Hawthorne City Council
June 24, 2025

MEMORANDUM OF UNDERSTANDING

EXCESS LIABILITY PROGRAM
This Memorandum of Understanding is entered into by and between Public Risk Innovation, Solutions, and Management (hereinafter referred to as “PRISM”) and the participating members who are signatories to this Memorandum.

1. JOINT POWERS AGREEMENT. Except as otherwise provided, all terms used herein shall be as defined in Article 1 of Joint Powers Agreement Creating PRISM (hereinafter referred to as “Agreement”), provisions of any applicable coverage agreement and all other provisions of the Agreement not in conflict with this Memorandum shall be applicable.

2. ANNUAL PREMIUM. The participating members, in accordance with the provisions of Article 14(b)(2) of the Agreement, shall be assessed an annual premium for the purpose of funding the Program. Annual premiums shall include the participating member’s share of expected losses for the policy period, including Incurred But Not Reported (IBNR) losses, as well as margin for contingencies based upon a confidence level as determined by the Board of Directors of PRISM (hereinafter Board), and adjustments, if any, for a surplus or deficit from all program policy periods. In addition, the premium shall include program reinsurance costs and program administrative costs, plus PRISM’s general expense allocated to the Program by the Board for the next policy period.

3. COST ALLOCATION. Each participating member’s share of annual premium shall be determined pursuant to a cost allocation plan as described in Article 14(b)(2) of the Agreement. The Board approved cost allocation plan is attached hereto as Exhibit A and may be amended from time to time by an affirmative vote of the majority of the Board representing the members participating in the Program.

4. DIVIDENDS AND ASSESSMENTS. The Program shall be funded in accordance with paragraph 2 above. As a general rule, the annual premium, as determined by the Board, shall be established at a level which shall provide adequate overall funding without the need for adjustments to past policy period(s) in the form of dividends and assessments. Should the Program for any reason not be adequately funded, except as otherwise provided herein, pro-rata assessments to the participating members may be utilized to ensure the approved funding level for those policy periods individually or for a block of policy periods, in accordance with the provisions of Article 14(b)(3) of the Agreement. Pro-rata dividends shall be declared as provided herein.

Dividends may also be declared as deemed appropriate by the Board.

5. CLOSURE OF POLICY PERIODS. Notwithstanding any other provision of this Memorandum, the following provisions are applicable:

PRISM Amended: March 6, 2009
General Liability 1 Program MOU

(a) Upon reaching ten (10) years of maturity after the end of a program period, that period shall be “closed” and there shall be no further dividends declared or assessments made with respect to those program periods, except as set forth in paragraph 6(a), below;
(b) Notwithstanding subparagraph (a) above, the Board may take action to leave a policy period “open” even though it may otherwise qualify for closure. In addition, the last ten (10) policy periods shall always remain “open” unless the Board takes specific action to declare any of the last ten (10) policy periods closed.
(c) Dividends and assessments, other than those set forth in paragraph 6(a) below, shall be administered to the participating members based upon the proportion of premiums paid to the Program in “open” periods only. For purposes of administering dividends and assessments pursuant to this subparagraph, all “open” policy periods shall be considered as one block.

New members to the Program shall become eligible for dividends and assessments upon participating in the Program for three (3) consecutive policy periods (not less than twenty-four (24) months). Participating members who withdraw from the Program prior to the three (3) year policy period restriction are still eligible for any assessments that arose out of the policy years they participated in the Program.

6. DECLARATION OF DIVIDENDS. Dividends shall be payable from the Program to a participating member in accordance with its proportionate funding to the Program during all “open” policy periods except as follows:
(a) A dividend shall be declared at the time a program period is closed on all amounts, which represent premium surcharge amounts assessed pursuant to Article 14(b)(3) of the Agreement where the funding exceeds the 80% confidence level. This dividend shall be distributed based upon each member’s proportionate share of assessment paid and accrued to the policy period being closed.

7. MEMORANDUM OF COVERAGE. A Memorandum of Coverage shall be issued by PRISM evidencing membership in the Program and setting forth terms and conditions of coverage.

8. CLAIMS ADMINISTRATION. Each participating member shall comply with PRISM’s Underwriting and Claims Administration Standards (including Addendum B - Liability Claims Administration Guidelines) as amended from time-to-time, and which are attached hereto as Exhibit B and incorporated herein.

9. LATE PAYMENTS. Notwithstanding any other provision to the contrary regarding late payment of invoices or cancellation from a Program, at the discretion of the Executive PRISM Amended: March 6, 2009
General Liability 1 Program MOU

Committee, any member that fails to pay an invoice when due may be given a ten (10) day written notice of cancellation.

10. RESOLUTIONS OF DISPUTES. Any question or dispute with respect to the rights and obligations of the parties to this Memorandum regarding coverage shall be determined in accordance with the Joint Powers Agreement Article 31, Dispute Resolution.

11. AMENDMENT. This Memorandum may be amended by a two-thirds vote of the Board and signature on the Memorandum by the member’s designated representative who shall have authority to execute this Memorandum. Should a member of the Program fail to execute any amendment to this Memorandum within the time provided by the Board, the member shall be deemed to have withdrawn as of the end of the policy period.

12. COMPLETE AGREEMENT. Except as otherwise provided herein, this Memorandum constitutes the full and complete agreement of the members.

13. SEVERABILITY. Should any provision of this Memorandum be judicially determined to be void or unenforceable such determination shall not affect any remaining provision.

14. EFFECTIVE DATE. This Memorandum shall become effective on the effective date of coverage for the member and upon approval by the Board of any amendment, whichever is later.

15. EXECUTION IN COUNTERPARTS. This Memorandum may be executed in several counterparts, each of which shall be an original, all of which shall constitute but one and the same instrument.

In Witness Hereof, the undersigned have executed this Memorandum as of the date set forth below:

Dated: ______________ _____________________________________ Public Risk Innovation, Solutions, and
Management
Dated: ________________ _____________________________________ Name
Member Entity: _________________________
3/6/2009

EXHIBIT A

EXCESS LIABILITY PROGRAM

COST ALLOCATION PLAN
As delegated by the Board of Directors, the Executive Committee will determine the specific allocation of all costs among the members subject to the following parameters:

Actuarial Analysis
An annual actuarial analysis will be performed using loss and exposure data collected from the members. The analysis will determine the necessary funding rates at various confidence levels and using various discount assumptions.

Different rates may be developed for different groups or classes of business as is deemed necessary or appropriate by the Executive Committee. At the March Board meeting, the Board of Directors will select the funding level rates and discount factors to be used based upon the actuarial analysis and recommendations from the actuary, the Underwriting Committee, and the Executive Committee.

Pool Contributions
The total needed pool contribution will be determined by multiplying the rates described above by the exposure for all of the members participating in the Pool.

For schools, the exposure base will be the reported Average Daily Attendance (ADA). For all other members, the exposure base will be estimated payroll for the year being funded. The Executive Committee may break the Pool into different layers for allocation purposes, and may apply a different loss experience modification for each layer as is deemed appropriate based on loss frequency.

In general, the lower layers will be subject to greater experience modification and the higher layers will be subject to lower experience modification or no experience modification. Within the layers, the larger members will be subject to greater experience modification than the smaller members. After the experience modification has been applied for each layer, there will be a pro-rata adjustment back to the total needed pool contribution.

Reinsurance Premiums
The reinsurance premium will be determined through negotiations with the reinsurer(s) and approved by the Board upon recommendation of the Underwriting and Executive Committees. This premium will then be allocated among the members based upon their exposure (ADA or estimated payroll).

PRISM Administration Fees
The total PRISM Administration Fees will be determined through the annual budgeting process with an appropriate amount allocated to the Excess Liability Program. These fees will be allocated among the members as determined by GL1 Program MOU
Exhibit A

the Executive Committee. In general, the basis for this allocation will be each member’s percentage of the total Pool contributions and reinsurance premium.

Deviation From the Standard
The Executive Committee may establish policies to deviate from the standard allocation methodology selected for each year on a case-by-case basis, if necessary. They may also elect to further delegate some or all of the decision making herein to the Underwriting Committee.

Adopted: December 6, 1985
Last Amended: July 1, 2019

PUBLIC RISK INNOVATION, SOLUTIONS, AND MANAGEMENT (PRISM)

UNDERWRITING AND CLAIMS ADMINISTRATION STANDARDS
I. GENERAL
A. Each Member shall appoint an official or employee of the Member to be responsible for the risk management function and to serve as a liaison between the Member and PRISM for all matters relating to risk management.

B. Each Member shall maintain a loss prevention program and shall consider and act upon all recommendations of PRISM concerning the reduction of unsafe conditions.

II. EXCESS WORKERS' COMPENSATION PROGRAM
A. Members of the Excess Workers’ Compensation Program, except those members of the Primary Workers’ Compensation Program whose responsibilities are outlined in Section IV below, shall be responsible for the investigation, settlement, defense and appeal of any claim made, suit brought or proceeding instituted against the Member.

1. The Member shall use only qualified personnel to administer its workers' compensation claims. At least one person in the claims office (whether in-house or outside administrator) shall be certified by the State of California as a qualified administrator of self-insured workers' compensation plans.

2. Qualified defense counsel experienced in workers’
compensation law and practice shall handle litigated claims.

Members are encouraged to utilize attorneys who have the designation “Certified Workers’ Compensation Specialist, the State Bar of California, Board of Legal Specialization”.

3. The Member shall use PRISM's Workers' Compensation Claims Administration Standards (Addendum A) and shall advise its claims administrator that these standards are utilized in PRISM's workers' compensation claims audits.

B. The Member shall provide PRISM written notice of any potential excess workers' compensation claims in accordance with the requirements of PRISM's Bylaws. Updates on such claims shall be provided pursuant to the reporting provisions of PRISM’s Workers’

EXHIBIT A
Compensation Claims Administration Standards (Addendum A) or as requested by PRISM and/or PRISM's excess carrier.

C. A claims administration audit utilizing PRISM's Workers' Compensation Claims Administration Standards (Addendum A) shall be performed once every two (2) years. In addition, an audit will be performed within twelve (12) months of any of the followingevents:

1. There is an unusual fluctuation in the Member's claim experience or number of large claims, or

2. There is a change of workers' compensation claims administration firms, or

3. The Member is a new member of the Excess Workers’ Compensation Program.

The claims audit shall be performed by a firm selected by PRISM unless an exception is approved. Recommendations made in the claims audit shall be addressed by the Member and a written response outlining a program for corrective action shall be provided to PRISM within sixty (60) days of receipt of the audit.

D. Each Member shall maintain records of claims in each category of coverage (i.e. indemnity, medical, expense) or as defined by PRISM and shall provide such records to PRISM as directed by the Board of Directors, Claims Review Committee, Underwriting Committee, or Executive Committee. Such records shall include both open and closed claims, allocated expenses, and shall not be capped by the Member’s self-insured retention.

E. The Member shall obtain an actuarial study performed by a Fellow of the Casualty Actuarial Society (FCAS) at least once every three (3) years. Based upon the actuarial recommendations, the Member should maintain reserves and make funding contributions equal to or exceeding the present value of expected losses and a reasonable margin for contingencies.

III. GENERAL LIABILITY PROGRAMS
A. Members of the General Liability 1 or General Liability 2 Programs, except those members of the Deductible Buy-Down Program whose responsibilities are outlined in Section V below, shall be responsible for the investigation, settlement, defense and appeal of any claim made, suit brought or proceeding instituted against the Member.

1. The Member shall use only qualified personnel to administer its liability claims.

2. Qualified defense counsel experienced in tort liability law shall handle litigated claims. Members are encouraged to utilize defense counsel experienced in the subject at issue in thelitigation.

3. The Member shall use the Liability Claims Administration Standards (Addendum B) and shall advise its claims administrator that these standards are utilized in PRISM's liability claims audits.

B. The Member shall provide PRISM written notice of any potential excess liability claim in accordance with the requirements of PRISM's Bylaws.

Updates on such claims shall be provided pursuant to the reporting provisions of PRISM’s Liability Claims Administration Standards (Addendum B) or as requested by PRISM and/or PRISM's excess carrier.

C. A claims administration audit utilizing PRISM's Liability Claims Administration Standards (Addendum B) shall be performed once every two (2) years. In addition, an audit will be performed within twelve (12) months of any of the followingevents:

1. There is an unusual fluctuation in the Member's claims experience or number of large claims, or

2. There is a change of liability claims administration firms, or

3. The Member is a new member of the General Liability 1 or General Liability 2 Program.

The claims audit shall be performed by a firm selected by PRISM unless an exception is approved. Recommendations made in the claims audit shall be addressed by the Member and a written response outlining a program for corrective action shall be provided to PRISM within sixty (60) days of receipt of the audit.

D. Each Member shall maintain records of claims in each category of coverage (i.e. bodily injury, property damage, expense) or as defined by PRISM and shall provide such records to PRISM as directed by the Board of Directors or applicable committee. Such records shall include open and closed claims, allocated expenses, and shall not be capped by the Member’s self-insured retention.

E. The Member shall obtain an actuarial study performed by a Fellow of the Casualty Actuarial Society (FCAS) at least once every three (3) years. Based upon the actuarial recommendations, the Member should maintain reserves and make funding contributions equal to or exceeding the present value of expected losses and a reasonable margin for contingencies.

IV. PRIMARY WORKERS’ COMPENSATION PROGRAM
A. Members of the Primary Workers’ Compensation Program shall provide the third party administrator written notice of any claim in accordance with the requirements of PRISM. Members must also cooperate with the third party administrator in providing all necessary information in order for claims to be administered appropriately.

B. PRISM shall be responsible for ensuring qualified personnel administer claims in the Primary Workers’ Compensation Program and that claims are administered in accordance with PRISM’s Workers’ Compensation Claims Administration Standards (Addendum A).

C. PRISM shall be responsible for ensuring a claims administration audit utilizing PRISM’s Workers’ Compensation Claims Administration Standards (Addendum A) is performed once every two (2) years.

D. PRISM shall be responsible for obtaining an actuarial study performed by a Fellow of the Casualty Actuarial Society (FCAS)annually.

V. DEDUCTIBLE BUY-DOWN PROGRAM
A. Members of the Deductible Buy-Down Program shall provide the third party administrator written notice of any claim or incident in accordance with the requirements of PRISM. Members must also cooperate with the third party administrator in providing all necessary information in order for claims to be administeredappropriately.

B. PRISM shall be responsible for ensuring qualified personnel administer claims in the Deductible Buy-Down Program and that claims are administered in accordance with PRISM’s Liability Claims Administration Standards (Addendum B).

C. PRISM shall be responsible for ensuring a claims administration audit utilizing PRISM’s Liability Claims Administration Standards (Addendum B) is performed once every two (2) years.

D. PRISM shall be responsible for obtaining an actuarial study performed by a Fellow of the Casualty Actuarial Society (FCAS)annually.

VI. PROPERTY PROGRAM
A. Members of the Property Program shall maintain appropriate records including a complete list of insured locations and schedule of values pertaining to all real property. Such records shall be provided to PRISM or its brokers as requested by the Executive or Property Committees.

B. Each Member shall perform a real property replacement valuation for all locations over $250,000. Valuations shall be equivalent to the Marshall Swift system and shall be performed at least once every five (5) years for all locations over $1,000,000 and at least once every ten (10) years for all locations with a valuation between $250,000 and $1,000,000. New members shall have an appraisal or valuation performed within one year from entry into the Program.

VII. MEDICAL MALPRACTICE PROGRAM
A. Program I

1. Members of Medical Malpractice Program I (hereinafter Program I) shall be responsible for the investigation, settlement, defense and appeal of any claim made, suit brought or proceeding instituted against the Member.
a. Members of Program I shall use only qualified personnel to administer its health facility claims.
b. Qualified defense counsel experienced in health facility law shall handle litigated claims.
c. Members of Program I shall use the "Claims Reporting and Handling Guidelines" in the PRISM Medical Malpractice
Program Operating and Guidelines Manual (hereinafter
Operating and Guidelines Manual), and shall advise its claims administrator that these claims handling guidelines are utilized in PRISM's medical malpractice claims audits.

2. Members of Program I shall provide PRISM written notice of any potential excess claim or "major incident" in accordance with the requirements of PRISM and of the excess carrier as stated in the Operating and Guidelines Manual. Updates on such claims or major incidents shall be provided as requested by PRISM.

3. A claims administration audit utilizing PRISM's Claims Reporting and Handling Guidelines in the Operating and Guidelines Manual shall be performed once every three (3) years. In addition, an audit will be performed within twelve (12) months of any of the following events:
a. There is an unusual fluctuation in the Member's claims experience or number of large claims, or
b. There is a change of health facility claims administration firms, or
c. The Member is a new member of the Medical Malpractice Program, or
d. The Medical Malpractice Committee requests an audit. The claims audit shall be performed by a firm(s) selected by PRISM.

Recommendations made in the claims audit shall be addressed by the Member and a written response outlining a program for corrective action shall be provided to PRISM within sixty (60) days of receipt of the audit.

4. Each Member shall maintain records of claims in each category of coverage (i.e. bodily injury, property damage, expense) or as defined by PRISM and shall provide such records to PRISM as directed by the Board of Directors or applicable committee. Such records shall include open and closed claims, allocated expenses, and shall not be capped by theMember’s self-insured retention.

5. Members of Program I shall obtain an actuarial study performed by a Fellow of the Casualty Actuarial Society (FCAS) at least once every three (3) years. Based upon the actuarial recommendations, the Member should maintain reserves and make funding contributions equal to or exceeding the present value of expected losses and a reasonable margin for contingencies.

6. The Member shall have an effective risk management program in accordance with the "Risk Management Guidelines" as stated in the Operating and Guidelines Manual.

B. Program II

1. For Medical Malpractice Program II (hereinafter Program II) Members, PRISM shall be responsible for the investigation, settlement, defense and appeal of any claim made, suit brought or proceeding instituted against the Member. PRISM may contract with a third party administrator for handling of such claims.

2. PRISM shall be responsible for ensuring the third party administrator uses qualified personnel to administer Program II claims.

3. PRISM shall be responsible for ensuring qualified defense counsel experienced in health facility law shall handle litigated claims.

4. PRISM shall be responsible for ensuring a claims administration audit utilizing PRISM's Claims Reporting and Handing Guidelines in the Operating and Guidelines Manual shall be performed once every two (2) years.

The claims audit shall be performed by a firm(s) selected by PRISM.

Recommendations made in the claims audit shall be addressed by the third party administrator and a written response outlining a program for corrective action shall be provided to PRISM within sixty (60) days of receipt of the audit.

5. PRISM shall be responsible for obtaining an actuarial study performed by a Fellow of the Casualty Actuarial Society (FCAS) annually.

6. The Member shall have an effective risk management program in accordance with the "Risk Management Guidelines" as stated in the Operating and Guidelines Manual.

VIII. SANCTIONS
A. PRISM shall provide the Member written notification of the Member's failure to meet any of the above-mentioned standards or of other concerns, which affect or could affect PRISM.

B. The Member shall provide a written response outlining a program for corrective action within sixty (60) days of receipt of PRISM's notification.

C. After approval by the Executive or applicable Program Committee of the Member's corrective program, the Member shall implement the approved program within ninety (90) days. The Member may request an additional sixty (60) days from the Executive or applicable Program Committee. Further requests for extensions shall be referred to the Board ofDirectors.

D. Failure to comply with subsections B or C may result in cancellation of the Member from the affected PRISM Program in accordance with the provisions in the Joint Powers Agreement.

E. Notwithstanding any other provision herein, any Member may be canceled pursuant to the provision of the Joint PowersAgreement. 1 EXHIBIT A

NATIONAL LIABILITY

CLAIMS ADMINISTRATION STANDARDS
The following Standards have been adopted by the Public Risk, Innovation, Solutions, and Management (hereinafter PRISM). It is the intent that these standards shall be followed by the Participant and/or third party administrator.

I. CLAIMS INVESTIGATION
A. Complete initial investigation answering questions such as who, what, where, when and why. Investigations shall be completed within forty-five (45) days of the Participant’s knowledge of claim, including statements from participants and witnesses, appropriate official reports, investigative reports, site inspections, relevant documents and photos/videos.

B. Identify liability issues, including immunities, comparative negligence, joint tortfeasors and joint and several liability.

C. Initiate the development of information on damages including, but not limited to:

1. Property damage

2. Nature and extent of injuries

3. Medical costs (billed and paid)

4. Lost wages (past and future)

5. Other economic damages

6. Non-economic damages
D. Obtain and review relevant contracts and insurance documents, to determine whether there is any sharing or complete transfer of the risk.

1. Hold-harmless and/or indemnity agreements

2. Additional insured requirements
E. Ensure proper preservation of evidence.

F. Evaluate the need to utilize experts.

G. Indexing.

1. All bodily injury claims shall be initially reported to the Index Bureau and re-indexed on an as needed basis thereafter.

PRISM maintains a membership with the Index Bureau that Participants can 2 access.

H. Secure estimates or appraisals for damaged property.

I. All notices (pertaining to claim insufficiency, returning late claims, claims rejections, etc.) shall be done in accordance with the relevant Governmental Code provisions.

II. PRISM REPORTING REQUIREMENTS
A. First Report
The Participant shall give PRISM immediate written notice for any claims or suits which the Participant becomes aware of that include injury of the following types:
a. Death
b. Paralysis, paraplegia, quadriplegia
c. Loss of eye(s), or limbs
d. Spinal cord or brain injury
e. Dismemberment or amputation
f. Sensory organ or nerve injury or neurological deficit g. Serious burns
h. Severe scarring
i. Sexual assault or battery including but not limited to rape, molestation or sexual abuse
j. Substantial disability or disfigurement
k. Any class action
l. Any claim or suit in which PRISM is named as a defendant; or
m. Any injury caused by lead.

Additionally, the Participant must report to PRISM an occurrence, offense, or wrongful act as follows:

As respect to the General Liability 1 Program Participants, this includes any occurrence, offense, or wrongful act in which the amount incurred has reached 50 percent or more of their individual self-insured retention or $500,000, whichever is lower.

As respect to the General Liability 2 Program Participants, this includes any occurrence, offense, or wrongful act in which the amount incurred has reached 50 percent of their individual self-insured retention.

Utilize the current First Report Potential Excess Liability Claims form, 3 available through PRISM’s website, and transmit to PRISM by email to [email protected].

First report forms shall, at a minimum, include the following:
 Participant’s name
 Participant’s claim number
 Defense counsel’s name and firm name
 Lead Claimant’s first and last name
 Specific date of loss
 Brief description of the incident
 Established reserves for indemnity, litigation, and expense B. Status Reports
After the First Report to PRISM, status reports, whether provided by the Participant, third party administrator or defense counsel, shall be provided at a minimum of every ninety (90) days (more frequently if warranted). Status reports shall focus on changes in liability analysis, damages, and reserves.

C. Photos, diagrams, estimates, statements, contracts, medical, law enforcement and coroner's reports (where applicable), claim forms, lawsuits (including amended complaints), motions for summary judgment, demurrers, dismissals, appellate briefs and orders/rulings/judgments shall be in the claims file, and provided to PRISM, within ninety (90) days of receipt of the material.

D. Closure Reports
When a claim or suit that has been reported to PRISM is settled, dismissed or closed in any other fashion, PRISM shall be provided with the closing documents and an accounting of the final paid amounts on the exposure for indemnity, litigation, and expense within 90 days from the day the final defense bill is paid.

III. MEDICARE REPORTING
A. Proper verification of a claimant’s status as to Medicare eligibility shall be completed and documented in every file involving a bodily injury. In those cases where the claimant does meet the eligibility requirements, mandatory reporting to the Center for Medicare and Medicaid Services (CMS) must be completed directly or through a reporting agent in compliance with State Children’s Health Insurance Program (SCHIP) Section 111 of the Medicare Medicaid and SCHIP Extension Act of 2007.
4 IV. RESERVING
Each claim should be reviewed and evaluated according to the merits of the claim and based upon the most current and reliable information received, starting with the initial report of claim and continuing through final resolution. Delays result in understated reserves and, possibly, missed opportunities to settle.

A. An accurate and appropriate initial indemnity reserve shall be established on all reportable claims based on facts known, upon completion of the initial investigative report or when suit is filed, whichever occurs first. In addition, separate legal and adjusting reserves shall be established.

Indemnity reserves shall reflect the most probable outcome plus exposure to plaintiff attorney’s fees and costs.

Most probable outcome is the potential total amount a plaintiff could expect to receive, either through settlement or verdict, after factoring in the Participant’s percentage of liability. (This approach is neither the best nor worst case outcome).

Factors to consider when evaluating the potential total settlement or verdict a plaintiff could expect to receive include but are not limited to:
 Extent of injuries and/or damages
 Medical expenses
 Loss of income
 Any other related expenses
 Future anticipated expenses
 Total of both gross and out-of-pocket expenses
 Permanent injury
 Disfigurement/scarring
 Pain and suffering
 Any other intangible factors which may result in a higher or lower claim value such as jurisdiction, credibility of parties/witnesses, etc.

Percentage of liability is determined by various factors that are discovered during an investigation. Reserves shall be adjusted accordingly, as facts are developed, to properly reflect the exposure. These factors include but are not limited to:
a. Facts of loss
b. Applicable laws
c. Defense Counsel evaluations
d. Jury Verdict evaluation
e. The extent of plaintiff's liability (comparative negligence) 5 f. The number of co-defendants and their percentage of liability g. The ability of the co-defendants to respond financially to any settlement or verdict
h. Any other mitigating factors

2. Reserves shall be set at the most probable outcome even if it exceeds the Participant’s Self-Insured Retention. In all litigated Excess reportable cases, the Participant shall set a meaningful indemnity reserve.

3. Reserves shall be evaluated for adequacy at least every ninety (90) days.

All reserve changes shall be documented in a paper or electronic file providing explanation of the reason for the reserve change or notation that the current reserve is adequate and why. PRISM shall be notified of all reserve changes within thirty (30) days of the change being made.

V. DOCUMENTATION
A. Each file shall contain information necessary to document the decisions made, including: all demands, offers of settlement and settlement authority.

For those cases in which the: (1) Bodily Injury claim is reserved above twenty five (25) percent of the SIR.; (2) Property Damage claim is reserved above twenty five (25) percent of the SIR; and (3) All claims that meet PRISM’s excess reporting requirements regardless of reserves, the following information shall be contained in each file:

1. Claimant(s) Information

2. Date of Loss

3. Claim Number

4. Facts of accident or occurrence

5. Witness/Participant Statement

6. Reserve rationale

7. Assessment of liability

8. Damages/injuries, including medical costs, lost wages, dependency, property damage estimates, total loss evaluations, loss of use claims, and other damages

9. Index Bureau reporting

10. Coverage questions

11. Excess potential

12. Structured Settlement possibilities (where applicable)

13. Alternative Dispute Resolution

14. Subrogation potential (where applicable)

15. Immunities

16. Future course of action

17. Next diary date

18. If litigated, identify counsel on both sides
6 19. Offsets or liens that may need to be considered

20. Medicare eligibility and reporting

21. Risk and insurance transfer
VI. CASE SETTLEMENT FACTORS
A. Settlement evaluation and authority by the Participant shall be documented.

On cases exceeding the SIR, prior written settlement authority must be obtained from PRISM.

B. The settlement shall be reasonable in light of damages, injuries, liability, and any obligations to Medicare.

C. Settlements shall be effected in a timely manner, with consideration given to structures, statutory offers (Rule 68 or state statute) where applicable, and/or alternative dispute resolution.

D. Contributions from joint tortfeasors shall be considered.

E. Proper releases and dismissals shall be secured and copies provided to PRISM.

VII. LITIGATED FILES
A. Defense litigation plan shall be in the file.

B. Defense attorney’s initial evaluation and budget shall be completed and in the file within sixty (60) days of assignment. If the billed amount of attorney’s fees and costs exceeds seventy-five (75) percent of the total budget, then the defense attorney shall provide an updated budget.

C. On litigated cases, defense counsel shall also include PRISM on their mailing lists for copies of correspondence, reports, evaluations, interrogatory summaries, deposition summaries and medical summaries. Actual deposition transcripts, interrogatories, their answers to interrogatories and interim billings are not required.

Updated reports shall provide a summary of pertinent information based on the status of a case. Pertinent information includes, but is not limited to:
 Identified experts – what their analysis has concluded, their credibility as a witness (both plaintiff and defense), and how their testimony will/will not influence the case potential.
 Witness deposition summaries including an evaluation of their 7 credibility as a witness and how their testimony will/will not influence the case potential.
 A summary of relevant documents disclosed or obtained through discovery and an analysis of their impact on the case.
 A summary of applicable case law and immunities.
 Updated evaluation of damages including, but not limited to, billed and paid medical bills, estimated future medical expenses, past and future wage loss estimates, and general damage estimates.
 Analysis of liability and potential settlement/verdict value as well as suggested next steps (MSJ, Motion to Dismiss, Mediation, etc.).

D. The defense attorney shall make proper follow-up requests for investigation.

E. There shall be timely recommendations from defense firms regarding expert retention, settlements, and trial preparation.

F. Defense costs shall be controlled by the Participant. Depositions, retention of experts, expert costs, and other defense costs shall be approved by the Participant.

