CITY COUNCIL MEETING AGENEDS
December 16, 2024 Page 1 of 8
CITY OF
HUNTINGTON PARK
City Council
Regular Meeting
Agenda
Monday, December 16, 2024
6:00 p.m.
City Hall Council Chambers
6550 Miles Avenue, Huntington Park, CA 90255
Karina Macias
Mayor
Arturo Flores Eduardo “Eddie” Martinez
Vice Mayor Council Member
Jonathan A. Sanabria Esmeralda Castillo
Council Member Council Member
All agenda items and reports are available for review in the City Clerk’s Office and www.hpca.gov.Any writings or documents provided to a majority of the City Council regarding any item on this agenda (other than writings legally exempt from public disclosure) will be made available for public inspection in the Office of the City Clerk located at 6550 Miles Avenue, Huntington Park, California 90255 during regular business hours, 7:00 a.m. to 5:30 p.m., Monday – Thursday, and at the City Hall Council Chambers during themeeting.
Any person who requires a disability-related modification or accommodation, including auxiliary aids or services, in order to participate in the public meeting may request such modification, accommodation, aid or service by contacting the City Clerk’s Office either in person at 6550 Miles Avenue, Huntington Park, California or by telephone at (323) 584-6230.
Notification in advance of the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting.
PLEASE SILENCE ALL CELL PHONES AND OTHER ELECTRONIC
EQUIPMENT WHILE COUNCIL IS IN SESSION. Thank you.
CITY COUNCIL MEETING AGENEDS
December 16, 2024 Page 2 of 8
PLEASE NOTE--The numerical order of items on this agenda is for convenience of reference.
Items may be taken out of order upon request of the Mayor or Members of the City Council.
Members of the City Council and the public are reminded that they must preserve order and decorum throughout the Meeting. In that regard, Members of the City Council and the public are advised that any delay or disruption in the proceedings or a refusal to obey the orders of the City Council or the presiding officer constitutes a violation of these rules. • The conduct of City Council meetings is governed by the portion of the California Government Code commonly known as the "Brown Act" and by the Huntington Park City Council Meeting Rules of Procedure.
• The City Council meeting is for conducting the City's business, and members of the audience must obey the rules of decorum set forth by law. This means that each speaker will be permitted to speak for three minutes to address items that are listed on the City Council agenda or topics which are within the jurisdictional authority of the City.
• No profanity, personal attacks, booing, cheering, applauding or other conduct disruptive to the meeting will be permitted. Any person not adhering to the Rules of Procedure or conduct authorized by the Brown Act may be asked to leave the Council Chambers.
• All comments directed to the City Council or to any member of the City Council must be directed to the Mayor (or Chairperson if Mayor is absent).
We ask that you please respect the business nature of this meeting and the order required for the proceedings conducted in the Council Chambers.
PUBLIC COMMENT
For both open and closed session, each speaker will be limited to three minutes per Huntington Park Municipal Code Section 2-1.207. Time limits may not be shared with other speakers and may not accumulate from one period of public comment to another or from one meeting to another. This is the only opportunity for public input except for scheduled public hearing items.
All comments or queries shall be addressed to the Council as a body and not to any specific member thereof. Pursuant to Government Code Section 54954.2(a)(2), the Ralph M. Brown Act, no action or discussion by the City Council shall be undertaken on any item not appearing on the posted agenda, except to briefly provide information, ask for clarification, provide direction to staff, or schedule a matter for a future meeting.
ADDITIONS/DELETIONS TO AGENDA
Items of business may be added to the agenda upon a motion adopted by a minimum twothirds vote finding that there is a need to take immediate action and that the need for action came to the attention of the City or Agency subsequent to the agenda being posted. Items may be deleted from the agenda upon the request of staff or Council.
IMPORTANT NOTICE
The City of Huntington Park shows replays of City Council Meetings on Local Access Channel 3 and over the Internet at www.hpca.gov. NOTE: Your attendance at thispublic
CITY COUNCIL MEETING AGENEDS
December 16, 2024 Page 3 of 8
meeting may result in the recording and broadcast of your image and/or voice.
CALL TO ORDER
ROLL CALL
Mayor Karina Macias
Vice Mayor Arturo Flores
Council Member Eduardo “Eddie” Martinez
Council Member Jonathan A. Sanabria
Council Member Esmeralda Castillo
INVOCATION
PLEDGE OF ALLEGIANCE
PRESENTATION(S)
1. LOCAL RESIDENT RECOGNITION
2. RECOGNITION FOR THE EASTSIDE RIDERS CLUB
3. RECOGNITION FOR THE TZU CHI FOUNDATION
4. PET OF THE MONTH
PUBLIC COMMENT
Pursuant to Government Code Section 54954.3(a) Members of the public will have an opportunity to address the City Council on items listed on this agenda. For items on this agenda each speaker will be limited to three minutes per Huntington Park Municipal Code Section 2-1.207. Time limits may not be shared with other speakers and may not accumulate from one period of public comment to another or from one meeting to another.
STAFF RESPONSE
RECESS TO CLOSED SESSION
CLOSED SESSION
1. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION
Government Code Section 54956.9(d)(1)
B.A., an individual vs. Bill Valdivia, et al.
Los Angeles Superior Court Case No. 24NWCV00084
2. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION
Government Code Section 54956.9(d)(1)
James Jackson, individually and as successor in interest of the Estate of Anthony Lowe v. City of Huntington Park, et al.
USDC Central Case No.: 2:24-cv-00488-SB-BFMx
3. CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION Government Code Section 54956.9(d)(1) Gerardo Cabanillas v. City of South Gate, et al. United States District Court Case No. 2:24-cv-08027-ODW
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CLOSED SESSION ANNOUNCEMENT
CONSENT CALENDAR
All matters listed under the Consent Calendar are considered routine and will be enacted by one motion. There will be no separate discussion of these items prior to the time the Council votes on the motion unless members of the Council, staff, or the public request specific items to be discussed and/or removed from the Consent Calendar for separate action.
CITY CLERK
1. CITY COUNCIL MEETING MINUTES
IT IS RECOMMENDED THAT CITY COUNCIL:
Approve Minute(s) of the following City Council Meeting(s):
1. Regular City Council Meeting held December 2, 2024
FINANCE
2. CHECK REGISTERS
IT IS RECOMMENDED THAT CITY COUNCIL:
1. Approve Accounts Payable and Payroll Warrant(s) dated December 16, 2024
END OF CONSENT CALENDAR
REGULAR AGENDA
COMMUNITY DEVELOPMENT
1. CONSIDERATION AND APPROVAL OF A CONTRACT WITH 3Di AND COHN
REZNICK TO PROVIDE SOFTWARE AND STAFFING SERVICES FOR RENT
STABILIZATION PROGRAMS
IT IS RECOMMENDED THAT CITY COUNCIL:
1. Authorize funding in the amount of $750,000 from the General Fund Account for the implementation costs associated with the Rent Stabilization Program; and
2. Authorize the Finance Director to Establish an Enterprise Fund and to Create All Necessary Accounts; and
3. Waive Formal Bid Proceedings as Outlined in Municipal Code Section 2-5.12 (i)
4. Authorize a Professional Services Contract with 3Di in an Amount Not to Exceed $105,600; and
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5. Authorize a Professional Services Contract with Cohn Reznick in an Amount Not to Exceed $463,700; and
6. Authorize the City Manager to Negotiate and Execute the Final Terms of the Contracts
2. CONSIDERATION AND APPROVAL OF A RESOLUTION IN SUPPORT OF THE
SAFE ROUTES TO SCHOOL PROGRAM
IT IS RECOMMENDED THAT CITY COUNCIL:
1. Approve resolution 2024-32 in support of the Safe Routes to School program.
HUMAN RESOURCES
3. CONSIDERATION AND APPROVAL OF A RESOLUTION APPROVING NEW
SALARY RANGE FOR THE EXISTING POSITION OF RISK MANAGER AND
APPROVING REVISED CLASS SPECIFICATIONS FOR THE POSITIONS OF
POLICE OFFICER TRAINEE, POLICE CORPORAL, AND POLICE SERGEANT IT IS RECOMMENDED THAT CITY COUNCIL:
1. Adopt a Resolution of the City Council of the City of Huntington Park Approving New Salary Range for Existing Position of Risk Manager and Revised Class Specifications for the Positions of Police Officer Trainer, Police Corporal, and Police Sergeant.
4. CONSIDERATION AND APPROVAL OF A RESOLUTION ADOPTING A NEW
MEMORANDUM OF UNDERSTANDING (MOU) WITH THE HUNTINGTON PARK
POLICE OFFICERS ASSOCIATION (POA)
IT IS RECOMMENDED THAT CITY COUNCIL:
1. Approve the New Memorandum of Understanding (MOU) for the period July 1, 2024, through June 30, 2029, with the Huntington Park Police Officers Association (POA); and
2. Adopt Resolution approving and adopting a New Memorandum of Understanding (MOU) with the Huntington Park Police Officers Association; and
3. Approve additional budget appropriation to offset the balance needed for Fiscal Year (FY) 2024-2025 payroll expenditures.
FINANCE
5. CONSIDERATION AND APPROVAL FOR THE RECLASSIFICATION OF EXPENSES AND CHANGING OF FUNDING SOURCE OF CIP PROJECT 2020-03 & THE WATER MASTER PLAN PROJECT FROM WATER & SEWER FUNDS TO
AMERICAN RESCUE PLAN ACT (ARPA) FUNDS
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December 16, 2024 Page 6 of 8
IT IS RECOMMENDED THAT CITY COUNCIL:
1. Approve the reclassification of CIP 2020-03 Cottage Reservoir at Well 15 expenses in the amount of $1,943,144.66; and
2. Approve the reclassification of the Water Master Plan expenses in the amount of $56,516.44; and
3. Approve the change of funding source for the Water Master Plan from Funds 681 & 283 to the ARPA Fund, Fund No. 113; and
4. Authorize the Finance Department to conduct the reclassification of expenses from the water and sewer funds to the ARPA fund; and
5. Authorize the City Manager and the Finance Director to execute the change in funding source.
6. CONSIDERATION AND APPROVAL OF AN INTERAGENCY AGREEMENT
BETWEEN THE CITY AND THE PUBLIC WORKS DEPARTMENT
IT IS RECOMMENDED THAT CITY COUNCIL:
1. Approve the Interagency Agreement between the City and Public Works Department; and
2. Authorize the City Manager and the Public Works Director to sign the agreement.
POLICE DEPARTMENT
7. DISCUSSION AND/OR POSSIBLE ACTION ON A COMPREHENSIVE
ASSESSMENT REGARDING THE IMPLEMENTATION OF POLICE BODY-WORN
CAMERA PROGRAM
IT IS RECOMMENDED THAT CITY COUNCIL:
1. Receive and File the report regarding the comprehensive assessment of a Police Body-Worn Camera (BWC) Program; or
2. Direct staff to establish a multidisciplinary workgroup consisting of representatives from Administration, Police Administration, the Police Officers’ Association, City Clerk’s Office, Human Resources, Information Technology, Finance, and other relevant stakeholders. The workgroup will evaluate the feasibility, operational considerations, and financial impacts of implementing a BWC program and develop a detailed proposal, including recommendations for Council’s consideration, to be presented within 60 days; or
3. Authorize staff to initiate procurement and preparation for the implementation of a Police Body-Worn Camera Program, with the goal of deploying the program at the start of the 2025-2026 fiscal year, contingent upon Council’s final approval of the implementation plan and associated budgetary allocations.
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8. CONSIDERATION TO ACCEPT THE UNITED STATES DEPARTMENT OF JUSTICE, OFFICE OF COMMUNITY ORIENTED POLICING SERVICES – COPS HIRING PROGRAM FISCAL YEAR 23, AWARD NO. 15JCOPS-23-GG-04722- UHPX
IT IS RECOMMENDED THAT CITY COUNCIL:
1. Approve the Grant Award, Grant No. 15JCOPS-23-GG-04722-UHPX between the City of Huntington Park and the United States Department of Justice, Office of Community Oriented Policing Services for the reimbursement of funds allocated to the Huntington Park Police Department under the Fiscal Year 2023 COPS Hiring Program; and
2. Authorize the City Manager to be designated as the Grantee Official for the purpose of executing grant objectives, the grant agreement, and documentation.
9. REVIEW OF THE 2023 MILITARY EQUIPMENT ANNUAL REPORT AND RENEW ORDINANCE NO. 2022-01, APPROVING THE MILITARY EQUIPMENT FUNDING,
ACQUISITION AND USE POLICY
IT IS RECOMMENDED THAT CITY COUNCIL:
1. Approve the Huntington Park Police Department’s 2023 Military Equipment Annual Report; and
2. Renew Ordinance 2022-01, thereby approving the Police Department’s Military Equipment funding, acquisition and use policy.
CITY CLERK
10. COUNCIL APPOINTMENTS TO VARIOUS COMMISSIONS
IT IS RECOMMENDED THAT CITY COUNCIL:
1. Make appointments to Commissions consistent with provisions set forth in Resolution No. 2015-19.
END OF REGULAR AGENDA
CITY COUNCIL MEETING AGENEDS
December 16, 2024 Page 8 of 8
Eduardo Sarmiento, City Clerk
PUBLIC HEARING(S)
CITY MANAGER
1. CONSIDERATION OF ORDINANCE AMENDING THE HUNTINGTON PARK
MUNICIPAL CODE BY ADDING A NEW CHAPTER RELATING TO THE
REGULATION OF LOBBYING ACTIVITIES
IT IS RECOMMENDED THAT CITY COUNCIL:
1. Waive the first reading and introduce an ordinance amending the Huntington Park Municipal Code by adding a new chapter relating to the regulation of lobbying activities; and
2. Schedule the second reading and adoption of said ordinance for the next City Council meeting.
END OF PUBLIC HEARING(S)
DEPARTMENTAL REPORTS
WRITTEN COMMUNICATIONS
COUNCIL COMMUNICATIONS
Council Member Esmeralda Castillo
Council Member Jonathan A. Sanabria
Council Member Eduardo “Eddie” Martinez
Vice Mayor Arturo Flores
Mayor Karina Macias
ADJOURNMENT
The City of Huntington Park City Council will adjourn the meeting to a Regular Meeting on Monday, January 6, 2025 at 6:00 P.M.
