act (ARPA).
(ii) CONSULTANT submitted a proposal for the performance of such services, a full, true and correct copy of which proposal is attached hereto as Schedule "A" and by this reference made a part hereof.
(iii) CITY desires for CONSULTANT to provide professional assistance in developing strategies and plans, and implementing programs for COVID-19 relief and use of federal stimulus funding from the American Rescue Plan Act ("ARPA").
(iv) CONSULTANT represents and warrants that it has the qualifications, experience, programs, staff and facilities necessary to properly perform the services required under this AGREEMENT in a thorough, competent and professional manner. CONSULTANT shall at ail times faithfully, competently, and to the best of its ability, experience and talent, perform all services described herein. In meeting its obligations under this AGREEMENT, CONSULTANT shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to those required of CONSULTANT under this AGREEMENT.

NOW, THEREFORE, for the consideration hereinafter described, CITY and CONSULTANT mutually as follows:

II. Agreement

1. Definitions: The following definitions shall apply to the following terms, except where the context of this AGREEMENT otherwise requires:
(a) Project: Provide comprehensive services to assist with formulating an economic recovery program along with administrative support for the expenditure of funding coming from the American Rescue Plan.
(b) Services: CONSULTANT shall provide professional services for the project as described in Schedule A, City of Hawthorne - Proposal Sc Qualifications for COVID-19 Relief lofll
DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA & Economic Recovery Program Administration per the American Rescue Plan Act (ARPA), attached hereto.
(c) Duration: Said AGREEMENT shall be effective from the date of execution of this AGRJEEMENT for twenty-four (24) months, unless terminated earlier pursuant to the provisions of Section 6 below.
(d) Completion of Project: CONSULTANT shall complete all tasks as noted in Schedule "A" in a timely, efficient and effective manner so as to accomplish the goals and fulfill the requirements of the ARPA.
(e) Consultant: Hinderlite de Llamas and Associates aka HdL ECONSOLUTIONS, 120 S. State College Blvd., Suite 200, Brea, CA 92821, (714) 879-5000. (f) City: City of Hawthorne, 4455 West 126thStreet,Hawthorne,California, 90250, (310) 349-2901.

2. Scone of Services: CONSULTANT agrees as follows:
(a) CONSULTANT shall forthwith undertake and complete the project in accordance with Schedule "A" attached hereto and incorporated herein by reference, and in accordance with Federal, State and CITY statues, regulations, ordinances and guidelines, all to the reasonable satisfaction of CITY.
(b) CONSULTANT shall, at CONSULTANT'S sole cost and expense, secure and hire such other persons as may, in the opinion of CONSULTANT, be necessary to comply with the terms of this Agreement, and in conformance with Section IV. COMPENSATION in Schedule A attached hereto. In the event any such other persons are retained by CONSULTANT; CONSULTANT hereby warrants that such persons shall be fully qualified to perform services required hereunder. CONSULTANT further agrees that no subcontractor shall be retained by CONSULTANT except upon the prior written approval of CITY. ( c) CONSULTANT shall provide no fewer than quarterly written reports as to the status of the project(s) that are the subject of this Agreement, and shall promptly provide a report to CITY upon the occurrence of any significant events in the progress of the services provided hereunder.
(d) CONSULTANT shall communicate and coordinate with CITY to assure that all necessary reporting and/or accounting required under the ARPA is made within the timeframe and requirements of the ARPA.

3. Comoensation. Method of Pavmcnt. and Additional Services. (a) CITY shall pay CONSULTANT the total project cost not to exceed fifty-three thousand dollars ($53,000.00) as set forth in Section IV. COMPENSATION of Schedule A attached hereto and incorporated herein by reference.
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DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA (b) Payments to CONSULTANT shall be made by CITY in accordance with the invoices submitted by CONSULTANT, and such invoices shall be paid within thirty (30) days after said invoices are received by CITY. Each invoice shall detail work performed and charges therefor. All charges shall be in accordance with CONSULTANT'S proposal \vith respect to hourly rates and project costs as set forth in Section TV. COMPENSATION of Schedule A attached hereto.
(c) CITY Requested Additional services: Payments for additional services requested, in writing, by CITY, and not included in CONSULTANT'S proposal as set forth in Schedule "A" shall be paid on a reimbursement basis in accordance with the fee schedule set forth in said Schedule "A" or in an amount and manner agreed to in writing by CITY.

Charges for additional services shall be invoiced on a monthly basis and shall be paid by CITY within thirty (30) days after said invoices are received by CITY. (d) Payment to CONSULTANT for work performed pursuant to this AGREEMENT shall not be deemed to waive any defects in work performed by CONSULTANT.