G. Litigation outcome and total costs shall be documented.

H. There shall be timely notification to relevant employees and other parties regarding pending litigation.

No less than forty-five (45) days prior to trial, counsel shall provide a pretrial report that discusses the following:

1. Case Summary
 Plaintiff and any individual Defendants including counsel’s opinion as to how each will be viewed by a jury
 List of claims
 Summary of Facts
 Expected percipient witness testimony
 Expected Liability Expert Testimony
 Summary of Critical Liability Issues
 Summary of Special and General Damages including
expected damage expert testimony
 Summary of Punitive Damages and non-monetary relief
requested (if applicable)
 Attorneys’ fees and costs estimate for claims that involve 8 the potential award of attorneys’ fees

2. Evaluation
 Potential Verdict Value
 Comparative Fault Analysis
 Settlement Discussion summary
 Probability of Defense Verdict
Throughout trial, a daily trial status update shall be provided to PRISM by defense counsel, the Participant, or the Third-Party Administrator. This can be informal, such as an email or voicemail advising of the day’s activities, impressions of witnesses, any impacting developments, and an update regarding the next day’s schedule.

I. Appropriate Dismissal Motions shall be made for failure to meet the applicable jurisdictional statutes for timely serving a complaint, conducting discovery, or bringing a complaint to trial.

VIII. SUMMARY
The file shall be completely documented. Audits conducted by PRISM’s Auditor shall measure whether performance is consistent with these standards.

AGENDA ITEM NO. 10.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 06/24/2025
Originating Department: City Attorney
City Manager: Department Head:

SUBJECT:

RESOLUTION NO. 8542

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HAWTHORNE, CALIFORNIA, APPROVING

TO JOIN PUBLIC RISK INNOVATION, SOLUTIONS, AND MANAGEMENT (PRISM) PROPERTY PROGRAM.

RECOMMENDED MOTION:

Staff Recommends that the City Council Adopt Resolution No. 8542 Approving the City's Membership with PRISM
DISCUSSION:

The City of Hawthorne had been a long-term member of Independent Cities Risk Management Authority (ICRMA) for its property insurance needs, excess general liability coverage and shared costs. Due to various concerns, the City Council adopted Resolution No. 8467 in 2024, which declared its intention to leave ICRMA. The effective date for the City's exit from ICRMA is June 30, 2025.

Public Risk Innovation, Solutions, and Management (PRISM) is another pooled general liability entity created under the California's joint powers authority (JPA). PRISM is a much larger pooled JPA than ICRMA and is comprised of members of numerous agencies throughout the state of California. For its Worker's Compensation Program, the City of Hawthorne had been a member of PRISM since 2003.

Similar to ICRMA, the City would be self-insured up to a City decided amount with the potential liability beyond the self-insured amounts to be covered under the PRISM's excess insurance program.

Upon execution, the attached Memorandum of Understanding Property Program documents the City of Hawthorne's membership with PRISM
ECONOMIC DEVELOPMENT STRATEGIC PLAN:
n/a
FISCAL IMPACT:

A Sufficient Amount for the Premium for Property Program Excess Insurance and for the PRISM membership has been budgeted for the fiscal year 2025/2026. The specific amount has not yet been determined.

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

ATTACHMENTS
Resolution No. 8542 PRISM- Property
MOU - PRISM Propety
- 1 -
RESOLUTION NO. 8542

RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

HAWTHORNE, CALIFORNIA, APPROVING TO JOIN PUBLIC

RISK INNOVATION, SOLUTIONS, AND MANAGEMENT
(PRISM) PROPERTY PROGRAM
WHEREAS, in May 2024, the City of Hawthorne adopted Resolution No. 8467 noticing its intent to withdraw from Independent Cities Risk Management Authority (ICRMA), the city’s long term, pooled excess insurance entity created under the California’s joint powers authority; and
WHEREAS, based on the City’s notice to withdraw from ICRMA, the effective date of departure from ICRMA is June 30, 2025; and
WHEREAS, the City of Hawthorne, through the authority of its city manager, had been submitting the necessary documentations to join another program for its property insurance needs with Public Risk Innovation, Solutions, And Management (PRISM), which was also created under the California’s joint power authority; and WHEREAS, the City of Hawthorne desires to join together with the members of PRISM for the purpose of jointly funding and/or establishing excess and other insurance programs as determined; and
WHEREAS, PRISM has determined that it is necessary for each member of PRISM to delegate to a person(s) or position(s) authority to act on the member’s behalf in matters relating to the member and PRISM.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Hawthorne does hereby find, determine and order as follows:

Section 1. The City Council of the City of Hawthorne, California, hereby incorporates by reference all the recitals herein and finds that they are true and correct.

Section 2. The City Council of the City of Hawthorne, California does hereby approve becoming a member of the Public Risk Innovation, Solutions, and Management and authorizes the execution of the Public Risk Innovation, Solutions, and Management Joint Powers Agreement, and except as to actions that must be approved by the City Council, Samuel English, the City’s Legal Risk Specialist, is hereby appointed to act in all matters relating to the member and PRISM.

Section 3. The City Clerk shall certify to the adoption of this Resolution and thereafter the same shall be in full force and effect.
- 2 -
PASSED, APPROVED, and ADOPTED this 24th day of June 2025. ______________________________
ALEX VARGAS, Mayor
City of Hawthorne, California
ATTEST:
______________________________
DAYNA WILLIAMS-HUNTER, City Clerk
City of Hawthorne, California
APPROVED AS TO FORM:
___________________________________
ROBERT M. KIM, City Attorney
City of Hawthorne, California
Adopted: June 4, 1999
Amended: October 1, 2004
Amended: June 19, 2008

MEMORANDUM OF UNDERSTANDING

PROPERTY PROGRAM
This Memorandum of Understanding is entered into by and between the Public Risk Innovation, Solutions, and Management (hereinafter referred to as "PRISM") and the participating members who are signatories to this Memorandum.

1. Joint Powers Agreement. Except as is otherwise provided herein, all terms used herein shall be as defined in Article 1 of the Joint Powers Agreement Creating the Public Risk Innovation, Solutions, and Management (hereinafter referred to as "Agreement"), and all other provisions of the Agreement not in conflict with this Memorandum shall also be applicable.

2. Program Committee. There is hereby established a Property Program Committee (hereinafter referred to as "Property Committee" or “Committee”) and, except as otherwise provided herein, said Committee shall have full authority to determine all matters affecting the members including, but not limited to, approval of new members and premium/rate setting and establishment of policies regarding data submission and provisions for notice of withdrawal, as long as such policies are not in conflict with the Joint Powers Agreement.

The Property Committee shall consist of eleven (11) voting members and two (2) alternates. The Executive Committee of PRISM shall appoint the Committee members, to be selected from members in the Program as follows: Seven (7) of the Committee members are to be appointed from the members who make up the top fourteen (14) members according to the amount of annual property premium paid (“Large Members”).

Two (2) of the Committee members are to be appointed from those remaining members not within the top fourteen (14) members (“Smaller Members”). One (1) of the members may be appointed from any member (“At Large”). The remaining seat shall be designated for a Public Entity member. If there are no Public Entity nominees or not enough members available from a category (Large, Smaller, At Large), the Executive Committee shall make the appointment from members participating in the Program without regard to category.

The two (2) alternates may be appointed from any member.

The terms of the members of the Committee shall be for two (2) years, except for the Public Entity representative and the alternate representatives whose terms shall be for one (1) year. The expiration dates of the two-year appointments shall be staggered so that terms of no more than five (5) members will expire at any one time. The Committee will annually, at its first meeting of the calendar year, select its officers, consisting of a Chair and Vice Chair.

The Committee, when necessary to fulfill the purposes of this Memorandum, shall meet on the call of the Chair of the Committee as provided in Article 12 of the Agreement and Article VI of the Bylaws of PRISM (hereinafter referred to as the “Bylaws”).

Adopted: June 4, 1999
Amended: October 1, 2004
Amended: June 19, 2008

A majority of the members of the Committee shall constitute a quorum for the transaction of business. Except as otherwise provided herein, all actions of the Property Committee shall require the affirmative vote of a majority of the members of the Committee. Any meeting of the Committee shall be subject to the applicable provisions of Government Code § 54950 et seq., commonly known as the “Brown Act.”

3. Premiums. The participating members, in accordance with the provisions of Article 14 of the Agreement, shall be assessed an annual premium for the purpose of funding the Property Program. Annual premium contributions, including administrative costs associated with the Program shall be established by the Property Committee.

4. Cost Allocation. Each member’s share of annual premium shall be determined by the Property Committee; however, the Committee may delegate any or all of this authority as it deems appropriate.

5. Application to the Program. All applications to join the Property Program will be evaluated and subject to approval by the Committee and the underwriter. Any entity, which makes application to become a participating member of the Program, who is not already a participating member in PRISM must also be approved in accordance with the provisions of Article 19 of the Agreement.

New members may be added to the Program during the term of the coverage year on a pro-rata basis.

6. Withdrawal and/or Cancellation From the Program. Withdrawal of a member from the Program shall be in accordance with the withdrawal provisions of Article 20 or 21 of the Agreement.

7. Late Payments. All provisions for payments shall be in accordance with the Invoicing and Payment Policy adopted by the Board of Directors. Notwithstanding any other provision to the contrary regarding late payment of invoices or cancellation from a Program, at the discretion of the Executive Committee, any member that fails to pay an invoice when due may be given a ten (10) day written notice of cancellation.

8. Resolution of Disputes. Any question or dispute with respect to the rights and obligations of the parties to this Memorandum shall be determined in accordance with Article 31 of the Agreement, Dispute Resolution.

9. Amendment. This Memorandum may be amended by a majority vote of the Property Committee, upon ninety (90) days advance written notice to the members and county counsels. Each member shall approve of any amendment by signature on the Memorandum by a member’s representative who shall have authority to execute this Memorandum. Should a member of the Program fail to execute any amendment to this Memorandum within the time provided by the Committee, the member will be deemed to have withdrawn from the Program on the next annual renewal date.

Adopted: June 4, 1999
Amended: October 1, 2004
Amended: June 19, 2008

6/19/2008

10. Complete Agreement. Except as otherwise provided herein, this Memorandum constitutes the full and complete agreement of the members.

11. Severability. Should any provision of this Memorandum be judicially determined to be void or unenforceable, such determination shall not affect any remaining provision.

12. Effective Date of Agreement. This Memorandum shall become effective on the date of coverage for the member or upon approval by the Property Committee of any amendment, whichever is later.

13. Execution in Counterparts. This Memorandum may be executed in several counterparts, each of which shall be an original, all of which shall constitute but one and the same instrument.

IN WITNESS WHEREOF, the undersigned have executed this Memorandum as of the date set forth below.

Dated Public Risk Innovation, Solutions, and Management

Dated Member Entity: x
AGENDA ITEM NO. 11.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 06/24/2025
Originating Department: Public Works
City Manager: Department Head:

SUBJECT:

Bid opening for Resurfacing of the Runway 7-25 and Resurfacing of Taxiways and Trench Drain Extension for Hawthorne Municipal Airport Project (Project # 25-06) RECOMMENDED MOTION:

DISCUSSION:

Bid opening for Resurfacing of the Runway 7-25 and Resurfacing of Taxiways and Trench Drain Extension for Hawthorne Municipal Airport Project (Project # 25-06) ECONOMIC DEVELOPMENT STRATEGIC PLAN:

N/A
FISCAL IMPACT:

N/A
NOTICING PROCEDURE:

N/A
AGENDA ITEM NO. 12.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 06/24/2025
Originating Department: Public Works
City Manager: Department Head:

SUBJECT:

PUBLIC HEARING AND RESOLUTION NO. 8538

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HAWTHORNE, CALIFORNIA,

CONFIRMING THE ASSESSMENT DIAGRAM AND ASSESSMENT AMOUNTS AS ORIGINALLY

PROPOSED, AND AUTHORIZING THE LEVY AND COLLECTION OF ASSESSMENTS FOR

IMPROVEMENT OF THE STREET LIGHTING SYSTEM (LANDSCAPING AND STREET LIGHTING ACT OF 1972) FOR THE FISCAL YEAR 2025-2026.

RECOMMENDED MOTION:

Staff recommends that the City Council open and close public hearing and approve Resolution No. 8538.

DISCUSSION:

The laws governing Street Lighting Assessment Districts require an annual report recommending, and a resolution adopting, the Street Lighting Assessment rates for the new fiscal year. An Engineer's Report was filed with the City Clerk's Office on May 1, 2025, which was then approved by the City Council on June 10, 2025, without a modification.

The City's Street Lighting system is a utility-owned system for which we pay a flat tariff based on the number and types of lights provided. This tariff includes all poles, traffic signal lighting, wiring and maintenance necessary to operate this system. The rates assessed by the City's Street Lighting Assessment District have not increased over the last forty-seven years.

ECONOMIC DEVELOPMENT STRATEGIC PLAN:

None
FISCAL IMPACT:

The Street Lighting Assessment is estimated to generate $622,723.95 in Fiscal Year 2025-2026. These revenues will pay a portion of the costs of providing energy for street lighting, traffic signal lighting, and administration of the street lighting district.

NOTICING PROCEDURE:

Notice of Public Hearing was published in the Hawthorne Press Tribune on June 12th, and June 19th.

ATTACHMENTS
Street Light Engineer's Report FY 25-26
Reso 8538

1 RESOLUTION NO. 8538

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

HAWTHORNE, CALIFORNIA, CONFIRMING THE

ASSESSMENT DIAGRAM AND ASSESSMENT AMOUNTS AS

ORIGINALLY PROPOSED, AND AUTHORIZING THE LEVY AND

COLLECTION OF ASSESSMENTS FOR IMPROVEMENT OF

THE STREET LIGHTING SYSTEM (LANDSCAPING AND
STREET LIGHTING ACT OF 1972) FOR THE FISCAL YEAR 2025-
2026
WHEREAS, the City of Hawthorne intends to levy and collect assessments within the City Landscaping and Lighting Assessment District during Fiscal Year 2025-2026; and WHEREAS, the City Council of the City of Hawthorne, California adopted Resolution No. 8534 on the 10 th day of June 2025, which (1) approved the engineering report without a modification setting forth estimated street lighting assessments for fiscal year 2025-2026 (duly filed with the City Clerk's office) and (2) set a public hearing regarding the levy of the proposed assessment for improvement of the street lighting system (Landscaping and Street Lighting Act of 1972) for said fiscal year ending June 30, 2026; and WHEREAS, the City Council held a duly noticed public hearing on June 24, 2025 pursuant to Streets and Highways Code Section 22625 on the street lighting assessment for fiscal year 2025-2026; and
WHEREAS, said public hearing afforded the public ample opportunity to be heard regarding the proposed assessment; and
WHEREAS, the City Council has considered all evidence, written and oral, submitted to it and has reviewed the annual engineer's report, confirming the assessment diagram and assessments amount.

NOW THEREFORE, BE IT HEREBY RESOLVED by the City Council of the City of Hawthorne, California as follows:

SECTION 1. The City Council finds that all of the facts set forth in the recitals of this Resolution are true and correct.

SECTION 2. The proposed diagram and assessment contained in the Engineer's Report, attached as Exhibit "A" to this Resolution, are hereby confirmed as originally proposed and the County Tax Collector is hereby authorized to collect the assessment set forth in the Engineer’sReport for fiscal year 2025-2026. 2 SECTION 3. Pursuant to the provisions of the Landscaping and Street Lighting Act of 1972 and the Report of the Engineer, that the estimated amount necessary to maintain and operate the street lighting system and traffic signal lighting within the street lighting maintenance district for the fiscal year 2025-2026 is six hundred and twenty two thousand seven hundred and twenty three dollars and ninety five cents ($622,723.95), an assessment for said amount is hereby levied in said district at the rate of $0.58 per front foot for properties located in Zone 1, $1.33 per front foot in Zone 2, and $2.97 per front foot in Zone 3.

SECTION 4. The City Council adopts Resolution No. 8538 pursuant to Section 22631 of the California Streets & Highway Code.

SECTION 5. The City Clerk shall certify to the adoption of this Resolution and thereafter the same shall be in full force and effect.

PASSED, APPROVED, AND ADOPTED THIS 24th DAY OF JUNE 2025. __________________________
ALEX VARGAS, Mayor
City of Hawthorne, California

ATTEST:
_______________________________
DAYNA WILLIAMS-HUNTER, City Clerk
City of Hawthorne, California
APPROVED AS TO FORM:

ROBERT KIM, City Attorney
City of Hawthorne, California
3 EXHIBIT “A”
ENGINEER’S REPORT
4 AGENDA ITEM NO. 13.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 06/24/2025
Originating Department: Public Works
City Manager: Department Head:

SUBJECT:

Progress Payment #4 in the amount of $497,923.71 due to Martinez Landscape Company, Inc. of Sylmar, CA for General Maintenance (Project # 22-05).

RECOMMENDED MOTION:

Staff recommends that the City Council approve this Progress Payment #4 to Martinez Landscape Company, Inc. of Sylmar, CA.

DISCUSSION:

This contract covers a wide range of important maintenance services, including the City's Weed Abatement Project, general landscape upkeep, and key tasks like concrete and asphalt repair, sidewalk, curb, and gutter replacements. It also includes essential tree planting, removal, and maintenance along major corridors such as Hawthorne Blvd, Prairie Ave, Inglewood Ave, and Imperial Hwy. In addition, this payment supports bulky item pickups and extensive sidewalk improvements. These services help keep our neighborhoods safe, clean, and visually appealing. Sidewalk repairs support pedestrian safety and ADA access, bulky item pickups help reduce illegal dumping, and ongoing weed and median maintenance not only improve the city's appearance but also reduce fire hazards and support environmental health. All of this work is designed to complement efforts by City staff and ensure our public spaces are well-maintained for the entire community.

ECONOMIC DEVELOPMENT STRATEGIC PLAN:

Maintaining clean, safe, and accessible public spaces boosts property values and encourages private investment in surrounding neighborhoods. These improvements also attract businesses and visitors, helping to stimulate local spending and support job growth.

FISCAL IMPACT:

None. Funds for this payment in the amount of $497,923.71 are available in the adopted Fiscal Year 2024-25 budget and will be paid for with approved and allocated funds from Proposition C, Measure R and Non-Gas Tax Funds.

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

ATTACHMENTS
Progress Payment 4

AGENDA ITEM NO. 14.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 06/24/2025
Originating Department: Housing
City Manager: Department Head:

SUBJECT:

HUD Correction to 2021 HOME-ARP Allocation
RECOMMENDED MOTION:

The staff recommends that the City Council:

1. Receive and approve the correction to the HOME- ARP allocation based on an increase of 3,245 AND

2. Authorize the City Manager or designer to submit documents of compliance to the US Department of Housing and Urban Development AND

3. Authorize the Finance Department to make the proper line item budget changes for FY 24-25 and 25- 26 as necessary
DISCUSSION:

In 2021, the Department of Housing and Urban Development's (HUD or the Department) Office of Community Planning and Development (CPD) allocated $5 billion appropriated by the American Rescue Plan Act (ARP) of 2021 to HOME Investment Partnerships Program participating jurisdictions.

These funds, known as "HOME-ARP," are intended to give jurisdictions the financial tools to assist the City's most vulnerable citizens by providing housing, shelter, tenant-based rental assistance, and supportive services for persons experiencing or at risk of homelessness, fleeing or attempting to flee domestic violence, dating violence, sexual assault, stalking, or human trafficking, and other populations at greatest risk of housing instability.

While conducting recent quality control efforts, the Department discovered an administrative error in the allocations of the HOME-ARP funds. This error resulted in the City inadvertently being allocated less HOME-ARP funds than it was legally entitled to receive. Specifically, the Department determined that the City received $3,245.00 less in its HOME-ARP allocation than it should have. The full allocation is below and has already been allocated through a previously approved 21-22 Action Plan. This amount does not trigger a need for a substantial amendment to the Action Plan. It will simply increase the available funds for the Bridge of Hope Community Housing Project.

Original HOME-ARP Award Additional Allocation Amount Revised HOME-ARP Award $2,166,698 $3,245 $2,169,943
ECONOMIC DEVELOPMENT STRATEGIC PLAN:

None
FISCAL IMPACT:

None
NOTICING PROCEDURE:
72 hours posted notice pursuant to the Ralph M. Brown Act

ATTACHMENTS
Hawthorne HOME ARP Letter
April 30, 2025
The Honorable Alex Vargas
Mayor of Hawthorne
City of Hawthorne
4455 W 126th Street
Hawthorne, CA 90250-4417
Dear Mayor Vargas:

In 2021, the Department of Housing and Urban Development’s (HUD or the Department) Office of Community Planning and Development (CPD) allocated $5 billion appropriated by the American Rescue Plan Act (ARP) of 2021 to HOME Investment Partnerships Program participating jurisdictions. These funds, known as “HOME-ARP,” are intended to give you the financial tools to assist your most vulnerable citizens by providing housing, shelter, tenant-based rental assistance, and supportive services for persons experiencing or at risk of homelessness, fleeing or attempting to flee domestic violence, dating violence, sexual assault, stalking, or human trafficking, and other populations at greatest risk of housing instability.

While conducting recent quality control efforts, the Department discovered an administrative error in the allocations of the HOME-ARP funds. This error resulted in your jurisdiction inadvertently being allocated less HOME-ARP funds than it was legally entitled to receive. Specifically, the Department determined that your jurisdiction received $3,245.00 less in its HOME-ARP allocation than it should have. This letter notifies you of the corrected amount of your HOME-ARP award.

Original HOME-ARP
Award
Additional Allocation
Amount
Revised HOME-ARP
Award
$2,166,698.00 $3,245.00 $2,169,943.00
Attached is an amended HOME-ARP grant agreement for your agency’s signature, indicating the additional amount you are entitled to and your final corrected amount. Please sign this agreement and return it to your CPD Representative. Please note: Build America, Buy America provisions continue to be waived for HOME-ARP.

Additionally, you must amend your HOME-ARP allocation plan to include the correct amount of HOME-ARP funds in accordance with HUD Notice CPD-21-10 and your citizen participation plan.

Depending upon the criteria for substantial amendments established in your citizen participation plan, you may be required to develop a substantial amendment to the HOME-ARP allocation plan. 2 The requirements for substantial amendments can be found in section V.C.6 of HUD Notice CPD-21-10. The Department can assist you in determining what may be required to be included in a substantial amendment.

The Department regrets this error and apologizes for any inconvenience it may cause.

We are working hard to make this process as seamless as possible for all affected recipients. If you or your staff wish to discuss this correction or have any questions about HOME-ARP, please contact your local HUD Field Office or HUD’s Office of Affordable Housing Programs at [email protected].

Sincerely,
Claudette Fernandez
General Deputy Assistant Secretary
for Community Planning and Development
AGENDA ITEM NO. 15.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 06/24/2025
Originating Department: Finance
City Manager: Department Head:

SUBJECT:

Fiscal Year 2024/25 & 2025/26 Blanket Purchase Orders
RECOMMENDED MOTION:

Staff recommends the Council approve fiscal year 2024/25 Blanket Purchase Orders (BPO's) for supplies and services in a total amount not to exceed $565,000 and 2025/26 total amount not to exceed $61,458,124.

DISCUSSION:

Fiscal Year 2024-2025
Request #1 - Vendor: Richard, Watson & Gershon
Purchase Order Amount Not to Exceed: $130,000
Contract Services for City Attorney Administration for various legal services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #2 - Vendor: J Lee Engineering Inc.

Purchase Order Amount not to Exceed: $70,000
The Building & Safety Department maintains an agreement with J LEE Engineering, Inc. for on-call plan checking and inspection services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #3 -- Vendor -- Kimley-Horn and Associates, Inc.

Purchase Order Amount not to Exceed: $350,000
Kimley- Horn will be the primary consultant helping the City to develop a new General Plan. The old General Plan was adopted in 1989 and 1990, and most elements have not been amended since, so they are a poor policy fit for today.

Request #4-- Vendor: Create the LAB
Purchase order Amount not to Exceed: $15,000
The vendor collaborates with the city's annual events such as State of the City among others.

Fiscal Year 2025-2026
Request #1 - Vendor: LA County Fire Department
Purchase Order Amount Not to Exceed: $16,000,000
Annual fees associated with the agreement with the Consolidated Fire Protection District. A corresponding BPO is required to pay for the service associated with this agreement.

Request #2 - Vendor: South Bay Regional Public Comm. Authority (aka: "RCC") Purchase Order Amount Not to Exceed: $3,300,000
Annual assessment fee for 9-1-1 dispatching services as established by the Joint Powers Authority's Board of Directors. A corresponding BPO is required to pay for the service associated with this agreement.

Request #3 -- Vendor: Harris & Associates
Purchase Order Amount not to Exceed: $41,000
Tax Revenue Sharing Agreement Reporting. A corresponding BPO is required to pay for the service associated with this agreement.

Request #4 -- Vendor: ARTHUR J. GALLAGHER (INSURANCE BROKERS) Purchase Order Amount not to Exceed: $125,000
Provide Earthquake/Flood/APD/Storage Tanks insurance coverage. A corresponding BPO is required to pay for the service associated with this agreement.

Request #5 -- Vendor: ADMINSURE (WC ADMINISTRATION)
Purchase Order Amount not to Exceed: $150,000
AdminSure provides Third-Party Workers' Compensation Claims Management.

A corresponding BPO is required to pay for the service associated with this agreement.

Request #6 -- Vendor: DEPT. OF INDUSTRIAL RELATIONS (OSIP) Purchase Order Amount not to Exceed: $85,000
The City of Hawthorne in Accordance with Labor Codes 62.5 and 6.26, Authorizing DIR to Assess Employers for the Costs of the State of California WC programs. A corresponding BPO is required to pay for the service associated with this agreement.

Request #7 -- Vendor: PRISM
Purchase Order Amount not to Exceed: $2,900,000
The City is retaining a new insurance carrier, Public Risk Innovation, Solutions and Management (PRISM) for its General Liability program. PRISM is a pooled insurance Joint Powers Authority (JPA) like Independent Cities Risk Management (ICRMA). PRISM provides excess commercial general liability insurance and pooled self-insurance for many state and local agencies. The coverage will also provide training and risk assessments. It is essentially the same as ICRMA but has a larger pool of agencies that allows for lower premiums for each excess layers of coverage. Additionally, PRSIM does not have the questionable administration that caused assessments to the City and other pool members, that occurred with ICRMA. A corresponding
BPO is required to pay for the service associated with this agreement.

Request #8 -- Vendor: PRISM (EXCESS WC)
Purchase Order Amount not to Exceed: $350,000
Provide Excess Insurance for the City's Workers' Compensation Program. A corresponding BPO is required to pay for the service associated with this agreement.

Request #9 -- Vendor: TRUE COURSE AVIATION INSURANCE SERVICE (HELICOPTER & HULL) Purchase Order Amount not to Exceed: $100,000
True Course Aviation to Provide Liability Insurance Coverage for HPD Helicopter/Storage Hull. A corresponding BPO is required to pay for the service associated with this agreement.

Request #10 -- Vendor: STEPHEN T. HONDA, M.D., INC. (BAYSIDE) Purchase Order Amount not to Exceed: $10,000
The City contracts with Dr. Stephen T. Honda, M.D., dba Bayside Medical Clinic For Employee medical services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #11 - Vendor: Advanced Air Aircraft SVCS LLC
Purchase Order Amount Not to Exceed: $50,000
Advanced Air Aircraft SVCS LLC is the primary supplier of fuel for the Police Department's fixed wing aircraft. In addition to being located at Hawthorne Airport where the Police Department fixed wing aircraft is based, their monthly cost for fuel is competitive with other area vendors, and allows the fixed wing to remain in the immediate area in case of an emergency. Based on figures from the 2024-25 fiscal year, the BPO amount requested will cover all projected fuel costs for the helicopter through the end of the 2025-26 fiscal year. A corresponding BPO is required to pay for the service associated with this agreement.

Request #12 - Vendor: Pacific Harbor Medical Group
Purchase Order Amount Not to Exceed: $25,000
Pacific Harbor Medical Group is a vendor the Hawthorne Police Department uses for the annual physical assessments for the employees per the HPOA and HPMSG MOU agreements. This amount will cover the costs of this year's assessments for the 2025-26 fiscal year. A corresponding BPO is required to pay for the service associated with this agreement.

Request #13 - Vendor: ForceMetrics
Purchase Order Amount Not to Exceed: $97,000
ForceMetrics empowers law enforcement with precision policing tools and technology, leading to safer communities. This technology is pivotal in scanning for specific data through numerous databases to allow law enforcement to make better informed decisions in real time, while also serving as crucial investigative tool. A corresponding BPO is required to pay for the service associated with this agreement.

Request #14 - Vendor: Dooley Enterprises
Purchase Order Amount Not to Exceed: $50,000
Dooley Enterprises, Inc. is the main vendor utilized by the Police Department for the acquisition of ammunition required for training and duty use for most of the Department's firearms. A corresponding BPO is required to pay for the service associated with this agreement.

Request #15 - Vendor: Security Aviation, Inc.

Purchase Order Amount Not to Exceed: $140,000
Security Aviation, Inc. is has provided maintenance and supplies for the Police Department's fixed wing aircraft program since 2024. They are located in the hanger directly next to the PD hanger, which significantly reduces downtime. They have specific knowledge of our fixed wing, which leads to reduced costs and time on troubleshooting, while minimizing any conflicts related to attempting maintenance between multiple repair vendors. The BPO amount requested will cover all remaining projected maintenance costs for the air program through the end of the 2025-26 fiscal year. A corresponding BPO is required to pay for the service associated with this agreement.