I, Eduardo Sarmiento, hereby certify under penalty of perjury under the laws of the State of California that the foregoing agenda was posted at City of Huntington Park City Hall and made available at www.hpca.gov not less than 72 hours prior to the meeting. Dated this 12th day of November 2024.
CONSENT CALENDER
ITEM 1
MINUTES
Meeting of the
City of Huntington Park City
Council Monday, December 2, 2024
The regular meeting of the City Council of the City of Huntington Park, California was called to order at 6:04 p.m. on Monday, December 2, 2024, in the Council Chambers at City Hall, 6550 Miles Avenue, Huntington Park, California; Mayor Karina Macias presiding.
PRESENT: Council Member(s): Esmeralda Castillo, Jonathan Sanabria (arrived 6:25pm), Eduardo “Eddie” Martinez, Vice Mayor Arturo Flores (arrived at 6:39pm), and Mayor Karina Macias
ABSENT: Council Member(s):
CITY OFFICIALS/STAFF: Ricardo Reyes City Manager; Eduardo Sarmiento City Clerk; Steve Forster Director of Community Development; Gerardo “Jerry” Lopez Director of Public Works; Cynthia Norzagaray Director of Parks and Recreation, Sergio Infanzon Director of Communications; Gloria Ramirez City Attorney.
INVOCATION
Mayor Macias led the Invocation.
PLEDGE OF ALLEGIANCE
Councilmember Castillo led the Pledge of Allegiance
PRESENTATION(S)
1. RECOGNITION OF APACHE’S CARNES AL CARBON 40TH ANNIVERSARY
2. RECOGNITION OF HALLOWEEN EVENT VOLUNTEERS
3. RECOGNITION OF HUNTINGTON PARK HIGH SCHOOL GIRLS VARSITY
VOLLEYBALL TEAM
PUBLIC COMMENTS
1) David Sanchez
2) Susana Martinez
3) Maria De Los Angeles
4) Francisco Pimentel
5) Augustin Cruz
6) Patricia
7) Ricardo Gonzales
8) Jane Doe
STAFF RESPONSE
Concerned were addressed accordingly to individuals
CLOSED SESSION
RECESS TO CLOSED SESSION at 6:55pm
1. CONFERENCE WITH LEGAL COUNSEL – ANTICIPATED LITIGATION Government Code Section 54956.9(d)(2)
Consideration of one (1) potential case
MEETING RECONVIENED at 7:10pm
CLOSED SESSION ANNOUNCEMENT
City Attorney Glora Ramirez reported that the record should reflect that all five members of the City Council were present Council Member(s) Castillo, Sanabria, Martinez, Vice Mayor Flores and Mayor Macias were present. The Item in the closed session titled Anticipated Litigation was briefed; no action was taken; nothing to report. The Item in closed session titled Anticipated Litigation was discussed, no further action was taken.
CONSENT CALENDAR
All matters listed under the Consent Calendar are considered routine and will be enacted by one motion. There will be no separate discussion of these items prior to the time the Council votes on the motion unless members of the Council, staff, or the public request specific items to be discussed and/or removed from the Consent Calendar for separate action.
CITY CLERK
1. CITY COUNCIL MEETING MINUTES
IT IS RECOMMENDED THAT CITY COUNCIL:
Approve Minute(s) of the following City Council Meeting(s):
1. Regular City Council Meeting held November 18, 2024
2. CONSIDERATION AND ADOPTION OF AN ORDINANCE OF THE CITY
COUNCIL OF THE CITY OF HUNTINGTON PARK, CALIFORNIA AMENDING TITLE 2, CHAPTER 3, ARTICLE 4, SECTION 2-3.405(C) OF THE HUNTINGTON
PARK MUNICIPAL CODE
IT IS RECOMMENDED THAT CITY COUNCIL:
1. Waive full reading and adopted by title an Ordinance of the City of Huntington Park Amending Title 2, Chapter 3, Article 4, Section 2-3.405(c) as described below to remove the language resting authority with the City Council to appoint, transfer, promote, demote, reinstate, layoff and suspend, or dismiss the City’s Directors/Department Heads.
FINANCE
3. CHECK REGISTERS
IT IS RECOMMENDED THAT CITY COUNCIL:
1. Approve Accounts Payable and Payroll Warrant(s) dated December 2, 2024 MOTION: Councilmember Martinez motioned to approve the item. The motion was seconded by Councilmember Sanabria. Councilmember Castillo and Mayor Macias wanted it noted that they did not initially vote to approve consent Item #2. However, approve of the 2nd meeting. The motion was carried out by unanimous consent.
AYES: Council Member (s): Castillo, Martinez, Sanabria, Vice Mayor Flores, and Mayor Macias
NOES: Council Member (s): None
ABSENT: Council Member(s): None
END OF CONSENT CALENDAR
REGULAR AGENDA
CITY COUNCIL
1. CONSIDERATION AND ADOPTION OF A RESOLUTION TO AWARD FUNDS RECEIVED FROM TICKET SALES FROM THE 73RD HUNTINGTON PARK
HOLIDAY PARADE
MOTION: Councilmember Martinez motioned to approve the item. The motion was seconded by Councilmember Sanabria. Mayor Macias noted that she wanted to increase prices next year to increase revenue for Kiwani’s Club.
Councilmember Sanabria requested that the process of awarding the funds be formalized and potentially split amongst other clubs. The motion was carried out by unanimous consent.
AYES: Council Member (s): Castillo, Martinez, Sanabria, Vice Mayor Flores, and Mayor Macias
NOES: Council Member (s): None
ABSENT: Council Member(s): None
POLICE DEPARTMENT
2. TRANSPARENT REVIEW OF UNJUST TRANSFERS AND HOLDS (TRUTH) ACT
COMMUNITY FORUM
MOTION: Councilmember Sanabria motioned to approve the item. The motion was seconded by Councilmember Martinez. The motion was carried out by unanimous consent.
AYES: Council Member (s): Castillo, Martinez, Sanabria, Vice Mayor Flores, and Mayor Macias
NOES: Council Member (s): None
ABSENT: Council Member(s): None
3. APPROVE FY 24-25 SELECTIVE TRAFFIC ENFORCEMENT PROGRAM (STEP)
AGREEMENT AND ACCEPT GRANT FUNDING
MOTION: Councilmember Sanabria motioned to approve the Item. The motion was seconded by Vice Mayor Flores. The motion was carried out by unanimous consent.
AYES: Council Member (s): Castillo, Sanabria, Martinez, Vice Mayor Flores, and Mayor Macias
NOES: Council Member (s): None
ABSENT: Council Members (s): None
COMMUNITY DEVELOPMENT
4. CONSIDERATION AND APPROVAL OF RESOLUTION ADOPTING AN
AFFORDABLE HOUSING PRIORITY WATER SERVICE POLICY
MOTION: Councilmember Sanabria motioned to approve the item. The motion was seconded by Vice Mayor Flores. The motion was carried out by unanimous consent.
AYES: Council Member (s): Castillo, Sanabria, Martinez, Vice Mayor Flores, and Mayor Macias
NOES: Council Member (s): None
ABSENT: Council Members (s): None
5. CONSIDERATION AND APPROVAL OF A RESOLUTION ESTABLISHING AN
ENVIRONMENTAL JUSTICE ADVISORY COMMITTEE
MOTION: Councilmember Martinez motioned to approve the item. The motion was seconded by Councilmember Sanabria. The motion was carried out by unanimous consent.
AYES: Council Member (s): Castillo, Sanabria, Martinez, Vice Mayor Flores, and Mayor Macias
NOES: Council Member (s): None
ABSENT: Council Members (s): None
PUBLIC WORKS
6. AWARD OF PROFESSIONAL SERVICES CONTRACT – ELECTRIC VEHICLE (EV) CHARGING STATION ENGINEERING DESIGN PHASE AT PUBLIC
WORKS TO INFRASTRUCTURE ENGINEERS
MOTION: Councilmember Sanabria motioned to approve the item. The motion was seconded by Councilmember Martinez. The motion was carried out by unanimous consent.
AYES: Council Member (s): Castillo, Sanabria, Martinez, Vice Mayor Flores, and Mayor Macias
NOES: Council Member (s): None
ABSENT: Council Members (s): None
7. CONSIDERATION AND APPROVAL TO SOLICIT REQUESTS FOR
PROPOSALS FOR LANDSCAPING SERVICES FOR THE CITY OF
HUNTINGTON PARK
MOTION: Councilmember Sanabria motioned to approve the item. The motion was seconded by Councilmember Martinez. The motion was carried out by unanimous consent.
AYES: Council Member (s): Castillo, Sanabria, Martinez, Vice Mayor Flores, and Mayor Macias
NOES: Council Member (s): None
ABSENT: Council Members (s): None
FINANCE
8. CONSIDERATION AND APPROVAL FOR AUTHORIZATION FOR CITY
MANAGER TO ESTABLISH BANKING ACCOUNTS TO WELLS FARGO BANK MOTION: Councilmember Sanabria motioned to receive and file the item. The motion was seconded by Councilmember Martinez to receive and file the item. Councilmember Flores would like to negotiations occur with other banks soon. The motion was carried out by unanimous consent.
AYES: Council Member (s): Castillo, Sanabria, Martinez, Vice Mayor Flores, and Mayor Macias
NOES: Council Member (s): None
ABSENT: Council Members (s): None
PARKS AND RECREATION
9. RESOLUTION AUTHORIZING THE ACCEPTANCE OF THE DODGERS
DREAMTEAM PROGRAM GRANT FROM THE LOS ANGELES DODGERS
FOUNDATION FOR THE 2025 BASEBALL AND SOFTBALL SEASON AT
SALT LAKE PARK
MOTION: Councilmember Martinez motioned to approve the item. The motion was seconded by Councilmember Castillo. The motion was carried out by unanimous consent.
AYES: Council Member (s): Castillo, Sanabria, Martinez, Vice Mayor Flores, and Mayor Macias
NOES: Council Member (s): None
ABSENT: Council Members (s): None
CITY CLERK
10. COUNCIL APPOINTMENTS TO VARIOUS COMMISSIONS
MOTION: No appointments made during Council meeting.
PUBLIC HEARING(S)
CITY MANAGER
1. CONSIDERATION OF AN ORDINANCE AMENDING THE HUNTINGTON PARK
MUNICIPAL CODE BY ADDING A NEW CHAPTER RELATING TO THE
REGULATION OF LOBBYING ACTIVITIES
MOTION: Councilmember Sanabria motioned to bring back at the 12/16 council meeting and fix certain language on the ordinance. The motion to pull and bring back to the 12/16 council meeting was second by Vice Mayor Flores. The Motion was carried out by unanimous consent.
AYES: Council Member (s): Castillo, Sanabria, Martinez, Vice Mayor Flores, and Mayor Macias
NOES: Council Member (s): None
ABSENT: Council Members (s): None
Public Comment Opened: 7:52pm
Public Comment Closed: 7:52pm
DEPARTMENTAL REPORTS
Parks and Recreation: On 12/5 tree lighting and toy giveaway @ Keller Park. She invited staff and the community to participate.
City Clerk: Conducted 2nd reading of the Ordinance.
Communication: Reported that Line Up of Holiday Parade is done. 12/3 mobile consulate will be in Salt Lake Park for the next 10 days. In addition, there will be a press conference regarding the mobile consulate on 12/3 @11:30am.
WRITTEN COMMUNICATIONS
Valley Vista Complaints
COUNCIL COMMUNICATIONS
Councilmember Castillo: Hoped everyone had a Happy Thanksgiving! And Wished Councilmember Martinez a Happy Birthday and Blessings!
Councilmember Sanabria: Thanked everyone for attending. Hope everyone had a Happy Thanksgiving! He wished Councilmember Martinez a Happy Birthday! And hoped to see everyone at the Tree Lighting Ceremony and at the Christmas Parade.
Councilmember Martinez: Wished Sanabria gets well soon. Hope everyone had a great Thanksgiving! Looking forward to the Tree Lighting Ceremony and Christmas Parade.
Vice Mayor Flores: Wished a Happy Birthday to Martinez. Hope everyone enjoyed their Thanksgiving. Asked the City Manager to look into Transportation Services.
Mayor Macias: Wished congratulations to new assemblymember. Looks forward to working with them.
ADJOURNMENT
Mayor Macias adjourned the meeting in memory of Wallie Shitler @ 8:21 p.m. The next City of Huntington Park City Council meeting will be held on Monday, December 16th, 2024, at 6:00 pm.