4. CITY Assistance and Availabilitv of CITY Records:

CITY will provide to CONSULTANT
(a) All information in CITY's possession that is required to accomplish the goals set forth in this Agreement and which may be necessary for CONSULTANT'S performances of its services.
(b) Photographically reproducible copies of forms, documents, codes and other information, if available, which CONSULTANT considers necessary in order to complete the project.
(c) Assistance, if necessary, in obtaining information from other governmental agencies and/or private parties. However, it shall be CONSULTANT'S responsibility to make all initial contact with respect to the gathering of such information.

5. CONSULTANT'S Books and Records:
(a) CONSULTANT shall maintain any and all documents and records demonstrating or relating to CONSULTANT'S performance of services pursuant to this AGREEMENT and as required to comply with the ARPA. CONSULTANT shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures and disbursements charged to CITY pursuant to this AGREEMENT. Any and all such documents or records shall be maintained in accordance with generally accepted accounting principles and shall be 3 of 11
DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA sufficiently complete and detailed so as to permit an accurate evaluation of the services provided by CONSULTANT pursuant to this AGREEMENT. Any and all such documents or records shall be maintained for five (5) years from the date of execution of this AGREEMENT and to the extent required by laws relating to audits of public agencies and their expenditures.
(b) Any and all records or documents required to be maintained pursuant to this section shall be made available for inspection, audit and copying at any time during regular business hours, upon written request by the CITY OR CITY's designated representative.

Copies of such documents or records shall be provided directly to the requesting party for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon. Such documents and records shall be made available at CONSULTANT'S address indicated for receipt of notices in this AGREEMENT. (c) Where CITY or CONSULTANT has reason to believe that any of the documents or records required to be maintained pursuant to this section may be lost or discarded due to dissolution or termination of CONSULTANT'S business, the CITY may, by written request, require that custody of such documents or records be given to the requesting party and that such documents and records be maintained by the requesting party.

Access to such documents and records shall be granted to all parties to this AGREEMENT, as well as to their successors-in-interest and authorized representatives.

6. Termination of Agreement: This AGREEMENT may be terminated without cause by CITY upon the giving of a written "Notice of Termination" to CONSULTANT upon thirty (30) days prior written notice or the CONSULTANT may terminate this contract upon thirty (30) days prior written notice. In the event this Agreement is so terminated, CONSULTANT shall be compensated at CONSULTANT'S applicable hourly rates as set forth in Schedule "A", on a pro-rata basis with respect to the percentage of the project completed as of the date of termination. In no event, however, shall CONSULTANT receive more than the maximum specified in paragraph 3(a), above. CONSULTANT shall provide to CITY any and all documents, data, studies, surveys, drawings, maps, models, photographs and reports, whether in draft or final form, prepared by CONSULTANT as of the date of termination.

CONSULTANT may not terminate this Agreement except for cause.

7. Notices and Designated Representatives: Any and all notices, demands, invoices and written communications between the parties hereto shall be addressed as set forth in this paragraph. The below named individuals, furthermore, shall be those persons primarily responsible for the performance by the parties under this Agreement:
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DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA

TO CITY OF HAWTHORNE
Attn: City Manager
4455 West 126th Street, Hawthorne, CA
90250
[email protected]
TO HdL ECONSolutions
Attn: Barry Foster
120 S. State College Blvd., Suite 200
Brea, CA 92821
[email protected]
Any such notices, demands, invoices and written communications, by mail, shall be deemed to have been received by the addressee seventy-two (72) hours after deposit thereof in the United States mail, postage prepaid and properly addressed as set forth above.

8. Continuity of Personnel: CONSULTANT shall make every reasonable effort to maintain the stability and continuity of CONSULTANT'S staff assigned to perform the services required under this AGREEMENT, CONSULTANT shall notify CITY of any changes in CONSULTANT'S staff assigned to perform the services required under this AGREEMENT, prior to any such performance. CITY shall not be responsible for time and costs associated with CONSULTANT'S turnover or reassignment of staff.

9. Status of Consultant:
(a) The parties hereto agree that CONSULTANT and its employers, officers and agents are independent contractors under this Agreement and shall not be construed for any purpose to be employees of CITY.