Request #16 - Vendor: FususOps
Purchase Order Amount Not to Exceed: $150,000
Fusus is a cloud-based Real-Time Crime Center map interface that combines private and public video streams and CAD data into a single easy to access feed, enabling greater situational awareness and common operating picture. Video streams from fixed and mobile sources are all seamlessly combined into a single platform. This system seamlessly integrates with Hawthorne's public safety systems as well as our regional system and is the only vendor that provides this type of service. The BPO amount requested from this account will cover all projected associated costs with the camera integration program through the end of the 2024-25 fiscal year. A corresponding BPO is required to pay for the service associated with this agreement.

Request #17 -- Vendor: Johnson 225 Investigations
Purchase Order Amount Not to Exceed: $50,000
Johnson 225 Investigations is the primary background investigation provider for potential Police Department new hires. State regulations require an extensive background investigation be comppleted for any law enforcement agency staff with access to specific databases. This vendor allows for agency review of any investigation subject as concerns arise, thereby keeping overall costs down. The BPO amount requested should be sufficient to cover all investigations for projected hiring through the end of the 2025-26 fiscal year. A corresponding BPO is required to pay for the service associated with this agreement.

Request #18 - Vendor: K & P Janitorial
Purchase Order Amount Not to Exceed: $190,000
K & P Janitorial has provided janitorial services for the Police Department building since 2004. The Police Department is currently on a month to month agreement with K & P. The company provides staff for all hours of the day, thereby making daily police department operations possible without the interruption of cleaning crews. Only K & P staff who have been cleared via a background check are authorized to enter the police department facility. The BPO amount requested will cover janitorial service costs for the Police Department for the remainder of the 2025-26 fiscal year. A corresponding BPO is required to pay for the service associated with this agreement.

Request #19 - Vendor: LA Uniforms & Tailoring
Purchase Order Amount Not to Exceed: $55,000
LA Uniforms & Tailoring is a local uniform store which carries all Department approved uniforms for all our uniformed staff. A corresponding BPO is required to pay for the service associated with this agreement.

Request #20 - Vendor: Los Angeles County Sheriff's Department Purchase Order Amount Not to Exceed: $30,000
The Police Department operates a jail facility classified as "Type 1," by the State of California's Standards and Training for Corrections (STC). A "Type 1" jail is defined as a facility that can hold an arrestee in custody for up to 48 business hours, when the arrestee is required to be arraigned in a court.

The STC sets forth requirements for nutritional values for meals served to arrested individuals, which also consider religious considerations. The Los Angeles County Sheriff's Department is the main provider for the meals served to arrestees housed in our jail facility. A corresponding BPO is required to pay for the service associated with this agreement.

Request #21 - Vendor: The Lovejoy Foundation
Purchase Order Amount Not to Exceed: $205,000
The Lovejoy Foundation is the primary animal sheltering service utilized by the Police Department's Animal Control program. It is local, increasing convenience for Hawthorne residents to be reunited with pets that have gone missing, but were recovered by City Animal Control Officers. The vendor provides sheltering services in accordance with County regulations. A corresponding BPO is required to pay for the remainder of the 2024-25 fiscal year.

Request #22 - Vendor: Redflex
Purchase Order Amount Not to Exceed: $265,000
Redflex Traffic Systems is the vendor utilized by the Police Department for the City's red light camera enforcement program. A corresponding BPO is required to pay for the service associated with this agreement. The BPO amount requested from this account will cover all projected associated costs with the Redflex red light camera program through the end of the 2025-26 fiscal year. A corresponding BPO is required to pay for the remainder of the 2024-25 fiscal year.

Request #23 - Vendor: Sheldon Mechanical
Purchase Order Amount Not to Exceed: $35,000
Sheldon Mechanical provides routine and emergency service related to air handlers (a part of the station's climate control / HVAC system) in the Police Department building. A corresponding BPO is required to pay for estimated annual services related the climate control system for the 2025-26 fiscal year.

Request #24 - Vendor: TMC Shooting Range
Purchase Order Amount Not to Exceed: $50,000
TMC Shooting Range specialize in building shooting ranges and providing top quality service for cleaning, repair and the maintenance needs of the Police Department indoor range. The BPO amount requested from this account will cover all projected associated costs with repairing and cleaning the range through the end of the 2025-26 fiscal year.

Request #25 - Vendor: City of Torrance -- Interoperability Network South Bay JPA Purchase Order Amount Not to Exceed: $180,924
The City of Torrance administers the Interoperability Network of South Bay JPA. As such, the member cities / organizations of the JPA are billed for projects related to the interoperability project The BPO amount requested from this account will cover all projected associated costs with the INSB radio communications through the end of the 2025-26 fiscal year.

Request #26 -- Vendor: Ron Smith & Associates, Inc
Purchase Order Amount Not to Exceed: $60,000
Ron Smith & Associates is a vendor that oversees and consults with the process of obtaining an official accreditation with our forensics lab. Completing the accreditation process will allow the Hawthorne PD crime lab to be recognized with the standard of processing evidence for investigative purposes. This will allow the Hawthorne PD to forgo sending evidence to the L. A. County crime lab, which greatly reduces the turnaround time for processed evidence. A corresponding BPO is required to pay for the service associated with this agreement.

Request #27 - Vendor: Code Red Fire Inc.

Purchase Order Amount Not to Exceed: $35,000
Police Facility - Fire system upgrade/replacement in Data Center from a water based to a safer solution for equipment. A corresponding BPO is required to pay for the service associated with this agreement.

Request #28 - Vendor: Lawrence Doors
Purchase Order Amount Not to Exceed: $4,400
Police Facility - Replacement of motor on the Jail - Sally Port B. A corresponding BPO is required to pay for the service associated with this agreement.

Request #29 -- Vendor: Bob and Marc Plumbing
Purchase Order Amount not to Exceed: $24,500
Police Facility - Repairs to water shutoff valves. After 20 years the valves no longer work and we are unable to shut the water off in an emergency. $9,000 to replace existing isolation valves for potable water booster system in mechanical room. $15,500 to replace existing 2" isolation valves. A corresponding BPO is required to pay for the service associated with this agreement.

Request #30 -- Vendor: KDC Systems
Purchase Order Amount not to Exceed: $45,000
Police Facility -- HVAC VAV software system is at "end of life". Needs replacement to continue to control AC in the building. A corresponding BPO is required to pay for the service associated with this agreement.

Request #31 -- Vendor: Sheldon Mechanical
Purchase Order Amount not to Exceed: $20,000
Police Facility -- Repairs to Air Handler # 2. Handler is functioning off limited air and the compressor needs to be replaced. A corresponding BPO is required to pay for the service associated with this agreement.

Request #32 -- Vendor: Stanley Louis Company
Purchase Order Amount not to Exceed: $52,700
Police Facility -- Boiler upgrade and Repairs. $47,000 to replace the 22-year-old boiler. $2,200 to repair the hydronic heating system. $3,500 to replace B-vent from boiler to above roof. Including rain cap and flue product deflector to prevent existing flue vent damage above roof line. A corresponding BPO is required to pay for the service associated with this agreement.

Request #33 -- Vendor: Stanley Louis Company
Purchase Order Amount not to Exceed: $22,500
Police Facility -- Replace both water heaters, including the non-functional water heater service isolation valves. A corresponding BPO is required to pay for the service associated with this agreement.

Request #34 - Vendor: Coffman Associates
Purchase Order Amount not to Exceed: $28,000
Coffman Associates provides a full range of airport consulting services for the Hawthorne Municipal Airport including airport planning services, airport environmental services, and airport grant administration services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #35 - Vendor: Associated Soils Engineering Inc.

Purchase Order Amount not to Exceed: $60,000
Associated Soils Engineering provides material and compaction testing services, including quality control and quality assurance for Street Improvement Project. A corresponding BPO is required to pay for the service associated with this agreement.

Request #36 - Vendor: Kurt Fisher Structural Engineering Inc.

Purchase Order Amount not to Exceed: $50,000
Kurt Fisher Structural provides seismic evaluations to City properties via contract on an as needed basis. A corresponding BPO is required to pay for the service associated with this agreement.

Request #37 - Vendor: Stantec Consultant Services, Inc.

Purchase Order Amount not to Exceed: $30,000
Stantec Consultant Services Inc. provides services to update the City's existing pavement management program. A corresponding BPO is required to pay for the service associated with this agreement.

Request #38 - Vendor: LA County Public Works
Purchase Order Amount not to Exceed: $500,000
LA County Public Works provides services to the City on an "as-needed" basis. These services include traffic signal maintenance, construction inspection, equipment testing, catch basin cleaning, and other public works services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #39 - Vendor: C&S Engineers, Inc.

Purchase Order Amount not to Exceed: $170,000
C&S provides airport consulting services for a full range of aviation development needs including airport engineering and design, construction administration, grant applications, and special feasibility and cost estimate studies. A corresponding BPO is required to pay for the service associated with this agreement.

Request #40 - Vendor: Consolidated Disposal Service
Purchase Order Amount not to Exceed: $100,000
Consolidated Disposal Services provides the City with street sweeping services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #41 - Vendor: DRC Engineering, Inc.

Purchase Order Amount not to Exceed: $75,000
DRC Engineering, Inc. provides the City with topographic surveying and on-call map checking services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #42 - Vendor: John L Hunter & Associates
Purchase Order Amount not to Exceed: $90,000
John L. Hunter and Associates provide contract services relating to the implementation of the City's NPDES (Municipal Storm Water Pollution Prevention) and SSMP (Sewer System Management Plan) Program. A corresponding BPO is required to pay for the service associated with this agreement.

Request #43 - Vendor: Republic Services
Purchase Order Amount not to Exceed: $400,000
The City has a Franchise Agreement with Republic Services for Residential, Commercial and Roll-off Refuse Collection and Disposal. A corresponding BPO is required to pay for the service associated with this agreement.

Request #44 - Vendor: WGJ Enterprises Inc., dba PCI
Purchase Order Amount not to Exceed: $150,000
WGJ Enterprises Inc., dba PCI the City with signage and associated hardware. This includes but is not limited to signage for parking restriction, directional traffic markings, and associated hardware and accessories. A corresponding BPO is required to pay for the supplies and service associated with this agreement.

Request #45 - Vendor: Department of Transportation (Caltrans) Purchase Order Amount not to Exceed: $250,000
Department of Transportation provides signal maintenance services at shared intersections. A corresponding BPO is required to pay for the service associated with this agreement.

Request #46 - Vendor: L. Everett & Associates
Purchase Order Amount not to Exceed: $120,000
The City contracts with L. Everett and Associates for assistance in operating a Soil Vapor Extraction (SVE) system at the site of the former dry cleaner at 12601 Hawthorne Blvd. as well as regular ground water monitoring. A corresponding BPO is required to pay for the service associated with this agreement.

Request #47 - Vendor: Tetra Tech
Purchase Order Amount not to Exceed: $100,000
The City has contracted with Tetra Tech for services related to updating the Sewer Master Plan, 10-point repairs, 20,000 linear feet of pipeline and 87 manhole rehabilitations, construction observation services and preparing deliverables for the next phase of the Sewer Rehabilitation Program. A corresponding BPO is required to pay for the service associated with this agreement.

Request #48 - Vendor: Labib Funk and Associates
Purchase Order Amount not to Exceed: $50,000
The City's has contracted with this Structural Engineering/Architectural Company on an as-needed basis for services on various city owned facilities. Recently, the City was awarded a Building Resilient Infrastructure and Communities (BRIC) grant through FEMA to seismically retrofit four City-owned structures, which includes the Hawthorne Memorial Center, Hawthorne Water Tower, Hawthorne City Yard, and Hawthorne City Hall. The retrofitting will involve updating and strengthening the lateral forces- resisting system of each structure to meet current seismic safety standards. The project is divided into two phases; Phase 1 will compromise project planning, design, permitting, and geotechnical studies, while Phase 2 will concentrate on project construction. A corresponding BPO is required to pay for the service associated with this agreement.

Request #49 - Vendor: South Bay Cities Council of Governments Purchase Order Amount not to Exceed: $250,000
South Bay Cities Council of Government assists the City with their Green Business Certification Program by recruiting and certifying a minimum of 15 businesses, which includes marketing and outreach to local businesses reporting, inspections, and auditing.

This also includes an annual fee for administration and cost sharing for implementing the coordinated integrated monitoring program for the Dominguez Channel Watershed Management Area. A corresponding BPO is required to pay for the service associated with this agreement.

Request #50 - Vendor: South Bay Ford
Purchase Order Amount not to Exceed: $300,000
The City contracts with South Bay ford who provides original equipment manufacturing parts and services for fleet. A corresponding BPO is required to pay for the service associated with this agreement.

Request #51 - Vendor: Eddings Bros. (Napa Auto Parts)
Purchase Order Amount not to Exceed: $25,000
The City has contracted with Eddings Bros., Napa Auto Parts to provide the City with aftermarket parts and supplies for all city-owned vehicles and equipment. A corresponding BPO is required to pay for the service associated with this agreement.

Request #52 - Vendor: Completes Plus
Purchase Order Amount not to Exceed: $25,000
The City has contracted with Complete Plus to provide the City with aftermarket parts and supplies for all city-owned vehicles and equipment. A corresponding BPO is required to pay for the service associated with this agreement.

Request #53 - Vendor: Mason Oil Services LLC.

Purchase Order Amount not to Exceed: $25,000
The City contracts with Mason Oil Services LLC. to provide aftermarket parts and supplies for all city owned vehicles and equipment. A corresponding BPO is required to pay for the service associated with this agreement.

Request #54 - Vendor: Angels Auto Electric
Purchase Order Amount not to Exceed: $50,000
The City contracts with Angels Auto Electric to perform all vehicle related air conditioning service and repairs for city owned vehicles. They also perform specialized repairs that need special programing and we do not have the programming technology available. They also perform some repairs if the shop is backed up with work. A corresponding BPO is required to pay for the service associated with this agreement.

Request #55 - Vendor: Wrap Bully Inc.

Purchase Order Amount not to Exceed: $50,000
The City contracts with Wrap Bully, Inc to provide Autobody graphic wraps for Police Department vehicles. A corresponding BPO is required to pay for the service associated with this agreement.

Request #56 - Vendor: Parkhouse Tire Inc.

Purchase Order Amount not to Exceed: $25,000
Parkhouse Tire, Inc. supplies tires for Police Pursuit vehicles under terms that were negotiated with the State of California's competitive bid process and is exempt from bidding per section IX.G of the City of Hawthorne's purchasing Policy. This vendor also provides repairs and services of large heavy-duty vehicle tires for City and Police vehicles that cannot be performed in-house due to lack of equipment. A corresponding BPO is required to pay for the supplies, equipment, and services provided.

Request #57 - Vendor: Sam's Alignment Tire Center Inc.

Purchase Order Amount not to Exceed: $20,000
The City contracts with Sam's Alignment Tire Center Inc. to provide tires and tire alignment for City owned vehicles. A corresponding BPO is required to pay for the service associated with this agreement.

Request #58 - Vendor: Fine Line Auto Body & Paint
Purchase Order Amount not to Exceed: $150,000
The City contracts with Fine Line Auto Body & Paint to perform body shop related repairs to City of Hawthorne owned vehicles. A corresponding BPO is required to pay for the service associated with this agreement.

Request #59 - Vendor: Merrimac Energy Group
Purchase Order Amount not to Exceed: $500,000
The City contracts with Merrimac Energy Group to cover the years purchase of unleaded, propane, natural gas (CNG) and diesel fuels for the City's fleet. A corresponding BPO is required to pay for the service associated with this agreement.

Request #60 - Vendor: Wood Oil Company of California
Purchase Order Amount not to Exceed: $20,000
The City contracts with Wood Oil Company of California to provide fuel, motor oil, and antifreeze for city owned vehicles. A corresponding BPO is required to pay for the service associated with this agreement.

Request #61 - Vendor: South Bay Regional Public
Purchase Order Amount not to Exceed: $340,000
The City contracts with South Bay Regional Public Communication Authority to provide emergency vehicle workload support. A corresponding BPO is required to pay for the service associated with this agreement.

Request #62 - Vendor: E J Ward Inc.

Purchase Order Amount not to Exceed: $25,000
The City contracts with E J Ward Inc. to provide electronic equipment, maintenance and repair of equipment for city owned vehicles. A corresponding BPO is required to pay for the service associated with this agreement.

Request #63 - Vendor: New Look Auto Detail
Purchase Order Amount not to Exceed: $25,000
The City contracts with New Look Auto Detail to provide the Police Department with biweekly car wash, daily disinfecting of vehicles due to COVID-19. A corresponding BPO is required to pay for the service associated with this agreement.

Request #64 - Vendor: JDS Tank testing & repair Inc.

Purchase Order Amount not to Exceed: $15,000
The City contracts with JDS Tank Testing & Repair Inc to provide monthly inspections of City owned fuel tank. A corresponding BPO is required to pay for the service associated with this agreement.

Request #65 - Vendor: Tyler Technologies
Purchase Order Amount not to Exceed: $40,000
The City contracts with Tyler Technologies to provide services to implement the Virtual City Hall Project with EnerGov. This new project will provide City online services such as automated permitting, development project processing, plan check processing, business license processing and centralized cashiering. Tyler Technologies EnerGov system consolidates many of the City's functions and transitions them from traditional on premises to cloud based for automated administration. A corresponding BPO is required to pay for the service associated with this agreement.

Request #66 - Vendor: Hydronex dba Smartcover Systems
Purchase Order Amount not to Exceed: $43,000
The City contracts with Hydronex dba Smartcover Systems to provide smart cover rentals and maintenance. A corresponding BPO is required to pay for the service associated with this agreement.

Request #67 - Vendor: ACCO Engineered Systems
Purchase Order Amount not to Exceed: $220,000
The City contracts with ACCO Engineered systems to provide maintenance services to the City on an "as needed" basis. A corresponding BPO is required to pay for the service associated with this agreement.

Request #68 - Vendor: Ninyo and Moore
Purchase Order Amount not to Exceed: $25,000
The City contracts with Ninyo and Moore to provide the City with material testing services during constructions of various projects. A corresponding BPO is required to pay for the service associated with this agreement.

Request #69 - Vendor: State Water Resource Control Board Purchase Order Amount not to Exceed: $100,000
State Water Resource Control Board's annual site clean-up cost recovery program for overseeing the ground water monitoring. A corresponding BPO is required to pay for the service associated with this program.

Request #70 - Vendor: Esri Inc.

Purchase Order Amount not to Exceed: $40,000
Esri Inc. provides the City Geographical Information System (GIS). A corresponding BPO is required to pay for the service associated with this service.

Request #71 - Vendor: Richards, Watson & Greshon Attorney Service Purchase Order Amount not to Exceed: $50,000
The City contracts with Richards, Watson & Greshon Attorney Service for filing and serving of legal pleadings, serves subpoena and document retrieval for the Public Works. A corresponding BPO is required to pay for the service associated with this agreement.

Request #72 - Vendor: Kimley-Horn and Associates, Inc.

Purchase Order Amount not to Exceed: $400,000
The City contracts with Kimley Horn for Traffic Engineering Services on an as needed basis.

These services include conducting traffic studies, traffic signal timing and design, and plan check review services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #73 - Vendor: General Technologies and Solutions (GTS) Purchase Order Amount not to Exceed: $30,000
The City contracts with General Technologies and Solutions (GTS) for Traffic Engineering Services on an as needed basis. These services include conducting traffic studies, traffic signal timing and design, and plan check review services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #74 - Vendor: Office Untitled
Purchase Order Amount not to Exceed: $550,000
The City contracts with Office Untitled. For provide design services for the City Hall Expansion and Civic Park Project. A corresponding BPO is required to pay for the service associated with this agreement.

Request #75 - Vendor: Rania Alomar Architect, Inc
Purchase Order Amount not to Exceed: $300,000
The City contracts with Rania Alomar Architect, Inc. For provide design services for the New City Yard. A corresponding BPO is required to pay for the service associated with this agreement.

Request #76 - Vendor: Rania Alomar Architect, Inc
Purchase Order Amount not to Exceed: $300,000
The City contracts with Rania Alomar Architect, Inc. For provide design services for the Senior Center. A corresponding BPO is required to pay for the service associated with this agreement.

Request #77 -- Vendor Heecheol Kwon,P.E.

Purchase Order Amount not to Exceed: $25,000
The Public Works Department maintains an agreement with Heecheol Kwon,P.E. Consultants Inc. for oncall plan checking and inspection services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #78 - Vendor: Clean Harbor
Purchase Order Amount not to Exceed: $30,000
Clean Harbor site clean-up cost for Hazmat material handler and transporter A corresponding BPO is required to pay for the service associated with this program.

Request #79 - Vendor: Roadline Products Inc.

Purchase Order Amount not to Exceed: $70,000
Roadline Products Inc for Traffic signs, hardware, and Paint for Graffiti A corresponding BPO is required to pay for the service associated with this program.

Request #80 - Vendor: Beacon Valuation Group, LLC
Purchase Order Amount not to Exceed: $10,000
The City contracts with Beacon Valuation Group, LLC. For provide Valuation for the City of Hawthorne's Water System. A corresponding BPO is required to pay for the service associated with this agreement.

Request #81 - Vendor: Koury Engineering and Testing, Inc.

Purchase Order Amount not to Exceed: $40,000
The City contracts with Koury Engineering and Testing, Inc.to provide the City with material testing services during constructions of various projects. A corresponding BPO is required to pay for the service associated with this agreement.

Request #82 - Vendor: Niktab, Nasser
Purchase Order Amount not to Exceed: $30,000
The Public Works Department maintains an agreement with Niktab, Nasser for design services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #83 - Vendor: Pacific Products and Services, LLC Purchase Order Amount not to Exceed: $50,000
The city contract with Pacific Products and Services to provide Traffic Paint, Signs and associated sign installation hardware on an as needed basis. A corresponding BPO is required to pay for the services associated with this agreement.

Request #84 - Vendor: Martinez Landscape Company, Inc.

Purchase Order Amount not to Exceed: $2,000,000
The City has contracted with Martinez Landscape Company Inc. for a General Maintenance Project that includes weed abatement, landscaping, and a variety of maintenance services. These services cover concrete and asphalt repairs, including sidewalk, curb, and gutter replacements, as well as essential tree planting, removal, and maintenance within city medians. A corresponding BPO is required to pay for the services associated with this agreement.

Request #85 - Vendor: Martinez Landscape Company, Inc.

Purchase Order Amount not to Exceed: $10,000,000
The City contracts with Martinez Landscape for the City of Hawthorne New City Yard Project. A corresponding BPO Is required to pay for the services associated with this agreement.

Request #86 - Vendor: Chargie
Purchase Order Amount not to Exceed: $690,000
The City contracts with Chargie for the EV Charger project which will install EV Charging stations throughout the city facilities. A corresponding BPO is required to pay for the services associated with this agreement.

Request #87 - Vendor: PCN3
Purchase Order Amount not to Exceed: $10,000,000
The City contracts with PCN3 for the Senior Center Renovations project. A corresponding BPO is required to pay for the services associated with this agreement.

Request #88 - Vendor: American Wholesale Lighting
Purchase Order Amount not to Exceed: $380,000
The City contracts with American Wholesale Lighting for the Police Department Lighting Project. A corresponding BPO is required to pay for the services associated with this agreement.

Request #89 - Vendor: Chapman Coast Roof Co. Inc.

Purchase Order Amount not to Exceed: $880,000
The City contracts with Chapman Coast Roof Co. for the Hawthorne Police Department Roof Replacement Project. A corresponding BPO is required to pay for the services associated with this agreement.

Request #90 - Vendor: DTA Public Finance
Purchase Order Amount not to Exceed: $75,000
The City contracts with DTA Public Finance for a Development Impact Fee study. A corresponding BPO is required to pay for the services associated with this agreement.

Request #91 - Vendor: J Lee Engineering Inc.

Purchase Order Amount not to Exceed: $400,000
The Building & Safety Department maintains an agreement with J LEE Engineering, Inc. for on-call plan checking and inspection services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #92 - Vendor: J Lee Engineering Inc.

Purchase Order Amount not to Exceed: $250,000
The Building & Safety Department maintains an agreement with J LEE Engineering, Inc. for expedited plan checking and inspection services for Space X specific projects. A corresponding BPO is required to pay for the service associated with this agreement.

Request #93 - Vendor: Amtechcorp Inc.

Purchase Order Amount not to Exceed: $75,000
The Building & Safety Department maintains an agreement with Amtechcorp Inc. for oncall plan checking and inspection services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #94 - Vendor: Riad Itani,P.E.

Purchase Order Amount not to Exceed: $25,000
The Building & Safety Department maintains an agreement with Riad Itani P.E. Consultants Inc. for oncall plan checking and inspection services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #95 - Vendor: Labib Funk
Purchase Order Amount not to Exceed: $150,000
The Building & Safety Department maintains an agreement with J LEE Engineering, Inc. for on-call plan checking and inspection services. A corresponding BPO is required to pay for the service associated with this agreement.

Request #96 - Vendor: Ernest Engineering
Purchase Order Amount not to Exceed: $30,000
The Building & Safety Department maintains an agreement with Ernest Engineering for design services.

A corresponding BPO is required to pay for the service associated with this agreement.

Request #97 -- Vendor: Box.com.

Purchase Order Amount not to Exceed: $50,000
The vendor provides an unlimited cloud storage platform via an online portal to the City's departments, allowing for data storage and sharing of large files outside of the City's network and the solution is DOJ/CJIS & HIPPA compliant. A corresponding BPO is required to pay for the online services associated with this existing agreement.

Request #98 -- Vendor: CDW Government
Purchase Order Total Amount not to Exceed: $190,000
The City utilizes CDW-Government as a secondary supplier of computer supplies, equipment, and software licensing. Pricing for these purchases has been established under the NSAPO cooperative purchasing contract, ensuring the most competitive rates since all items available for purchase have already been bid out for the best possible pricing. This purchase order also includes annual renewals for software and hardware support and maintenance for purchases already made by the City. A corresponding BPO is required to pay for services and equipment.

Request #99 -- Vendor: CentralSquare Technologies (Tiburon) Purchase Order Amount not to Exceed: $134,000
Annual contract renewal for software support and maintenance for the Police Department's enterprise software systems including; CAD, CARS, GCT, JailRECORDS, MobileCOM, Oracle database software, Incident Transfer, and CLETS message switch. A corresponding BPO is required to pay for the service associated with this existing agreement. This cost is partially reimbursed by our client cities.

Request #100 -- Vendor: CitiBot
Purchase Order Amount not to Exceed: $30,000
Annual platform software-as-a-service (SaaS) licensing for an AI-based chatbot on the City's website.

This service allows citizens to interact with the City online, enabling quicker and more efficient responses to inquiries. The chatbot is designed to streamline communication, providing 24/7 assistance with common questions and requests, thereby enhancing the overall user experience and reducing response times for City services.

Request #101 -- Vendor: CitCOM Inc
Purchase Order Amount not to Exceed: $50,000
The contractor provides contract review services, negotiation services and best practices oversite for the Mark43 RMS/JMS solution and RCC's new Versaterm's CAD system integration. As well, as project management guidance and contract development for the replacement system. A corresponding BPO is required to pay for the service associated with this contractor.

Request #102 -- Vendor: Continental Computers
Purchase Order Amount not to Exceed: $535,000
Continental Computers is a designated Milestone Systems reseller and manages the citywide public safety camera program account, as well as the city's wireless backhaul data solutions, connecting all remote sites to our data centers. Due to their platinum-level status, they can offer the most competitive pricing on all quotes. The Milestone XProtect Video Management System is the foundation of the City's safety camera program. The corresponding BPO is required to pay for services, licensing, support, and replacement equipment. This cost is partly covered by Measure A funding.

Request #103 -- Vendor: Creative Wireless Inc.

Purchase Order Amount not to Exceed: $155,000
The vendor provides installation, troubleshooting and repair of cameras at various locations including; Parks, Memorial Center, Airport, Police station, city Hall and City Yard. Because of the vendor's in-depth knowledge of the City's camera infrastructure, it would be impractical and not in the City's best interest to pursue competitive bidding for these services at this time. A corresponding BPO is required to pay for services. This cost is partly covered by Measure A funding.

Request #104 -- Vendor: Dell Computers
Purchase Order Amount not to Exceed: $1,310,000
The vendor is the primary supplier of computer systems, replacement equipment, and related services, providing these in a timely and efficient manner. Pricing has been established under the NASPO, NPA, & GSA purchasing contracts, ensuring the most competitive rates. The BPO also includes annual support and maintenance for the City's Microsoft Enterprise licensing for all users, the computer hardware management system, and the mobile device management system to maintain compliance with California Department of Justice and FBI security policies. A corresponding BPO is required to pay for the hardware and services associated with these existing agreements. This cost is partly covered by ARPA funding.

Request #105 -- Vendor: ESRI
Purchase Order Amount not to Exceed: $35,000
Annual software support renewal and right-to-use licensing for GIS software supporting the Planning, Public Works, ITS, and Police departments in creating and updating city maps, as well as server infrastructure that supports the online permitting process. This cost is partially reimbursed by our client cities.