Respectfully submitted,
Eduardo Sarmiento, City Clerk
ITEM 2
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT A+ SMOG & AUTO REPAIR, INC. 35370 111-7010-421.43-20 REPAIRS FOR PD UNIT 130 308.15 A+ SMOG & AUTO REPAIR, INC. Total 308.15
ACCURATE STAGING INC. ASR23-1270 111-9010-419.44-10 HOLIDAY PARADE BLEACHER RENTAL 3,200.00 ACCURATE STAGING INC. Total 3,200.00
ACTIVE NETWORK, LLC 11/18/2024 111-6010-451.56-41 SOFTWARE SERVICES 6,284.25 ACTIVE NETWORK, LLC Total 6,284.25
ADLERHORST INTERNATIONAL LLC 121711 111-7010-421.61-20 K9 SUPPLIES 21.55 ADLERHORST INTERNATIONAL LLC Total 21.55
AIRESPRING INC. 191094441 787-8950-421.74-10 CLOUD INTERNET DEC 2024 1,110.22 AIRESPRING INC. Total 1,110.22
ALADDIN LOCK & KEY SERVICE 34645 111-7010-421.43-20 PD UNIT 1006 REMOTE FOB 301.13 34647 111-8022-419.43-10 STAMPED KEYS TO BUILDING 28.43 ALADDIN LOCK & KEY SERVICE Total 329.56
ALL AMERICAN ASPHALT 208839 787-8913-499.76-06 SLAUSON CONGESTION RELIEF 1,385,875.86 ALL AMERICAN ASPHALT Total 1,385,875.86
ALVAREZ-GLASMAN & COLVIN 2024-05-21170 111-9031-413.52-30 CLAIM SETTLEMENT 2,484.05 2024-07-21219 111-9031-413.52-30 CLAIM SETTLEMENT 5,991.30 2024-08-21220 111-0220-411.32-70 LEGAL SERVICES AUG 2024 9,846.23 2024-08-21221 111-0220-411.32-70 LEGAL SERVICES AUG 2024 132.00 2024-08-21222 111-0220-411.32-70 LEGAL SERVICES AUG 2024 646.00 ALVAREZ-GLASMAN & COLVIN Total 19,099.58
AMAZON.COM SERVICES, INC. 14HD-DT3P-11GX 221-8014-429.74-10 PW SUPPLIES 251.80 17PR-MGMR-4F7F 221-8014-429.74-10 PW SUPPLIES 251.80
1HG9-NRG3-GK96 111-8020-431.61-20 OFFICE SUPPLIES 50.34 1NLJ-RDPF-LCDD 111-8020-431.61-20 PW SUPPLIES 306.59
1PRP-939N-JYV3 111-8020-431.61-20 OFFICE SUPPLIES 157.31 1QDR-TMPF-4QRN 111-8020-431.43-10 PW SUPPLIES 5.46
1WH4-TJCN-X9MQ 111-8010-431.74-10 EQUIPMENT FOR REPAIRS 536.46 1Y6K-19PW-JWMV 111-8020-431.61-20 OFFICE SUPPLIES 30.65 AMAZON.COM SERVICES, INC. Total 1,590.41
AMTECH ELEVATOR SERVICES 151401767584 111-8022-419.56-41 ELEVATOR MAINTENANCE 1,113.27 AMTECH ELEVATOR SERVICES Total 1,113.27
ANTHONY LINARES 11192024 111-7010-421.59-10 EMPLOYEE REIMBURSEMENT 125.05
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT ANTHONY LINARES Total 125.05
ARDON WELDING INC. 1179 111-8020-431.43-10 REPAIRED PW GATE 285.00 ARDON WELDING INC. Total 285.00
AT&T 22634831 111-9010-419.53-10 CREDIT FOR 10/24-11/23/24 (0.14) 254715586NOV 111-9010-419.53-10 SERVICE 11/23-12/22/2024 123.05 254715586OCT 111-9010-419.53-10 MONTHLY BILLING 123.05
254715586SEP 111-9010-419.53-10 SERVICE 9/23-10/22/2024 123.05 254844269NOV 111-9010-419.53-10 SERVICE 11/28-12/27/2024 112.35 254844269OCT 111-9010-419.53-10 MONTHLY BILLING 112.35
254844269SEP 111-9010-419.53-10 SERVICE 9/28-10/27/2024 112.35 254852700DEC 111-9010-419.53-10 SERVICE 11/21 - 12/20/24 123.05 254852700NOV 111-9010-419.53-10 SERVICE 10/21 - 11/20/24 123.05 254852700OCT 111-9010-419.53-10 MONTHLY BILLING 123.05
254852700SEP 111-9010-419.53-10 SERVICE 8/21-9/20/2024 123.05 283700443AUG 111-9010-419.53-10 SERVICE 9/1-9/30/2024 117.70 283700443OCT 111-9010-419.53-10 MONTHLY BILLING 117.70
283700443SEP 111-9010-419.53-10 SERVICE 10/1-10/31/2024 117.70 317316997NOV 111-9010-419.53-10 SERVICE 11/22-12/21/24 96.30 317316997OCT 111-9010-419.53-10 MONTHLY BILLING 96.30
AT&T Total 1,743.96
ATLAS PROTECTION SOLUTIONS 3895 111-6010-466.55-35 HOLIDAY PARADE SECURITY 10,920.00 ATLAS PROTECTION SOLUTIONS Total 10,920.00
AUTO ZONE 4075205318 741-8060-431.43-20 FLEET SUPPLIES PW & PD 68.31 4075211927 111-7010-421.43-20 PD UNIT 886 REPAIRS 48.11 4075214373 111-7010-421.43-20 MULTIPLE PD UNIT PARTS 123.47 4075217640 111-7010-421.43-20 PD UNIT 996 REPAIRS 44.08 4075218025 741-8060-431.43-20 SHOP SUPPLIES 181.85
4075219598 111-7010-421.43-20 PARTS FOR PD UNIT 914 24.24 4075220611 111-7010-421.43-20 PD UNIT 279 SUPPLIES 48.11 4075228372 111-7010-421.43-20 PARTS FOR PD UNIT 961 42.77 AUTO ZONE Total 580.94
AY NURSERY INC. 12748 535-8090-452.61-20 TREES & BUSHES 581.81 127141 535-8090-452.61-20 TREES AND MINERALS 1,353.94
AY NURSERY INC. Total 1,935.75
BARR & CLARK INC 63196 242-5070-463.57-38 HOME REPAIR PROGRAM 400.00 63352 242-5070-463.57-38 HOME REPAIR PROGRAM 400.00
BARR & CLARK INC Total 800.00
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT BEAR ELECTRICAL SOLUTIONS, INC 24743 221-8014-429.56-41 OCTOBER 2024 SERVICES 6,350.00 BEAR ELECTRICAL SOLUTIONS, INC Total 6,350.00
BG APARTMENTS INVESTORS LP ERAP-EFORD 239-5280-490.51-05 RENTAL ASSISTANCE APR-JUN 1,947.00 BG APARTMENTS INVESTORS LP Total 1,947.00
BRINK'S INCORPORATED 7068800 111-9010-419.33-10 BILLING PERIOD NOV 2024 388.28 BRINK'S INCORPORATED Total 388.28
BUENROSTRO, MARIA 25245-5358 681-0000-228.70-00 DEPOSIT REFUND 100.00 BUENROSTRO, MARIA Total 100.00
CALIFORNIA FRAME & AXLE 79638 219-8085-431.43-21 TROLLEY REPAIR 790.00 CALIFORNIA FRAME & AXLE Total 790.00
CANNON CORPORATION 90218 681-8030-461.76-11 OCTOBER 2024 SERVICES 79,291.48 CANNON CORPORATION Total 79,291.48
CELICA QUINONES 100724-101024 111-6010-451.59-15 EMPLOYEE REIMBURSEMENT 301.00 CELICA QUINONES Total 301.00
CENTRAL FORD 51538 111-7010-421.43-20 PD UNIT PARTS 475.84 51683 111-7010-421.43-20 PD UNIT 987 REPAIRS 206.68
51686 111-7010-421.43-20 PD UNIT 987 REPAIRS 4.41
51687 111-7010-421.43-20 PD UNIT 987 REPAIRS 93.01
51690 219-8085-431.43-21 SHUTTLE 001 REPAIRS 1,114.08
51693 111-7010-421.43-20 PD UNIT PARTS 185.75
51710 111-7010-421.43-20 PD UNIT 130 REPAIRS 351.19
51723 741-8060-431.43-20 PD UNIT 353 REPAIRS 1,148.47
51753 111-7010-421.43-20 PD UNIT PARTS 235.14
51969 111-7010-421.43-20 PD UNIT 987 PARTS 59.01
51973 111-7010-421.43-20 PD UNIT 130 REPAIRS 58.79
52011 111-7010-421.43-20 PD UNIT 968 REPAIRS 100.96
52031 111-7010-421.43-20 PD UNIT 961 REPAIRS 87.40
52143 111-7010-421.43-20 PD UNIT 914 PARTS 404.24
52178 111-7010-421.43-20 PD UNIT 978 PARTS 847.56
52243 111-7010-421.43-20 PD UNIT 992 PARTS 696.56
52296 111-7010-421.43-20 PD UNIT 993 PARTS 842.27
CENTRAL FORD Total 6,911.36
CENTRAL SQUARE TECHNOLOGIES LLC 424140 742-9010-419.74-09 ACCESS FEE 15,630.17 CENTRAL SQUARE TECHNOLOGIES LLC Total 15,630.17
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT CHARTER COMMUNICATIONS 133140081724 111-9010-419.53-10 MONTHLY BILLING 159.97 17009450111012 111-9010-419.53-10 MONTHLY BILLING 1,999.00 CHARTER COMMUNICATIONS Total 2,158.97
CINTAS CORPORATION NO 3 4211874958 741-8060-431.56-41 PW UNIFORM DRY CLEANING 496.11 4212735693 741-8060-431.56-41 PW UNIFORM DRY CLEANING 489.64 CINTAS CORPORATION NO 3 Total 985.75
CITY OF HUNTINGTON PARK CDBG-1 239-5030-463.32-40 IDIS NOTARY FEE 15.00 HRP-1 242-5070-463.57-38 NOTARY FEE HOME REPAIR PROGRAM 45.00 CITY OF HUNTINGTON PARK Total 60.00
CLINICAL LAB OF SAN BERNARDINO, INC 2401813 681-8030-461.56-41 OCTOBER 2024 SERVICES 1,529.50 CLINICAL LAB OF SAN BERNARDINO, INC Total 1,529.50
CONCENTRA MEDICAL CENTERS 85092530 111-2030-413.56-41 EMPLOYEE PHYSICALS 660.00 CONCENTRA MEDICAL CENTERS Total 660.00
COUNTY OF L.A. DEPT OF PUBLIC WORKS REPW2411120278 221-8014-429.56-41 MONTHLY BILLING OCT 2024 768.49 COUNTY OF L.A. DEPT OF PUBLIC WORKS Total 768.49
CRAFTWATER ENGINEERING INC 22-058-4 787-8918-499.73-14 MAY 2024 SERVICES 16,884.04 22-058-9 787-8918-499.73-14 OCTOBER 2024 SERVICES 10,635.84 CRAFTWATER ENGINEERING INC Total 27,519.88
CROWN CASTLE FIBER LLC 1706150 787-8915-499.56-41 BILLING PERIOD DEC 2024 16,200.00 CROWN CASTLE FIBER LLC Total 16,200.00
CYNTHIA NORZAGARAY 100724-101024 111-6010-451.59-15 EMPLOYEE REIMBURSEMENT 301.00 CYNTHIA NORZAGARAY Total 301.00
DATAPROSE, INC. DP2405100 681-3022-415.53-20 OCTOBER 2024 BILLING 3,789.77 DATAPROSE, INC. Total 3,789.77
DAY WIRELESS SYSTEMS INV852296 111-7010-421.74-10 PD RADIO REPAIR 262.50 INV852302 111-7010-421.74-10 PD RADIO REPAIR 262.50
DAY WIRELESS SYSTEMS Total 525.00
DBA LETNER ROOFING CO 67518 787-0000-206.00-00 ROOF REPAIRS NOV 2024 (307.74) 787-9050-499.73-10 ROOF REPAIRS NOV 2024 6,154.73
67519 787-0000-206.00-00 RETENTION RELEASE 102,556.71
DBA LETNER ROOFING CO Total 108,403.70
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT DEBRA BOUDREAUX 2000045.002 111-0000-228.20-00 DEPOSIT REFUND 500.00 DEBRA BOUDREAUX Total 500.00
DELTA DENTAL BE006329789 111-0000-217.50-20 DPO BENEFITS DEC 2024 7,214.65 DELTA DENTAL Total 7,214.65
DENISE PARRA 11132024 111-7010-421.59-10 EMPLOYEE REIMBURSEMENT 165.49 DENISE PARRA Total 165.49
DEPARTMENT OF ANIMAL CARE & CONTROL 11252024 111-7010-421.56-41 OCTOBER 2024 SERVICES 34,006.28 DEPARTMENT OF ANIMAL CARE & CONTROL Total 34,006.28
DEPARTMENT OF INDUSTRIAL RELATIONS OSIP 72280 111-9030-413.52-30 ASSESSMENT FOR FISCAL YEAR 17,981.90 DEPARTMENT OF INDUSTRIAL RELATIONS Total 17,981.90
E SOURCE COMPANIES LLC 12636 681-8030-461.56-41 WATER AUDIT 2,700.00 E SOURCE COMPANIES LLC Total 2,700.00
EWING IRRIGATION PRODUCTS, INC. 24134710 535-8090-452.74-10 EMERGENCY REPAIRS 173.54 24185291 535-8090-452.43-20 PARKS SPRINKLER REPAIR 4,337.15 EWING IRRIGATION PRODUCTS, INC. Total 4,510.69
EXPRESS TRANSPORTATION SERVICES LLC HPE12012024 111-0000-362.20-15 AUGUST FAIR COLLECTION (1,539.00) HOURLY RATE CALCULATON (5,424.00)
PROPERTY LEASE (2,000.00)
VEHICLE LEASE (500.00)
219-0000-340.30-00 FARES (1,120.00)
219-8085-431.56-43 NOVEMBER 2024 SERVICES 77,160.00
220-8085-431.56-43 NOVEMBER 2024 SERVICES 38,580.00
EXPRESS TRANSPORTATION SERVICES LLC Total 105,157.00
F.S.O.C. LLC 2160 111-7010-421.61-70 PD SUPPLIES 2,462.60 F.S.O.C. LLC Total 2,462.60
FAIR HOUSING FOUNDATION 110524 239-5210-463.57-87 FAIR HOUSING SERVICES 1,594.49 FAIR HOUSING FOUNDATION Total 1,594.49
FEDEX 8-690-86207 111-7010-421.61-20 EXPRESS SERVICE 7.71 FEDEX Total 7.71
FERGUSON ENTERPRISES INC 4910147 111-8023-451.43-10 MATERIALS FOR REPAIRS 513.35 4916766 111-8020-431.43-10 MATERIALS FOR REPAIRS 267.83
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT FERGUSON ENTERPRISES INC 4919072 111-8023-451.43-10 MATERIALS FOR REPAIRS 71.57 4933989 111-8020-431.43-10 MATERIALS FOR REPAIRS 644.50 4936182 111-8020-431.43-10 MATERIALS FOR REPAIRS 466.80 4943835 111-8023-451.43-10 MATERIALS FOR REPAIRS 136.57 FERGUSON ENTERPRISES INC Total 2,100.62
FOOD ACCESS LA 6282024 111-6010-466.55-45 NUTRITION PROGRAM (3,090.00) FOOD ACCESS LA Total (3,090.00)
GALLS LLC 26692878 111-7010-421.61-20 CREDIT MEMO (156.50) 29713135 111-7010-421.61-20 PD HOLIDAY PARADE UNIFORMS 1,212.70 GALLS LLC Total 1,056.20
GEORGE CHEVROLET 179143 CVW 111-7010-421.43-20 REPAIRS ON PD UNIT 270 136.25 180109 CVW 111-7010-421.43-20 REPAIRS FOR PD UNIT 886 223.31 180129 CVW 111-7010-421.43-20 TAILGATE COVER PD UNIT #277 153.11 GEORGE CHEVROLET Total 512.67
GOODIES UNIFORMS 19179 111-7010-421.61-20 PD UNIFORMS & SUPPLIES 2,127.33 GOODIES UNIFORMS Total 2,127.33
GOVERNMENT STAFFING SERVICES, INC 130505 111-3010-415.56-41 LABOR INVOICE 3,400.00 GOVERNMENT STAFFING SERVICES, INC Total 3,400.00