CONSULTANT shall have no authority to bind CITY in any manner, nor to incur any obligation, debt or liability of any kind on behalf of or against CITY, whether by contract or otherwise, unless such authority is expressly conferred under this AGREEMENT or is otherwise expressly conferred in writing by CITY. (b) The personnel performing the services under this AGREEMENT on behalf of CONSULTANT shall at all times be under CONSULTANT'S exclusive direction and control. CITY, nor any elected or appointed boards, officers, officials, employees or agents of CITY shall have control over the eonduct of CONSULTANT or any of CONSULTANT'S officers, employees or agents, exeept as set forth in this AGREEMENT.

CONSULTANT shall not at any time or in any manner represent that CONSULTANT or any of CONSULTANT'S officers, employees or agents are in any manner officials, officers, employees or agents of CITY.
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DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA (c) The CONSULTANT or any of CONSULTANT'S officers, employees or agents, shall not obtain any rights to retirement, health care or any other benefits that may otherwise accrue to CITY employees. CONSULTANT expressly waives any claim CONSULTANT may have to any such rights.

10. Compliance with Applieable Laws: Permits and Licenses:
a. CONSULTANT shall keep itself informed of and comply with all applieable federal, state, and local statues, codes, ordinances, regulations and rules in effect during the term of this AGREEMENT including but not limited to:

1. Prohibition against discrimination on the basis of age [Age Discriminations Act of 1975] or vdth respect to an otherwise qualified handicapped individual [Rehabilitation Act of 1973, Section 504].

2. Non-discrimination: CONSULTANT shall not discriminate, in any way, against any person on the basis of race, color, religious creed, national origin, ancestry, sex, age, physical handicap, medical condition or marital status in connection with or related to the performance of this AGREEMENT.

4. Unauthorized Aliens: CONSULTANT hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act. 8 U.S.C.A. 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should CONSULTANT so employ such unauthorized aliens for the performance of work and/or services covered by this AGREEMENT, and should any liability or sanctions be imposed against CITY for •such use of unauthorized aliens, CONSULTANT hereby agrees to and shall reimburse CITY for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorney's fees, incurred by CITY in connection therewith.

5. Conflict of Interest: Consultant represents that neither it nor any of its officers or principles of its firm has been retained, employed or compensated by any other interested party, or done any act, in such a manner so as to constitute a conflict of interest with respect to the consultant's duties under the agreement with the CITY.

CONSULTANT covenants that neither it, nor any officer or principal of its film has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of CITY or which would in any way hinder CONSULTAN f's performance of services under this AGREEMENT. CONSULTANT further covenants that in the performance of this AGREEMENT, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor, expect as provided for by this Section. At all times, CONSULTANT agrees to avoid conflicts of interest, or the appearance of any conflicts of interest, with the interests of CITY in the performance of this AGREEMENT.
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DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA The CITY may waive at its discretion any conflict or potential conflict of interest in writing, provided the consultant has made a full written disclosure of all facts.

Provided further that the conflict affects a third party, the consultant must provide to the CITY a written waiver of the conflict from the affected party. b. CONSULTANT shall obtain any and all licenses, and
authorizations necessary to perform the services set forth in this AGREEMENT.

11. Confidential Information: Release of Information: All information gained or work product produced by CONSULTANT in performance of this AGREEMENT shall be considered confidential, unless information is in the public domain or already known to CONSULTANT. CONSULTANT shall not release or disclose any such information or work product to persons or entities other than CITY without prior written authorization from the CITY, except as may be required by law.

12. Authoritv to Execute: The person or persons executing this AGREEMENT on behalf of CONSULTANT represents and warrants that he/she/they has/have the authority to so execute this AGREEMENT and to bind CONSULTANT to the performance of its obligations hereunder.

13. Binding Effect: This AGREEMENT shall be binding upon the heirs, executors, administrators, successors and assigns of the parties.

14. Modification of Agreement: No amendment to or modification o f this AGREEMENT shall be valid unless made in writing and approved by the CONSULTANT and by the CITY.

The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void.

15. Waiver: Waiver by any party to this AGREEMENT of any term, condition, or covenant of this AGREEMENT shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this AGREEMENT shall not constitute a waiver of any other provision, nor a waiver of any subsequent breach or violation of any provision of this AGREEMENT. Acceptance by CITY of any work or services by CONSULTANT shall not constitute a waiver of any of the provisions of this AGREEMENT.

16. Law to Govern: Venue: This AGREEMENT shall be interpreted, construed and governed according to the laws of the State of California. In the event of litigation between the parties, venue in state trial courts shall lie exclusively in the County of Los Angeles.