Request #106 -- Vendor: Gov Connection
Purchase Order Total Amount not to Exceed: $310,000
The City utilizes GovConnection as a primary supplier of computer supplies, equipment, and software licensing. Pricing for these purchases has been established under the NASPO, NPA, GSA purchasing contracts, ensuring the most competitive rates since all items available for purchase have already been bid out for the best possible pricing. This purchase order also includes annual renewals for software and hardware support and maintenance for purchases already made by the City. A corresponding BPO is required to pay for services and equipment.

Request #107 -- Contractor: Keith Nelson
Purchase Order Amount not to Exceed: $35,000
The contractor provides advanced data center, networking and specialized Microsoft cloud support to all of our city departments. A corresponding BPO is required to pay for the service associated with this contractor.

Request #108 -- Vendor: Lexis Nexis
Purchase Order Amount not to Exceed: $194,000
LexisNexis provides public records data searches to police agencies across the United States to assist in locating and apprehending criminal offenders. A corresponding BPO is required to pay for the services associated with this existing agreement. This cost is partially reimbursed by our client cities.

Request #109 -- Vendor Lotus Telecommunications
Purchase Order Amount not to Exceed: $45,000
The vendor provides installation, troubleshooting, and repair of Ethernet and fiber cabling at various locations, including several parks, the Memorial Center, Airport, Police Station, and City Yard. This vendor offers the most competitive bids. A corresponding BPO is required to pay for the services associated with this agreement.

Request #110 -- Vendor: Mark43 Inc
Purchase Order Amount not to Exceed: $250,000
Annual contract renewal for the Police Department/Public Safety Consortium Records Management System (RMS), Jail Management System (JMS), and DOJ Interface. A corresponding BPO is required to pay for the services associated with this existing agreement. This cost is partially reimbursed by our client cities.

Request #111 -- Vendor: NMK Corporation
Purchase Order Amount not to Exceed: $100,000
The vendor provides advanced data center, networking and phone system support as well as licensing and other support services to all of our city departments. A corresponding BPO is required to pay for the services and annual licensing associated with this vendor.

Request #112 -- Vendor: OSI - Hardware
Purchase Order Amount not to Exceed: $25,000
This vendor provides the city with network equipment and offers the lowest competitive price for optical interface units and related hardware. OSI is the preferred vendor due to offering a lifetime warranty coverage and single point of contact for support. A corresponding BPO is required to pay for the equipment associated with this vendor.

Request #113-- Vendor: Pricon
Purchase Order Amount not to Exceed: $35,000
This vendor provides the city with the ability to order toner supplies and printer maintenance equipment in a timely and efficient manner. A corresponding BPO is required to pay for the service associated with this vendor.

Request #114 -- Vendor : Race Telecommunications
Purchase Order Amount not to Exceed: $38,000
Race Telecommunications provides internet access services (ISP) to ensure that the City can access all existing cloud-based technologies under an agreement brokered by the South Bay Council of Governments. A corresponding BPO is required to pay for the service associated with this existing agreement.

Request #115 -- Vendor : Ricoh-USA
Purchase Order Amount not to Exceed: $155,000
Ricoh-USA provides print management services and supports the City's electronic document workflows through licensing and maintenance of the DocuWare document management system. These services ensure the City can maintain secure, efficient digital recordkeeping and printing operations. A corresponding BPO is required to cover the costs associated with ongoing service, support, and system licensing under this existing agreement.

Request #116 - Contractor: Rudy Ramos
Purchase Order Amount not to Exceed: $80,000
The vendor provides specialized technical support for the City's data center infrastructure, enterprise networking environment, and Cisco-based phone systems support systems. They are routinely leveraged for complex configurations, system diagnostics, and high-impact troubleshooting across multiple City departments, including public safety and administrative operations. The contractor plays a critical role in maintaining continuity and performance of key technology systems. A corresponding BPO is required to pay for the services associated with this contractor.

Request #117 -- Vendor: Signals82
Purchase Order Amount not to Exceed: $30,000
This vendor provides website coordination and content management support for the Police Department, and general website maintenance services. The vendor also provides enterprise-level consulting to assist with strategy and training. A corresponding BPO is required to pay for the services associated with this contractor.

Request #118 -- Vendor: The Tec Network
Purchase Order Amount not to Exceed: $115,000
This vendor supplies the City with network equipment and offers the most competitive pricing on networking-related gear. Tec Network is the preferred vendor due to its lifetime warranty coverage and single point of contact for support. A corresponding BPO is required to pay for the equipment provided by this vendor.

Request #119 -- Vendor: Time Warner Spectrum Business Class Purchase Order Amount not to Exceed: $39,000
Spectrum Business provides dedicated internet access to ensure the City can reliably access all existing cloud-based technologies as a secondary internet service provider. A corresponding BPO is required to pay for the services associated with this existing agreement.

Request #120 -- Vendor: Tyler Technologies
Purchase Order Amount not to Exceed: $357,100
This is an annual contract renewal for the city's Enterprise Resource Program (ERP, formerly Munis), Land Use and Permitting Management application (EPL, formerly EnerGOV), and Human Capital Management programs. These systems form the foundation of the city's management software applications and provide services to all departments. A corresponding BPO is required to pay for the annual software licensing and support associated with this existing agreement.

Request #121 -- Vendor: Motorola Public Safety Systems (Vigilant Solutions, Inc.) Purchase Order Amount not to Exceed: $92,000
Annual contract renewal for software support, maintenance, and replacement parts for the Vigilant parking management system. This system provides trusted tools that enhance community safety and manage parking data. The equipment gives parking officers in the field real-time access to stolen vehicle information, scofflaw tables, and timed parking data. A corresponding BPO is required to pay for the services associated with this existing agreement.

Request #122 -- Contractor: Yaser Khouja
Purchase Order Amount not to Exceed: $30,000
The contractor provides detailed geographic information system (GIS) support to public safety systems in support of the police department, 9-1-1 communications center (RCC) and our public safety consortium as well as internal services to our Planning and Public Works areas. A corresponding BPO is required to pay for the services associated with this contractor. This cost is partially reimbursed by our client cities.

Request #123 -- Vendor: WestCoast Cabling, Inc.

Purchase Order Amount not to Exceed: $75,000
The vendor provides specialized installation, troubleshooting, and repair of ethernet and fiber cabling at all city locations. This vendor offers the most competitive bids for specialized outdoor cabling and conduit. A corresponding BPO is required to pay for the services provided by this vendor.

Request #124 -- Vendor: Wordly
Purchase Order Amount not to Exceed: $30,000
Annual contract to provide advanced multilingual translation services for City Council meetings, field operations, and front window operations. This program supports all departments, enabling citizens to effectively communicate in any language with City departments.

Request #125 - Vendor: Quadient Finance USA, Inc.

Purchase Order Amount not to Exceed: $55,000
Vendor provides services related to postage machine, lease, supplies, maintenance and postage used for the mailings for City business. A corresponding BPO is required to pay for the service associated with this agreement.

Request #126 - Vendor: League of California Cities
Purchase Order Amount not to Exceed: $40,000
The League of California Cities is annual membership dues that provides continuous education for both staff and Councilmembers on a yearly basis. This payment has been paid since 2009/2010. A corresponding BPO is required to pay for the services associated with this existing agreement.

Request #127- Vendor: Telehealth
Purchase Order Amount not to Exceed: $100,000
The vendor partners with the City to provide mental health services in collaboration with the City's Homeless Services program.

Request #128 - Vendor: South Bay Cities Council of Governments Purchase Order Amount not to Exceed: $40,000
The South Bay Cities Council of Governments is annual membership dues that also provides continuous education for both staff and Councilmembers on a yearly basis. This payment has been paid since 2010/2011. A corresponding BPO is required to pay for the services associated with this existing agreement
Request #129 -- Vendor: Kosmont Corporation
Purchase order Amount not to Exceed: $75,000
The city partners with the company to assist with Economic Development and assessing housing units to determine city wide benefits.

Request #130 -- Vendor: California Consulting
Purchase Order Amount not to Exceed: $20,000
California Consulting is responsible for eligibility assessment, evaluation plans, and compliance check of the City's Grant Writing projects. A corresponding BPO is required to pay for the service associated with this agreement.

Request #131 -- Vendor: National League of Cities
Purchase Order Amount not to Exceed: $25,000
The organization dedicated to representing and advancing the interests of cities across the country.

Request #132 - Vendor: RPLG- Renee Public Law Group
Purchase order Amount not to Exceed: $25,000
The vendor will be providing legal assistance (as needed) for matters related to the City's bargaining groups and/ or employee relations
Request #133 - Vendor: Tripepi, Smith, and Associates
Purchase Order Amount not to Exceed: $25,000
Tripepi, Smith, and Associates is the consulting firm responsible for the City's branding, social media interests, and communication trainings. A corresponding BPO is required to pay for the service associated with this agreement.

Request #134 - Vendor: Victor's Market
Purchase Order Amount not to Exceed: $5,000
Victor's Market collaborates with the city during Thanksgiving for the supply of their turkeys. A corresponding BPO is required to pay for the service associated with this agreement.

Request #135 - Vendor: Colantuono Highsmith & Whatley, PC Purchase Order Amount not to Exceed: 50,000
The company is responsible for reviewing and analyzing the proposal to make the City of Hawthorne a Charter City. A corresponding BPO is required to pay for the service associated with this agreement.

Request #136 - Vendor: EJMA Planning and Development, Inc.

Purchase order Amount not to Exceed: $250,000
Vendor is responsible for the Business development of the City's Cannabis retailers including permit compliance and facility designs.

ECONOMIC DEVELOPMENT STRATEGIC PLAN:
.

FISCAL IMPACT:

Funds for each of the above requested BPOs, which total $565,000 and $61,458,124, are included in the approved Fiscal Year 2024/25 & 2025/26 Budgets.

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

ATTACHMENTS
Blanket PO List 24-25 & 25-26
Blanket Purchase Order List
Request # Vendor Account # Account Name Not to Exceed
1 Richard, Watson & Gershon 100-1501-000-0-0-40514 Contract Services - Legal $130,000 City Attorney $ 130,000
2 J Lee Engineering Inc 100-4302-000-40514 Contract Services - Plan Check $70,000 Building & Safety $ 70,000
3 Kimley Horne 100-4201-000-0-0-40514 Contract Services - General Plan $350,000 City Manager $ 350,000
4 Create The LAB 100-1150-000-45154 State of the City $15,000 City Manager $ 15,000
Total Blanket Purchase Orders 24-25 $ 565,000
Request # Vendor Account # Account Name Not to Exceed
1 LA County Fire Department 100-1150-000-0-0-40774 County Fire Services $6,000,000 100-1150-121-0-0-40774 County Fire Srvcs - HH $10,000,000 2 SB Reg Public Com Auth ("RCC") 100-1150-121-0-0-43014 SBRPCA-911 Services $3,300,000 3 Harris & Associates 461-4601-112-40514 Tax Revenue Sharing Reporting $41,000 Finance $ 19,341,000
4 Arthur J. Gallagher 250-1902-736-0-0-46244 Auto Prop Dam/CE/Earth Mov $125,000 5 Adminsure 250-1901-000-0-0-45684 Workers Comp. Admin. $150,000 6 Dept. of Industrial Relations (OSIP)
250-1901-736-0-0-45554 Dir OSIP Employer WC $85,000
7 PRISM 250-1902-736-0-0-46224 Gen Liab Auto Prop Da $2,900,000 8 PRISM 250-1901-000-0-0-44204 Excess workers comp. Ins. $350,000 9 True Course Aviation 250-1902-736-0-0-46254 Tru course Insurance Services $100,000 10 Stephen T. Honda, MD, Inc
(Bayside)
250-1902-000-0-0-45064
Bayside $10,000
City Attorney $ 3,720,000
11 Advanced Air Aircraft SVCS LLC
230-2102-244-0-0-45144 Airship/Airplane Program – Gasoline and Oil $50,000 12 Pacific Harbor Medical Group 100-2101-224-0-0-40514 Training Contract Services $25,000 13 ForceMetrics 100-2102-229-0-0-40514 RTIC Contract Services $97,000 14 Dooley Enterprises, Inc. 100-2101-225--0-0-41594 Range – Targets and Ammunition $50,000 Fiscal Year 2024-2025 Blanket Purchase Order List
Fiscal Year 2025-2026 Blanket Purchase Order List
Blanket Purchase Order List
Request # Vendor Account # Account Name Not to Exceed
15 Security Aviation, Inc. 230-2102-244-0-0-42014 Airship Program Repairs $140,000 16 FususOps 100-2102-229-0-0-40514 RTIC Contract Services $150,000 17 Johnson 225 Investigations 100-2101-000-0-0-40514 Admin / Contract Services $50,000 18 K&P Janitorial 100-2101-221-0-0-42024 Facilities – Building Maintenance $190,000 19 LA Uniforms and Tailoring 100-2101-224-0-0-41614 Training – Uniforms & Safety Equipment $55,000 20 Los Angeles County Sheriff’s
Department
100-2102-220-0-0-45314 Custody – Prisoner Expense $30,000 21 The Lovejoy Foundation 100-2101-230-0-0-40514 Animal Control / Contract Services $205,000 22 RedFlex 100-104-51431 Vehicle Code Fines $265,000
23 Sheldon Mechanical 100-2101-221-0-0-42024 Facilities / Building Maintenance $35,000 24 TMC Shooting Range 100-2101-222-0-0-40514 Contract Services $50,000 25 City of Torrance – Interop Network
South Bay JPA
100-2101-222-0-0-40644 INSB Project – Justice – Machinery & Equipment $180,924
26 Ron Smith & Associates, Inc 100-2102-215-0-0-45024 Detective Bureau Forensics $60,000 27 Code Red Fire Inc. 500-4101-506-0-0-40514 Capital Improvement Fund - Police Dept $35,000 28 Lawrence Doors 500-4101-506-0-0-40514 Capital Improvement Fund - Police Dept $4,400 29 Bob and Marc Plumbing 500-4101-506-0-0-40514 Capital Improvement Fund - Police Dept $24,500 30 KDC Systems 500-4101-506-0-0-40514 Capital Improvement Fund - Police Dept $45,000 31 Sheldon Mechanical 500-4101-506-0-0-40514 Capital Improvement Fund - Police Dept $20,000 32 Stanley Louis Company 500-4101-506-0-0-40514 Capital Improvement Fund - Police Dept $52,700 33 Stanley Louis Company 500-4101-506-0-0-40514 Capital Improvement Fund - Police Dept $22,500 Police $ 1,837,024
34 Coffman Associates 520-3505-295-0-0-40514 Airport Administration $28,000 35 Associated Soils Engineering, Inc
283-5502-417-4051, 225-4106-000-4051, 284-
5502-418-4051, 285-3400-000-4051
MTA Measure R, Street Fund, Measure M,
Proposition C $60,000
36 Kurt Fisher Structural Eng. Inc.
100-4105-000-0-0-40514 General-Building Maintenance,
Community/Senior Center $50,000
37 Stantec Consultant Servs, Inc
283-5502-417-4051, 220-4106-272-4051, 284-
5502-418-4051 MTA Measure R, Gas Tax, MTA Measure M $30,000 38 LA County Public Works
220-4106-000-4210 & 285-3400-000-4051 &
284-5502-418 - 4051 & 291-5502-462,463-
40514
Gas Tax, Proposition C & Measure M &
Measure W $500,000
39 C & S Engineers, Inc 520-3503-000-0-0-40514 Airport Administration $170,000 Blanket Purchase Order List
Request # Vendor Account # Account Name Not to Exceed
40 Consolidated Disposal Service 100-4107-410-0-0-40514 General-NPDES $100,000 41 DRC Engineering, Inc
291-5502-462,463-4781, 285-3400-000-
4051, 284-3400-4051, 100-4102-000-4051,
283-5502-417-4773,
Street Improvements, Proposition C, MTA
Measure M,General-General Engineering MTA
Measure R $75,000
42 John L Hunter & Associates
560-9101-000-4245, 100-4107-401-4051, 560-
9101-000-4051, 560-9101-000-4245 & 289-
5502-421-4051
Sewer Fund, General-Solid Waste, Measure W
$90,000
43 Republic Services
100-4107-410-4051, 290-5401-000-4051, 225-
4106-408-4583
General-NPDES Storm Drains, AB2766 Air
Quality Funds, Street Fund $400,000
44 WGJ Enterprises Inc., dba PCI
284-5502-418-4773, 220-4106-272-4051 &
100-4103-000-0-0-40514 MTA Measure M, Gas Tax $150,000
45 Department of Transportation
220-4106-000-4051, 285-3400-000-4051, 284-
5502-418-4051, 200-2500-000-4544, 200-
4106-000-4210, 220-4106-272-4051
Gas Tax, Proposition C, MTA Measure M,
Street Lighting $250,000
46 L. Everett & Associates 289-5502-421-2051 Special Fund* $120,000 47 Tetra Tech 560-9101-000-4051 Sewer Fund $100,000
48 Labib Funk
284-5502-418-4773, 220-4106-272-4051 &
100-4103-000-0-0-40514 Contract Services $50,000
49 South Bay Cities
100-4108-000-4051, 289-5502-421-2051 General-NPDES Storm Drains, General - Calif Green Buss Network $250,000
50 South bay ford v#101153 600-3103-000-0-0-42064 EQUIPMENT $300,000 51 Eddings bros. (Napa auto parts)
v#6550
600-3103-000-0-0-42064 EQUIPMENT $25,000
52 Completes plus V# 91961 600-3103-000-0-0-42064 EQUIPMENT $25,000 53 Mason Oil Services LLC. 600-3103-000-0-0-45144 EQUIPMENT $25,000 54 Angel’s auto electric V# 114567 600-3103-000-0-0-42014 EQUIPMENT $50,000 55 Wrap bullys, inc. V#120853 600-3103-000-0-0-42014 EQUIPMENT $50,000 56 Parkhouse tire inc. V#99213 600-3103-000-0-0-42554 EQUIPMENT $25,000 57 Sam’s Alignment tire center inc.

V#116672
600-3103-000-0-0-42554 EQUIPMENT $20,000
58 Fine line auto body & paint
V#115709
600-3103-000-0-0-42004 EQUIPMENT $150,000
59 Merrimac energy group V# 100108
600-3103-000-0-0-45144 EQUIPMENT $500,000
Blanket Purchase Order List
Request # Vendor Account # Account Name Not to Exceed
60 Wood oil company of California V#
122280
600-3103-000-0-0-45144 EQUIPMENT $20,000
61 South Bay regional public V#
17857
600-3103-000-0-0-47404 & 41514 EQUIPMENT $340,000
62 E J Ward inc V# 105084 600-3103-000-0-0-47304 EQUIPMENT $25,000 63 New look auto detail V# 120965 600-3103-000-0-0-40514 EQUIPMENT $25,000 64 JDS tank testing & repair inc. V #
116464
600-3103-000-0-0-40514 EQUIPMENT $15,000
65 Tyler Technologies 100-4102-000-0-0-45184 EnerGOV Project $40,000 66 Hydronex 560-9101-000-0-0-40514 SEWER FUND $43,000
67 Acco Enginered Systems 100-4105-000-4065, 520-3503-000-4051 Public works, Airport $220,000 68 Ninyo and Moore
285-3400-000-0-0-40514 Material testing services during constructions $25,000 69 State Water Resrc Control Board
289-5502-421-0-0-40514
Measure W $100,000
70 Esri, Inc 100-1301-000-0-0-40514 Public Works $40,000 71 Richards, Watson & Gershon 520-3505-295-0-0-40514 & 40574 Airport Administration $50,000 72 Kimley-Horn and Associates, Inc.
291-5502-460-0-0-40514, 291-5502-461-0-0-
40514, 291-5502-468-0-0-40514 Street Improvement $400,000 73 General Technologies and Solutions
(GTS)
291-5502-465-0-0-40514, 291-5502-467-0-0-
40514 Street Improvement $30,000
74 Office Untitled 500-4101-501,502,503,504,505-0-0-40514 City Hall Cotract Services $550,000 75 Rania Alomar Architect, Inc
600-3103-000-0-0-40514 600-3103-000-0-0-
47304 560-9101-000-0-0-47304 560-9101-
000-0-0-40514
City Yard Cotract Services
$300,000
76 Rania Alomar Architect, Inc
331-6107-000-0-0-40514 331-6107-000-0-0-
44474 Senior Center Cotract Services $300,000
77 Heecheol Kwon,P.E.
291-5502-462,463-4781, 285-3400-000-
4051, 284-3400-4051, 100-4102-000-4051,
283-5502-417-4773,
Contract Services
$25,000
78 Clean Harbor 857-4107-403-4051 Hazmat material handler and transporter $30,000 79 Roadline Products Inc.
100-4112-000-4140, 285-3400-000-4051, 560-
9101-000-4730 Traffic signs, hardware, and Paint for Graffiti $70,000 80 Beacon Valuation Group, LLC 225-4106-408-0-0-45834 City of Hawthorne’s Water System $10,000 Blanket Purchase Order List
Request # Vendor Account # Account Name Not to Exceed
81 Koury Engineering and Testing,
Inc.
285-3400-000-0-0-40514 Material testing services during constructions $40,000 82 NIKTAB, NASSER 100-4102-000-0-0-41514 Contract Services $30,000 83 Pacific Products and Services LLC
100-4112-000-4140, 285-3400-000-4051, 560-
9101-000-4730 Street signs and paint $50,000
84 Martinez Landscape Company, Inc.
200-4106-000-0-0-45404, 45484 and 225-
4106-000-0-0-45404, 45464, 45744, 45834
and 283-5502-417-0-0-47734 and 284-5502-
418-0-0-47734 and 285-3400-000-0-0-40514,
44504
General Mainteance Landscape
$2,000,000
85 Martinez Landscape Company, Inc.
600-3103-000-0-0-40514, 600-3103-000-0-0-
47304, 560-9101-000-0-0-40514, 560-9101-
000-0-0-47304, 331-6107-000-0-0-40514 City Yard Project $10,000,000
86 Chargie 225-4106-408-0-0-45834 EV Charger Installation Project $690,000 87 PCN3
330-6112-000-0-0-40514, 500-4101-509-0-0-
40514 Senior Center Project $10,000,000
88 American Wholesale Lighting 225-4106-408-0-0-45834 Police Department Lighting project $380,000 89 Chapman Coast Roof Co Inc. 500-4101-506-0-0-40514 Police Department Roof Project $880,000 90 DTA Public Finance 410-4601-000-0-040514 Contract Services $75,000 Public Works $ 30,396,000
91 J Lee Engineering Inc 100-4302-000-40514 Contract Services $400,000 92 J Lee Engineering Inc 100-4302-000-40514 Contract Services $250,000 93 Amtechcorp Inc. 100-4301-000-40514 Contract Services $75,000 94 Riad Itani,P.E. 100-4301-000-40514 Contract Services $25,000 95 Labib Funk 100-4302-000-40514 Contract Services $150,000 96 Ernest Engineering 500-4101-507-0-0-40514 Contract Services $30,000 Building & Safety $ 930,000
97 Box.com 100-2101-222-0-0-40514 Contract Services $50,000 98 CDW-G 100-2101-222-0-0-47404 Machinery & Equipment $120,000 100-2101-222-0-0-40514 Contract Services $70,000
99 Central Square Inc (Tiburon) 100-2101-222-0-0-40644 Public Safety Information Services Costs $134,000 100 CitBot 100-2101-222-0-0-40514 Contract Services $30,000 Blanket Purchase Order List
Request # Vendor Account # Account Name Not to Exceed
101 CitCOM 100-2101-222-0-0-40644 Public Safety Information Services Costs $50,000 102 Continental Computers 100-2101-222-0-0-47404 Machinery & Equip $75,000 100-2101-222-0-0-40514 Contract Services $60,000
230-2102-000-0-0-47404 Machinery & Equip (PD) $100,000
100-2102-245-0-0-40514 Machinery & Equip $300,000
103 Creative Wireless Inc 100-2101-222-0-0-47404 Machinery & Equip $75,000 100-2102-245-0-0-47404 Contract Services $50,000
100-2102-245-0-0-40514 Machinery & Equip $30,000
104 Dell Marketing 100-2101-222-0-0-47404 Machinery & Equip $100,000 100-2101-222-0-0-40514 Contract Services $300,000
230-2102-000-0-0-47404 Machinery & Equip (PD) $160,000
605-8105-000-0-0-47404 Machinery & Equip (Replacement) $500,000 100-1150-125-0-0-41014 Virtual Desktop Interface $250,000 105 ESRI 100-2101-222-0-0-40514 Contract Services $35,000 106 GovConnection Inc 100-2101-222-0-0-47404 Machinery & Equip $210,000 230-2102-000-0-0-47404 Machinery & Equip (PD) $100,000
107 Keith Nelson 100-2101-222-0-0-40514 Contract Services $10,000 100-2101-222-0-0-40644 Public Safety Information Services Costs $25,000 108 Lexis Nexis (AVCC & DORS) 100-2101-222-0-0-40644 Public Safety Information Services Costs $194,000 109 Lotus Telecommunications 100-2101-222-0-0-47404 Machinery & Equip $45,000 110 Mark43 Inc 100-2101-222-0-0-40644 Public Safety Information Services Costs $250,000 111 NMK Corporation 100-2101-222-0-0-43054 Telephone/Internet $25,000 100-2101-222-0-0-40544 Computer Services $55,000
100-2101-222-0-0-47404 Machinery & Equip $20,000
112 OSI-Hardware 100-2101-222-0-0-47404 Machinery & Equip $25,000 113 Pricon Enterprise Technologies 100-2101-222-0-0-40614 City Print Services $35,000 114 Race Telecommunications 100-2101-222-0-0-43054 Telephone/Internet $38,000 115 Ricoh 100-2101-222-0-0-40614 City Print Services $55,000 100-1150-125-0-0-41004 Virtual Document Migration $100,000 116 Rudy Ramos 100-2101-222-0-0-40514 Contract Services $45,000 100-2101-222-0-0-40644 Public Safety Information Services Costs $10,000 100-2102-245-0-0-40514 Contract Services $25,000
117 Signals82 100-2101-222-0-0-40024 Web Coordinator - PT $15,000 100-2101-222-0-0-40644 Public Safety Information Services Costs $10,000 Blanket Purchase Order List
Request # Vendor Account # Account Name Not to Exceed
100-2101-222-0-0-40514 Contract Services $5,000
118 Tec Network 100-2101-222-0-0-47404 Machinery & Equip $35,000 230-2102-000-0-0-47404 Machinery & Equip (PD) $30,000
100-2102-245-0-0-47404 Machinery & Equip $50,000
119 Time Warner Spectrum Bus Class
100-2101-222-0-0-43054
Telephone/Internet $39,000
120 Tyler Technology 100-2101-222-0-0-40514 Contract Services $340,000 100-1150-125-0-0-40964 Virtual City Hall $17,100
121 Motorola Public Safety Systems 100-2101-222-0-0-40514 Contract Services $37,000 230-2102-000-0-0-47404 Machinery & Equip (PD) $55,000
122 Yaser Khouja 100-2101-222-0-0-40644 Public Safety Information Services Costs $30,000 123 WestCoast Cabling 100-2101-222-0-0-47404 Machinery & Equip $75,000 124 Wordly 100-2101-222-0-0-40514 Contract Services $30,000 Police Information Technology $ 4,524,100
125 Quadient Finance USA, Inc 100-1150-000-43044 Postage $ 55,000 126 League of California Cities 100-1150-000-45104 Dues & Subscriptions $ 40,000 127 Telehealth 100-1150-122-48724 Mental Health and Welness $ 100,000 128 South Bay Cities Council of
Governments
100-1150-000-40514
Contract Services $ 40,000
129 Kosmont Corporation 100-1301-000-40514 Contract Services $ 75,000 130 California Consulting 100-1150-000-40514 Contract Services $ 20,000 131 National League of Cities 100-1150-000-45104 Dues & Subscriptions $ 25,000 132 Renee Public Law Group 100-1301-000-40514 Contract Services $ 25,000 133 Tripepi, Smith, and Associates 100-1150-000-40514 Contract Services $ 25,000 134 Victor's Market 990-23019 Thanksgiving Turkey Giveaway $ 5,000 135 Colantuano Highsmith and
Whatley, PC
250-1902-000-0-0-45064
Liability Expense $ 50,000
136 EJMA Planning and Devt Inc 100-1301-000-40514 Contract Services $ 250,000 City Manager $ 710,000
Total Blanket Purchase Orders 25-26 $ 61,458,124
AGENDA ITEM NO. 16.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 06/24/2025
Originating Department: Planning
City Manager: Department Head:

SUBJECT:

A new professional services agreement for continued help related to an affordable housing project and PLHA grant administration.

RECOMMENDED MOTION:

Approve the contract.

DISCUSSION:

Harris & Associates has been working with the City for several years on the processing of the RFP related to the City-owned property on Cordary Avenue. This contract will extend the services and reflect the expanded scope of facilitating agreements with the developer. This contract will also continue ongoing administration of the PLHA grants.

ECONOMIC DEVELOPMENT STRATEGIC PLAN:

Not applicable.

FISCAL IMPACT:
$103,984 from Planning Department budget for FY 2025-2026.

NOTICING PROCEDURE:

Not required.