HAJOCA CORPORATION S173203373.001 111-8022-419.43-10 SUPPLIES FOR CITY HALL 303.71 S173216206.001 111-8024-421.43-10 MATERIALS FOR REPAIRS 152.96 HAJOCA CORPORATION Total 456.67
HASA, INC. 1005268 681-8030-461.41-00 SODIUM HYPOCHLORITE WELL #15 427.31 1005269 681-8030-461.41-00 SODIUM HYPOCHLORITE WELL #18 458.80 1006412 681-8030-461.41-00 SUPPLIES FOR WELL #15 270.63 1006413 681-8030-461.41-00 SUPPLIES FOR WELL #18 215.06 1007287 681-8030-461.41-00 SUPPLIES FOR WELL #17 427.31 1007291 681-8030-461.41-00 SUPPLIES FOR WELL #12 512.78 1007292 681-8030-461.41-00 SUPPLIES FOR WELL #15 256.39 HASA, INC. Total 2,568.28
HEALTH AND HUMAN RESOURCE CENTER E0333394 111-0000-217.50-60 EMPLOYEE WELLNESS JAN 2025 267.30 HEALTH AND HUMAN RESOURCE CENTER Total 267.30
HINDERLITER DE LLAMAS & ASSOCIATES SIN044941 111-9010-419.56-41 OCT - DEC 2024 SERVICES 1,231.19 HINDERLITER DE LLAMAS & ASSOCIATES Total 1,231.19
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT IBE DIGITAL 37918142 111-9010-419.44-10 KONICA BIZHUB 3,745.77 IBE DIGITAL Total 3,745.77
INFRASTRUCTURE ENGINEERS 457087 111-5010-419.56-41 SEPTEMBER 2024 SERVICES 52,381.50 458133 111-5010-419.56-41 OCTOBER 2024 SERVICES 26,826.72 460364 111-8080-431.56-62 OCTOBER 2024 SERVICES 33,810.00 221-8010-431.56-41 OCTOBER 2024 SERVICES 13,632.00
460370 111-5010-419.56-41 OCTOBER 2024 SERVICES 63,563.50 462346 202-8080-431.76-23 OCTOBER 2024 SERVICES 2,626.00 INFRASTRUCTURE ENGINEERS Total 192,839.72
INNER CITY VISIONS 1033 239-5210-463.56-41 HOMELESS OUTREACH JUL 24 9,346.74 1034 239-5210-463.56-41 HOMELESS OUTREACH AUG 24 12,154.44 1036 239-5210-463.56-41 HOMELESS OUTREACH OCT 24 10,246.74 INNER CITY VISIONS Total 31,747.92
INTERNATIONAL LEAGUE OF CITIES 00922-336C 111-0210-413.64-00 ANNUAL RENEWAL 250.00 INTERNATIONAL LEAGUE OF CITIES Total 250.00
JACOB TERZOLI 1 111-7010-421.56-41 RECRUITMENT VIDEO 800.00 JACOB TERZOLI Total 800.00
JERRY'S AUTO BODY, INC. 33305 111-7010-421.43-20 PD UNIT 997 REPAIRS 1,979.01 33306 111-7010-421.43-20 PD UNIT 997 REPAIRS 2,857.48
33312 111-7010-421.43-20 PD UNIT 974 REPAIRS 1,314.38
33315 111-7010-421.43-20 PD UNIT 974 REPAIRS 3,131.76
33319 111-7010-421.43-20 PD UNIT 983 REPAIRS 6,451.26
33323 111-7010-421.43-20 PD UNIT 918 REPAIRS 740.43
33328 111-7010-421.43-20 PD UNIT 1005 REPAIRS 1,842.03
33339 111-7010-421.43-20 PD UNIT 955 REPAIRS 1,104.34
33340 111-7010-421.43-20 PD UNIT 965 REPAIRS 1,984.67
JERRY'S AUTO BODY, INC. Total 21,405.36
JESSICA BRUNICK 11132024 111-7010-421.59-10 EMPLOYEE REIMBURSEMENT 286.09 JESSICA BRUNICK Total 286.09
JOEL GORDILLO JG202411 111-1010-411.56-41 MEDIA TECH SERVICES 1,650.00 JOEL GORDILLO Total 1,650.00
JOSEPH H. LOPEZ 11132024 111-7010-421.59-10 EMPLOYEE REIMBURSEMENT 252.86 JOSEPH H. LOPEZ Total 252.86
JUAN GARIBAY 11142024 111-7010-421.59-10 EMPLOYEE REIMBURSEMENT 300.70
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT JUAN GARIBAY Total 300.70
JUAN LLAMAS 7019STAFFORDAV 285-0000-228.75-00 TRASH REMOVAL 270.00 JUAN LLAMAS Total 270.00
JXTRA ENTERTAINMENT 76 111-6020-451.56-41 EVENT DJ 480.00 JXTRA ENTERTAINMENT Total 480.00
KIMBALL MIDWEST 102789734 741-8060-431.43-20 CREDIT FOR SHOP SUPPLIES (138.23) 102789769 741-8060-431.43-20 CREDIT FOR SHOP SUPPLIES (138.23) 102791921 741-8060-431.43-20 SHOP SUPPLIES 520.94
102791944 741-8060-431.43-20 SHOP SUPPLIES 196.47
102791984 741-8060-431.43-20 SHOP SUPPLIES 70.01
102792011 741-8060-431.43-20 SHOP SUPPLIES 551.18
102792475 741-8060-431.43-20 SHOP SUPPLIES 520.19
102828039 741-8060-431.43-20 SHOP SUPPLIES 545.36
KIMBALL MIDWEST Total 2,127.69
LA COUNTY SHERIFF'S DEPT 251088BL 111-7010-421.56-41 INMATE MEALS OCTOBER 2024 994.02 LA COUNTY SHERIFF'S DEPT Total 994.02
LADAYU CONSULTING GROUP 11 787-8913-499.76-06 CM&I OCTOBER 2024 SERVICE 52,236.00 12-CIP2019-02 787-8913-499.76-06 NOVEMBER 2024 SERVICES 43,426.50 LADAYU CONSULTING GROUP Total 95,662.50
LANCE ORNELAS 1152024 111-7010-421.59-10 EMPLOYEE REIMBURSEMENT 162.81 LANCE ORNELAS Total 162.81
LB JOHNSON HARDWARE CO. 135134 111-8023-451.43-10 PARK BUILDING REPAIRS 126.51 135138 111-8023-451.43-10 PARK BUILDING REPAIRS 81.76
135139 111-8023-451.43-10 PARK BUILDING REPAIRS 12.26
135148 111-8023-451.43-10 PARK BUILDING REPAIRS 4.37
135172 221-8010-431.61-21 CONCRETE SIDEWALK REPAIRS 50.57 135175 221-8010-431.61-21 CONCRETE SIDEWALK REPAIRS 5.17 135209 111-8020-431.43-10 MATERIALS FOR PD & PW 78.82
135217 111-8024-421.43-10 MATERIALS FOR PD & PW 77.00
135229 111-8010-431.61-20 MATERIALS FOR SIDEWALK 8.97
135237 111-8024-421.43-10 MATERIALS FOR PD REPAIRS 27.35 135239 535-8090-452.74-10 MATERIALS FOR CITY REPAIR 456.74 LB JOHNSON HARDWARE CO. Total 929.52
LIEBERT CASSIDY WHITMORE 279732 111-0220-411.32-70 LEGAL SERVICES OCT 2024 633.50 280860 111-0220-411.32-70 LEGAL SERVICES OCT 2024 2,872.50
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT LIEBERT CASSIDY WHITMORE 280874 111-0220-411.32-70 LEGAL SERVICES OCT 2024 11,506.95 LIEBERT CASSIDY WHITMORE Total 15,012.95
LONG BEACH BMW 267210 111-7010-421.43-20 PARTS FOR PD UNIT #782 564.91 267211 111-7010-421.43-20 PD UNIT 782 REPAIR 1,448.43
LONG BEACH BMW Total 2,013.34
MACKEY INDUSTRIAL REPAIR 6941 535-8090-452.74-10 KELLER PARK REPAIR 1,900.00 MACKEY INDUSTRIAL REPAIR Total 1,900.00
MARISOL NIETO 10724 111-2030-413.61-20 MEETING SUPPLIES 50.00 MARISOL NIETO Total 50.00
MATTHEW RINCON 11142024 111-7010-421.59-10 EMPLOYEE REIMBURSEMENT 259.35 MATTHEW RINCON Total 259.35
MCGEE, LERER & ASSOCIATES 12052024 111-0000-342.10-30 WITNESS FEE REIMBURSEMENT 275.00 MCGEE, LERER & ASSOCIATES Total 275.00
MIGUEL FUENTES 11132024 111-7010-421.59-10 EMPLOYEE REIMBURSEMENT 32.16 MIGUEL FUENTES Total 32.16
MOTOROLA SOLUTIONS, INC 8282032427 111-7010-421.74-10 PD SUPPLIES 295.16 8282032543 111-7010-421.73-10 PD SUPPLIES 10,617.14
8282032867 111-7010-421.74-10 PD SUPPLIES 315.17
8282033512 111-7010-421.74-10 PD SUPPLIES 654.59
MOTOROLA SOLUTIONS, INC Total 11,882.06
MR. HOSE INC. 248874 741-8060-431.43-20 PW SHOP SUPPLIES 358.07 MR. HOSE INC. Total 358.07
MUNICIPAL WASTE SOLUTIONS 130 285-8050-432.56-41 BILLING PERIOD OCTOBER 24 7,845.00 MUNICIPAL WASTE SOLUTIONS Total 7,845.00
MYERS AND SONS HI-WAY SAFETY, INC 164679 221-8012-429.61-20 BARRICADES 1,015.17 164837 221-8012-429.61-20 DELINEATORS 2,761.48
MYERS AND SONS HI-WAY SAFETY, INC Total 3,776.65
NACHO'S LOCK & KEY SERVICE LLC 19507 111-8022-419.43-10 SERVICE CALL 575.80 19548 111-7010-421.73-10 PD DOOR REPLACEMENT & INSTALLATION 1,100.00 NACHO'S LOCK & KEY SERVICE LLC Total 1,675.80
NAPA AUTO PARTS 369734 741-8060-431.43-20 PARTS FOR PW UNIT #199 182.31
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT NAPA AUTO PARTS 632648 741-8060-431.43-20 CREDIT (13.35) 641863 741-8060-431.43-20 PARTS FOR PW UNIT#199 75.52
NAPA AUTO PARTS Total 244.48
NEW CHEF FASHION INC. 1089287 111-7010-421.61-20 PD UNIFORM POLO SHIRTS 121.25 1089702 111-7010-421.61-20 PD UNIFORM POLO SHIRTS 99.20 NEW CHEF FASHION INC. Total 220.45
NICANOR PACHECO 11132024 111-7010-421.59-10 EMPLOYEE REIMBURSEMENT 22.51 NICANOR PACHECO Total 22.51
NICHOLS CONSULTING ENGINEERS, CHTD 966053009 787-8916-499.76-12 STREET ENHANCEMENT NOV 24 1,802.50 NICHOLS CONSULTING ENGINEERS, CHTD Total 1,802.50
NICK ALEXANDER RESTORATION 170 219-8085-431.43-21 SHUTTLE 002 REPAIRS 350.00 174 219-8085-431.43-21 PD UNIT #968 PART 350.00
NICK ALEXANDER RESTORATION Total 700.00
NICOLAS DE LA O 11142024 111-7010-421.59-10 EMPLOYEE REIMBURSEMENT 259.35 NICOLAS DE LA O Total 259.35
NORM REEVES FORD SUPERSTORE 128393 111-7010-421.43-20 PD UNIT 978 REPAIRS 3,626.92 NORM REEVES FORD SUPERSTORE Total 3,626.92
O'REILLY AUTO PARTS 2959-174874 111-7010-421.43-20 REPAIRS FOR PD UNIT 954 83.77 2959-177250 741-8060-431.43-20 PW SUPPLIES 262.24
2959-177278 741-8060-431.43-20 PW SUPPLIES 376.86
2959-177305 111-7010-421.43-20 REPAIRS FOR PD UNIT 130 209.15 2959-177362 741-8060-431.43-20 PW SUPPLIES RETURN (262.24) 2959-177741 741-8060-431.43-20 PW SUPPLIES 698.09
2959-177875 741-8060-431.43-20 PW SUPPLIES RETURN (87.48) 2959-178503 111-7010-421.43-20 REPAIRS FOR PD UNIT 130 175.30 2959-178541 111-7010-421.43-20 CREDIT FOR PD UNIT#130 (209.15) 2959-178615 111-7010-421.43-20 REPAIRS FOR PD UNIT 130 20.83 2959-180499 535-8090-452.74-10 FITNESS EQUIPMENT 240.24 2959-180990 111-7010-421.43-20 PARTS FOR PD UNIT #92 217.14 2959-181595 741-8060-431.43-20 PW UNIT#352 SUPPLIES 231.53 O'REILLY AUTO PARTS Total 1,956.28
PACIFICA SERVICES INC. 346-34 239-5210-463.73-05 ADA OCTOBER 2024 SERVICES 130.00 PACIFICA SERVICES INC. Total 130.00
PARS 56848 111-9010-419.56-41 PARS FEES DEC 2024 2,768.46
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT PARS Total 2,768.46
PERFORMANCE NURSERY 268111 535-8090-452.61-20 TREES/BUSHES FOR PARKS 1,010.58 268150 535-8090-452.61-20 TREES/BUSHES FOR PARKS 884.71 268392 535-8090-452.61-20 TREES/BUSHES FOR PARKS 974.44 PERFORMANCE NURSERY Total 2,869.73
PITNEY BOWES GLOBAL FINANCIAL 1026447427 111-9010-419.53-20 RED INK CARTRIDGE 146.40 3106937007 111-9010-419.53-20 DIGITAL MAILING SYSTEM 573.19 PITNEY BOWES GLOBAL FINANCIAL Total 719.59
PREFERRED IMPRESSIONS INC 27497 111-7010-421.43-20 SWAT VEHICLE GRAPHICS 904.31 27516 111-7010-421.43-20 PD UNIT 900 & 918 GRAPHICS 1,011.50 27569 111-7010-421.43-20 PD UNIT 997 & 1005 GRAPHICS 956.38 PREFERRED IMPRESSIONS INC Total 2,872.19
QDOXS IN63699 111-8020-431.61-20 XEROX FOR 11/18-12/17/24 40.64 285-8050-432.43-05 XEROX FOR 11/18-12/17/24 40.64
681-8030-461.43-05 XEROX FOR 11/18-12/17/24 40.65
QDOXS Total 121.93
R & A TANK TECHNOLOGIES LLC 113124-14 741-8060-431.43-20 MONTHLY INSPECTION NOV 2024 175.00 R & A TANK TECHNOLOGIES LLC Total 175.00
ROBERT HALF INC 64177142 111-2030-413.11-00 LABOR INVOICE 4,284.00 64208132 111-2030-413.11-00 LABOR INVOICE 3,672.00
64251162 111-3010-415.56-41 LABOR INVOICE 1,565.96
64314203 111-2030-413.11-00 LABOR INVOICE 4,896.00
64355873 111-3010-415.56-41 LABOR INVOICE 4,725.00
64359985 111-2030-413.11-00 LABOR INVOICE 6,732.00
64395538 111-3010-415.56-41 LABOR INVOICE 3,937.50
ROBERT HALF INC Total 29,812.46
SC FUELS IN-0000623947 741-8060-431.62-30 CITY VEHICLES FUEL 23,324.73 SC FUELS Total 23,324.73
SINATRA UNIFORM, INC SU13545 111-7010-421.61-20 PD UNIFORMS 153.23 SU13554 111-7010-421.61-20 PD UNIFORMS 49.28
SINATRA UNIFORM, INC Total 202.51
SMART & FINAL 3192200019001 111-7010-421.61-20 MEET YOUR POLICE SUPPLIES 58.36 SMART & FINAL Total 58.36
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT SO. CAL TIRE RECYCLE INC 1365 741-8060-431.43-20 RECYCLED TIRE FEES 1,854.00 2642 741-8060-431.43-20 RECYCLED TIRE FEES 1,905.00
SO. CAL TIRE RECYCLE INC Total 3,759.00