17. Attomevs Fees. Costs and Expenses: In the event litigation or other proceeding is required to enforce or interpret any provision of this AGREEMENT, the prevailing party in such litigation or other proceeding shall be entitled to an award of reasonable attorney's fees, costs and expenses, in addition to any other relief to which it may be entitled. 7 of 11
DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA

18. Entire Agreement: This AGREEMENT, including the attached EXHIBITS "A", is the entire, complete, final and exclusive expression of the parties with respect to the matters addressed therein and supersedes all other agreements or understandings, whether oral or written, or entered into between CONSULTANT and CITY prior to the execution of this AGREEMENT. No statements, representations or other agreements, whether oral or written, made by any party which are not embodied herein shall be valid and binding. No amendment to this AGREEMENT shall be valid and binding unless in writing duly executed by the parties or their authorized representatives.

19. Severabilitv: If a term, condition or covenant of this AGREEMENT is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this AGREEMENT shall not be affected thereby and the AGREEMENT shall be read and construed without the invalid, void or unenforceable provision(s).

20. Insurance: During the course of the telmof this AGREEMENT, CONSULTANT shall maintain:
(a) Professional Liability Insurance in a combined single limit of not less than $1 million per claim.
(b) General Liability Insurance in a combined single limit of not less than $1 million per claim and $2 million aggregate.
(c) Workers compensation and employers liability insurance as may be required by the State.

Consultant shall provide a certificate naming CITY as additional insured, and provide all endorsements necessary to effectuate the insurance coverage provided by this Agreement.

Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Contractor, his agents, representatives, employees or subcontractors.

CONSULTANT'S insurance shall be primary as respect to CITY. City's insurance or selfinsurance shall be excess to CONSULTANT'S insurance. The insurance provisions provided by this Agreement shall not be suspended, voided, canceled by either party, reduced in coverage or in limits except after thirty (30) days prior written notice has been given by certified mail, return receipt requested to: City Manager, City of Hawthorne, 4455 W. 126"* Street, Hawthorne, CA 90250.

21. Indemnitv: Consultant shall indemnify, defend and hold harmless the City, its elected officials, officers and employees from any demands, judgements, and all liability including, but not limited to, monetary or property damage, lost profit, personal injury, wrongful death, general liability, infringement of copyright/patent'trademark, professional errors and omissions, investigative expenses, attorney fees, and court costs arising out of an error, a 8 of 11
DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA negligent act, or omission of the Consultant, or the willful or reckless misconduct of the Consultant in performing the services described in, or normally associated with, this type of contracted work.

City does not, and shall not, waive any rights that they may possess against Consultant because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. This hold harmless and indemnification provision shall apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense. Consultant agrees that Consultant's covenant under this section shall survive the termination of this Agreement.

CITY hereby agrees to, and shall ho Id CONSULTANT, its officers, agents and employees, harmless from any liability for damage or claims for damage for personal injury, including death, as well as from claims for breach of confidentiality or property damage which may arise from CITY'S negligent acts, errors or omissions including misuse or improper disclosure of confidential information contained in reports submitted by CONSULTANT under this Agreement. CITY agrees to and shall defend CONSULTANT and its officers, agents and employees from any suits or actions at law or in equity for damage caused, or alleged to have been caused, by reason of any of the aforesaid negligent acts, errors or omissions and/or misuse or improper disclosure of confidential information.

IN WITNESS WHEREOF, the parties hereto have entered into this Agreement through their duly authorized representatives as of the Agreement Date.

CONSULTANT:

Hinderliter de Llamas and Associates
By: Andrew Nickerson
Its: President
CLIENT:

City of Hawthorne
A' I
By: Vontrav Norris
Its: Interim Otv Manager
APPROVED AS TO FORM:

By: Robert Kim
Its: Interim Citv Attomev
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DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA [Any Schedule or Schedules are required to be attached hereto] 10 of 11
DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA Schedule "A"
HdL ECONSolutions Proposal to the City of Hawthorne
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DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA 1234663.6 Page 11 of 17
Schedule A
CITY OF HAWTHORNE – Proposal & Qualifications for
COVID-19 Relief & Economic Recovery Program
Administration per the American Rescue Plan Act (ARPA)
Submitted By:

HdL ECONSolutions
120 S. State College Blvd., Suite 200
Brea, CA 92821
www.hdlcompanies.com
Contact:

Barry Foster, Principal/Managing Director
714.879.5000
[email protected]
DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA 1234663.6 Page 12 of 17
I. LETTER OF TRANSMITTAL
April 12, 2021
RE: Proposal/Qualifications for COVID-19 Relief & Economic Recovery Program Administration per the American Rescue Plan Act (ARPA)
Felice Lopez, Finance Director
City of Hawthorne
4455 W. 126th Street
Hawthorne, CA 90250
Felice:

Thank you for the opportunity to present a proposal, as well as our qualifications to the City of Hawthorne to assist with COVID-19 Relief and Economic Recovery Program Administration per the American Rescue Plan Act (ARPA). Hinderliter de Llamas Associates (HdL) is a 37-year old consulting firm with corporate offices in Brea California, along with offices in Pleasanton, Fresno, San Dimas, as well as offices outside of California in Texas, Colorado, Georgia and Alabama. HdL is a highly respected consulting firm working in sales tax, property tax, tax & fee administration, revenue analysis, economic development and cannabis management. HdL ECONSolutions was formed by HdL in 2014 to provide a variety of economic development products, services and special projects in further serving local governments. HdL ECONSolutions has completed work for 120 local governments in California and is presently working for 20 California cities and a few private sector developers on a variety of economic development related services.

HdL ECONSolutions is well positioned to assist Hawthorne with developing an Action Strategy for COVID-19 relief and use of federal stimulus funding coming from the recently approved American Rescue Plan, along with administration of programs related to this program. During the past year, HdL ECONSolutions has worked with several cities to deal with the COVID-19 Pandemic and the negative economic impact it has delivered to cities, especially their business communities. HdL ECONSolutions has prepared Economic Recovery Action Plans for the California cities of Eastvale, Menlo Park and Pacific Grove, as well as reopening plans for Calimesa and Cupertino. Additionally, we have assisted in several small business relief grant programs to deal with the impacts caused by COVID-19 and the Pandemic. Furthermore, HdL has expertise in a number of service delivery that could be inserted into an ARPA strategy to help with economic recovery and enhance the City’s service delivery including, but not limited to:
• Small business grant or loan program management
• Administration of rent payment assistance program
• Web based local administration programs (for business license, TOT/STR, UUT, etc.) • Web based payment portals
• Rental unit registration program
• Upgrading technology to enhance service delivery and overall cost of service.

DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA 1234663.6 Page 13 of 17
Please feel free to call me if you have questions or require additional information. I can be reached at 951.233.0414 or by email at [email protected]. If HdL ECONSolutions is selected to do the work in Hawthorne, I will serve as the Project Manager, with support from other HdL ECONSolutions staff members including Angela Tsui, Senior Advisor and Fienna Cheng, Analyst. Additionally, HdL could utilize team members of the Tax & Fee Administration Division of the company managed by Josh Davis, Director of Professional Services to assist with the possible services identified above.

Sincerely,
Barry Foster
Principal/Managing Director
Josh Davis, Director of Professional Services of Tax & Fee Administration-HdL DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA 1234663.6 Page 14 of 17
II. KEY PERSONNEL
Team of Professionals for the Hawthorne Project
For the Hawthorne project, HdL ECONSolutions will use a team of three professionals that have more than 55 years of experience working in economic development and public administration.

HdL ECONSolutions Team
Barry Foster — Principal/Managing Director, HdL Companies Barry Foster has more than 35 years of local government experience including nearly 30 years in Southern California working for the cities of Moreno Valley, Rancho Mirage, Monrovia, and Loma Linda, as well as nearly 7 years with the HdL Companies. Mr. Foster has more than 29 years of economic development experience. As a Principal & Managing Director with HdL, Barry Foster started the ECONSolutions Division for HdL and has worked with 120 local governments in a variety of economic development related services.

Additionally, he worked as a Development Consultant with five developers and retail advisors in Southern California. Over the years, he has helped facilitate more than 32 million square feet of new development projects including logistics-distribution, shopping centers, commercial retail/office, medical-healthcare, hotels, and auto centers. Mr. Foster is member of the International Council of Shopping Centers, as well as being a past President of the Municipal Management Assistants of Southern California (MMSASC). He holds a Bachelor of Science degree from Minnesota State University-Mankato and a Master of Public Administration degree from the University of Kansas.

Angela Tsui — Senior Advisor, HdL Companies
Angela Tsui came to work for HdL in 2019 as a Senior Advisor working out the Pleasanton office. Before working for HdL, Ms. Tsui worked over 22 years in the public sector, including for the cities of Fremont and Cupertino, where she was the Economic Development Manager for 7 years. With HdL ECONSolutions, Angela has worked on numerous studies and is the primary economic development staffing person for the cities of Cupertino and Menlo Park. Additionally, Angela has recently worked on Economic Recovery Action Plans for the cities of Eastvale, Menlo Park and Pacific Grove, as well as numerous programs and issues related to the Pandemic and economic recovery efforts in Cupertino. Angela holds a Bachelor of Arts degree in Political Science from the University of California-Berkley.