ATTACHMENTS
Contract & scope
1 PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF

HAWTHORNE AND HARRIS & ASSOCIATES
This AGREEMENT is made and entered into
this ____ day of _____________, 2025, by and between the City of Hawthorne, a California municipal corporation and general law city CITY Harris & Associates, a California Corporation CONSULTANT

RECITALS
A. CITY requested a proposal for professional services with respect to providing consulting services related to affordable housing and grant applications.

B. CONSULTANT submitted a proposal for the performance of such services, a true and correct copy of which is attached hereto as Exhibit "A" and by this reference made a part hereof.

C. CITY desires for CONSULTANT to provide professional services as described in .

D. CONSULTANT represents and warrants that it has the qualifications, experience and facilities necessary to properly perform the services required under this AGREEMENT in a thorough, competent and professional manner. CONSULTANT shall at all 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, in consideration of the foregoing Recitals, the agreement of the parties as set forth herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

1. DEFINITIONS

The following definitions shall apply to the following terms, except where the context of this AGREEMENT otherwise requires:
(a) Project: Provide consultation and other services related to the Cordary Affordable Housing development DDA, Permanent Local Housing Allocation grant reporting and administration, and other housing services deemed necessary by CITY staff. (b) Services: CONSULTANT shall provide professional services for the project as described in Exhibit "A" attached herein
2 (c) Duration: Said AGREEMENT shall be effective from the date of execution of this AGREEMENT until acceptance and approval of all final documents and studies. (d) Completion of Project: CONSULTANT shall complete all tasks as noted in Exhibit "A" for a period as noted in the agreement with a period not to extend past June 30, 2026. (e) Consultant: Harris & Associates, 101 Progress, Ste 250; Irvine, CA 92618 (f) City: 4455 W 126th St., Hawthorne, CA 90250

2. SCOPE OF SERVICES
(a) CONSULTANT shall forthwith undertake and complete the project in accordance with Exhibit "A" hereto and all 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. 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.

3. COMPENSATION, METHOD OF PAYMENT, AND ADDITIONAL SERVICES (a) CITY shall pay CONSULTANT no more than the total project cost ($103,984.00) as set forth in the proposal, Exhibit "A."
(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.

All charges shall be in accordance with CONSULTANT's proposal with respect to hourly rates and project costs as set forth in Exhibit "A".
(c) 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 AVAILABILITY OF CITY RECORDS
(a) The CITY shall provide the following assistance to CONSULTANT as needed so CONSULTANT can perform the services described above:
(i.) Information and assistance as set forth in Exhibit "A". 3 (ii.) Photographically reproducible copies of forms, documents, codes and other information, if available, which CONSULTANT considers necessary in order to complete the project.
(iii.) Such information as is generally available from CITY files applicable to the project.
(iv.) 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. (a) CONSULTANT shall maintain any and all documents and records demonstrating or relating to CONSULTANT's performance of services pursuant to this AGREEMENT.

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 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-ininterest 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 4 applicable hourly rates as set forth in Exhibit "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
(a) 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:

To CITY
4455 West 126th Street,
Hawthorne, CA 90250
Attn: Director of Planning
To CONSULTANT
Dima Galkin, Director
101 Progress, Ste 250
Irvine, CA 92618
(b) Any such notices, demands, invoices and written communications, by mail, shall be deemed to have been received by the addressee forty-eight (48) 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.
5 (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.

Neither CITY, nor any elected or appointed boards, officers, officials, employees or agents of CITY shall have control over the conduct of CONSULTANT or any of CONSULTANT's officers, employees or agents, except as set forth in this AGREEMENT. CONSULTANT shall not at any time or in any manner represent that CONSULTANT or any of CONSULTANT's officers, employees or agents are in any manner officials, officers, employees or agents of CITY.

(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. LEGAL RESPONSIBILITIES
The CONSULTANT shall keep itself informed of applicable State and Federal laws and regulations, which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this AGREEMENT. The CONSULTANT shall at all times observe and comply with all such laws and regulations pursuant to sound professional practices including, but not limited to, possessing and maintaining all necessary licensing. CITY, and its officers and employees, shall not be liable at law or in equity occasioned by negligent failure of the CONSULTANT to comply with this Section.

11. NON-DISCRIMINATION
CONSULTANT shall not discriminate, harass, or allow harassment against any employee or applicant for employment because of sex, race, color, ancestry, religious creed, national origin, physical disability (including HIV and AIDS), mental disability, medical condition (cancer), sexual orientation, marital status, and denial of family care leave. CONSULTANT shall ensure that the evaluation and treatment of their employees and applicants for employment are free from discrimination and harassment. CONSULTANT shall comply with the provisions of the California Fair Employment and Housing Act (Government Code, Section 12900 et seq.), and the regulations promulgated thereunder (California Administrative Code, Title 2, Section 7285 et seq.). If applicable, CONSULTANT shall give written notice of their obligation under this clause to labor organizations with which they have a collective bargaining AGREEMENT or other AGREEMENT.

12. INDEMNIFICATION
To the fullest extent provided by law, CONSULTANT shall indemnify, hold harmless, and defend CITY, its officers, employees, elected and appointed officials, and volunteers from and against any and all claims and losses, costs or expenses for any damage resulting in death or injury to any person and/or injury or damage to any property resulting from any negligent act or omission of CONSULTANT or any of its officers, employees, agents, or subcontractors in the performance of this AGREEMENT. Such cost and expense shall include reasonable attorney fees. 6 13. CONFLICT OF INTEREST
(a) No CITY employee whose position with CITY enables such employee to influence the award of this AGREEMENT or any competing AGREEMENT, and no spouse or economic dependent of such employee, shall be employed in any capacity by the CONSULTANT or have any other direct or indirect financial interest in this AGREEMENT. No officer or employee of this CONSULTANT who may financially benefit from the performance of work hereunder shall in attempt t
(b) The CONSULTANT shall comply with all conflict of interest laws, ordinances, and regulations now in effect or hereafter to be enacted during the term of this AGREEMENT. The CONSULTANT warrants that it is not now aware of any facts that create a conflict of interest. If the CONSULTANT hereafter becomes aware of any facts that might reasonably be expected to create a conflict of interest, it shall immediately make full written disclosure of such facts to the CITY. Full written disclosure shall include, but is not limited to, identification of all persons implicated and a complete description of all relevant circumstances. Failure to comply with the provisions of this section shall be a material breach of this contract.

14. CONFIDENTIAL 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.

15. INSURANCE
CONSULTANT shall obtain and maintain at its expense, until completion of performance and acceptance by CITY, the following insurance placed with an insurer admitted to write Insurers (LESLI) and having a rating of or equivalent to A:VIII by A.M. Best Company. (a) Commercial General Liability (equivalent in coverage scope to Insurance Services office, Inc. (ISO) form CG 00 01 11 85 or 11 88) an amount not less than $2,000,000 per occurrence and $4,000,000 general aggregate. Such insurance shall include products and be separately endorsed to the policy as addition
Insurance Services Office, Inc. (ISO forms CG20 10 11 85 of CG 20 26 1185. (b) Automobile Liability (equivalent in coverage scope to ISO form CA 00 01 06 92) in an amount not less than $1,000,000 combined single limit per accident for bodily injury and property damage covering Auto Symbol 1 (Any Auto).
7 (c)
Liability in an amount not less than $1,000,000 per accident.

16. AUTHORITY 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.

17. MODIFICATION OF AGREEMENT
No amendment to or modification of 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.

18. 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.

19. 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.

20. 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.

21. ENTIRE AGREEMENT
This AGREEMENT, including the attached Exhibit "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 that are not 8 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.

22. SEVERABILITY
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).

IN WITNESS WHEREOF, this Professional Services Agreement has been executed by their duly authorized representatives.

CITY OF HAWTHORNE HARRIS & ASSOCIATES
By:________________________ By:________________________ Vontray Norris Hitta Mosesman
City Manager Vice President
APPROVED AS TO FORM: ATTEST:

By:________________________ By:______________________________ Robert M. Kim Dayna Williams-Hunter
City Attorney City Clerk
9 EXHIBIT A
PROPOSAL: FISCAL YEAR 2025-26 HOUSING

SERVICES PLANNING DEPARTMENT
101 Progress, Suite 250, Irvine, CA 92618 ◼ (949) 236-1778 ◼ WeAreHarris.com June 17, 2025
Gregg McClain, Planning Department Director
City of Hawthorne
4455 W. 126th Street
Hawthorne, CA 90250
PROPOSAL: FISCAL YEAR 2025-26 HOUSING SERVICES – PLANNING DEPARTMENT Dear Mr. McClain,
We are pleased to present this proposal for Harris and Associates (“Harris”) to provide the City of Hawthorne (“City”) Planning Department with Housing Services.

This proposal is a continuation of work that Harris has been doing with the City for the past five years. Unlike the previous agreements, however, this proposal separates work into separate contracts to streamline the invoicing process, as requested by the City.

Hitta Mosesman, Vice President, will serve as the Principal in Charge for the work. Hitta has over two decades of experience in providing affordable housing consulting services, including housing reporting as required by State law, compliance monitoring, financial underwriting, identifying and pursuing funding sources (such as grants), and advising on legal requirements. Dima Galkin will serve as Director, with Zaire Marin and Kyle Westra serving as the Co-Project Managers. Dima has managed housing services for the City for the past five years.

The following outlines our proposed Scope of Work and Proposed Fees to provide these services.

SCOPE OF WORK
Harris staff will assist City staff with the following activities on an as-needed basis.

Task 1: Cordary Affordable Housing Development DDA and Supplemental NOFA Implementation Harris has worked with the City on implementing a NOFA/RFP for an affordable housing development on a Cityowned property located on Cordary Avenue. This process has led to the selection of a developer for the site and the preparation of an Exclusive Negotiating Agreement (“ENA”) to be completed before June 30, 2025. The ENA will establish the framework to allow the City to exclusively negotiate the proposed development terms with the selected developer.

The next step in the development process is the preparation of a Disposition and Development Agreement (“DDA”) to be agreed to during the ENA’s negotiating term. The DDA will outline the terms of the sale or lease of the Cordary property to the selected developer, and detail the development process, phases, and responsibilities for all parties. Harris will complete two (2) drafts and one (1) final version of the DDA with coordination and negotiation with the selected developer and City staff between each draft. This will include participation in up to Harris & Associates, Inc. 2 of 4
two (2) virtual meetings to negotiate the DDA with the selected developer. Once all parties agree to the final draft of the DDA, Harris will attend up to one (1) City Council meeting in-person, during which the DDA will be proposed.

Once the DDA is in place, City staff have requested a supplemental NOFA for affordable housing projects throughout the City to encumber the affordable housing funds left over after the Cordary process (currently estimated to be up to approximately $1.5 million). Harris will prepare a one (1) draft and one (1) final version of a Supplemental NOFA for affordable housing development throughout the City. The Supplemental NOFA will be accompanied by one (1) draft and one (1) final version each of a Preliminary Application and a Full Application for funding through the Supplemental NOFA.

While factors around the review process for these applications are flexible, Harris has proposed a budget that includes up to six (6) application reviews and proposal memos, and two (2) in-person meetings for the Supplemental NOFA. Harris and the City will discuss and determine specifics surrounding the Supplemental NOFA, including deadlines, review processes, and potential additional funding sources. Harris has budgeted for up to two (2) virtual strategy meetings with City staff for the Supplemental NOFA in its proposed budget.

Deliverables and Meetings:
• Up to two (2) drafts and one (1) final DDA
• Attendance at up to two (2) virtual DDA negotiation sessions • Attendance at one (1) in-person City Council meeting for DDA consideration • One (1) draft and one (1) final Supplemental NOFA
• One (1) draft and one (1) final Preliminary Application • One (1) draft and one (1) final Full Application
• Attendance at up to two (2) virtual Supplemental NOFA strategy meetings • Up to six (6) Supplemental NOFA Application reviews
• Up to six (6) Proposal Analysis Memos
• Attendance at up to two (2) in-person City Council meetings for Supplemental NOFA proposals Task 2: PLHA Grant Reporting and Administration
Harris will provide grant implementation, drawdown guidance, and administrative services for the awarded Permanent Local Housing Allocation (“PLHA”) grant.

Deliverables and Meetings:
• One (1) draft and one (1) final PLHA Annual Report
• PLHA Annual Report Submission to HCD on the City’s behalf (due July 31, 2025) • One (1) draft and one final (1) Annual PLHA Application (CY 2024 PLHA NOFA expected to release in September 2025)
• PLHA Application Submission to HCD on the City’s behalf • Up to two (2) PLHA fund drawdown requests (as needed) Task 3: Project Management and Coordination
This task reflects the effort spent on coordination with City staff via email and calls, monitoring task schedules, and other duties such as invoicing throughout the duration of the contract term. Harris will:
• Oversee and coordinate all aspects of the project, ensuring alignment, timely completion of deliverables, and efficient resource allocation;
• Manage project timelines, monitor progress, resolve any issues that arise, facilitate communication with the client, provide regular updates, and ensure that the project stays on track and within scope; and Harris & Associates, Inc. 3 of 4
• Implement best practices in project management to drive successful outcomes while adapting to any changes in project requirements or priorities.

Task 4: Other As-Needed Services
Harris will provide other housing services as needed and as requested by City staff.

PROJECT TEAM
Hitta Mosesman, Vice President, will serve as the Principal in Charge for this assignment. Hitta joined Harris in August 2019 and was previously a Principal at RSG, a community development and financial consulting firm serving cities throughout California. Hitta has over 20 years of experience in providing affordable housing services to cities and non-profit agencies. Additional key personnel include Dima Galkin, Director, Zaire Marin, Project Manager, and Kyle Westra, Senior Analyst. Additional staff will be assigned as needed.

PROPOSED FEES
Harris will provide services on a time-and-materials basis based on a not-to-exceed budget of $103,984.00, including meetings and coordination.

Vice
President
Director
Project
Manager
Senior
Analyst
Analyst Total
Task Billing Rate $312 $249 $213 $161 $150
1 Cordary Affordable Housing Development DDA and
Supplemental NOFA Implementation
0 76 65 146 72 $ 67,075.00
2 PLHA Grant Reporting and Administration 3 7 11 33 44 $ 16,935.00 3 Project Management & Coordination 3 8 16 8 8 $ 8,824.00 4 Other As-Needed Services 8 12 12 10 10 $ 11,150.00
Total: 14 103 104 197 134 $ 103,984.00
Harris & Associates, Inc. 4 of 4
Time spent on tasks will be billed in accordance with Harris’ 2025 billing rates:

The hourly rates shown above adjust annually beginning January 1, 2026, not to exceed 4% per year. Out-ofpocket fees paid on behalf of the City for filing required reports or to obtain data from the County or other sources will be invoiced with a 3% markup. Miscellaneous costs, including mileage, phone calls, postage, etc., are included in the hourly rates and are not charged separately.

We appreciate the opportunity to continue working with the City of Hawthorne. Please feel free to contact us if you have any questions.

Sincerely,
Harris & Associates, Inc.

Hitta Mosesman
Vice President, Community Development + Housing Consulting (949) 291-3729 ◼ [email protected]
Job Title Hourly Rate for Services
Vice President $312
Senior Director $269
Director $249
Senior Project Manager $230
Project Manager $213
Deputy Project Manager $197
Senior Analyst $161
Analyst $150
City of Hawthorne
SCHEDULE OF PROFESSIONAL FEES AND EXPENSES (2025)
Out of pocket fees paid on behalf of the City for filing of required reports or to obtain data from the County or other sources will be invoiced at actual cost plus 3% markup. Miscellaneous costs, including mileage, phone calls, postage, etc., are included in the hourly rates.

AGENDA ITEM NO. 17.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 06/24/2025
Originating Department: Public Works
City Manager: Department Head:

SUBJECT:

Progress Payment #2 in the amount of $1,198,964.22 is due to Martinez Landscape CO., Inc of Sylmar, CA for the City of Hawthorne New City Yard (Project #24-02).

RECOMMENDED MOTION:

Staff recommends that the City Council approve this Progress Payment #2 to Martinez Landscape Co.

Inc. of Sylmar, CA.

DISCUSSION:

The work for the project includes adequate parking spaces for large and regular vehicles, a two-story building, a fuel-pumping station for gas and diesel vehicles, an above ground propane tank, a mechanic station, wash down bays, hazardous material storage, welding area, general storage, employee restroom, and storage space for large city vehicles. Vehicle parking spaces will have a photovoltaic canopy above, as well as on all building rooftops. The two-story administration building will contain ground level storage, public facing entrance/vestibule, elevator, office, restrooms, and elevator equipment room. The second story will include City offices, training rooms, conference rooms, mail intake and sorting, and staff restrooms. The roof of the administration building will also hold a new radio tower and drone pad. Additionally, new sidewalks will be installed that are ADA compliant, along with driveways that provide entrance and exit to the facility. This project also consists of multiple trades from low voltage electrical work to fueling station designing & construction. This requires the awarding contractor to have multiple subcontractors for various works which include but not limited to: low voltage electrical work for communication/security system, elevator construction and installation, mechanical lifts and pressure systems, fueling station design and installation, hazardous material storage construction, fire suppression system, standard plumbing, mechanical and electrical systems, ADA sidewalk construction, landscaping, etc. Any and all other additional, reduced or removed work will be made through negotiated change orders after the projects contract has been awarded in accordance with the bid documents.

The work completed up to date includes but not limited to:

New Perimeter CMU wall
Building B2 structural walls erected, shop drawings reviewed and approved, trenching for underground utilities (electrical/plumbing)
Building A2 footing excavated, compacted, rebar placed, concrete poured. Underground electrical conduit and plumbing lines excavated and placed/being placed.

Building A1 leveling and compaction completed, to commence trenching for underground utilities Fueling Station plans under review
Working with Edison to Finalize Electrical Plans for main box/panel ECONOMIC DEVELOPMENT STRATEGIC PLAN:

None
FISCAL IMPACT:

None. Funds for this progress payment in the amount of $1,198,964.22 will be funded through issuance 2024 Lease Revenue Bonds (the "2024 Bonds"), Equipment Funds, Sewer Funds, Proposition A & C, and allocated funds from the 2024-2025 budget.

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

ATTACHMENTS
PP#2

ITEM CONTRACT

QUANTITY UNIT UNIT
PRICE CONTRACT AMOUNT QTY OR % PREVIOUS QTY OR % THIS ESTIMATE AMOUNT THIS

ESTIMATE
TOTAL QTY OR %

TO DATE

TOTAL AMOUNT TO
DATE
A LS 1 $ 13,770,087.00 $ 13,770,087.00 6% 9% $ 1,262,067.60 16% $ 2,187,885.08 $ 13,770,087.00
TOTAL: $ 1,262,067.60 $ 2,187,885.08
LESS RETENTION: $ 63,103.38 $ 109,394.25
LESS PREVIOUSLY PAID: $ - $ 879,526.61
TOTAL AMOUNT DUE: $ 1,198,964.22 $ 1,198,964.22
$ 1,198,964.22
Honorable Mayor and City Council 24-June-25
City of Hawthorne Council Date
Hawthorne, CA 90250
RE: PROGRESS PAYMENT NO.2 FOR CITY OF HAWTHORNE NEW CITY YARD PROJECT #24-02 The following is a detailed breakdown of Progress Payment No.2 due to Martinez Landscape Co., Inc Sylmar, CA for work done on the subject through June 2025.

DESCRIPTION
German Franco
German Franco
Building B2 structural walls erected, shop drawings
reviewed and approved, trenching for underground
utilities (electrical/plumbing). Building A2 footing
excavated, compacted, rebar placed, concrete
poured. Underground electrical conduit and
plumbing lines excavated and placed/being placed.

Building A1 leveling and compaction completed, to
commence trenching for underground utilitie.

Purchase of material and equipment include but not
limited to electrical conduits, wiring, plumbing pipes, rebar, concrete, sand, steel, electrical box,
receptacles, switches, etc.

TOTAL CONTRACT AMOUNT
TOTAL AMOUNT DUE THIS 2nd PROGRESS PAYMENT:

ACCOUNT NUMBER:
560-9101-000-0-0-47304
TO: PROJECT NAME: APPLICATION NO: 2
PROJECT ADDRESS: APPLICATION DATE: 6-Jun-25
FROM: PROJECT NO: PERIOD TO: 31-May-25
CONTRACT START DATE: 0-Jan-00
CONTRACT NUMBER: 24-02
VENDOR ID NO: 0

CONTRACTOR'S APPLICATION FOR PAYMENT

1. ORIGINAL CONTRACT AMOUNT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $

2. Net Change by Change Orders . . . . . . . . . . . . . . . . . . . . . . . . . . . . $

3. CONTRACT AMOUNT TO DATE (Line 1 + Line 2) . . . . . . . . . . . . . . . . . . . $

4. TOTAL COMPLETED & STORED TO DATE . . . . . . . . . . . . . . . . . . . . $ (Column G on Continuation Sheet)

5. RETAINAGE:
a._5_% of Completed Work (Line 4)
TOTAL RETAINAGE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ Contractor:

6. TOTAL EARNED LESS RETAINAGE . . . . . . . . . . . . . . . . . . . . . . . . . $ (Line 4 less Line 5 Total)

7. LESS PREVIOUS CERTIFICATES FOR PAYMENT . . . . . . . . . . . . . . . $ (Line 6 from prior Application for Payment)

8. CURRENT PAYMENT DUE (Line 6 less Line 7) . . . . . . . . . . . . . . . . . . . . . $

9. BALANCE TO FINISH, INCLUDING RETAINAGE (Line 3 less Line 6) . . . . $ Owner Use Only:

10. TOTAL WITHHOLDS (from Owner Assessment Summary ): . . . . . $

11. TOTAL RELEASES (from Owner Assessment Summary ): . . . . . . $

12. ADJUSTED PAYMENT AMOUNT: . . . . . . . . . . . . . . . . . . . . . . . . . . . $ City Of Hawthorne New City Yard
12613 Doty Ave. Hawthorne, CA 90250
Martinez Landscape Co., Inc #24-02
(Contractor) 0
12357 San Fernando Rd. Sylmar, CA 91342
(Remittance Address)
13,770,087.00

0.00 13,770,087.00
2,254,025.48
$ 112,701
112,701.27 Martinez Landscape Co., Inc
2,141,324.21 (Please print name of company)
879,256.61 (Name and title)
1,262,067.60 (Contractor's Signature) (Date)
11,628,762.79
1,262,067.60
Owner's Authorized Representative (Signature) (Date)
Under penalty of perjury under the Laws of California, I certify that all items, units, quantities and prices for work shown on this payment request are correct; that all Work has been performed and materials supplied in full accordance with the terms and conditions of the construction contract on this project; that all of the information set forth herein or attached hereto is a true and correct statement of the Contract Amount and the Contract Time up to and including the last day of the period covered by this invoice, and that no part of the “Current Payment Due” has been received.

CERTIFICATION

REVIEWED AND APPROVED AS PER TERMS OF CONTRACT
MARTINEZ LANDSCAPE CO., INC
12357 SAN FERNANDO RD | SYLMAR, CA 91342
PH: (818) 364-9188 | FAX: (818) 364-9958

APPLICATION FOR PAYMENT
06/11/2025
Paulette Martinez, Office Manager
AGENDA ITEM NO. 18.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 06/24/2025
Originating Department: City Attorney
City Manager: Department Head:

SUBJECT:

Agreement with Progressive Solutions, Inc. for Business License Software RECOMMENDED MOTION:

Staff Recommends that the City Council Approve the Agreement with Progressive Solutions, Inc.

DISCUSSION:

The Business License Department had been using Progressive Solutions, Inc. (Progressive) software for various license processing and record keeping, including issuance of tax certificates, annual renewals.

The Progressive agreement is for the term of one fiscal year and is a vital part of the License Department.

ECONOMIC DEVELOPMENT STRATEGIC PLAN:

The Progressive Software affords an efficient system for processing license for business owners, an integral part of the city's economic development.

FISCAL IMPACT:
$42,704.91 from General Fund for fiscal year 2025/2026
NOTICING PROCEDURE:
72 Hours Posted Notice Pursuant to Ralph M. Brown Act.

ATTACHMENTS
Progressive Agreement

INVOICE
Create Date: 6/30/2025
Invoice Number
4075
City of Hawthorne
4455 W. 126th Street
Hawthorne CA 90250
7/15/2025
Shuntell Dixon
We appreciate your prompt payment. TOTAL
310/349-1621
[email protected]
PROGRESSIVE SOLUTIONS INC.
www.progressivesolutions.com
Invoice Details
Progressive Solutions, Inc.

P O Box 783
Brea, CA 92822
Account Name:

Email:

Due Date: Phone #:

IT:

Contact Name:

Billing Address:
714/671-1597
Shawn Cobarrubias
Phone #:

Prepared By:

Account Information
Name Designated Caller Maintenance Fee
Software Maintenance-LicenseTrack (07/01/2025 - 06/30/2026) 20,968.82 Shuntell Dixon Software Maintenance-PaymentCentral 10,373.95
Software Maintenance-LicenseTrack Web Renewals 3,930.86 Software Maintenance-LicenseTrack Web Applications 1,752.70 Software Maintenance-Credit Card Connector 333.87
Software Maintenance-Cannabis Permitting (included) 0.00 PSI PayHosting - LicenseTrack™ (07/01/2025 - 06/30/2026) 1,630.19 Cloud Hosting Charge (07/01/2025 - 06/30/2026) 1,979.52 SSL-Secured Socket Layer Access (07/01/2025 - 06/30/2026) 250.00 Zip plus 4 validation service (07/01/2025 - 06/30/2026) 790.00 Optional: One user conference registration (refundable up to 30 days prior to conference)
695.00
(Should you wish an invoice for more attendees, please contact Shawn and she will be pleased to revise and reissue your invoice.)

0.00 All Refund requests must be made in writing. Those prior to 10/17/2025 will be honored less a $50 processing fee. No refunds are available after 10/17/2025

0.00 CA Sales Tax 10.25% 0.00
$42,704.91
Progressive Solutions Inc.

P O BOX 783
BREA, CA 92822

PROGRESSIVE SOLUTIONS
www.progressivesolutions.com

USAGE RIGHTS
Upon timely payment of the above total due, Customer shall be licensed to use the above identified Progressive Solutions Inc. software/modules for the License Term and number of Users as defined in this Order.

LICENSE TERM
License Start Date: 7/1/2025 License End Date: 6/30/2026 *Customer’s License Start Date will commence no earlier than the signature date of this Order

TERMS OF USE
See Software Maintenance Agreement and Addendum - Hosted below

PAYMENT TERMS
Payment Annually Payment Terms The Above Total Is Due Prior to License Expiration To Avoid
Cessation of Software/Services
and a 25% Reinstatement Fee
Frequency
EXECUTION:

To avoid conflicting terms arising out of the integration of this Agreement, resulting purchase orders, letters and confirmation, the parties agree that should any conflict arise with any other unilateral writings of either party, this Agreement shall govern. Both Parties via their signatures below or electronically hereby certify 1) they are authorized to sign this agreement and 2) each signer accepts the attached terms and conditions on behalf of the above referenced organization. The Receiving Party via their signature below or electronically hereby certifies that there are no contractual conflicts with respect to any existing city charter or similar legislation or that any conflicts have been identified, fully disclosed to Licensor in writing and such written documentation has been attached to/made a part of this agreement; further any unidentified/unincorporated legislative conflicts shall be deemed waived.

CITY OF HAWTHORNE
Signature Date
Name Title
PROGRESSIVE SOLUTIONS INC.

Signature Date
Name Title
*Please Note - To avoid late penalties and to ensure continuation of service, receipt of a signed agreement prior to expiration entitles you to a 30-day payment grace period without penalty. Please SIGN & RETURN attached Software Maintenance Agreement or remit payment, by 6/30/2025.

PROGRESSIVE SOLUTIONS INC. EXHIBIT A: SOFTWARE

MAINTENANCE AGREEMENT
AGSOFTMT(4.2) Page 3 of 6
I. NATURE AND DURATION OF SUPPORT.

Progressive Solutions Inc., a California corporation herein after referred to as "Licensor" is in the business of providing software maintenance services (herein after referred to as “Software Maintenance”). Software Maintenance is intended to facilitate smooth & efficient ongoing operations of the Licensed software. Licensee as identified above as ‘Account Name’ desires to obtain Software Maintenance for the specified Licensed software. This Agreement provides for remote services to be performed in Orange County, California, only during normal business hours (6:30am PST to 5pm PST).

Maintenance services shall start and end on the dates specified above in the section titled LICENSE TERM. Services shall expire at 5:00 PM Pacific Standard Time on the end date specified above unless renewed (WHETHER AUTOMATIC OR MANUAL) as set forth below. Support outside of normal business hours is available for purchase.

Requests for service for which the intended result is of negligible operational benefit are not available free of additional charge under this Software Maintenance Agreement. (i.e. Changing the name of a non-Licensor hosted server absent a hardware upgrade which consequently results in the need to reinstall/verify the SQL data base software, the operating system, the Licensed software and to update every Licensee machine that runs the Licensed software.) Licensees that purchase after hours support will be provided with the appropriate contact information. Licensor reserves the right to prorate the software maintenance fee and provide more or less than one year of coverage so that subsequent Software Maintenance Agreements expire on the above referenced License End Date. UNLESS WRITTEN NOTICE OF TERMINATION HAS BEEN PROVIDED BY LICENSEE TO LICENSOR NO LATER THAN 60 DAYS PRIOR TO

EXPIRATION OF THIS SOFTWARE MAINTENANCE AGREEMENT, THIS

AGREEMENT SHALL AUTOMATICALLY RENEW THEREAFTER FOR A PERIOD

OF TIME EQUAL TO THE DURATION OF THIS AGREEMENT AT THE SPECIFIED MAINTENANCE RATES IN EFFECT AT THAT TIME FOR THE RENEWAL PERIOD.