SOCALGAS 06992272119AUG 111-9010-419.62-10 MONTHLY BILLING 888.38 06992272119DEC 111-9010-419.62-10 MONTHLY BILLING 1,926.32 06992272119JUL 111-9010-419.62-10 MONTHLY BILLING 1,280.57 06992272119JUN 111-9010-419.62-10 MONTHLY BILLING 1,768.67 06992272119NOV 111-9010-419.62-10 MONTHLY BILLING 1,210.39 06992272119OCT 111-9010-419.62-10 MONTHLY BILLING 1,083.02 06992272119SEP 111-9010-419.62-10 MONTHLY BILLING 899.16 SOCALGAS Total 9,056.51
SOUTHERN CALIFORNIA EDISON 600000505218AUG 111-9010-419.62-10 AUTOPAY 6/18-7/18/24 5,326.59 600000505218NOV 111-9010-419.62-10 AUTOPAY 9/18-10/16/24 4,975.89 600000505218OCT 111-9010-419.62-10 AUTOPAY 8/19-9/17/24 4,589.48 600000505218SEPT 111-9010-419.62-10 AUTOPAY 7/19-8/18/24 5,113.85 600001001332AUG 111-9010-419.62-10 AUTOPAY 6/03 -7/01/24 32,647.09 600001001332NOV 111-9010-419.62-10 AUTOPAY 9/3 - 10/25/24 30,973.66 600001001332OCT 111-9010-419.62-10 AUTOPAY 7/31 - 8/28/24 34,775.26 600001001332SEPT 111-9010-419.62-10 AUTOPAY7/01 -7/31/24 34,350.18 700045219727AUG 111-9010-419.62-10 AUTOPAY 7/8 -8/5/24 14,760.71 700045219727NOV 111-9010-419.62-10 AUTOPAY 10/4-11/03/24 8,716.78 700045219727OCT 111-9010-419.62-10 AUTOPAY 9/5-10/03/24 13,008.46 700045219727SEPT 111-9010-419.62-10 AUTOPAY 8/6-9/4/24 15,817.47 700116911821AUG 111-9010-419.62-10 MONTHLY BILLING 1,985.25 700116911821DEC 111-9010-419.62-10 MONTHLY BILLING 4,918.06 700116911821NOV 111-9010-419.62-10 MONTHLY BILLING 4,708.62 700116911821OCT 111-9010-419.62-10 MONTHLY BILLING 9,167.21 700116911821SEPT 111-9010-419.62-10 MONTHLY BILLING 3,538.65 700131643996AUG 111-9010-419.62-10 SERVICE 7/03-8/04/2024 464.51 700131643996NOV 111-9010-419.62-10 SERVICE 10/3-10/31/2024 416.38 700131643996OCT 111-9010-419.62-10 AUTOPAY 9/4-10/02/24 99.80 700131643996SEPT 111-9010-419.62-10 AUTOPAY 8/5-9/3/24 414.97 700226975697AUG 111-9010-419.62-10 AUTOPAY 7/3-8/4/24 66.33 700226975697NOV 111-9010-419.62-10 AUTOPAY 10/3-10/31/24 58.56 700226975697OCT 111-9010-419.62-10 AUTOPAY 9/4-10/2/24 (16.13) 700226975697SEPT 111-9010-419.62-10 AUTOPAY 8/5-9/03/24 69.96 700330421450AUG 111-9010-419.62-10 SERVICE 7/26-8/25/2024 53.21 700330421450JUL 111-9010-419.62-10 AUTOPAY 6/25 - 7/25/24 51.07 700330421450OCT 111-9010-419.62-10 AUTOPAY 9/25-10/23/24 59.64 700330421450SEPT 111-9010-419.62-10 AUTOPAY 8/26 - 9/24/24 55.69 700350430934AUG 111-9010-419.62-10 AUTOPAY MAY, JUN JUL 2024 63,460.04
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT SOUTHERN CALIFORNIA EDISON 700350430934NOV 111-9010-419.62-10 AUTOPAY SEP & OCT 2024 39,458.92 700350430934OCT 111-9010-419.62-10 AUTOPAY AUG & SEP 2024 39,213.96 700350430934SEPT 111-9010-419.62-10 AUTOPAY JUL & AUG 2024 52,016.67 700375713073AUG 111-9010-419.62-10 AUTOPAY 7/8-8/5/24 78.16 700375713073NOV 111-9010-419.62-10 AUTOPAY 10/4-11/3/24 82.23 700375713073OCT 111-9010-419.62-10 SERVICE 9/5-10/3/2024 77.85 700375713073SEPT 111-9010-419.62-10 AUTOPAY 8/6-9/4/24 80.56 700544129426NOV 111-9010-419.62-10 AUTOPAY 9/17-10/15/24 8,384.44 700544129426OCT 111-9010-419.62-10 AUTOPAY 8/16-9/16/24 11,490.84 700568462884AUG 111-9010-419.62-10 AUTOPAY 7/18-8/15/24 2,918.30 MONTHLY BILLING 3,050.78
700568462884DEC 111-9010-419.62-10 MONTHLY BILLING 1,798.33 700568462884NOV 111-9010-419.62-10 AUTOPAY 10/16-11/14/24 1,798.33 MONTHLY BILLING 2,044.36
700568462884OCT 111-9010-419.62-10 AUTOPAY 9/17-10/15/24 2,044.36 MONTHLY BILLING 3,011.36
700568462884SEPT 111-9010-419.62-10 AUTOPAY8/16-9/16/24 3,011.36 MONTHLY BILLING 2,918.30
700777363296AUG 111-9010-419.62-10 AUTOPAY 7/10-8/7/24 96.16 700777363296NOV 111-9010-419.62-10 AUTOPAY 10/8-11/05/24 95.49 700777363296OCT 111-9010-419.62-10 AUTOPAY 9/9-10/7/24 96.13 700777363296SEPT 111-9010-419.62-10 AUTOPAY 8/8-9/8-24 106.22 SOUTHERN CALIFORNIA EDISON Total 468,500.35
SOUTHERN CALIFORNIA NEWS GROUP 5007732 111-1010-411.54-00 CREDIT (186.65) SOUTHERN CALIFORNIA NEWS GROUP Total (186.65)
SPARKLETTS 15142085 11282 111-9010-419.61-20 DRINKING WATER 1,092.08 SPARKLETTS Total 1,092.08
STANDARD INSURANCE COMPANY 3789170001 111-0000-217.50-70 MONTHLY PREMIUM DEC 2024 8,004.76 3789170002 111-0000-217.50-70 MONTHLY PREMIUM DEC 2024 1,257.43 STANDARD INSURANCE COMPANY Total 9,262.19
STAR2STAR COMMUNICATIONS LLC SUBC00014277 111-9010-419.53-10 MONTHLY FEE DEC 2024 10,791.87 STAR2STAR COMMUNICATIONS LLC Total 10,791.87
T2 SYSTEMS CANADA INC. IRIS0000142274 111-5055-419.56-41 DECEMBER 2024 SERVICES 2,370.00 T2 SYSTEMS CANADA INC. Total 2,370.00
TA PRODUCTION LLC 1 111-7010-421.56-41 PD RECRUITMENT VIDEO 2,250.00 TA PRODUCTION LLC Total 2,250.00
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT TERRA MARKETING PLATFORMS LLC 121424-2 111-6010-466.55-35 HOLIDAY PARADE 2024 6,000.00 TERRA MARKETING PLATFORMS LLC Total 6,000.00
TERRENCE WILLIE 11142024 111-7010-421.59-10 EMPLOYEE REIMBURSEMENT 259.35 TERRENCE WILLIE Total 259.35
T-MOBILE USA 11212024 111-9010-419.53-10 PW PHONE SERVICE 10/21-11/20 5,172.78 T-MOBILE USA Total 5,172.78
TREEPEOPLE INC. 8 787-8928-499.56-41 URBAN FOREST JUL-SEPT 24 19,185.06 TREEPEOPLE INC. Total 19,185.06
TRIANGLE SPORTS 43089 111-6030-451.61-35 YOUTH SPORTS SUPPLIES 867.24 TRIANGLE SPORTS Total 867.24
TYLER TECHNOLOGIES, INC. 045-494552 787-8951-419.43-15 IMP SERVICES 7,400.00 TYLER TECHNOLOGIES, INC. Total 7,400.00
U.S. BANK EQUIPMENT FINANCE 543701536 111-9010-419.44-10 NOVEMBER 2024 SERVICES 2,465.40 U.S. BANK EQUIPMENT FINANCE Total 2,465.40
UNDERGROUND SERVICE ALERT OF SO CAL 1120240143 221-8014-429.56-41 MONTHLY BILLING NOV 2024 237.55 24-251627 221-8014-429.56-41 MONTHLY BILLING NOV 2024 106.39 UNDERGROUND SERVICE ALERT OF SO CAL Total 343.94
UNITED INDUSTRIES 235801 111-8095-431.61-50 PW SUPPLIES 142.75 UNITED INDUSTRIES Total 142.75
VALLEY ALARM 1236347 111-8020-431.56-41 FIRE & SECURITY ALARM 665.34 111-8022-419.56-41 FIRE & SECURITY ALARM 665.33
111-8023-451.56-41 FIRE & SECURITY ALARM 715.28
VALLEY ALARM Total 2,045.95
VISION SERVICE PLAN-CA 821700616 111-0000-217.50-30 MONTHLY SERVICE DEC 2024 3,696.06 VISION SERVICE PLAN-CA Total 3,696.06
VULCAN MATERIALS COMPANY 2281625 221-8010-431.61-21 HOT ASPHALT 483.99 2282291 221-8010-431.61-21 HOT ASPHALT 197.10
2282511 221-8010-431.61-21 HOT ASPHALT 485.17
2282610 221-8010-431.61-21 HOT ASPHALT 394.20
VULCAN MATERIALS COMPANY Total 1,560.46
W VALET PARKING SERVICE CORP 25997 111-0000-321.10-00 BUSINESS LICENSE REFUND 60.00
City of Huntington Park
Demand Register
December 16, 2024
PAYEE INVOICE NUMBER ACCOUNT NUMBER DESCRIPTION Sum of TRANSACTION AMOUNT W VALET PARKING SERVICE CORP 25997 111-0000-321.10-20 BUSINESS LICENSE REFUND 75.00 111-0000-321.10-30 BUSINESS LICENSE REFUND 4.00
W VALET PARKING SERVICE CORP Total 139.00
WATER REPLENISHMENT DISTRICT OF SOUTHERN CALIFORNIA 9302024 681-8030-461.41-00 MONTH ENDING 9/30/2024 102,974.68 WATER REPLENISHMENT DISTRICT OF SOUTHERN CALIFORNIA Total 102,974.68 WE ARCHITECTS INV-2179 787-8937-499.73-10 NOVEMBER 2024 SERVICES 22,960.00 WE ARCHITECTS Total 22,960.00
WESTCHESTER MEDICAL GROUP CH139-0342 111-2030-413.56-41 PD TESTING 02/15/2024 630.00 WESTCHESTER MEDICAL GROUP Total 630.00
WHITTIER FERTILIZER CO. 417627 535-8090-452.74-10 MATERIALS FOR PARKS 688.50 418074 535-8090-452.74-10 MATERIALS FOR PARKS 449.82
WHITTIER FERTILIZER CO. Total 1,138.32
XEROX FINANCIAL SERVICES 6527393 111-8020-431.61-20 BILLING 11/17/24-12/16/24 59.99 285-8050-432.43-05 BILLING 11/17/24-12/16/24 59.98
681-8030-461.43-05 BILLING 11/17/24-12/16/24 59.99
XEROX FINANCIAL SERVICES Total 179.96
YHC AUTO UPHOLSTERY INC 1517 111-7010-421.43-20 UPHOLSTERY FOR PD UNIT961 350.00 1518 111-7010-421.43-20 UPHOLSTERY FOR PD UNIT961 200.00 1754 111-7010-421.43-20 UPHOLSTERY FOR PD UNIT989 350.00 YHC AUTO UPHOLSTERY INC Total 900.00
Grand Total 3,052,695.06
REGULAR AGENDA
ITEM 1
CITY OF HUNTINGTON PARK
Community Development Department
City Council Agenda Report
December 16, 2024
Honorable Mayor and Members of the City Council
City of Huntington Park
6550 Miles Avenue
Huntington Park, CA 90255
Honorable Mayor and Members of the City Council:
CONSIDERATION AND APPROVAL OF A CONTRACT WITH 3Di AND COHN
REZNICK TO PROVIDE SOFTWARE AND STAFFING SERVICES FOR RENT
STABILIZATION PROGRAMS
IT IS RECOMMENDED THAT CITY COUNCIL:
1. Authorize funding in the amount of $750,000 from the General Fund Account for the implementation costs associated with the Rent Stabilization Program; and
2. Authorize the Finance Director to Establish an Enterprise Fund and to Create All Necessary Accounts; and
3. Waive Formal Bid Proceedings as Outlined in Municipal Code Section 2-5.12 (i)
4. Authorize a Professional Services Contract with 3Di in an Amount Not to Exceed $105,600; and
5. Authorize a Professional Services Contract with Cohn Reznick in an Amount Not to Exceed $463,700; and
6. Authorize the City Manager to Negotiate and Execute the Final Terms of the Contracts
BACKGROUND
On November 4, 2024, the City Council approved a rent stabilization ordinance which established various criteria to manage rent(s). In addition, the ordinance had a second reading that was heard on November 18, 2024. Thirty days after the second reading, the ordinance goes into effect. As such, it is necessary for the City to move expeditiously in establishing a division within Community Development to proceed with enacting the ordinance on behalf of the community.
Staff has reached out to professional firms who are equipped to handle a project of this magnitude. In the interest of time, the firms are prepared to provide the software and staffing services needed almost immediately upon acceptance by the City Council.
Attachments “A” and “B” are the proposals negotiated to best assist the City in implementing the program. Proposal “A” is for software for tracking and monitoring the CONSIDERATION AND APPROVAL OF A CONTRACT WITH 3Di AND COHN
REZNICK TO PROVIDE SOFTWARE AND STAFFING SERVICES FOR RENT
STABILIZATION PROGRAMS
December 16, 2024
program, including bringing the available data with them to establish a database that is cloud hosted. Attachment “B” is for the staffing and technical expertise to implement the policies, procedures and programs of a housing program such as this.
FISCAL IMPACT
There will be significant fiscal impacts on the General Fund. To initiate the Rent Stabilization Program, it is recommended to “seed” an account with a loan from the General Fund, which will be repaid through the registration fees collected from the program. The fee will be calculated based on real cost recovery and charged “retroactively” to the prior year to assist in replacing the funding seeded by the General Fund. This process also improves the registration process, which is expected to result in a 90-96% registration of property owners. In addition, the Finance Director will establish this as an “enterprise fund” to ensure that the cost recovery is neutral to the operations of the housing program.