Fienna Cheng — Analyst, HdL Companies
Fienna Cheng joined HdL early in 2020 and works on a variety of analytics and revenue analysis project, as well as supporting the divisions administration needs. Ms. Cheng has experience in the private sector in the healthcare and insurance industries. Fienna received a Bachelor of Arts degree in Economics from the University of California-Irvine.

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HdL Tax & Fee Administration Services
Josh Davis --- Associate Director of Professional Services-Tax & Fee Administration Joshua Davis has over 20 years of experience with local tax administration, discovery and audit, as well as managing a skilled team which provides the most sophisticated local tax administration services available to California municipalities. Trained in revenue audit and discovery techniques, he is skilled in navigating the complex scenarios and needs often encountered during such service delivery. Mr. Davis also possesses strong technical and business process capabilities which he employs to aid HdL clients in meeting their strategic objectives. Prior to joining HdL, he was employed a compliance services manager at another governmental services consulting firm. Mr. Davis’ reputation amongst municipalities is that of a very capable local taxation expert who will achieve their desired objectives, while providing excellent customer service. Notable projects he has managed includes a long term and broad engagement supporting the City of Beverly Hills business tax team and administering business tax for the City of Roseville. All services provided by his team enable municipalities to administer their tax programs more effectively, through both efficient operations and increased discovery and collection of tax due.

III. QUALIFICATIONS AND SCOPE OF WORK

QUALIFICATIONS
HdL and the HdL ECONSolutions Team are uniquely qualified to assist the City of Hawthorne with work related to COVID-19 relief and formulating an economic recovery program, along with administration support with funding coming from the American Rescue Plan.
• HdL ECONSolutions has significant experience working with California cities to help deal with COVID-19 and the Pandemic and economic recovery efforts including working on Economic Recovery Action Plans (ERAP’s) for the cities of Eastvale, Menlo Park and Pacific Grove, as well as numerous small business grant programs and focused economic recovery strategies.
• HdL ECONSolutions is recognized as one of the leading consultants in the economic development field in California, having worked with 120 local governments on a variety of programs and projects during the past 6 ½ years.
• The HdL ECONSolutions Team is highly experienced in economic development and brings over 60 years of experience in economic development, along with working for and with cities. Barry Foster, a Principal and Managing Director will serve as the Project Manager for the Hawthorne project.
• HdL is a premiere consulting firm in California and is presently working with over 400 local governments and is recognized as a leader in sales tax and property tax management, budgeting and revenue projections, tax & fee administration, economic development and cannabis management.

DocuSign Envelope ID: 3D8F30CA-C764-4921-A72E-BE27C046BBEA 1234663.6 Page 16 of 17
References
The following is a sampling of references appropriate for the Hawthorne project.

CITY OF CUPERTINO
Deb Feng, City Manager
10300 Torre Ave,
Cupertino, CA 95014
408.777.3250

CITY OF EASTVALE
Bryan Jones, City Manager
12363 Limonite Ave, Ste. 910
Eastvale, CA 91752
951.703.4411

CITY OF MENLO PARK
Starla Jerome- Robinson, City Manager
701 Laurel Street,
Menlo Park, CA 94025
650.330.6610

CITY OF PACIFIC GROVE
Ben Harvey, City Manager
300 Forest Avenue,
Pacific Grove, CA 93950
213.364.2699

SCOPE OF WORK
The following represents the scope of work for the project.

HdL ECONSolutions believes the most effective scope of work of the project for the City of Hawthorne is to expend approximately $32.69 million in Federal funding from the American Rescue Plan Act (ARPA) should focus on formulating a comprehensive COVID-19 Relief & Economic Recovery Program for both near term and lasting economic recovery including the following components.
• Task 1 - Design and develop an Economic Recovery Strategy (the ‘Strategy’) to effectively expend the approximately $32.69 million coming to the City of Hawthorne from the ARPA, including working with the City Council and City staff on crafting the Strategy to incorporate their vision, goals and objectives.
• Task 2 - To properly develop a Strategy to work for both the City and the community, an extensive outreach effort must be put forth including surveys and meetings with key stakeholders such as City Council members, City staff, the Chamber of Commerce and local business representatives from the business sectors that had been hit the hardest including restaurants, boutique retail, fitness centers and personal services. • Task 3 - Develop an ARPA program for Hawthorne restaurants to help them recover from the Pandemic.
• Task 4 - The Program must also include the administrative effort to Implement the Strategy including outreach and marketing, along with managing compliance with federal requirements contained in the American Rescue Plan Act.