NO OTHER TERMINATION OF THE AUTOMATIC RENEWAL PROVISION IS AVAILABLE. UPON EXPIRATION OF THE LICENSED SOFTWARE, SOME OR ALL

OPERATIONAL FEATURES MAY NO LONGER FUNCTION AND NO SUPPORT SHALL BE AVAILABLE. THE LICENSED SOFTWARE MAY BE REACTIVATED WITHIN 30 DAYS BY PAYMENT OF THE OUTSTANDING SOFTWARE

MAINTENANCE INVOICE PLUS THE REINSTATEMENT FEE IDENTIFIED ON THE COVER PAGE OF THIS AGREEMENT.

II. LICENSEE'S RIGHTS, OBLIGATIONS & REPRESENTATIONS
a) Training for users, managers and other personnel is essential for efficient operation of the Licensed software. Licensee shall designate one employee as a primary contact for each Licensed software application. The designee must have been trained to use the Licensed software, must regularly use the system(s) and be primarily responsible for daily results/operation of the system(s). While designee may assign follow-up on a request for service to another staff member, designee must initiate contact with Licensor's support personnel and relate their questions or issues. Designee shall coordinate and/or test/verify all configurations including but not limited to: general ledger accounts, rates, rate types billing & charge groups. In addition, designee shall coordinate availability of necessary IT staff for software updates and installation (when required by your local policy). Licensor understands that staff turnover is inevitable.

Should a change to the designee be required, a proposed designee shall meet at least one of these requirements 1) be well trained by the previous trained designee (passage of a test on software functionality may be required) 2) have scheduled/received onsite or remote training from Licensor at current rates or 3) agreed to regularly attend Licensor’s annual user conference (only if conference is scheduled to occur within 3 months of the proposed designee change as training is crucial to smooth operations). Once at least one of the above conditions has been met, please contact Licensor to obtain the designee change form for subsequent submittal to Licensor. Such training is neither available nor appropriate via customer support lines. Licensee acknowledges that updates/version releases/patches made available to Licensee from time to time are an integral part of the overall performance and value of the Licensed commercial configured software. For local implementations, Licensee shall make a good faith effort to 1) install all software updates/version releases/ operating system patches in a test environment for thorough evaluation and testing prior to deployment in a production environment.

And 2) install the tested upgrades/version releases/ operating system patches promptly after completion of testing occurring no later than nine (9) months from the date such updates are made available by Licensor. If the corrective nature of software upgrades are not promptly reviewed and/or the software upgrade installed shortly after notification of availability from Licensor, Licensor staff shall NOT provide further support (i.e. workarounds) relating to any issues where Licensor has offered Licensee a recommended resolution that requires implementation of a software update. Further as software versions older than one year are more expensive to support, when appropriate an obsolescence surcharge may be added to the next support invoice. b) Software corrections are defined as: Licensor software updates as well as specified operating system patches. Licensee agrees to implement software corrections that have been identified as necessary by Licensor and to ensure that the requirements identified in Exhibit B: (Requirements) are met by all machines intended to execute the Licensed software. Licensee understands that software corrections are typically implemented via new software releases. Failure to implement those identified software corrections or to maintain the specified requirements shall relieve Licensor from any and all Software Maintenance responsibilities relating to any Licensee reported issue(s) that the Licensor correction(s) was/were offered to address for local non-hosted implementations. In the event Licensee fails to implement identified software corrections, any subsequent services relating to the Licensee reported issue(s) will only be provided on an emergency time and materials basis. Unlike the business models of other providers where products become obsolete, Licensor continually improves the software and offers to schedule at least one complimentary software version upgrade each year as a component of annual software maintenance. It is highly recommended that Licensee staff regularly attend Licensor’s annual user training/conferences so staff may learn of, receive training on and take full advantage of accumulated new features and functionality. It is vital that at least one Licensee staff member for each Licensed product attend Licensor’s user conference at least every 5 years. Licensee representatives who insist on obtaining training via telephone support may result in Licensor passing on such training costs along via an additional increase in the Software Maintenance Agreement.
c) To the extent permitted by any pertinent transparency legislation (such as a federal, state or local Public Records Act), Licensee will preserve the confidential nature of the Licensed software and related media and will not make copies, including partial copies or updated versions thereof, except for internal reference, archive or backup purposes. For local implementations, Licensee is solely responsible for the backup of its data and agrees to conscientiously ensure the existence of functional daily backups for at least the last 10 business days and shall not remove or disable any SQL agent or backup plan initiated by Licensor without both notification to Licensor and at least monthly testing of any subsequently implemented alternate backup plan. If the backup plan is altered or disabled without notification to Licensor, and there is a resulting data loss, an additional charge may be incurred for requested data recovery services. d) Licensee agrees to provide Licensor with access to the licensed software and data for the sole purpose of providing technical support. As a result, Licensee agrees to (1) maintain a working connection to the internet, (2) permit access through any router/firewall or permit a Virtual Private Network-VPN connection to Licensee’s network and (3) allow access to a technical support requestor’s workstation via Licensor’s workstation via Licensor’s licensed TeamViewer™ plugin or provide an equivalent alternative at Licensee’s expense. In addition, Licensee agrees that all designated workstations shall meet at least the minimum requirements as specified in Exhibit B:
(Requirements and Project Implementation Matrix) at the time of the initial implementation in order to accommodate the software version initially installed.

Licensee for local implementations further agrees to have completed installation of the licensed software, the Microsoft® SQL tools and other mutually agreed requirements such as: Microsoft® Terminal Services, Citrix or other similar functionality. In the event Licensor deems such remote access necessary, Licensor shall request confirmation that required access (one of the options listed above) is available. Upon receipt of such confirmation, Licensor shall attempt remote access. If remote access is not functional despite Licensee’s confirmation of functional remote access, Licensor shall provide remote access verification services free of charge for one time during each annual agreement. Should Licensee require remote access verification services in excess of the one free service, Licensor will request approval to invoice for such services at the rate in effect at the time of service prior to providing such remote access verification. In the event remote access is not and will not be available in the course of Licensor’s attempt(s) to provide Software Maintenance, Licensee understands that Licensor’s ability to provide support will be severely limited and an additional service surcharge may be applied to the Software Maintenance Agreement to account for the additional costs incurred to provide such additional support. Should Licensee desire emergency support, on-site support services are available at Licensor’s current support rate plus expenses for each partial or full day required to provide Software Maintenance. e) To minimize Licensee costs, to eliminate any requirement for manual update of validation and/or zip plus four (4) codes, to allow for other on line validations (such as contractor’s license, sales tax permit, pet microchip owner information retrieval, etc.) and to maximize uptime of zip plus four (4) & Licensed software validations, the Licensed software should optimally be configured for secure internet access to the Licensor designated internet address. Consequently users of the Licensed software that is locally implemented may periodically obtain the latest zip plus four (4) data and validation codes. Absent this configuration, to obtain automated zip plus four (4) functionality, for local implementations, Licensee must purchase a zip plus four (4) data subscription from Licensor and designate staff to install such zip plus four (4) updates every two (2) months. Failure to promptly update zip plus four (4) data for local implementations will cause disruption of the zip plus four (4) functionality. Furthermore absent internet access or maintenance of a current data subscription from licensor, the automated validations provided at the time of installation shall cease and all such validations will need to be performed manually.
f) Network Performance: Licensee understands and acknowledges that network performance is solely the responsibility of Licensee. Should any questions arise as to whether a performance issue is software or network related, Licensee agrees to direct PROGRESSIVE SOLUTIONS INC. EXHIBIT A: SOFTWARE

MAINTENANCE AGREEMENT
AGSOFTMT(4.2) Page 4 of 6
staff, a Licensee retained consultant or Licensor (at Licensee’s cost) to evaluate network/software performance. Such network evaluation shall utilize “Network Sniffer” or equivalent tools to facilitate generation of quantitative results. Licensee agrees to request & incorporate Licensor’s recommendations in the network evaluation work plan.

Licensee further agrees to transmit the results of such work to Licensor for review and to withhold publication of such results until after implementation of all Licensor recommendations. Requests of Licensor for performance troubleshooting (such as speed and network connection issues) in which Licensor receives prior written authorization to collect factual data and subsequently presents a determination that performance issue(s) is/are network related will be billed at the rates in effect at the time of service.
g) Licensee assumes any and all responsibility and liability for 1) any modification to the Licensed software and/or database structure not made by Licensor (i.e. changes to Crystal reports, additions or deletions of data base tables, fields, etc.) and 2) any modification to the Licensee’s data which is not made by Licensor or the Licensed software. If, after providing corrective maintenance, Licensor determines that an error condition is not a Licensed software error or that the error condition results from either condition 1 or 2 above, Licensee agrees to pay Licensor for the reasonable services so provided at the rates in effect at the time of service plus reasonable expenses. h) Call Monitoring: Licensee may monitor and record any calls between Licensee (including designated Sub-Agencies) and Licensor.
i) PCI Compliance: While Licensor’s payment processing solutions are designed to CISP (Cardholder Information Security Program) & PCI (Payment Card Industry Data Security Standard) guidelines, Licensee understands that Licensor’s PCI/PADSS compliance and certification does not automatically result in Licensee compliance.

Licensee acknowledges that to maintain CISP/PCI compliance, Licensee must provide staff with PCI security training and ensure that staff actions maintain compliance.

Licensee understands that local PCI compliance is not possible without Licensee’s internal staff effort to achieve such compliance. Licensee accepts their critical role in maintaining compliance as required by Visa, MasterCard, etc. Licensor accepts responsibility for facilitating such compliance by neither encouraging the storage of credit card data via non-secured methods nor configuring the system for the express purpose of retaining such information. It is Licensee’s responsibility to assure that all other 3rd party partners/vendors as well as their own internal operations staff facilitate compliance in their specific areas of process control.
j) Software License Expiration: Upon expiration of the software license pursuant to Section II of this agreement, Licensee shall discontinue use of Licensor's database/structure, software & related electronic forms as described in Section VDefault.

III. LICENSOR'S RIGHTS, OBLIGATIONS & REPRESENTATIONS
a) Support Services: During the term of this Agreement, Licensor shall make available to Licensee without additional charge any updates and/or minor enhancements to Licensed software, data or data structures, which Licensor releases. In addition, Licensor shall provide Licensee with unlimited support services (via telephone, facsimile, remote internet connection, email and/or mail communications) for ongoing problem resolution to assist the person(s) designated by Licensee (or an alternate in the absence of the designated caller). It may include but is not limited to requests for service regarding operation (including requests for assistance with workstation accessory hardware purchased from Licensor), installation, updates, administration & general technical assistance requested by Licensee’s designee(s). The designee(s) shall know the Licensed software, use the Licensed software and be responsible for the results of their efforts. Such support also includes “Limited Assistance” with the items listed below, provided such assistance may be provided in fifteen (15) minutes or less:

1. Training (especially of untrained personnel), assistance with report customization and searching of data within the Licensed software, and

2. Assistance to isolate the source of problems and/or to troubleshoot difficulties resulting from sources other than Licensor’s provided products or services, such as:
 Virtualization and/or Remote Access configuration & setup  Personal Computer setup, configuration & optimization  Basic Microsoft Windows™ functionality
 Personal Computer & hardware troubleshooting
 General network support (i.e. network access, printing, backup & restores)  Network operating system configuration & functionality  Data corruption due to lack of disk space or backup failure; and  Loss of supervisor or other password
But expressly excludes any services or assistance relating to database or 3rd party mail services issues, unless purchased via an addendum to this agreement. “Limited Assistance” in excess of fifteen (15) minutes per call will be billed at the rate in effect at the time of service. Prior to and as a condition of Licensor’s right to bill for such “Limited Assistance”, Licensor shall inform Licensee that the free support is over and that any additional support will be billable. Licensor reserves the rights to: A) limit the number and the duration of these communications and B) periodically transmit surveys to Licensee for evaluation of the software, support and other services. b) Maintenance Services: Upon receipt of notification from Licensee’s designated support representative(s) of an apparent error in any supported release of the Licensed software, Licensor will use commercially reasonable efforts to promptly investigate the issue and determine whether or not there is in fact an error and advise Licensee that either an error does not exist or confirm that one does exist and what if any work-around exists. Errors will be deemed to be any design or programming error in the Licensed software which prevents the Licensed software from substantially complying with the functionality as set out in the user documentation (on-line or hard-copy) delivered with the Licensed Software and which materially affects the use, function or performance of the Licensed Software. When errors are confirmed, Licensor will use commercially reasonable efforts to correct such errors and provide Licensee with a correction or service pack for the Licensed Software as soon as it is practical in Licensor’s sole discretion.
c) Assignment of Priorities for Support Issues: New support incidents are assigned one of the following four priority levels, each with its respective standard completion target:

Call
Priority
Description Standard
Completion
A -System
Down
Fatal issues that result in Licensee’s inability to fulfill critical business functions (i.e. those pertaining to core functionality such as billing and receipting) & that have no reasonable work-around.

Within 12
hours
B - Urgent Serious issues significantly impacting use of Licensed software but do not prevent core functions (defined above) from being fulfilled.

Within 24
hours
C - Normal All other issues, except those classified as D (low) Within 36 hours
D – Low Issues with minimal impact on operations requiring incommensurate support effort. (Work will be performed on a best efforts basis when requests with higher priorities do not take precedence.) Issues such as proposed elective configuration changes that are by nature not timesensitive and may be undertaken as planned Licensee service initiatives outside the scope of this agreement
None
Licensee may request a ranking of the call priority when initially reporting the incident.

Should there be any disagreement over the priority assigned to a particular incident, or any other aspect of its handling by Licensor’s support staff, Licensee’s designated representative is encouraged to speak directly to the support representative dealing with the issue in order to arrive at an acceptable solution. In cases where escalation is desired or necessary, please contact the Support Services Supervisor with any concerns you may have.
d) Excluded Services: Without limitation, the following services are excluded from Software Support:

1. Those required to remedy problems that stem from changes to or defects in the initially installed/approved system configuration or in subsequent modified/approved Licensor system configurations;

2. Those required to remedy problems which do not stem from any defect in the Licensed Software

3. Those required to remedy issues resulting from untrained or inadequately trained Licensee staff.

4. Those required remedying problems caused by:
a. improper use of the software
b. unauthorized modifications to Licensor's data structure/configuration c. modifications to Licensee’s data without use of Licensor approved methods (i.e. application programming interfaces-API).

5. Report rewrites requiring more than 15 minutes after approval of initial report customization(s).

6. Any & all hardware support, maintenance or troubleshooting issues, except as described in Section IV(a) regardless of the source of such hardware. e) Limited Warranty of Service: Licensor warrants that all maintenance services provided hereunder will be performed in full conformity with this Software Maintenance Agreement, with the skill & care which would be exercised by those who perform similar services at the time the services are performed, and in accordance with accepted industry practice. The following actions shall void all maintenance and support obligations of this Software Maintenance Agreement:
 Use of any non-authorized application or support tool that modifies data in the database, whether created by Licensee or another party. (Licensor regularly engages in custom projects to accomplish such objectives and is pleased to do so.)  Use or creation of any application that competes with or replaces a module available from Progressive Solutions Inc. to work with either the licensed application or the licensed application's database
In the event of a breach of the express warranties contained herein and/or in the event of non-performance and/or failure of Licensor to perform the services in accordance with PROGRESSIVE SOLUTIONS INC. EXHIBIT A: SOFTWARE

MAINTENANCE AGREEMENT
AGSOFTMT(4.2) Page 5 of 6
the Agreement, Licensor will, at no cost to Licensee, re-perform or perform the services so that the services conform to the warranties.
f) Nothing contained in this Agreement shall be construed to obligate Licensor to provide any services whatsoever subsequent to the expiration of this Agreement or any subsequent renewals of this Agreement. Upon expiration of this Agreement, Licensee may offer and Licensee may purchase continued Software Maintenance on a periodic basis.

IV. SUPPORT FEES AND PAYMENTS
Payment for ‘Software Maintenance’ services is due in advance and non-refundable. ‘Software Maintenance’ services will not be provided until such advance payment has been received. Licensor agrees to provide at least 90 days prior written notification prior to implementation of any annual fee change. Any annual fee change shall not become effective until the first day of any annual extension. Maintenance for Revenue Enhancement functionality is excluded from any and all caps.

Should Licensee terminate this agreement at any time after the most recent automatic renewal and cease all use of the Licensed software post expiration of the Licensed software, both parties agree that any billed and/or unpaid annual maintenance invoice amount submitted to Licensee prior to the automatic renewal shall be immediately due and promptly payable. If payment is not received by Licensor within 30 days from invoice date or 60 days post expiration of Licensee’s right to use the licensed software (whichever is earlier), a late fee of 10% of the invoiced amount shall also be due and payable. If Licensee continues use of the Licensed software for more than 60 days post Licensee's right to use the software without payment and absent alternate written arrangements, Licensee shall remove the licensed software per the provisions of the Default Section (V) of this agreement.

To encourage Licensees to receive the benefits of the latest Software Maintenance Agreement, Licensor offers a 30 day Software Maintenance payment extension to Licensees that sign and return the Licensor provided Software Maintenance Agreement renewal without alternations to Licensor prior to expiration of each Software Maintenance term. Unless Licensor has received a newly signed Software Maintenance Agreement (to extend the payment due date) prior to the software expiration date, a reinstatement fee based of the delinquent maintenance balance (identified on the cover page of this agreement) shall be due for failure to tender payment either by the original expiration date or by the Licensor extended due date obtained by signing the new Maintenance Agreement. Further any payments not received by Licensor within 30 days from the invoice date, original contractually specified expiration or by any Licensor extended due date shall in addition to the reinstatement fee be subject to a finance charge of .05% per day from the support expiration date up to and including the date payment is received.

V. DEFAULT
(a) In the event Licensor or Licensee fails to exercise due care (defaults) with regard to its obligations under this Agreement, and has not remedied such default within 30 days after the date of written notice by the non-defaulting party, then the non-defaulting party shall be entitled to exercise any one or more of these remedies:

1. The non-defaulting party may terminate this Agreement, accelerate all amounts due and unpaid hereunder such that all amounts will become immediately due and payable.

2. Suspension of Obligations: The non-defaulting party may suspend performance & observance of any or all its obligations under this Agreement, without liability, until the other party’s default is remedied. However, Licensee may only suspend its obligation to make payments for Software Maintenance and other Services provided a written ‘Notice of Default’ has been transmitted to Licensor prior to the most recent automatic renewal date. At such time as the noticed default has been remedied, such suspended payment shall be immediately released to Licensor.

3. If Licensee is the defaulting party, Licensor may allow the Licensed software to expire without demand or notice, without court order or other process of law, and without liability to Licensee for any damages occasioned by such expiration of the Licensed software.

4. The non-defaulting party may pursue any other remedy available at law or in equity, including injunctive relief. While an attempt at good faith Mediation participation per Section XI (f) of the ‘Software and Services Agreement’ is required in order for either party to collect any costs of litigation, therefore it is mutually agreed that any ‘Notice of Default’ transmitted to Licensee shall be deemed adequate notification of a Licensor claim to protect its private intellectual property per California Government Code Section 905.1 (or similar code sections from any state where the software has been installed). (b) Removal of Licensed Software: For local implementations, upon 30 days from demand by Licensor made pursuant to the default provisions (Section V) of this agreement and/or the corresponding Software License Agreement pertaining to local licensed software implementations, Licensee shall discontinue use of Licensor's database/structure, software & related electronic forms. In addition, Licensee shall provide Licensor with written confirmation that: I) all previously licensed components have been erased and copies no longer reside on any computer system maintained or operated by: Licensee, Licensee’s staff members, or Licensee authorized 3rd party vendors II) all backup tapes which contain a copy of Licensor's proprietary property shall be securely maintained with the same care as other confidential data and overwritten as part of the normal backup plan after execution of the transmitted Licensor’s “Confirmation of Proprietary Rights and Destruction” III) no attempt shall be made to restore Licensor's proprietary property from backup tapes and IV) no breach of confidentiality relating to Licensor's intellectual property has occurred. Licensee agrees to complete and transmit Licensor's ‘Confirmation of Proprietary Rights and Destruction’ to Licensor within 30 days from expiration of the licensed software unless an alternative written agreement has been executed. Failure to transmit such statement prior to the 30 day due date shall result in a $1,000 charge for each subsequent 7 day period until such statement has been provided. Should any representation provided via a transmitted ‘Confirmation of Proprietary Rights and Destruction’ subsequently be found not to be true, the weekly penalty provision shall apply as if the statement had not been provided until the date subsequent proof has been tendered which verifies that any misrepresentation (intentional or unintentional) has been rectified.

VI. GENERAL PROVISIONS
(a) The Licensed software is subject to design and operational changes to allow for the use of new technologies and to correct known bugs as they are brought to the attention of the Licensor, either by the Licensor's own quality-control mechanisms or by the Licensee.
(b) Licensee acknowledges that the Licensed software is of such complexity that it may have inherent defects and agrees that as Licensor's sole liability for such inherent defects and as Licensee's sole remedy for such inherent defects, Licensor will provide, during the term of this Agreement, all reasonable software maintenance services arising from a hosted and/or unaltered locally implemented version of the delivered Licensed software to correct 1) documented programming or documentation errors reported by Licensee and 2) failure of the Licensed software to meet the specifications identified in the electronic documentation provided with each release of the software.
(c) Software maintenance is offered by Licensor to ensure that Licensee receives the quality support necessary to remain a highly satisfied customer. Support is offered for Licensed software and minor modifications to forms designed and/or created by Licensor to operate with the released software. Licensor utilizes Seagate's Crystal Report Writer to create most reports and forms. To ensure maximum flexibility, customers have the option to independently design, create and maintain additional forms, mailings, and/or reports. Licensor's annual software maintenance does not include technical support for user written Crystal Reportsor for minor individual modifications to accepted/completed forms that require more than 15 minutes technical support. However, Licensor is pleased to offer such support on a time expended or fixed fee basis (should complete written specifications be available). (d) All documentation, programming and/or modifications shall be delivered via remote telecommunications from Licensor's place of business, to or through the Licensee's computer. Licensor shall not provide Licensee with possession of any tangible personal property such as storage media. Licensee shall reimburse Licensor for any state and or local requirements, which Licensor must meet or obtain to provide services under this Agreement (e.g. business licenses, additional insured statements, sales tax, etc.).
(e) No action regarding services or deliverables, regardless of form, may be brought more than one (1) year after the first to occur of either 1) the conclusion of services and/or delivery of any deliverables arising from this or the Software License Agreement, or 2) such party’s knowledge of the event giving rise to such cause of action. This limitation does not apply to confidentiality obligations or to software license rights.
(f) Notices: All notices and other communications required or permitted to be given or made pursuant to this Agreement shall be in writing and deemed delivered one (1) day after being sent by a nationally recognized overnight courier service or three (3) days after being sent certified U.S. mail, return receipt requested, postage prepaid.

All notices will be given to the designated contact at the address indicated in this Agreement.
(g) Should any conflict arise with any other unilateral writings of either party, this Agreement shall govern. This Agreement and any written modifications, amendments or addenda, executed pursuant to this Agreement constitute the entire agreement between the parties and supersede all negotiations and other proposals, oral or PROGRESSIVE SOLUTIONS INC. EXHIBIT A: SOFTWARE

MAINTENANCE AGREEMENT
AGSOFTMT(4.2) Page 6 of 6
written, and all previous and current negotiations and other communications between the parties pertaining to the subject matter herein. Any payment related obligations that occur one year after execution of this agreement shall be construed in accordance with and governed by Federal or state law where any resulting action is filed. All other obligations set forth in this Agreement shall be construed in accordance with and governed by Federal law or the laws of the state in which the software is situated, except when software licenses are granted for use in the state of Louisiana or in countries such as Canada or Mexico where the laws of California will apply. When California law applies, the Court of Orange County, California shall have non-exclusive jurisdiction over all disputes relating to this Agreement. This Agreement will not be governed by the conflict of law rules of any jurisdiction or the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. This Agreement may be signed in several counterparts, each of which shall be deemed an original.

Any controversy or claim arising out of or relating to this Agreement or the breach thereof, may be settled by arbitration, if agreeable to both parties at in accordance with the rules of the American Arbitration Association, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. (h) Any change or revision to the terms and conditions hereof shall be made by written amendment and shall be executed by persons authorized to do so by the respective parties. No changes in specifications, requested or suggested by either party, shall be made except by written agreement of both parties.

Congress enacted the Electronic Signatures in Global and National Commerce Act (E-Sign Act) on June 30, 2000, to validate the legality of electronic contracts. Should either party receive a document signed with a valid electronic signature, such documents shall be accepted as if they were signed with a pen.

PROGRESSIVE SOLUTIONS® EXHIBIT 2: HOSTING-LICENSEE’S RIGHTS, Customer-Hosted OBLIGATIONS & REPRESENTATIONS
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For this current service period, Licensee has elected to Host the licensed application using their own hardware and software licenses to enable operation of the licensed software specified above. Licensee has NOT elected Licensor's Fully Hosted Offering that includes:
 Microsoft Azure Cloud Services for the data and application  Well known reliable uptime and monitoring.
 Secured Socket Layer encrypted communication
 Hardware that is and remains fully compliant with licensed software  All worry free, automated Data Back-ups.
 Ability to promptly adjust computing resources to accommodate increases/decreases in citizen demand.
 Instant ability for Licensor to provide assistance as well as seamless enhancements.
 Virtually eliminating the (cost associated with and) burden to Licensee Information Technology staff resources!
 Vastly reduced Licensee PCI compliance burden
Definitions:
“Host Computer” means the computer(s) and associated hardware and software owned and/or operated by Licensor at Licensor’s location(s), which may include the use by Licensor of one or more designated third party hardware, software and /or cloud computing service providers, on which executable operating components of the Licensed Software reside and that Licensor will use to provide the appropriate version(s) of the components as a Service to You. One popular component facilitates PCI compliant citizen web payments.
“File/IIS Server” means the computer(s) and associated hardware and software operated by Licensee at Licensee’s designated location(s), which may include the use by Licensee of designated Licensee purchased/licensed software such as Microsoft™ SQL server, Secured Socket Layer certificates & Internet Information Server, on which Licensor‘s Licensed components such as the web application/software, databases and associated files shall reside. Licensor shall require ongoing access to Licensee’s File/IIS Server to ensure quality and continuity of the Service.

1. It is understood that a Licensee is responsible to obtain/license and implement at their own cost any required Microsoft™ SQL licenses and Secured Socket Layer certificates to facilitate secure transactions.

While Licensee’s authorized SQL and IIS administrator(s) may have unrestricted access to the Licensor’s intellectual property, web application, data structure and Licensee data, this license does not give Licensee (including their SQL administrator) any right to, and Licensee must not:

I. use or virtualize features of the software separately without written Licensor permission;
II. work around any technical restrictions or limitations in the software;
III. make changes to any of the web application components IV. perform any SQL data modification transactions absent written authorization by Licensor
V. reverse engineer, disassemble or decompile any Licensed Software or prepare derivative works thereof
VI. make any effort to extract Licensor’s proprietary ‘Trade Secrets’ and/or intellectual property from A) current or former Licensor employees or B) from Licensor’s data
structure or C) using the Microsoft SQL Management
Studio.

VII. Disparage Licensor in any way when Licensor is not the first direct support contact and is not provided with immediate remote access to the data and software. (This typically occurs when internal Licensee staff delays Licensor’s ability to provide quality, prompt resolution to issues that may arise.)
It is agreed that in the event Licensor obtains documentation of Licensee engaging in any of the above activities, Licensee shall be deemed in Default and Licensor at his sole option may either terminate the software/service and or revise the remaining terms of service especially the amount due.

2. To the extent permitted by any pertinent transparency legislation (such as a federal, state or local Public Records Act), Licensee will preserve the confidential nature of the Licensed software, ‘Confidential Information’, and related media. Further, Licensee shall not transfer or make copies, including partial copies or updated versions thereof, except for internal reference, archive or backup purposes. For Licensee hosted implementations, Licensee is solely responsible for backup of Licensor’s database/data structures (including Licensee’s data within) and agrees to conscientiously ensure the existence of functional daily backups for at least the last 10 business days and shall not remove or disable any SQL agent or backup plan initiated by Licensor without notification to Licensor and at least monthly testing of any subsequently implemented alternate backup plan. If the backup plan is altered or disabled without notification to Licensor, and there is a resulting data loss, an additional charge may be incurred for requested data recovery services.

3. Because of the confidential nature of the goods and services supplied under this Agreement, it is agreed that the Licensee will not sell, give, or lease the software or related ‘Confidential Information’ (to the extent permitted by a pertinent federal, state or local Public Records Act) about any of the ‘Confidential Information’ or capabilities of the provided software to any other firm or person or group without the express written approval of Licensor or make any use thereof other than as expressly permitted under this Agreement. Licensee will further use its best efforts to maintain the security thereof. It is mutually understood that since 1979 Licensor has made a substantial investment to produce and refine the product(s) licensed via this agreement.