Pursuant to Huntington Park Municipal Code section 2-5.12 Formal bid procedures, Section (i) “Waive of Bidding, City Council, by a majority vote, may dispense with bidding and other procedures required by this chapter in any individual instance upon finding that it would be infeasible to follow such procedures and that public welfare would be promoted by dispensing with them”.
CONCLUSION
Upon the Council’s direction, staff will proceed with actions as directed.
Respectfully submitted,
RICARDO REYES
City Manager
STEVE FORSTER
Community Development Director
CONSIDERATION AND APPROVAL OF A CONTRACT WITH 3Di AND COHN
REZNICK TO PROVIDE SOFTWARE AND STAFFING SERVICES FOR RENT
STABILIZATION PROGRAMS
December 16, 2024
ATTACHMENT(S):
A. 3Di Proposal
B. Cohn Reznick Proposal
C. Draft Software Agreement with Cohn Reznick
D. Draft Professional Services Agreement with Cohn Reznick Copyright © 2024, 3Di, All Rights Reserved.
3Di, Inc.
3 Pointe Drive, Suite 307
Brea, CA 92821
www.3disystems.com
Attachment A
Copyright © 2024, 3Di, All Rights Reserved. 1
Table of Contents
ABOUT 3DI........................................................................................................................... 2 3DI ENGAGE HOUSING ....................................................................................................... 3 Background ..................................................................................................................................................................................3 3Di Engage Housing Highlights.............................................................................................................................................4 3DI ENGAGE HOUSING DEPLOYMENT METHODOLOGY .................................................. 6 3DI ENGAGE HOUSING PRICING........................................................................................ 7 Optional Services .......................................................................................................................................................................7 Pricing Assumptions..............................................................................................................................................................11 3DI ENGAGE PLATFORM SUPPORT................................................................................. 12 Maintenance .............................................................................................................................................................................12 Operations .................................................................................................................................................................................12 Support .......................................................................................................................................................................................12 Genie Hours...............................................................................................................................................................................13 Attachment A
Copyright © 2024, 3Di, All Rights Reserved. 2
About 3Di
3Di is a California-based business that has delivered award-winning public-sector solutions to local governments for over 20 years. 3Di's proposal reflects nearly two decades of experience implementing comprehensive technology solutions for more than 200 clients worldwide in the public and private sectors. We aim to deliver an innovative, complete, and integrated solution to achieve our customers’ goals while minimizing risk, reducing the total cost of ownership, and capitalizing on existing technology investments.
Leveraging nearly two decades of subject matter expertise in delivering customer engagement solutions, 3Di has developed a powerful CRM-based platform called 3Di Engage for delivering government engagement products and solutions. 3Di Engage is a platform for the digital transformation of business processes with the highest levels of transparency, efficiency, and accountability. It can scale from the needs of small agencies with limited users and constituents to large, complex agencies with millions of users and constituents.
The 3Di Engage platform provides government solutions for customer engagement, public safety, and housing.
3Di Engage for Housing delivers comprehensive, fully integrated solutions to issues in affordable housing, accessible housing, and tenant protections. Focusing on the latter, we can provide the tools to create an accurate rental unit inventory, enforce livability standards, ensure evictions are conducted for just/good reasons, and stabilize rent burdens.
3Di has successfully delivered housing solutions for numerous local governments, including the City of Los Angeles, the City of San Francisco, the County of Los Angeles, the City of Oakland, the City of Berkeley, the City of Inglewood, the City of Beverly Hills, and the City of Alameda.
We aim to cultivate a long-term partnership with our customers by helping them improve their business processes for constituent services and customer engagement. Our housing solutions will meet all your expectations and requirements and provide a foundation for Huntington Park’s future expansion of capabilities.
Attachment A
Copyright © 2024, 3Di, All Rights Reserved. 3
3Di Engage Housing
Background
3Di has been implementing comprehensive government solutions, including mobile applications for public sector customers, for over 20 years, starting with the implementation of a field inspection and code enforcement mobile application for the Los Angeles Housing Department that won the Harvard Kennedy School of Government award and the Fannie Mae Foundation “Innovations in American Government Award” in Affordable Housing. Millions of Angelenos have more livable housing daily, and 3Di is honored to have an ongoing active role in assisting their communities.
Using the knowledge gained from our experiences, 3Di has developed a comprehensive approach to the rental housing market and tenant protection issues. Whether gaining insights from an accurate rental unit inventory, enforcing livability standards, ensuring evictions occur for just/good causes, or stabilizing the rent burdens within a community, a dynamic, cloud-based solution is necessary to empower all stakeholders and foster working partnerships.
3Di Engage Housing takes housing departments beyond the traditional request-based system for managing services. It is a proven product for meeting the requirements and empowering all stakeholders, including landlords, tenants, agency partners, department staff, and government management. As important as our “well-architected” 3Di Engage products, 3Di’s highly experienced delivery team brings a wealth of best practices and vast experience gained from numerous implementations to enhance your processes and improve efficiency.
Attachment A
Copyright © 2024, 3Di, All Rights Reserved. 4
3Di Engage Housing Highlights
The 3Di Engage Housing solution is built to streamline the complex interactions between tenants, landlords, and government entities, offering an adaptable, scalable approach to modern housing management.
Property Inventory Management
3Di Engage Housing combines comprehensive property and unit management in one streamlined interface. Users can manage property inventories, import/export data, and verify addresses for compliance, with each property carrying a unique identifier. With powerful search and filtering options, finding and organizing property details is intuitive and efficient. Robust tools allow for easy updates to unit information, tenancy details, and contact information, while data synchronization with assessor databases keeps all records current.
At the core of this system is the Property Data Card feature, a centralized record for each property that houses inspection results, compliance data, and historical documents. This property card provides a complete, up-to-date view of each property's status, making it simple to track changes, ensure compliance, and manage inspections.
Historical tracking and the property card offer complete transparency, providing insight into property changes and ensuring that property details are always accessible and upto-date.
Comprehensive Case Management
At the heart of 3Di Engage Housing is a powerful and flexible Case Management System that is the foundation for implementing a wide range of housing programs.
Designed to adapt to diverse needs, this system allows seamless management of programs such as rental registry, rental inspections, eviction management, tenant support, and more. Its modular architecture enables housing agencies to track, monitor, and resolve cases efficiently, from initiation to closure. The system supports comprehensive workflows, automated notifications, document management, and realtime reporting, empowering staff to handle complex cases easily. The Case Management System enhances transparency, improves compliance, and ensures responsive service delivery to landlords, tenants, and community stakeholders by centralizing program data and streamlining operations.
3Di Engage Housing Portal
The 3Di Engage Housing Portal is a comprehensive, user-friendly platform designed to streamline the management of housing programs. It provides dedicated interfaces for landlords, tenants, and housing agency staff, enabling each group to perform their functions efficiently and securely online. Landlords can easily manage property information, track and update rental unit data, submit required documentation, and process payments. Tenants can submit required documentation and petition services and communicate with agency staff through a centralized system. Housing agency staff benefit from robust administrative tools for program oversight, case management, Attachment A
Copyright © 2024, 3Di, All Rights Reserved. 5
and compliance tracking. The portal’s intuitive design, secure architecture, and integration capabilities ensure seamless operations, fostering transparency and efficiency for all stakeholders in the housing ecosystem.
Document and Notice Handling
Manage all case-related documents with ease. The system allows users to upload, view, and download documents and notices, with full audit tracking for transparent, compliant case handling.
Dashboards and Reporting Capabilities
3Di Engage Housing's real-time dashboards provide insights into compliance, rental trends, payment statuses, and tenant/owner associations. Customizable reports provide data on registry compliance, rent changes, unit details, and more, ensuring every stakeholder has the information to make informed, data-driven decisions.