OPTIONAL TASK
• Task 5 – Enhanced Service Delivery includes exploring possibilities to enhance the City’s service delivery in the short term recovery, but also into the future.

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IV. COMPENSATION
Understanding the effort and time commitment to undertake the four tasks identified above is somewhat challenging; therefore, HdL ECONSolutions is suggesting doing the work on an hourly basis, with a not-to-exceed amount, plus an 10% overall contingency.

Task 1
Not-to-exceed amount of $18,500
Task 2
Not-to-exceed amount of $12,000
Task 3
Not-to-exceed amount of $6,500
Task 4
Not-to-exceed amount of $13,000
Hourly Consulting Rates
Staff Position Hourly Rate
Principal $250
Sr. Advisor $180
Analyst $100
Total Estimated Cost=$48,000
10% Contingency=$5,000
Total Compensation – Not-to-Exceed $53,000
Task 5
This task is dependent on types of services desired and based on hourly rates to refine a specific scope of services and is subject to further discussion and refinement between the City of Hawthorne and the HdL Companies
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1. Hero Pay for essential workers $ 883,000

2. Vital Medical -- Mental Health Clinician - Emgcy Calls for PD $ 100,000

3. Bi Polar Ionization System for PD $ 29,540

4. Air Filtration w/UV Sterilization module in Basement $ 75,000

5. Personal Protective Equipment & Training $ 0

6. Emergency Kits for City Hall and PD $ 7,145

7. Sanitation $ 360,000
AGENDA ITEM NO. 17.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 12/10/2024
Originating Department: Finance
City Manager: Department Head:

SUBJECT:

American Rescue Plan Act (ARPA) Update and request for approval of recommendations RECOMMENDED MOTION:

Staff recommends that the City Council provide approval on the final reallocation recommendations and receive and file the ARPA Economic Development Plan Programs update.

DISCUSSION:

At the July 13, 2021, City Council meeting, staff and HdL Companies' Principal, Barry Foster, gave an overview of the agenda staff report, introducing the American Rescue Plan Act (ARPA). The report also described that local governments are encouraged to use payments from ARPA to respond to the direct and immediate needs of the pandemic and its negative economic impacts and the needs of households and businesses that are disproportionately and negatively impacted by the public health emergency.

Included in the report to the City Council were several economic development ideas for programs and projects for ARPA funding.

In subsequent meetings, the Council adopted an ARPA Plan, which outlined various projects and programs for expenditures of the 1st Tranche of ARPA funds $15,260,827. At the February 28, 2023, City Council meeting, staff and HDL Sr. Advisor Ken Duran, presented to the City Council a list of projects utilizing the 2nd tranche of American Rescue Plan Act (ARPA) funds $15,260,827.

The ARPA Guidelines require that funds must be obligated to specific projects by December 31, 2024 and must be spent by December 31, 2026. Staff evaluated the Programs approved under the adopted ARPA Plan for Tranches 1 and 2. Given the time requirements for obligating and spending the funds, staff feels the need to reallocate some of the unspent funds to other existing and new projects.

The following outlines the Programs approved by the Council and the reallocation request for use of American Rescue Plan Act (ARPA) funds.

Designated General Fund Revenue Recovery Approved Uses -- ARPA 1st Tranche

APPROVED USES
$11,445,620 Revenue Recovery

8. Energov Virtual City Hall Project $ 737,510

9. Revitalization of City Properties $ 599,430

10. Communication Upgrades $ 150,000

11. Virtual Electronic Document Migration $ 500,000

12. Virtual Desktop Interface $ 700,000

13. Fire Contract $ 3,900,000

14. Police Salaries $ 2,815,610

15. Public Works Salaries $ 200,000

16. Community Service Salaries $ 300,000

17. Homeless Coordination $ 88,384
Total Approved Projects Designated for General Fund $11,445,620 ARPA 1st Tranche Recovery Program Approved Uses & Add'l Recommendations

APPROVED USES
$ 3,815,207 Designated for Recovery projects

1. Telehealth Van LLC Services $1,261,630.00

2. Homelessness -- Pallet Shelters $1,664,180.10

3. Health and Wellness Events $ 15,000.00

4. Tablet Program $ 22,108.72

5. Business Recovery Assistance $ 428,846.51
- Business Res Consultant $ 1,846.51
- Yiftee Gift Cards $ 7,000.00
- Bus Asst Grants/Loans $105,000.00
- Marketing Asst Prog $ 20,000.00
- Board Up Removal/Paint $ 20,000.00
- Administration $275,000.00
Balance -- Carry Over to 2nd Tranche projects $ 423,441.67 Total Approved Recovery Designated Projects $3,815,207.00