Should Licensee provide or allow any unauthorized third party access to any Licensor’s ‘Confidential Information’ and/or ‘Trade Secrets’ Licensee may have obtained, Licensee shall be liable for damages. In addition Licensee agrees not to contest or do or aid others in contesting or doing anything which impairs the validity of any proprietary and intellectual property rights, title or interest of Licensor in and to any of Licensor’s software. It is agreed, however, that such information and capabilities which Licensee can show to be in its possession prior to receipt of any disclosure by Licensor shall not be subject to the provisions of this section.

4. Should Licensee anticipate termination of software maintenance (and use of a Licensed application), Licensee shall either extract all required Licensee data from Licensor’s data structures as Excel, csv or flat files (to prevent theft of code that resides within Licensor’s database) via any readily available tools prior to expiration of the relevant application’s software maintenance or authorize specific data extraction services from Licensor for a nominal fee (these services reduce the chances of confidentiality breaches) prior to destruction of the locally implemented licensed software and data structure. In addition, Licensee shall provide Licensor with written confirmation that previously licensed PROGRESSIVE SOLUTIONS® EXHIBIT 2: HOSTING-LICENSEE’S RIGHTS, Customer-Hosted OBLIGATIONS & REPRESENTATIONS
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components have been erased and copies are no longer on Licensee’s computer or backup tapes. Licensee agrees that the software/components furnished by Licensor and all copies and versions thereof made by the Licensee are and shall remain the sole property of Licensor.

5. Master Account Data (Account number, Name, addresses, and other related fields), Contacts (people or entities associated with master accounts), Notes (dated staff comments about accounts), Payments (dated payment detail for each account) Permits (subsidiary taxes related to a master account), photos and scanned documents are the exclusive property of Licensee. Log files, configurations, indices, data values generated automatically by the Licensed software and all other data are the exclusive property of Licensor. When Licensee data is not hosted by Licensor and resides on a Licensee device, access to,
management and control of access to Licensor’s database/data structures (and Licensee’s data within) shall be the sole obligation and responsibility of Licensee.

6. Customization of the Licensed software shall be limited to modifications and enhancements that will not limit Licensor's ability to support the product through standard releases. Licensee shall only access Licensor's database structure via the Licensed software, via an Applications Programming Interface (API) obtained from Licensor, via a file backup utility or using Open Database Connectivity (ODBC) standards via a Licensor
created/managed reader user where rights have been set by Licensor. Licensed functionality shall include the ability to access/export Licensee owned data as defined in the paragraph above. Licensor does not store scanned documents within the Licensed data structure; thus for local implementations all such documents are available to Licensee at any time. As data integrity is essential, Licensee agrees that “write access” to Licensed data structures other than via a Licensed API shall not be permitted without Licensor's written approval.

7. Training for users, managers and other personnel prior to going live is essential for efficient operation of the Licensed software.

Licensee will designate one employee as a primary contact for each Licensed software application. The designee must have been trained to use the Licensed software, must regularly use the system(s) and be primarily responsible for daily results/operation of the system(s). Once system is used for live daily activities, designee may assign follow-up on a request for service to another staff member. However, designee must initiate contact with Licensor's support personnel and relate their questions or issues.

Designee shall coordinate and/or test/verify all configurations including but not limited to: general ledger accounts, rates, rate types billing & charge groups. In addition, designee shall coordinate availability of necessary IT staff for software updates and installation (when required by Licensee’s local policy).

8. Neither Licensee nor Licensor wish to incur additional time, effort &/or costs for Licensor to get staff back up to speed with Licensee’s data migration. Should Licensee purchase data migration services for any product, Licensee acknowledges that data migrations are a cooperative effort that without committed & conscientious cooperation, any data migration will be needlessly delayed. Up to 30 hours of Licensor effort are included with each purchased/authorized migration. To date most previous
migrations have been fully accommodated within those 30 hours.

However, when Licensee staff or contractors delay migration and/or add requirements for customized data modification/cleanup not part of the approved specifications, such additional services will be provided post approval and billed either on a time and materials basis (at the rate in effect at the time of service-Currently $195/hour) or via a fixed price quote. Licensee accepts full responsibility to provide:
a. For each Licensed software product a designated contact who has been directed by management to devote time to this project as a high priority, is intimately familiar with the existing data/software/operations and has been empowered to make decisions regarding implementation, configuration and forms design.
b. Licensor with one balance calculation (or one balance due amount) for all accounts with non-zero balances that Licensee desires to migrate. (Experience migrating other systems has taught us that many other systems have more than one way to calculate a “true” balance which may or may not correlate with historical financial transactions.)
c. Complete and consolidated migration data to Licensor transmitted in their entirety at one time in a consistent computer readable format (with understandable field labels which clearly identify the field contents). Unless otherwise mutually agreed in writing, non-address data will be transferred as is without manipulation or alteration.
d. Notification to Licensor that Licensee’s migrated data is either available or has been transmitted to Licensor.
e. Functional remote desktop sharing as described in the “Most Cost Effective Access” below which may be initiated by Licensee’s designated staff members at their workstation at least until the go live date and for the duration of any approved customization projects. This functionality is
essential to facilitate efficient review of the data by Licensee and to provide instruction on the Licensed software by Licensor. f. Review of the migrated data and notification to Licensor in writing of any data/configuration issues relating to each 1st data migration no later than either: 1) 30 days from the day Licensor has notified Licensee that the 1st migrated data became available for Licensee review or 2) Licensee prior to the go live date provides Licensor with a written acknowledgment that Licensee has completed their review and accepted the data as migrated by Licensor.
g. Prompt verification that requested corrections have been completed to Licensee’s written specifications or automatic acceptance of any corrections absent written documentation to the contrary 7 days from the date Licensee was notified of the availability of any specific correction.

If after the 30 day review period (or receipt of written acceptance by Licensor) Licensee requests program or data changes that could have been requested during review of the 1st migrated data, upon mutual written agreement Licensor shall respond and correct such issues on a time and materials basis. Licensee agrees that addition of calculations (especially balance), form revisions, migration data (such as additional records or tables not originally provided) or changes to the format of the migration data may result in a delay of product implementation and shall result in additional time and materials charges. In the unlikely event any previously reported issues resurface, such
reoccurrence(s) shall be corrected without additional charge.

9. All implementations shall automatically receive software corrections. Software corrections are defined as: Licensor software updates as well as specified operating system patches.

Licensee agrees to implement software corrections that have been identified as necessary by Licensor and to ensure that the PROGRESSIVE SOLUTIONS® EXHIBIT 2: HOSTING-LICENSEE’S RIGHTS, Customer-Hosted OBLIGATIONS & REPRESENTATIONS
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requirements are met by all devices intended to execute the Licensed software. Failure of Licensee to implement those identified software corrections or to maintain the specified requirements shall relieve Licensor from any and all ‘Software Maintenance’ responsibilities relating to any Licensee reported issue(s) that the Licensor correction(s) was/were offered to address. In the event Licensee fails to implement identified software corrections, any subsequent services relating to the same Licensee reported issue(s) will only be provided on an emergency time and materials basis. It is highly recommended that Licensee staff regularly attend PSI annual user
training/conferences so staff may learn of, receive training on and take full advantage of accumulated new features and functionality.

It is vital that at least one Licensee staff member for each Licensed product attend a PSI user conference at least every 5 years. h. Licensee may use remote assistance technologies to share an active session with Licensor without obtaining any additional licenses for the software. Remote assistance allows a support technician to connect directly to a user’s computer, usually to report/correct problems. Other than for one initial remote local server access attempt, Licensee acknowledges that Licensor in the interest of providing the most cost effective offering has not included costs in this agreement for further testing of any remote access method(s) to be provided to Licensor. Licensee agrees to provide Licensor with access to the Licensed software and data for the sole purpose of providing local server technical support & services in one of these ways:

10. Most Cost Effective Access: In the interest of security of locally hosted implementations, Licensor strongly recommends
providing Licensor with local server access via terminal services, virtual private network (VPN), remote desktop connection (RDC) and/or Licensee provided connectivity such as Citrix Remote Access. Licensee is expected to provide prompt & efficient distribution of security requirements, user-names, access rights and passwords. Licensor shall provide one incident of up to 4 hours of server related remote access support per year. This incident may include up to one application relocation to another server. To ensure Licensee’s costs are minimized, all access rights listed below shall be tested by Licensee’s designee prior to distribution of any security configurations/requirements, usernames & passwords to Licensor. Further such access rights shall be maintained at least until the go live date and for the duration of any approved customization projects. After such initial implementation(s), any Licensee transmission of remote access information to Licensor shall also be tested by Licensee’s designee as described above prior to distribution to Licensor.

Licensor expects that under no circumstances should any Licensee site connectivity attempts require more than 15 minutes of Licensor’s staff time. Licensor requires access rights solely for maintenance of the licensed application(s) and data structures.

These access rights must be provided by Licensee:
 Connection to Licensee designated “File/IIS Server” via a mutually agreed Connection
 Connection to Licensee designated SQL Server
 Access to functional SQL tools (with Local administrative rights) for data flow, backing up, adding & deleting users, restoring & configuring of Licensor’s data structures.
 IIS management rights for any web implementations
 Web implementations must allow SQL connectivity to
source data
 Creation of subfolders within the PSI directory
 Saving of files in the PSI folder & all subdirectories  Transferring and saving FTP files from Licensor designated server location to Licensee Server(s)
 Transferring and saving files from: Licensor designated server location to Licensee Server(s)
A.Access Testing Required: Licensee requires Licensor’s assistance to effect the requirements listed above.

B. Least Cost Effective Access: is defined as obtaining access and/or assistance from Licensee’s designee which generally requires in excess of 15 minutes where Licensor support services are delayed until such time as Licensee’s designee is both available and willing to assist with any required support.

Such cases shall be deemed a billable incident. Other than for the first attempted connection attempt, each such subsequent incident that covers a specific deliverable is available at a flat cost of $999. The fee is the same no matter how much time is required to resolve the specified issue. In the event billable incidents have been incurred, have been billed and are
outstanding at the time when service renewal invoices are created, only a Licensor fully hosted offering will be available for the subsequent renewal offering.

11. In order to be able to meet the above requirements for local implementations, Licensee agrees a) to maintain a working connection to the internet, b) to permit Terminal Services, Virtual Private Network-VPN or similar access to Licensor’s network through any router/firewall and c) to permit Licensor access to a technical support requestor’s workstation via Licensor’s “Share desktop facility”, Microsoft®’s Remote Desktop, Microsoft®’s Netmeeting®, Gotomeeting.com or Citrix. In addition, Licensee agrees that all designated workstations shall meet at least the minimum requirements (specified via the
http://progressivesolutions.com link in the footer referred to as RequirementsExhibit B:) at the time of the initial implementation in order to accommodate the version of the application initially installed. Licensee further agrees to have completed installation of the Microsoft® SQL tools and other mutually agreed
requirements such as: Microsoft®’s Terminal Services, VPN, Remote Desktop, Netmeeting® or other similar functionality.

Upon request and once appropriate user privileges are available, Licensor shall install the licensed software.

The features described below connect via the Internet to Licensor’s computer systems automatically, without separate notice to Licensee. To minimize Licensee costs, to eliminate any requirement for manual update of validation and/or zip +4 codes, to allow for other on line validations (such as contractor’s license, garage permit jurisdiction validation, sales tax permit, pet microchip owner information retrieval etc.) and to maximize uptime of zip +4 & Licensed software validations, devices intended to execute the Licensed software should optimally be configured for internet access to the Licensor designated internet (IP) address. Consequently locally implemented users of the Licensed software with an active (non-expired) agreement shall receive the latest zip +4 validations from Licensor’s web service.

Licensee Furthermore absent internet access, automated
validations (including web citizen payment processing) shall cease and all such validations will need to be performed manually.

12. Licensee understands and acknowledges that internet/network performance is solely the responsibility of Licensee. Should any questions arise as to whether a performance issue is software or PROGRESSIVE SOLUTIONS® EXHIBIT 2: HOSTING-LICENSEE’S RIGHTS, Customer-Hosted OBLIGATIONS & REPRESENTATIONS
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network related, Licensee agrees to direct staff, a Licensee retained consultant or Licensor (at Licensee’s cost) to evaluate network/software performance. Such network evaluation shall utilize “Network Sniffer” or equivalent tools to facilitate generation of quantitative results. Licensee agrees to request & incorporate Licensor’s recommendations in the network evaluation work plan.

Licensee further agrees to transmit the results of such work to Licensor for review and to withhold publication of such results until after implementation of all Licensor recommendations.

13. Licensee has no obligation to give Licensor any suggestions, comments or other feedback ("Feedback") relating to the Licensed software. However, any Feedback Licensee voluntarily provides may be used in Licensor Products, marketing, related specifications and/or other documentation (collectively, "Licensor Offerings") which in turn may be relied upon by other third parties to develop their own products, services or technology ("Third Party Products"). Accordingly, if Licensee gives Licensor Feedback on any version of Materials or Licensor Offerings to which they apply, Licensee agrees: (a) Licensor may freely use, reproduce, license, distribute, and otherwise commercialize Licensee’s Feedback in any Licensor Offering; (b) Licensee may also grant third parties, without charge, only those patent rights necessary to enable Third Party Products to use, implement or interface with any specific parts of a Licensor Product that incorporate Licensee‘s Feedback; and (c) Licensee will not give Licensor any Feedback (i) that Licensee has reason to believe is subject to any patent, copyright or other intellectual property claim or right of any third party; or (ii) subject to license terms which seek to require any Licensor Offering incorporating or derived from such Feedback, or other Licensor intellectual property, to be licensed to or otherwise shared with any third party.

14. While Licensor’s software payment processing solutions are designed to CISP (Cardholder Information Security Program) & PCI (Payment Card Industry Data Security Standard) guidelines, Licensee understands that Licensor’s PCI/PADSS compliance and certification does not automatically result in Licensee compliance. Licensee acknowledges that to maintain CISP/PCI compliance, Licensee must provide staff with PCI security training and ensure that staff actions maintain compliance.

Licensee understands that local PCI compliance is not possible without Licensee’s internal staff effort to achieve such compliance. Licensee accepts their critical role in maintaining compliance as required by Visa, MasterCard, etc. Licensor accepts responsibility for facilitating such compliance by neither encouraging the storage of non-secured credit card data nor configuring the system for the express purpose of retaining nonsecured private information. It is Licensee’s responsibility to assure that all other 3rd party partners/vendors as well as their own internal operations staff facilitates compliance in their specific areas of process control.

15. WebApplication/Database Removal: Upon expiration of the software license, Licensee shall discontinue use of Licensor's web application, database/structure & related electronic forms.

Licensee shall provide Licensor with written confirmation that: I) all previously licensed database components have been erased and copies no longer reside on any computer system maintained or operated by: Licensee, Licensee’s staff members, or Licensee authorized 3rd party vendors II) all backup tapes which contain a copy of Licensor's proprietary property shall be securely maintained with the same care as other confidential data and overwritten as part of the normal backup plan after execution and transmission of Licensor's ‘Confirmation of Proprietary Rights and Destruction’ document III) no attempt shall be made to restore Licensor's proprietary property from backup tapes and IV) no breach of confidentiality relating to Licensor's intellectual property has occurred. Licensee agrees to complete and
transmit Licensor's ‘Confirmation of Proprietary Rights and Destruction’ to Licensor within 30 days from expiration of the licensed software unless an alternative mutually agreed written agreement has been executed. Failure to transmit such
statement prior to the 30 day due date shall result in automatic renewal of this agreement from the termination date Licensee provided in writing to Licensor or the expiration date whichever is most appropriate. In such case an invoice for annual support shall be issued from the date of expiration as if the software had not been terminated. In this case the invoice shall become immediately due and payable upon receipt. Should any
representation provided via a transmitted ‘Confirmation of Proprietary Rights and Destruction’ subsequently be found not to be true, the automatic renewal provision of this paragraph shall apply as if the statement had not been provided until the date subsequent proof has been tendered which verifies that any misrepresentation (intentional or unintentional) has been rectified.

16. Non-Interference/Non-Solicitation/’Trade Secrets’: Each party agrees that, during the period that Licensor is providing services hereunder ("Services Period") and for a period of twelve (12) months following the termination of such work ("Post Services Period"), neither party will, except with the other party’s prior written approval, directly or indirectly through a third party, solicit, hire or contract with any employee, agent or staff member of such other party (“the Retained Party”) directly or indirectly for any position where the loyal and complete fulfillment of its duties would likely require “the Retained Party” to reveal, make judgment on, or otherwise use, any confidential business information or trade secrets of Licensor to which “the Retained Party” had access (especially internal unpublished software support concepts).

If Licensee has breached the above restriction by retaining (hiring or contracting with) an individual in a position in or under the direction of any department where one or more staff members utilize Licensor’s software, Licensee shall at
Licensor’s sole option shall forfeit the above identified license for use of Licensor’s software upon Licensor’s providing written notification of said license termination to Licensee. Under no circumstances shall any retained individual divulge Licensor ‘Trade Secrets’. Any damages paid under this clause shall only be for breach of this non-interference/non-soliciation clause.

Such damages paid shall not waive any other remedies that may exist under any other statute for misappropriation of Licensor’s ‘Trade Secrets’.

AGENDA ITEM NO. 19.

CITY OF HAWTHORNE
City Council

AGENDA BILL
For the meeting of 06/24/2025
Originating Department: Public Works
City Manager: Department Head:

SUBJECT:

Grant Agreement between Baldwin Hills Conservancy for the Holly Park Bathroom Remodel Project RECOMMENDED MOTION:

Staff recommends that the City Council approve and authorize the Director of Public Works to execute the Funding Agreement with minor clerical changes and all future amendments for the Holly Park Remodel project.

DISCUSSION:

The Holly Park Bathroom Remodel project is a key initiative by the City of Hawthorne to modernize and improve restroom facilities at one of the city's most frequented recreational spaces. Holly Park serves a large number of older adults who depend on its amenities for daily leisure and wellness activities. This project focuses on making the restrooms fully ADA-compliant and more accessible, while also updating them with contemporary features that ensure user comfort and safety. In addition to accessibility upgrades, the remodel underscores the City's broader goals of sustainability and environmental stewardship.

The improvements will incorporate water-saving plumbing fixtures, energy-efficient lighting and ventilation, and durable, eco-friendly construction materials. The surrounding landscape will be enhanced with drought-tolerant native plants to support biodiversity and minimize water use. These upgrades not only improve the park's infrastructure but also contribute to the City's climate resilience efforts.

ECONOMIC DEVELOPMENT STRATEGIC PLAN:

The Holly Park Bathroom Remodel Project will boost local economic activity by increasing park usage, which can drive foot traffic to nearby businesses. Additionally, the enhanced amenities may raise nearby property values and attract future investment in the area, contributing to long-term community development.

FISCAL IMPACT:

No impact to the City's General Fund. Funds for this project in the estimated amount of $1,000,000 will be paid through this $750,000 grant from the Baldwin Hills Conservancy and the remaining amount from Section 108 loan.

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

ATTACHMENTS
Funding Agreement
Agreement No. BHC2510

GRANT AGREEMENT

BALDWIN HILLS CONSERVANCY
State of California – The Resources Agency
GRANTEE City of Hawthorne
PROJECT TITLE Holly Park Bathroom Remodel Project
PERFORMANCE PERIOD May 15, 2025 through March 31, 2027
Under the terms and conditions of this Contract, the Grantee agrees to complete the Project as described in the project description, and the State of California, through the Executive Officer of the Baldwin Hills Conservancy pursuant to the BHUWC Climate Resilience, Wildfire Prevention, Community Access, Nature Based Solutions and Natural Resource Protection Funds

PROJECT DESCRIPTION
See project description on the first page of the Grant Agreement. Project is to be carried out in conformance with the attached scope of work in Exhibit A, (hereinafter referred to as the "Project") and all Contract provisions as stated herein.

TOTAL GRANT AMOUNT NOT TO EXCEED $ 750,000
(Seven Hundred Fifty Thousand Dollars and No Cents)
The General and Special Provisions attached are made a part of and incorporated into the Contract.

GRANTEE STATE OF CALIFORNIA
GRANTEE NAME:

City of Hawthorne
AGENCY NAME:

BALDWIN HILLS AND URBAN WATERSHEDS

CONSERVANCY (BHUWC)
ADDRESS:
4455 W 126TH ST
HAWTHORNE, CA 9025
ADDRESS:
4859 West Slauson Ave. 364
Los Angeles, CA 90056
BY (AUTHORIZED SIGNATURE):

BY (AUTHORIZED SIGNATURE):

PRINTED NAME AND TITLE OF PERSON SIGNING:

Akbar Farokhi, Director of Public Works
PRINTED NAME AND TITLE OF PERSON SIGNING:

David McNeill, Executive Officer
DATE SIGNED:

DATE SIGNED:

CERTIFICATION OF FUNDING (FOR STATE USE ONLY)

AMOUNT ENCUMBERED BY THIS

DOCUMENT
$ 750,000

AGREEMENT /

AMENDMENT NUMBER
BHC2510
FUND TITLE: Proposition 40 - California
Clean Water, Clean Air, Safe
Neighborhood Parks, and Coastal
PRIOR AMOUNT ENCUMBERED FOR Protection Act of 2002

THIS AGREEMENT
$0.00

APPROPRIATION
Local Assistance
PROJECT NUMBER 3835P40BHC2510

TOTAL AMT ENCUMBERED TO DATE
$ 750,000

LINE-ITEM ALLOTMENT
3835-101-6029

CHAPTER
23/16
ENY
2016

FISCAL YEAR
24-25

PROGRAM
3090

AGENCY USE
B2662

SUBFUND
0001000

REPORTING

STRUCTURE
38350300

ACCOUNT
544 0000

ACTIVITY
20007
ALT. ACCOUNT
544 000 000
I hereby certify upon my personal knowledge that budgeted funds are available for this encumbrance.

SIGNATURE OF ACCOUNTING OFFICER

DATE
Agreement No. BHC2510

FOR ACCOUNTING USE
Grantee City of Hawthorne
Agency Use B2662
Agreement # BHC2510
TOTAL AMT $750,000
LINE-ITEM ALLOTMENT 3835-101-6029
P40
CHAPTER 23/16
ENY 2016
REPORTING STRUCTURE 38350300
ACCOUNT 544 0000
ACTIVITY 20007
ALT. ACCOUNT 544 000 000
Fiscal Ref
SCO Ref
Agreement No. BHC2510

GRANT AGREEMENT
State of California – Baldwin Hills Conservancy
Grantee Name: City of Hawthorne
Project Title: Holly Parks Bathroom Remodel Project
Agreement No: BHC2503
Authority: California Clean Water, Clean Air, Safe Neighborhood Parks, and Coastal Protection Act of 2002, known as Proposition 40 Program: 3090
Appropriation: Local Assistance

PROJECT DESCRIPTION
The Holly Park Bathroom Remodel project aims to address the critical need for updated and accessible restroom facilities at Holly Park, a vital recreational area for the City of Hawthorne. This park is heavily frequented by older residents, who rely on its amenities for leisure, socialization, and physical activity. Recognizing the unique needs of this demographic, the project focuses on modernizing the restrooms to ensure they are fully ADA-compliant and equipped with updated amenities. In addition to improving accessibility, this remodel reflects the City's commitment to sustainability and environmental stewardship. Key features of the project include:

1. Water-Saving Technology: Installation of high-efficiency plumbing fixtures to reduce water consumption, including low-flow toilets, faucets, and handwashing stations.

2. Sustainable Materials and Fixtures: Use of eco-friendly, durable materials for construction, ensuring a lower environmental footprint while maintaining high-quality standards.

3. Native Landscaping: Incorporation of drought-tolerant plants and native species in the surrounding landscaping to reduce water usage and promote biodiversity.

4. Energy Efficiency: Implementation of energy-efficient lighting and ventilation systems to reduce overall energy consumption and operating costs.

This remodel will enhance Holly Park as a community hub for recreation and connection, particularly for our older citizens. It also aligns with the City's sustainability goals by demonstrating leadership in water conservation, resource efficiency, and environmental responsibility. is the renovation of an existing, under-utilized 0.5-acre Agreement No. BHC2510

park in the City of Hawthorne into a multi-benefit, climate resilient community space.

Grants funds will support construction of a new playground, picnic area, exercise equipment, California native plants and other sustainable elements.

A detailed Project Scope and activities, Project Schedule and Project Budget are described and attached hereto as Exhibits A and B, respectively.

Grant Funds are to be used for planning, development, restoration, and acquisition of state and local parks, recreation areas and historical resources, and for land, air, and water conservation programs in accordance with the provisions contained in the California Clean Water, Clean Air, Safe Neighborhood Parks, and Coastal Protection Act of 2002, known as Proposition 40 Fund Grant Program and this Agreement.

Agreement No. BHC2510

TERMS AND CONDITIONS OF GRANT
Special Provisions

1. If applicable, a resolution must be adopted by the Governing Body of the Grantee authorizing the execution of this Agreement and its terms and conditions.

2. Upon completion of detailed Project design, plans and specifications, Grantee shall provide to the State for review and approval a revised detailed Project Budget, Project Scope and detailed site plan.

If the Project includes habitat restoration or landscaping, Grantee shall provide a planting palette demonstrating how native vegetation will be used in the Project. Approval by the State of such plans and specifications, or any other approvals provided for in this Agreement, shall be for scope and quality of work and shall not relieve Grantee of the obligation to construct and maintain the facilities, or carry out any other obligations required by this Agreement, in accordance with applicable law or any other standards ordinarily applied to such work or activity.

3. Rights in Data: The Grantee agrees that all data, plans, drawings, specifications, reports, computer programs, operating manuals, notes, and other written or graphic work produced in the performance of this Contract are subject to the rights of the State as set forth in this section. The State shall have the right to reproduce, publish, and use all such work, or any part thereof, in any manner and for any purposes whatsoever and to authorize others to do so. If any such work is copyrightable, the Grantee may copyright the same, except that, as to any work which is copyrighted by the Grantee, the State reserves a royalty-free, nonexclusive, and irrevocable license to reproduce, publish, and use such work, or any part thereof, and to authorize others to do so.

4. Grantee shall comply with and satisfy all of the following conditions before the State will authorize Grantee to proceed with the construction of the Project:

A. Grantee’s project representative shall present detailed progress reports as described in Section F3 of this Contract to the State during the performance period of the project. Said progress reports will be due in conjunction with requests for reimbursement and will include any changes made by the Grantee that affect the project's design or budget.

B. Grantee and the State shall cooperate fully to identify and resolve issues in a timely manner and shall consult with the Conservancy for all policy decisions and guidance. Grantee shall develop new Design Development documents for the project consistent with the agreed upon scope of work as described in Exhibit A and subject to the approval of the Conservancy.

General Provisions
A. Definitions

1. The term "Act" means California Clean Water, Clean Air, Safe Neighborhood Parks, and Coastal Protection Act of 2002, known as Proposition 40

2. The term “Agreement” means this Grant Agreement.

3. The term “Application” means the individual application form, its required attachments for grants pursuant to the enabling legislation and/or program and any applicable materials supplied by applicant to the Conservancy prior to award.

4. The term “Application Guidelines” means the California Clean Water, Clean Air, Safe Neighborhood Parks, and Coastal Protection Act of 2002, known as Proposition 40 Grant Program Grant Guidelines and Application.

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5. The term “CEQA” as used herein means the California Environmental Quality Act, Public Resources Code Section 21000 et seq.; Title 14, California Code of Regulations Section 15000 et seq.

6. The term “Contract” as used herein means a grant agreement between the State and Grantee specifying the payment of Grant Amount by the State for the performance of Work Plan within the Project Performance Period by the Grantee.

7. The term “Subcontractor” as used herein means any contractor or subcontractor that enters into an agreement with the Grantee pursuant to this Contract.

8. The term “Project Performance Period” as used herein means the period of time that the Grant Amount is available, and the time in which all work for Project that is eligible for reimbursement must be complete and billed as described on page 1 of this Contract.

9. The term "Project Representative" as used herein means the person authorized by the Grantee to be responsible for the Project and is capable of making daily management decisions.

10. The term “Design Development Documents” as used herein means the detailed drawings (plans, sections, elevations, specifications, etc.) and estimated costs of construction prepared by the Grantee.

11. The term “Construction Bid Package” as used herein means the detailed drawings (plans, sections, elevations, details, specifications, etc.) and estimated construction costs from which a bidder may prepare and submit a bid and associated budget through the public bidding process to be conducted by the Grantee.

12. The term “Development” means improvement, rehabilitation, restoration, enhancement, preservation, protection and interpretation or other similar activities.

13. The term “Fair Market Value” means the value placed upon the property as supported by an appraisal that has been reviewed and approved by the California Department of General Services (DGS).

14. The term “Grant” or “Grant Funds” means the money provided by the State to the Grantee in this Agreement.

15. The term "Grantee" means an applicant who has a signed agreement for Grant Funds.

16. The term “Conservancy” as used herein means the Baldwin Hills Conservancy.

17. The term “Interpretation” means visitor-serving amenities that communicate the significance and value of natural, historical and cultural resources in a manner that increases the understanding and enjoyment of these resources, or other similar activities.

18. The term “Other Sources of Funds” means cash or in-kind contributions that are required or used beyond the Grant Funds provided by this Agreement.