The 3Di Engage Housing solution redefines housing management, bringing efficiency, clarity, and scalability to your operations. Embrace the power of a genuinely modern housing solution built to streamline and scale with you today and tomorrow.
Attachment A
Copyright © 2024, 3Di, All Rights Reserved. 6
3Di Engage Housing Deployment Methodology
3Di employs a four-phase approach for the implementation of products using 3Di Engage. The following diagrams outline the activities and milestones for each phase in a typical implementation. Your implementation may vary. 1 2 3 4
Planning & Kickoff
Duration: 1 week
Tasks:
• Finalize Goals, Scope &
Stakeholder
Expectations
• Identify Project Teams,
Roles &
Responsibilities
• Define Governance
Structure & Reporting
Requirements
Milestones:
• Kick-Off Meeting
• Detailed Project Plan
• Scope
• Timeline
• Resource Allocations
• Governance Structure
Duration: 6 weeks
Tasks:
• Requirements & Gap
Analysis
• App Configuration
• Integration (if any)
• Testing
Milestones:
• Requirements Finalized
& Signed-Off
• Configuration
Completed
• Integrations Completed
• Full System Testing
Completed
Requirements &
Configuration
Duration: 5 weeks
Tasks:
• System Validation
• Use Cases
• User Acceptance
Testing (UAT)
• Training
• Go-Live Planning
Milestones:
• Validation Completed
• UAT Completed
• Training Completed
• Go-Live Plan Finalized
Validation &
Finalization
Duration: 3 weeks
Tasks:
• Go-Live Activities
• Hand-Over to Customer
• Hand-Over to Support
Milestones:
• Go-Live Completed
• Hand-Over Completed
• Support Initiated
Go-Live
Attachment A
Copyright © 2024, 3Di, All Rights Reserved. 7
3Di Engage Housing Pricing
Year 1 Year 2 Year 3 Year 4 Year 5
Section 1: Services
Project
Management
$30,000
Requirements
Analysis
Configuration
Testing
Go Live
Training
GIS, User
Authentication &
Payment Gateway
Integration
Total Software and
Services Costs $30,000
Section 2: Data Migration (Optional)
Data Migration $0
Total Data Migration
Costs $0
Section 3: Software Integrations (Optional)
Software Integration $0
Total Integrations
Costs $0
Section 4: Annual Subscriptions including Ongoing Maintenance, Operation & Support (SaaS) Subscription for
Rent Registry $42,000 $44,100 $46,305 $48,620 $51,051
Subscription
Addition for Rent
Stabilization
$6,000 $6,300 $6,615 $6,946 $7,293
Total SaaS
Subscription Costs $48,000 $50,400 $52,920 $55,566 $58,344 TOTAL COSTS $78,000 $50,400 $52,920 $55,566 $58,344
Section 5: Optional Solutions (Annual Subscriptions)
Subscription
Addition for Safe
Housing Program
$6,000 $6,300 $6,615 $6,946 $7,293
Subscription
Addition for Just
Cause Evictions
Enforcement
$6,000 $6,300 $6,615 $6,946 $7,293
Subscription for
Housing Help Desk $15,600 $16,380 $17,199 $18,059 $18,962 Attachment A
Copyright © 2024, 3Di, All Rights Reserved. 8
Optional Services
Data Migration
No data migrations are in scope currently.
Integrations
GIS – ESRI (included)
No other integrations have been identified currently. However, integrations can be added as subsequent work after 3Di Engage has gone live.
Safe Housing Program *
Additional Cost: $6,000 per year
The Safe Housing program within 3Di Engage Housing offers a practical, user-friendly approach to enforcing habitability standards. It empowers agencies to uphold safe living conditions efficiently. The program supports complaint-based and systematic inspections, providing flexibility to meet regulatory needs. It also accommodates selfinspection programs, enabling property owners to ensure compliance proactively.
Inspections are streamlined through online and mobile app options, allowing individuals to conduct assessments and record results. All findings are automatically added to each property’s data card within the 3Di Engage Housing solution, giving staff a complete, up-to-date view of compliance status. Notifications alert staff to properties that have met standards or need further attention, ensuring that every step toward safe housing is tracked and managed precisely.
*Complies with California Civil Code § 1941.1 (AB 1482, Tenant Protection Act) Just Cause Evictions Enforcement Program *
Additional Cost: $6,000 per year
The Just Cause Eviction Enforcement feature in 3Di Engage Housing offers a straightforward and efficient way to uphold “Just Cause” eviction standards, helping agencies manage and enforce compliance across various property types. The solution supports multiple eviction types, including 3-day and 30-day notices, adapting seamlessly to specific regulatory requirements.
This feature accommodates mandated online reporting by property owners, who can upload required eviction documentation directly through the system. All eviction-related data is added to the property's data card in the 3Di Engage Housing solution, creating a consolidated record that ensures transparency and accountability. Staff receive realtime notifications, allowing them to quickly identify properties that have met compliance standards or need further follow-up. This makes the eviction process clear, manageable, and fully integrated with the broader housing management system. *Complies with California Civil Code § 1941.1 (AB 1482, Tenant Protection Act) Rent Stabilization Program *
Additional Cost: $6,000 per year
Attachment A
Copyright © 2024, 3Di, All Rights Reserved. 9
The Rent Stabilization Program within 3Di Engage Housing delivers an intuitive, practical approach to enforcing rent stabilization standards. This program helps agencies ensure that properties remain within regulatory limits by automatically calculating the Maximum Allowable Rate. It streamlines compliance with rent stabilization requirements while accommodating property owner exemptions.
Property owners can perform annual updates to property information directly online, ensuring that records are accurate and up-to-date. All compliance data and calculations are seamlessly added to each property's data card, providing a comprehensive view of rent-related details and historical changes. Staff receive notifications to track properties that have complied with rent stabilization guidelines or may need further assistance, making the program an essential tool for managing fair and consistent rental practices. *Complies with California Civil Code § 1941.1 (AB 1482, Tenant Protection Act) 3Di Housing Help Desk
Additional Cost: $15,600 per year
Housing Departments face a persistent challenge: limited resources. Balancing the need to assist property owners and tenants with the demands of managing housing programs can stretch resources thin, detracting from essential program work.
Departments often invest time and resources in training staff for user support. At the same time, the high volume of end-user assistance pulls focus away from missioncritical tasks that directly impact housing initiatives. 3Di Housing Help Desk simplifies this process by providing tailored, efficient support, enabling departments to focus on their primary objectives.
The Help Desk provides a comprehensive support system for users navigating 3Di Engage Housing solutions. Acting as an extension of your team, our specialists help property owners and tenants make the most of 3Di Engage Housing, from property registration and managing petitions to resolving payment inquiries. Designed with flexibility and scalability, the 3Di Housing Help Desk adapts to your department's specific demands, offering as-needed support that can be ramped up during peak periods, such as annual registries.
Customers have convenient multi-channel access to support through phone, chat, and email. Our structured escalation process ensures issues are resolved efficiently and aligned with program needs. In addition, detailed analytics and reporting tools provide actionable insights into support effectiveness, enabling ongoing service improvements.
Distinctive Features
• Flexibility: Our support is tailored to your needs, whether you need just a few hours of assistance each week or round-the-clock assistance.
Attachment A
Copyright © 2024, 3Di, All Rights Reserved. 10
• Scalability: The 3Di Housing Help Desk can be tailored to meet your requirements, which is especially valuable for housing programs with seasonal demand, such as annual registries.
• Multi-Channel Access: Customers can conveniently reach the 3Di Housing Help Desk through phone, chat, or email.
• Resolution Escalation Process: Issues are handled via a personalized process to meet the needs of your programs.
• Insightful Reporting: Gain valuable insights into support effectiveness with our reporting and analytics tools.
• Manned Phone Call Support is available Monday through Friday, 8 a.m. to 12 p.m.
Pacific Time. Service is only available on some US national holidays.
With the 3Di Housing Help Desk, Housing Departments gain a cost-effective solution, eliminating the need for extensive hiring and training. This support system empowers teams to prioritize core housing initiatives while we manage software-related support, enhancing productivity and amplifying the impact of housing programs.
Attachment A
Copyright © 2024, 3Di, All Rights Reserved. 11
Pricing Assumptions
● Annual subscription payments are preferred, but monthly fees can be accommodated upon request. Subscriptions are billed at contract execution, and implementation costs are billed upon completion.
● Subscription service is for up to 20,000 registered rental units. ● 10 Genie hours per month are included. These do not accumulate from month to month.
● 3Di Connect is included as part of the Housing Help Desk. ● Data migration is not included.
● Other than previously stated, integrations with 3rd party software are possible but have yet to be included. If integrations are required, we must schedule a meeting with our delivery team to understand the scope.
● As the implementation plan requires, the customer will provide the necessary resources for requirements gathering, testing, deployment, and training. ● 3Di’s Engage-based solution will provide cloud-based data archival depending on the customer's purchase option. If the subscription is active, 3Di will continue the storage. The customer can access the data in the system at any time and download it for other storage/usage options.
● Any cost related to sending text message notifications is not included.
Several cooperative purchasing vehicles can be used to procure 3Di Engage products.
Please let us know if you want to explore these options. • General Services Administration (GSA) contract # GS-35F-291AA • California Piggyback/Cooperative Agreement (Cities of Palo Alto, Pasadena, Santa Ana, Alameda, and Berkeley)
• State of New York Office of General Services IT Umbrella Contract # PM69687 • Amazon Web Services Marketplace
Attachment A
Copyright © 2024, 3Di, All Rights Reserved. 12
3Di Engage Platform Support
3Di Engage support consists of 2 categories: Maintenance, Operations & Support (MOS), and Genie Hours.
The MOS comprehensive support program gives customers maximum flexibility, stability, and dependability, while Gene Hours delivers the highest 3Di Engage application support level.
Maintenance
● System Software Updates, Bug Fixes, and Patches
● Coordinate Release Management and Version Control with the customer ● Routine system and application log maintenance to ensure system performance and problem resolution
Operations
● Systems, application monitoring, and customer notification of errors, downtime, security breaches, or issues that affect the System ● System and application tuning for optimal performance ● System Security Monitoring & Notification (Unauthorized use, intrusion, or data compromise)
● System Recovery from errors and downtime
Support
● Flexible Support (Genie Hours) including
○ User Interface (UI) Changes
○ Technical support
○ Workflow Changes
○ Systems Integration
○ Reports and Analytics support
○ System configuration changes (e.g., role management, identity management)
● Support does not include the support of end users.
● Support is limited to 10 Genie hours/month.
● Genie hours may not be rolled over from month to month. ● Support Request Management
○ Phone Support: M-F (Except Holidays) 0800-1700 hours
○ Email Support: 24 hours
○ Web/Mobile Accessible Service Ticket Status
Attachment A
Copyright © 2024, 3Di, All Rights Reserved. 13
○ Monthly Status Report for Maintenance, Operations and Support ○ SLA Based
Genie Hours
We developed the concept of Genie Hours based on our experience, which shows that each customer has unique needs concerning support, and it is difficult to predict the type of help or support a customer will require. Genie Hours is a pool of nonaccumulating hours available to customers at the beginning of each month. The Genie Hours may be used to request any reasonable support, including new reports, adding or changing workflows, adding or changing service requests, training, and minor system enhancements that can be achieved within the allocated pool of Genie hours.
Attachment A
Rent Stabilization Ordinance
Program Management and Oversight Services
Prepared for
The City of Huntington Park
Prepared by
Frank Banda, CPA, CFE, PMP
Managing Partner
Government and Public
Sector, CohnReznick LLP
December 9, 2024
Attachment B
CohnReznick LLP i
Transmittal Letter
December 9, 2024
RE: Proposal for Program Management and Oversight Services for the Implementation of the Rent Stabilization Ordinance
Dear Mr. Steve Forster,
I am pleased to submit, on behalf of CohnReznick LLP (CohnReznick), our cost proposal for providing program management and oversight services for the implementation of the Rent Stabilization Ordinance in the City of Huntington Park (the City). Our team is committed to delivering comprehensive and effective solutions to ensure the successful execution and ongoing management of this important initiative.
We understand that the timeline for this project is particularly short due to the recent passage and implementation of the new law. CohnReznick has the experience, capacity, and capabilities to support the City of Huntington Park in meeting these tight deadlines. Our extensive experience in compliance and oversight within the public sector equips us to handle the complexities and challenges associated with new legislative requirements efficiently and effectively.
We look forward to the opportunity to work with the City of Huntington Park and contribute to the successful implementation of the Rent Stabilization Ordinance. Should you have any questions or require further information, please do not hesitate to contact me directly.
Thank you for considering our proposal. We are excited about the possibility of collaborating with you on this important project.
Sincerely,
Frank Banda, CPA, CFE, PMP
Managing Partner – Public Sector
(301) 280-1856 | [email protected]
Attachment B
Table of Contents
I. About CohnReznick 1
II. Anticipated Tasks and Timeline 3
III. Cost Proposal 5
IV. Resumes 7 7
Attachment B
1 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight About CohnReznick
Firm History
The legacy of CohnReznick is nearly as old as the
profession of public accounting in the United States.
With roots dating back to the early 20th century, Julius H. Cohn, one of the country's first certified public
accountants, founded J.H. Cohn in Newark, New Jersey
in 1919. His central belief was that providing
consistent, excellent service would bring success for
both the firm and its clients. For more than forty years, he guided the firm through successive periods of
growth until he retired in 1963. The 1970s saw J.H.
Cohn's scope expand considerably. During this period, Reznick Fedder & Silverman, a Washington, DCbased accounting firm was founded in 1977. The firm, which specialized in real estate, quickly outgrew its DC offices, relocating to Bethesda, Maryland and then opening a second office in Baltimore. The establishment of the federal low-income housing tax credit program in 1986 dramatically changed the trajectory of Reznick Fedder & Silverman as it established itself as a national leader in the affordable housing arena. Beginning in the 1990s, both J.H. Cohn and Reznick Fedder & Silverman, eventually rebranded as Reznick Group, went through a period of intense growth, establishing themselves as two of the country's major independent accounting firms.