RECOMMENDED REALLOCATION REQUEST
Tranche 1 - $ 3,815,207 Designated for Recovery projects Unused Funds

5. Business Recovery Assistance
- Board Up Removal/Paint ($ 400.00)
Recommended Programs

5. Business Recovery Assistance
- Administration $ 400.00
Total recommended reallocation $ 400.00
Total 1st Tranche Allocations $15,260,827.00
General Fund Revenue Recovery Approved Uses and Recommendations -- ARPA 2nd Tranche

APPROVED USES
$7,363,358 Revenue Recovery

1. Fire Contract $5,000,000

2. Police Salaries $2,363,358
Total Approved Projects Designated for General Fund $7,363,358 Designated Recovery Program Approved Uses -- ARPA 2nd Tranche

APPROVED USES
$7,897,469.00 Designated for Recovery projects

1. Water Tower Project $1,172,500.00

2. Sewer System Project $2,899,445.11

3. Air Conditioning & Generator Project $2,580,000.00

4. Employment Opportunities and Assistance for the Unhoused $ 3,973.39

5. School District Programs $ 0

6. Urgent Care Facility $ 3,540.00

7. Landlord Rental Assistance Program $ 0

8. Revitalization Low Income Housing Units $1,148,897.28

9. Cyber Security $ 94,000.00

10. EOC Upgrades $ 200,000.00

11. Civic Center Park $ 218,554.89
Total 2nd Tranche Approved Recovery Projects $8,320,910.67 MINUS Carry Over from 1st Tranche $ 423,441.67
Total 2nd Tranche Approved Recovery Projects $7,897,469.00

RECOMMENDED REALLOCATION REQUEST
Tranche 2 - $7,897,469 Designated for Recovery projects Unused Funds

2. Homelessness -- Pallet Shelters ($1,207,494.16)
Recommended Programs

8. Revitalization Low Income Housing Units $1,207,494.16 Total recommended reallocation $1,207,494.16
Total 2nd Tranche Allocations $15,260,827

REALLOCATION RECOMMENDATION
To date the City has expended $23,989,377.00 in funds for the approved projects. Staff has identified $1,207,894.16 in unused funds that should be reallocated. The recommendation for distribution of the reallocated funds is as follows:

Recovery Projects -- 1st Tranche

5. Business Recovery Assistance
- Administration $ 400.00
Recovery Projects -- 2nd Tranche

8. Revitalization Low Income Housing Units $1,207,494.16 Total Reallocation Recommendation $1,207,894.16
ECONOMIC DEVELOPMENT STRATEGIC PLAN:

Establish partnerships with entities that can work toward City goals and objectives.

FISCAL IMPACT:

None.

NOTICING PROCEDURE:
72 hours posted notice pursuant to the Ralph M. Brown Act AGENDA ITEM NO. 18.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 12/10/2024
Originating Department: City Attorney
City Manager: Department Head:

SUBJECT:

Claim for bodily injury by Ana B. Acosta.

RECOMMENDED MOTION:

Staff recommends that the City Council deny the claim by Ana B. Acosta.

DISCUSSION:

Claimant Ana B. Acosta alleges she was at a city park (i.e., the restorom facility) when she tripped and fell on a wet surface, thereby cauing her physical injury.

ECONOMIC DEVELOPMENT STRATEGIC PLAN:

Not applicable.

FISCAL IMPACT:

None.

NOTICING PROCEDURE:
72 hours posted notice pursuant to the Ralph M. Brown Act.

AGENDA ITEM NO. 19.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 12/10/2024
Originating Department: City Clerk
SUBJECT:

City Attorney's Evaluation/Accomplishments (K. Manning) AGENDA ITEM NO. 20.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 12/10/2024
Originating Department: City Clerk
SUBJECT:

Standards of Behavior Pledge to Promote Civility and Professionalism at City Council Meetings and in Closed Sessions (K.Manning)
AGENDA ITEM NO. 21.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 12/10/2024
Originating Department: City Clerk
SUBJECT:

Yearly Evaluation of City Employees/Peer Review of Department Heads (K. Manning) AGENDA ITEM NO. 22.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 12/10/2024
Originating Department: City Clerk
SUBJECT:

Telehealth Update (K. Manning)

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