19. The term "Project" means the Development activity described in the application as modified by Exhibit A to be accomplished with Grant Funds.

20. The term “Project Budget” means the State approved cost estimate included as Exhibit B to this Agreement.

21. The term “Project Scope” means the description or activity for work to be accomplished by the California Clean Water, Clean Air, Safe Neighborhood Parks, and Coastal Protection Act of 2002, known as Proposition 40 Grant Program.

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22. The term “Public Agency” means any State of California department or agency, a county, city, public district or public agency formed under California law.

23. The term "State" means the Baldwin Hills Conservancy or its representatives, or other political subdivision of the State.

24. The term “Monitoring” means the periodic checking of results of works against the targets laid down in the proposal, in order to ensure the effectiveness of the funding granted through the water bond, while simultaneously ensuring the longevity and sustainability of the infrastructure implemented on its behalf.

25. The term “Efficiency” means the quantity of time and resources put into the project relative to the outputs and outcomes they result in.

26. The term “Effectiveness” means the research process’ success in attaining the goals and objectives proposed to the Conservancy by the grantee.

27. The term “Appropriateness” means usefulness of the project in comparison with other means of attaining the results being sought through project implementation.

B. Project Execution

1. Subject to the availability of funds in the Act, the State hereby grants to the Grantee a sum of money (Grant Funds) not to exceed the amount stated on the signature page in consideration of and on condition that the sum be expended in carrying out the purposes as set forth in the description of Project in this Agreement and its attachments and under the Terms and Conditions set forth in this Agreement.

2. Grantee agrees to periodic reviews by the State to determine if work is conducted in accordance with the approved Work Plan including a final review upon Project completion.

3. Grantee shall furnish any and all additional funds that may be necessary to complete the Project.

4. Grantee shall complete the Project in accordance with the Project Performance Period set forth on the signature page unless an extension has been formally granted by the State and under the Terms and Conditions of this Agreement. Extensions may be requested in advance and will be considered by State, at its sole discretion, in the event of circumstances beyond the control of the Grantee, but in no event beyond January 31, 2027.

5. Grantee agrees, to acknowledge the Conservancy as a source of funds in all public and interagency correspondence and exhibits related to the Project.

6. Grantee shall at all times ensure the Project complies with all environmental laws, including but not limited to obtaining all necessary permits. This Project is not subject to the California Environmental Quality Act (CEQA) (Public Resources Code, Division 13, commencing with section 21000, et. seq., Cal Code Regs tit. 14, section 15000 et. seq.).

7. Grant Funds for planning and document preparation may be available sooner if included in the grant Project Scope (Exhibit A) and approved by the State.

8. Changes to the scope resulting from CEQA compliance are permitted provided the State determines that the project continues to meet all objectives of the California Clean Water, Clean Air, Safe Neighborhood Parks, and Coastal Protection Act of 2002 Grant Program and is consistent with the intent cited in the original Application.

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9. If applicable, projects must comply with Labor Code Section 1771.8 regarding the payment of prevailing wages and the labor compliance program as outlined in the Labor Code Section 1771.5 (b).

10. Grantee certifies that to the best of its knowledge the Project does and will continue to comply with all current laws and regulations which apply to the Project, including, but not limited to, legal requirements for construction contracts, building codes, environmental laws, health and safety codes, and disabled access laws.

11. Grantee shall provide access by the State upon 24 hours’ notice to determine if Project work is in accordance with the approved Project Scope, including a final inspection upon Project completion.

12. Prior to the commencement of any work, Grantee agrees to submit in writing to the State for prior approval any deviation from the original Project Scope per Exhibit A and the Application.

Changes in Project Scope must continue to meet the need cited in the original application or they will not be approved. Any modification or alteration in the Project as set forth in the Application on file with the State must be submitted to the State for approval. Any modification or alteration in the Project must also comply with all current laws and regulations, including but not limited to CEQA.

13. Grantee shall provide for public access to the Project in accordance with the intent of the Act.

14. Grantee shall promptly provide photographs of the site during and after implementation of Project at the request of the State.

C. Progress Reports

1. Grantee shall submit Progress Reports on a quarterly basis, at minimum, during Project implementation.

2. Progress Reports must be received and up-to-date before Payment Requests will be processed for payment.

D. Project Costs

1. Any Grant Funds provided to Grantee under this Agreement will be disbursed for eligible costs, on a reimbursement basis, as follows, but shall not exceed in any event the amount set forth on the signature page of this Agreement:
a. Up to ten percent (10%) of the reimbursement amount will be held back as a retention and issued as a final payment upon completion of the Project. b. Remaining Grant Funds shall be paid up to the total amount of the Grant Funds or the actual Project cost, whichever is less, upon completion of the Project, receipt of a detailed summary of Project costs from the Grantee found to be satisfactory by the State, and the satisfactory completion of a site inspection by the State.

2. Indirect and overhead costs shall not exceed 10% of the Grant Amount.

3. Except as otherwise provided herein, the Grantee shall expend Grant Funds in the manner described in the Project Budget approved by the State. The dollar amount of an item in the Project Budget may be increased by up to ten percent (10%) through reallocation of funds from another item or items, without approval by the State; however, the Grantee shall notify the State in writing when any such reallocation is made and shall identify both the item(s) being increased and those being decreased. Any increase or decrease of more than ten percent (10%) in the Agreement No. BHC2510

amount of an item must be approved in writing by the State. In any event, the total amount of the Grant Funds may not be increased, nor may any adjustments exceed the limits for preliminary costs as described in the program's Grant Guidelines.

4. Grant funds in this award have a limited period in which they must be expended. All Grantee expenditures must occur during the Performance Period of the Contract and must be submitted for reimbursement within ninety (90) days of the Performance Period expiration date.

E. Payment Documentation:

1. All payment requests must be submitted using a completed Payment Request Form, attached as Exhibit C. This form must be accompanied by a cost table based on the line-item project Budget, an itemized list of all expenditures that clearly documents the check numbers, dates, recipients, employee pay rates and rate sheets, line-item description as described in the Project Budget approved by the State and amounts. Each payment request must also include proof of payment such as receipts, paid invoices, canceled checks or other forms of documentation demonstrating payment has been made.

2. Each payment request must be accompanied by a Progress Report which for the same time period as the work cited in the payment request.

3. Any payment request that is submitted without the required itemization and documentation will not be authorized. If the payment request package is incomplete, inadequate or inaccurate, the State will inform the Grantee and hold the payment request until all required information is received or corrected. Any penalties imposed on the Grantee by a contractor, or other consequence, because of delays in payment will be paid by the Grantee and is not reimbursable under this Agreement.

4. Any overpayment of the Grant Amount in excess of final project costs shall be returned to the State within 60 days of completion of the Project or the end of the Project Performance Period as shown on the signature page, whichever is earlier.

F. Project Administration

1. Grantee shall promptly submit written Project reports, deliverables and/or photographs upon request by the State. In any event Grantee shall provide the State a report showing total final Project expenditures with the final payment request and required closing documents.

2. Grantee agrees to provide all technical and administrative services as needed for Contract completion; monitor and review all work performed; and coordinate budgeting and scheduling to assure that the Contract is completed within budget, on schedule, and in accordance with approved procedures, applicable laws, and regulations.

3. Grantee ensures that the Contract requirements are met through regular communication with the State and progress reports. The State reserves the right to require reports more frequently than on a quarterly basis, if necessary, but no more than once a month. a. The progress reports shall describe activities undertaken and accomplishments of each task during the quarter, milestones achieved, and any problems encountered in the performance of the work under this Contract. The description of activities and accomplishments of each task shall be in sufficient detail to provide a basis for payment of invoices. Progress reports should directly address tasks, timelines, deliverables, milestones, and associated costs scheduled in the Plan referencing deliverables in Exhibit A. b. The accompanying expenditure report should reflect tasks and deliverables in the quarterly progress report, including the projected costs associated with completion of remaining tasks.

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The sum of all quarterly expenditure projection reports should equal that of the approved Grant Amount. If at any point the Grantee exceeds the budgeted amount for completion of a task, it will be the Grantee’s responsibility to notify the State and document steps taken to resolve the variance.

4. Disclosure Requirements - include the following disclosure statement in any document, written report, or brochure prepared in whole or in part pursuant to this Contract:
"Funding for this project has been provided in full or in part through a Contract with the Baldwin Hills and Urban Watersheds Conservancy (BHUWC) pursuant to the California Clean Water, Clean Air, Safe Neighborhood Parks, and Coastal Protection Act of 2002 Grant Funds. The contents of this document do not necessarily reflect the views and policies of the BHUWC, nor does mention of trade names or commercial products constitute endorsement or recommendation of use."

5. Grantee shall use its best efforts to notify the State at least ten (10) working days prior to any public or media event publicizing the accomplishments and/or results of this Contract and provide the opportunity for attendance and participation by BHC representatives.

6. Grantee must document steps taken in soliciting and awarding any first-tier subcontracts and submit them to the State for review and document all subcontractor activities in quarterly reports.

7. At the completion of this Project the Grantee Project Representative shall fill out and provide a project certification form to the State, attached as Exhibit D.

8. Grantee shall make property and facilities acquired or developed pursuant to this Agreement available for inspection upon request by the State.

9. Grantee shall use any income earned by the Grantee from use of the Project to further Project purposes, or, if approved by the State, for related purposes within the jurisdiction.

10. Grantee shall submit all documentation for Project completion, including a notice of completion as applicable and final reimbursement within ninety (90) days of Project completion, but in no event, any later than June 30, 2027.

11. Final payment is contingent upon State verification that Project is consistent with Project Scope as described in Exhibit A, together with any State approved amendments.

12. This Agreement may be amended by mutual agreement in writing between Grantee and State. Any request by the Grantee for amendments must be in writing stating the amendment request and reason for the request. The Grantee shall make requests in a timely manner and in no event less than thirty (30) days before the effective date of the proposed amendment.

13. Grantee must document expenditures and account for all sources of other funds for the Project for review by the State.

14. Grantee indirect costs shall not exceed 10% of the project budget G. Project Termination

1. Prior to the completion of Project construction, either party may terminate this Agreement by providing the other party with thirty (30) days’ written notice of such termination.

2. If the State terminates without cause the Agreement prior to the end of the Project Performance Period, the Grantee shall take all reasonable measures to prevent further costs to the State under this Agreement. The State shall be responsible for any reasonable and non-cancelable Agreement No. BHC2510

obligations incurred by the Grantee in the performance of the Agreement prior to the date of the notice to terminate, but only up to the undisbursed balance of funding authorized in this Agreement.

3. If the Grantee fails to complete the Project in accordance with this Agreement, or fails to fulfill any other obligations of this Agreement prior to the termination date, the Grantee may be held liable in accordance with relevant laws. The State may, at its sole discretion, consider extenuating circumstances and not require repayment for work partially completed provided that the State determines it is in the State’s best interest to do so. This paragraph shall not be deemed to limit any other remedies available to the State for breach of this Agreement.

4. Failure by the Grantee to comply with the terms of this Agreement or any other Agreement under the Act shall be cause for suspension of all obligations of the State hereunder.

5. Failure of the Grantee to comply with the terms of this Agreement shall not be cause for suspending all obligations of the State hereunder if, in the judgment of the State, such failure was due to no fault of the Grantee. At the discretion of the State, any amount required to settle at minimum cost any irrevocable obligations properly incurred shall be eligible for reimbursement under this Agreement.

6. Final payment may not be made until the Project conforms substantially to this Contract as determined by the State.

H. Contingencies

1. Both parties agree that any contingency costs that are eligible for reimbursement shall be shared equally between the State and the Grantee until all State Grant Funds have been exhausted.

I. Loss of Grant Amount

1. The following actions may result in (1) the loss of all the Grant Amount allocated to Grantee that has not been disbursed or has been disbursed but has not yet been spent for project purposes, or, (2) if a balance exists after Grant Funds have been disbursed and spent for project purposes, the following actions may require Grantee to return to State all remaining Grant Amount:
a. A Grantee fails to return a signed Contract with the State within 60 days of receipt of the Contract.
b. A Grantee fails to produce a Work Plan for approval by the State within 90 days of signing a Contract with the State.
c. A Grantee fails to produce a Work Plan that is consistent with the Climate Resilience, Wildfire Prevention, Community Access and Natural Resources Protection Fund of 2021-2022 and the intent of State's objectives as stated in authorizing statute (Public Resources Code, Sections 79730-79738).
d. A Grantee fails to complete the Project.

J. Hold Harmless

1. Grantee shall waive all claims and recourses against the State, including the right to contribution for loss or damage to persons or property arising from, growing out of or in any way connected with or incident to this Agreement, except claims arising from the gross negligence of State, its officers, agents and employees.

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2. Grantee shall indemnify, hold harmless and defend State, its officers, agents and employees in perpetuity against any and all claims, demands, damages, costs, expenses or liability costs arising out of the Project, including Development and construction of the property described in the Project description which claims, demands or causes of action arise under Government Code Section 895.2 or otherwise, including but not limited to items to which the Grantee has certified, except for liability arising out of the gross negligence of State, its officers, agents or employees. Notwithstanding the foregoing, the Grantee or its authorized managing agency of the Project site shall assume full responsibility for the operation and maintenance of the Project upon certification of the completion of construction by the State. Grantee acknowledges that it is solely responsible for compliance with items to which it has certified.

3. Grantee and State agree that in the event of judgment entered against the State and Grantee because of the gross negligence of the State and Grantee, their officers, agents or employees, an apportionment of liability to pay such judgment shall be made by a court of competent jurisdiction.

Neither party shall request a jury apportionment.

K. Financial Records

1. Grantee shall maintain satisfactory financial accounts, documents and records for the Project and to make them available to the State for auditing at reasonable times. Grantee shall also retain such financial accounts, documents and records for three (3) years after final payment and one (1) year following an audit.

2. Grantee agrees that during regular office hours, the State and its duly authorized representatives shall have the right to inspect and make copies of any books, records or reports of the Grantee pertaining to this Agreement, other matching funds, or matters related thereto. Grantee shall maintain and make available for inspection by the State accurate records of all of its costs, disbursements and receipts with respect to its activities under this Agreement.

3. Grantee shall use applicable Generally Accepted Accounting Principles, unless otherwise agreed to by the State.

L. Audit

1. Projects are subject to audit by the State for three years following the final payment of Grant Amount.

The purpose of this audit is to verify that project expenditures were properly documented. Grantees will be contacted at least 30 days in advance of an audit.

2. Audit will include all books, papers, accounts, documents, or other records of the Grantee, as they relate to the Project for which the State authorized Grant Amount. The Grantee shall have the Project records, including the source documents and cancelled warrants, readily available to the State.

3. The Grantee must also provide an employee having knowledge of the Project and the accounting procedure or system to assist the State's auditor. The Grantee shall provide a copy of any document, paper, record, or the like requested by the State.

4. All Project records must be retained for at least one year following an audit or final disputed audit findings.

N. Nondiscrimination
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1. The Grantee shall not discriminate against any person on the basis of sex, race, color, ancestry, religious creed, national origin, physical disability (including HIV and AIDS), mental disability, medical condition (cancer), age (over 40), marital status, and denial of family care leave in the use of any property or facility acquired or developed pursuant to this Agreement.

2. The Grantee shall not discriminate against any person on the basis of residence except to the extent that reasonable difference in admission or other fees may be maintained on the basis of residence and pursuant to law.

3. The completed Project and all related facilities shall be open to members of the public generally, except as noted under the special provisions of this Agreement or under provisions of the Act.

O. Application Incorporation
The Grant Guidelines and the Application and any subsequent changes or additions to the Application approved in writing by the State are hereby incorporated by reference into this Agreement as though set forth in full in this Agreement.

P. Severability
If any provision of this Agreement or the application thereof is held invalid, that invalidity shall not affect other provisions or applications of this Agreement which can be given effect without the invalid provision or application, and to this end the provisions of this Agreement are severable.

Q. Amendments
Except as otherwise provided herein, no alteration or variation of the terms of this Contract shall be valid unless made in writing and signed by the parties hereto, and no oral understanding or agreement to be incorporated herein shall be binding on any of the parties hereto.

R. Waiver
No term or provision hereof will be considered waived by either party, and no breach excused by either party, unless such waiver or consent is in writing and signed on behalf of the party against whom the waiver is asserted. No consent by either party to, or waiver of, a breach by either party, whether expressed or implied, will constitute consent to, waiver of or excuse of any other, different or subsequent breach by either party.

S. Assignment
Except as expressly provided otherwise, this Agreement is not assignable by the Grantee either in whole or in part.

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EXHIBIT A
Holly Park Bathroom Remodel Project

PROJECT SCOPE & DELIVERABLES
TASK NAME Descriptions

1.0 Planning
and design

1.1 Site Assessment & Existing Conditions

1.1A Conduct a site survey to evaluate the current
condition of the restroom facilities, including structural integrity, plumbing, and electrical systems.

1.1B Assess existing accessibility features to identify necessary ADA compliance upgrades.

1.1C Evaluate water usage efficiency and identify areas for improvement.

1.1D Identify opportunities for integrating sustainable landscaping around the restroom.

Construction
Solicitation

1.2 Design Development

1.2A Create preliminary conceptual designs that enhance functionality, accessibility, and aesthetics.

1.2B Select materials that are durable, low-maintenance, and environmentally friendly.

1.2C Incorporate water-efficient fixtures such as low-flow toilets, urinals, and faucets.

1.2D Plan for proper ventilation, lighting, and energyefficient solutions.

1.0 Planning
and design

2.0 Demo &
Site
Preparation

1.2E Develop a landscaping plan with native, droughtresistant plants to complement the restroom’s surroundings.

2.1 Pre-Demolition Planning & Permits

2.1A Obtain necessary demolition permits and approvals
from city agencies.

2.1B Separate and sort demolition materials for proper
disposal or recycling in accordance with city and state waste management regulations.

2.1C Coordinate with utility providers to shut off or relocate water, sewer, and electrical connections as required.

2.1D Establish safety protocols, including fencing, signage, and dust control measures to ensure public and worker
safety.

2.2 Demolition of Existing Restroom Facility
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2.2A Safely dismantle and remove restroom structures,
including walls, roofing, plumbing, electrical fixtures, and foundations.

2.2B Separate and sort demolition materials for proper
disposal or recycling in accordance with city and state waste management regulations.

2.2C Remove outdated or inefficient plumbing and
electrical components to prepare for new sustainable
installations.

2.2D Plan for proper ventilation, lighting, and energyefficient solutions.

2.0 Demo &
Site
Preparation

3.0 Construction
and ADA
Compliance
Work

2.2E Develop a landscaping plan with native, droughtresistant plants to complement the restroom’s surroundings.

2.3 Site Cleaning & Grading

2.3A Remove debris and clear the site for new construction

2.3B Conduct soil testing and compaction analysis to
ensure a stable foundation for the remodel.

2.3C Grade and level the site to align with the new design specifications and improve drainage.

2.4 Environmental & Sustainability Considerations

2.4A Implement erosion and dust control measures to
prevent environmental impact.

2.4B Protect existing trees, landscaping, and natural
features surrounding the restroom area.

3.1 Site Preparation & Demolition

3.1A Clear and prepare the site for construction.

3.1B Remove existing structures, fixtures, and any noncompliant elements.

3.2 Structural & Infrastructure Upgrades
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3.2A Construct new or renovate existing facilities per
approved design plans.

3.2B Upgrade plumbing, electrical, and HVAC systems to
meet modern efficiency standards.

3.2C Install durable and weather-resistant materials for long-term sustainability.

3.3 ADA Compliance Implementation

3.3A Construct or modify pathways, ramps, and entryways with proper slopes and handrails

3.3B Ensure doorways, restrooms, and common areas
meet ADA size and accessibility requirements.

3.0 Construction
and ADA
Compliance
Work

4.0 Installation of
Water Saving
Features

3.3C Install tactile warning surfaces and proper signage for visually impaired individuals

3.3D Adjust counter heights, seating, and amenities to
meet universal accessibility standards.

4.1 Assessment & Preparation

4.1A Evaluate existing plumbing infrastructure and
determine necessary modifications.

4.1B Select and procure water-efficient fixtures, including low-flow toilets, urinals, and faucets that meet EPA Water Sense standards.

4.1C Ensure compliance with local plumbing codes and
ADA accessibility requirements.

4.2 Fixture Installation

4.2A Remove and properly dispose of outdated or noncompliant fixtures.

4.2B Install new low-flow toilets and urinals to minimize water usage.

4.2C Integrate touchless or metered faucets to control
water flow and reduce waste.

4.2D Ensure all fixtures are securely mounted and properly sealed to prevent leaks.

4.3 System Testing & Adjustments
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4.0 Installation of
Water Saving
Features

5.0 Plumbing
and Electrical

4.3A Conduct pressure and functionality tests to verify proper operation.

4.3B Adjust flow rates as needed to maximize water
efficiency.

4.3C Check for leaks and ensure all connections meet
code requirements.

4.4 ADA Compliance Considerations

4.4A Ensure proper fixture heights, clearances, and handle accessibility for compliance with ADA guidelines.

4.4B Install lever-style or touchless faucets for ease of use.

5.1 Site Preparation & Demolition

5.1A Clear and prepare the site for construction.

5.1B Remove existing structures, fixtures, and any noncompliant elements.

5.2 Structural & Infrastructure Upgrades:

5.2A Construct new or renovate existing facilities per
approved design plans.

5.2B Upgrade plumbing, electrical, and HVAC systems to
meet modern efficiency standards.

5.2C Install durable and weather-resistant materials for long-term sustainability.

5.3 ADA Compliance Implementation

5.3A Construct or modify pathways, ramps, and entryways with proper slopes and handrails

5.3B Ensure doorways, restrooms, and common areas
meet ADA size and accessibility requirements.

5.0 Plumbing
and Electrical

6.0 ADA
Accessories
and Fixtures

5.3C Install tactile warning surfaces and proper signage for visually impaired individuals

6.1 ADA Accessories Installation

6.1A Install grab bars in designated areas for ADA
compliance

6.1B Mount accessible soap dispensers, paper towel
dispensers, and hand dryers
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6.1C Ensure ADA-compliant signage is installed, including braille and tactile lettering.

6.1D Install accessible mirrors with the correct mounting height and tilt angle.

6.1E Verify the placement of ADA-compliant door handles and locks.

6.2 Final Fixtures and Finishes

6.2A Install partitions and doors in restroom stalls, ensuring ADA stall dimensions are met.

6.2B Apply final paint touch-ups and ensure smooth wall finishes.

6.2C Verify proper sealing of countertops, sinks, and
flooring for water resistance and durability.

6.0 ADA
Accessories
and Fixtures

7.0 Inspection
and Project
Management

6.2D Conduct a final walkthrough to inspect tile work,
grout, and any necessary caulking.

6.3 Quality Control & Compliance

6.3A Ensure all installations meet ADA standards and
California building codes.

6.3B Conduct a final inspection to confirm functionality and accessibility of all features.

6.3C Address any last-minute adjustments or minor fixes as needed before project completion

7.1 Project Management & Oversight

7.1A Coordinate with contractors and subcontractors to
ensure work progresses on schedule.

7.1B Monitor budget adherence and track project
expenditures.

7.1C Ensure proper documentation of progress, including photos and reports.

7.2 Inspection Coordination

7.2A Schedule and oversee all required inspections,
including rough-in, plumbing, electrical, and final ADA compliance checks

7.2B Ensure all installations meet city codes, health and safety regulations, and ADA standards.

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7.2C Work with inspectors to resolve any compliance
issues or necessary corrections.

7.3 Quality Control & Compliance

7.3A Conduct a final walkthrough to verify the completion of all work according to approved plans.

7.0 Inspection
and Project
Management

7.3B Ensure finishing touches, including fixtures, signage, and accessibility features, are properly installed.

7.3C Obtain final approvals and signoffs from city officials and inspectors.

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Holly Park Bathroom Remodel Project EXHIBIT A, Attachment 1

PROJECT LOCATION
HOLLY PARK 2058 W 1201H ST. HAWTHORNE CA, 90250
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EXHIBIT A, Attachment 2
Holly Park Bathroom Remodel Project

PROJECT SCHEDULE
TASK NAME Descriptions START DATE END DATE
Design
Solicitation
Develop Design Solicitation RFP 3/1/2025 4/1/2025
Evaluations of Proposals 4/1/2025 4/15/2025
Selection and Board Approval 4/15/2025 5/1/2025
Contract Award for Design 5/1/2025 5/15/2025
Design of full set of Plans 5/15/2025 9/1/2025
Construction
Solicitation
Develop Construction Solicitation
Bid Package
9/1/2025 10/1/2025
Evaluation of Bid proposal 10/1/2025 10/15/2025
Selection and Board Approval 10/15/2025 11/1/2025
Contract Award for Construction
Bid
11/1/2025 11/15/2025
Construction 11/15/2025 2/1/2027

1.0 Planning
and design

1.1 Site Assessment & Existing
Conditions
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1.1A Conduct a site survey to
evaluate the current condition of
the restroom facilities, including
structural integrity, plumbing, and
electrical systems.
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1.1B Assess existing accessibility
features to identify necessary ADA
compliance upgrades.
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1.1C Evaluate water usage
efficiency and identify areas for
improvement.
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1.1D Identify opportunities for
integrating sustainable landscaping
around the restroom.
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1.2 Design Development 5/15/2025 11/15/2025

1.2A Create preliminary conceptual
designs that enhance functionality,
accessibility, and aesthetics.
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1.2B Select materials that are
durable, low-maintenance, and
environmentally friendly.
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Agreement No. BHC2510

1.2C Incorporate water-efficient
fixtures such as low-flow toilets,
urinals, and faucets.
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1.2D Plan for proper ventilation,
lighting, and energy-efficient
solutions.
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1.2E Develop a landscaping plan
with native, drought-resistant
plants to complement the
restroom’s surroundings.
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2.0 Demo &
Site
Preparation

2.1 Pre-Demolition Planning &
Permits
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2.1A Obtain necessary demolition
permits and approvals from city
agencies.
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2.1B Separate and sort demolition
materials for proper disposal or
recycling in accordance with city
and state waste management
regulations.
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2.1C Coordinate with utility
providers to shut off or relocate
water, sewer, and electrical
connections as required.
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2.1D Establish safety protocols,
including fencing, signage, and
dust control measures to ensure
public and worker safety.
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2.2 Demolition of Existing
Restroom Facility
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2.2A Safely dismantle and remove
restroom structures, including
walls, roofing, plumbing, electrical
fixtures, and foundations.
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2.2B Separate and sort demolition
materials for proper disposal or
recycling in accordance with city
and state waste management
regulations.
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2.2C Remove outdated or
inefficient plumbing and electrical
components to prepare for new
sustainable installations.
11/15/2025 2/1/2027
Agreement No. BHC2510

2.2D Plan for proper ventilation,
lighting, and energy-efficient
solutions.
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2.2E Develop a landscaping plan
with native, drought-resistant
plants to complement the
restroom’s surroundings.
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2.3 Site Cleaning & Grading 11/15/2025 2/1/2027

2.3A Remove debris and clear the
site for new construction
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2.3B Conduct soil testing and
compaction analysis to ensure a
stable foundation for the remodel.
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2.3C Grade and level the site to
align with the new design
specifications and improve
drainage.
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2.4 Environmental & Sustainability
Considerations
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2.4A Implement erosion and dust
control measures to prevent
environmental impact.
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2.4B Protect existing trees,
landscaping, and natural features
surrounding the restroom area.
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3.0 Construction
and ADA
Compliance
Work

3.1 Site Preparation & Demolition 11/15/2025 2/1/2027

3.1A Clear and prepare the site for
construction.
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3.1B Remove existing structures,
fixtures, and any non-compliant
elements.
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3.2 Structural & Infrastructure
Upgrades
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3.2A Construct new or renovate
existing facilities per approved
design plans.
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3.2B Upgrade plumbing, electrical,
and HVAC systems to meet
modern efficiency standards.
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3.2C Install durable and weatherresistant materials for long-term sustainability.
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Agreement No. BHC2510

3.3 ADA Compliance
Implementation
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3.3A Construct or modify
pathways, ramps, and entryways
with proper slopes and handrails
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3.3B Ensure doorways, restrooms,
and common areas meet ADA size
and accessibility requirements.
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3.3C Install tactile warning
surfaces and proper signage for
visually impaired individuals
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3.3D Adjust counter heights,
seating, and amenities to meet
universal accessibility standards.
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4.0 Installation of
Water Saving
Features

4.1 Assessment & Preparation 11/15/2025 2/1/2027

4.1A Evaluate existing plumbing
infrastructure and determine
necessary modifications.
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4.1B Select and procure waterefficient fixtures, including low-flow toilets, urinals, and faucets that
meet EPA Water Sense standards.
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4.1C Ensure compliance with local
plumbing codes and ADA
accessibility requirements.
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4.2 Fixture Installation 11/15/2025 2/1/2027

4.2A Remove and properly dispose
of outdated or non-compliant
fixtures.
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4.2B Install new low-flow toilets
and urinals to minimize water
usage.
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4.2C Integrate touchless or
metered faucets to control water
flow and reduce waste.
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4.2D Ensure all fixtures are
securely mounted and properly
sealed to prevent leaks.
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4.3 System Testing & Adjustments 11/15/2025 2/1/2027
Agreement No. BHC2510