In 2012, the two firms, recognizing their cultural similarities and the complementary nature of their capabilities and geographic focus, combined to create CohnReznick – one of the top firms in the United States.
Government and Public Sector Advisory
CohnReznick’s Government and Public Sector Advisory (GPSA) practice is a strategic advisory and service mainstay, specializing in providing program and project management, grant management and compliance services to federal, state, and local government agencies. We deliver cost-effective strategies through five primary solutions as shown below.
Attachment B
2 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Affordable Housing Leadership
With today’s evolving needs and challenges, CohnReznick offers the nation’s most experienced, well-versed, and well-connected affordable housing team in the nation.
CohnReznick (formerly the Reznick Group) founded its affordable housing practice over 30 years ago, an initiative that was heavily influenced by the passing of the Housing and Community
Development Act of 1974, which created the Community
Development Block Grant (CDBG) program. The late David
Reznick was the co-founder and chairman of the board of the Reznick Group and a pioneer in the affordable housing industry.
David’s impact on the Low-Income Housing Tax Credit (LIHTC) was huge – when Congress was first considering enactment of the program, it was David and his colleagues who continually ran numbers to try to understand whether the program would be financially feasible. That work convinced the Congress to increase the amount of Credit for which a property would be eligible; David’s early and ongoing advice is one of the key reasons the program has been so successful.
Over the ensuing years, Reznick Group quickly became a pioneer in affordable housing and community development, awarding the firm numerous opportunities to work with HUD and positioning it to soon become a thriving accounting firm with strong passion for underserved populations and affordable housing. Upon the creation of the Low-Income Housing Tax Credit (LIHTC) program following the Tax Reform Act of 1986, CohnReznick catapulted into the nation’s largest and most reputable affordable housing advisory firm.
Today, CohnReznick provides advisory, tax and assurance services to more than 5,000 affordable housing clients nationwide (including 50+ Public Housing Authorities and Housing Finance Agencies) and we have audited more than $23Bbn in HUD funding since 2015, including $16bn in rental and supportive housing subsidies – more than any other accounting firm in the nation.
Attachment B
3 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Anticipated Tasks and Timeline
The following tasks are high level activities we anticipate supporting the City of Huntington Park through based on our experience the development a framework, development of policies and procedures, and implementing programs for similar projects. We can provide a more detailed and precise scope, fee, and schedule to the City for consideration upon request.
Initial Implementation through First 8 weeks
Tasks Timeline
Implementation of the Rent Stabilization Program
Contract kickoff meeting Week 1
Prepare an abstract of the Rent Stabilization Ordinance Weeks 1-2 Prepare a Project Plan for the Implementation of the
Ordinance Weeks 2-3
Present the Project Plan to the City Manager and make
necessary adjustments Week 3
Work with the Rent Stabilization software provider to
implement the technology Ongoing
Develop Policies and Procedures for the Landlords and the Tenants Weeks 2-6
Work with the City to establish a website for the Program and to set up a help desk Weeks 2 -6
Develop a Communications Plan for the Landlords and the Tenants Weeks 2-6
Conduct Public Outreach and Meetings to Promote the
Program Week 3-6
Establish Policies and Procedures for Managing the
Program Week 6 and ongoing
Initial Registration of the Landlords Week 8
Attachment B
4 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Monthly Management (Ongoing)
Tasks Timeline
Monthly Management of the Rent Stabilization Program
Ongoing Registration of the Landlords Ongoing
Responding to the Rent Stabilization Inbox Ongoing
Maintaining the System Ongoing
Monthly Reporting Ongoing
Monthly Project Management Ongoing
Attachment B
5 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Cost Proposal
The following fee represents our estimated range for supporting the City of Huntington Park through the activities as described above based on our experience the development a framework, development of policies and procedures, and implementing programs for similar projects. We can provide a more detailed and precise scope, fee, and schedule to the City for consideration upon request.
Tasks Estimate of Hours
Implementation of the Rent Stabilization Program
Prepare an abstract of the Rent Stabilization Ordinance 4 Prepare a Project Plan for the Implementation of the
Ordinance 10
Present the Project Plan to the City Manager and make
necessary adjustments 5
Work with the Rent Stabilization software provider to
implement the technology 184
Develop Policies and Procedures for the Landlords and the Tenants 216
Work with the City to establish a website for the Program and to set up a help desk 40
Develop a Communications Plan for the Landlords and the Tenants 28
Conduct Public Outreach and Meetings to Promote the
Program 250
Establish Policies and Procedures for Managing the
Program 170
Initial Registration of the Landlords 528
Total Estimated Hours 1,435
Total Estimated Costs $339,900.00
Attachment B
6 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Tasks Estimate of Hours
Management of the Rent Stabilization Program
Ongoing Registration of the Landlords 160
Responding to the Rent Stabilization Inbox 120
Maintaining the System 120
Monthly Reporting 40
Monthly Project Management and Staff Training 132
Total Estimated Hours 572
Total Estimated Costs $123,800.00
CohnReznick will use the following labor categories:
Labor Category Hourly Rate
Partner $350.00
Senior Manager $300.00
Manager $250.00
Senior Consultant $200.00
Attachment B
7 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Resumes
Engagement Team Experience
The resumes presented provide the opportunity for us to familiarize the City with our engagement team and to highlight their relevant housing and program management experience. Our team is fully staffed with professionals experienced in performing the work required for the City’s success, and the team structure is designed to be flexible and efficient to adhere to the turnaround times and completion deadline requirements.
Teaming Partnership with LeSar Support Services: Stakeholder Outreach and Engagement
Within this team, we have also partnered with LeSar Support Services (LeSar) to provide support as needed for the City’s external community outreach initiatives. LeSar works with leaders in creating large-scale, lasting social change through customized consulting services focused on creating physically, economically, and environmentally resilient communities.
LeSar has extensive experience engaging diverse communities across California for disaster recovery, homelessness planning, and other local and statewide projects for which community voices are essential to designing and implementing effective initiatives. Prioritizing authentic engagement with both mainstream and under-represented stakeholders is critical to the success of any new program serving people in need, and LeSar incorporates diverse engagement methods such as door-to-door canvassing, tabling at community events, conducting surveys, developing media materials, and leading individual interviews, focus groups, and large public meetings to capture as thorough a representation as possible. Engagement can be conducted in both English and Spanish, and materials are designed to be accessible and useful for each target population. Digital and print materials can be translated into multiple languages as needed.
The LeSar outreach team presently works with the California Department of Housing and Community Development to engage wildfire survivors and community partners for its ReCoverCA Housing Programs across 10 counties. The team partners with statewide, regional, and local disaster recovery organizations and works on the ground in each community to identify homeowners with unmet needs related to reconstruction and disaster mitigation. LeSar has also worked with 20 Los Angeles County cities to develop their homelessness plans, which included for each city a broad variety of stakeholder interviews and a series of community meetings to discuss challenges, opportunities, and priorities for addressing homelessness. The team recently completed a large engagement effort for the County of San Diego’s Housing Blueprint, a countywide strategy for addressing the housing crisis in the San Diego region. The project included a robust stakeholder engagement process to assess the current housing landscape, review opportunities and constraints for programs and policies, and explore affordable housing financing models. Stakeholders included recent immigrants, elected and appointed officials, refugees, people with lived experience of homelessness, faith-based communities, and affordable housing experts, among others.
Attachment B
8 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight As Managing Partner of CohnReznick’s Government and Public Sector Advisory practice, Frank Banda has 35+ years of
management, audit, accounting and consulting experience with a special emphasis on assisting organizations with accounting, financial management and reporting, program management, and business process management improvement. He also has specific expertise in fraud prevention and detection, audit readiness, internal controls, compliance and monitoring, disaster recovery and grant management.
Frank has extensive knowledge of federal accounting standards with strong leadership skills and the proven ability to plan and implement large programs while managing risks, resolving issues, and achieving positive change. He has assisted governmental entities such as the Texas Division of Emergency Management, Texas Department of Housing and Community Affairs, Texas Water Development Board, Cancer Prevention and Research Institute of Texas, Louisiana Office of Community Development Disaster Recovery Unit with their accounting and compliance projects. He has overseen program plan design from implementation to execution.
Frank is currently serving as the Program Manager for the Relocation Payment Clearinghouse, a Program established by the Federal Communications Commission (FCC) to administer,
manage, oversee, and distribute more than $13 billion of Program funds used to relocate space station and earth station operators out of spectrum that will be used to rollout 5G technology nationwide.
In addition, Frank is well versed in public policy and audit/fraud prevention, which has enabled him to serve as an expert witness for the Department of Justice. He has implemented quality control (QC) and assurance (QA) programs and developed approaches for application verification, grant approval, applicant notification, issue resolution, payment preparation, payment processing, and closeout. He has also led inspector general support projects for the Federal Housing Finance Agency – Office of Inspector General and U.S. Department of State.
Education
Post Graduate Studies in
Accounting and Finance -
University of Maryland
Bachelor of Science,
Accounting - University of
Maryland
Certifications
Certified Public Accountant
(CPA)
Certified Fraud Examiner (CFE)
Chartered Global Management
Accountant (CGMA)
Certified Project Management
Professional (PMP)
Professional
Affiliations
American Institute of CPAs
Maryland Association of CPAs
Association of Certified Fraud
Examiners
Project Management Institute
Association of Government
Accountants – Corporate
Liaison Partner
American Institute of Certified
Public Accountants
Frank Banda, CPA, CFE, CGMA, PMP
Managing Partner
Attachment B
9 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Sarona Saadeh is a Senior Manager with CohnReznick’s
Government Advisory Practice with over 9 years of experience providing financial analysis and disaster recovery consulting services to housing developers and government entity clients. Ms.
Saadeh has experience providing financial advisory services for housing projects funded with the Low-Income Housing Tax Credit, Tax Exempt Bonds, CDBG-DR, and other Federal programs. Ms.
Saadeh also provides grant management and disaster recovery consulting to State entities utilizing CDBG-DR and FEMA Public Assistance Grant funds and has been involved in assisting State entities run large-scale housing programs.
CohnReznick Project Experience
Client: Connecticut Department of Housing (CTDOH)
Position: Subject Matter Expert; Program Manager | Dates: January 2021- December 2021
Project Description: CohnReznick contracted with CTDOH to provide support for its Emergency Rental Assistance Program, UniteCT. Our duties included analysis of statutory language from the Consolidation Appropriations Act 2021. We worked with the CTDOH and the Governor’s Office of Policy Management (OPM) to develop the State’s policies and program eligibility requirements.
This $235 million program was designed to provide rental and utility payment assistance to qualified CT households financially impacted by the COVID-19 pandemic. The intention of UniteCT to help stabilize CT’s rental housing market while serving households at or below 80% of HUD’s Area Median Income required both effective policies and procedures and quick action to make eligibility determinations. Our firm managed over 200 staff simultaneously to perform in-depth reviews of applicant residency and income information and eligibility, as well as landlord ownership information and payment amounts. CohnReznick had the opportunity to assist the State of Connecticut in the disbursement of over $195 million to more than 27.5k households in a period of less than 8 months.
Responsibilities:
Reviewed Treasury guidelines and regulations to develop program policies for UniteCT;
Collaborated with Yardi Systems on the RentRelief portal development and customization for UniteCT;
Education
M.B.A., Texas State University
B.B.A., in Accounting, Texas
State University
Sarona Saadeh
Senior Manager
Attachment B
10 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Developed program procedures, processes, tools, and resources for the application review team;
Developed outward-facing correspondence templates for application review team; Trained and onboarded over 250 internal and external staff on performing application reviews;
Supported the State’s staff in implementing various new guidance, functions, processes, and initiatives;
Supported the State and the application review team by addressing complex or problematic applications or program participants and performing conflict resolution.
Client: Port of Houston Authority (PHA)
Position: Manager | Dates: June 2020 – Present
Project Description: CohnReznick is currently engaged with the PHA to provide audit and compliance services for the Houston Ship Channel & Galveston Harbor Entrance Channel Modification project funded by the U.S. Army Corps of Engineers (USACE).
Responsibilities:
Manage and provide support to team of compliance specialists; Obtain understanding of project cooperation agreement (PCA); Review cost documentation to determine compliance with PCA; Review DCAA Audit report to compare results with documentation provided and gain understanding of denied credits for project costs expended; Make recommendations on PHA policies and procedures to maintain compliance and ensure maximum cost credit approval for future projects. Provide PHA with reconciliation matrix of credit denials and approvals and results of documentation analysis.
Client: Texas General Land Office (GLO)
Position: Subject Matter Expert | Dates: July 2019 – July 2020 Project Description: CohnReznick is currently engaged with the GLO to provide grant management services to facilitate CDBG-DR administered by the GLO and their Subrecipients under the State of Texas Plan for Disaster Recovery. The State of Texas has set aside over $5 billion for the Hurricane Harvey CDBG-DR recovery activities. Ms. Saadeh is specifically responsible for the oversight of four community development programs totaling nearly $700 million in CDBG-DR funding and provides technical assistance on cross-cutting federal regulation, CDBG-DR policy, industry best practice, and program specific evaluation to develop solutions to meet federal and state requirements.
Responsibilities:
Review Action Plan amendments to ensure consistency and accuracy with desired outcome;
Review subrecipient program guidelines to provide feedback and revisions that align with federal/state policy;
Develop program criteria including application and payment request requirements; Develop application/payment review processes: SOPs, checklists, organizational structures;
Attachment B
11 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Develop project trackers, determination letter templates, progress & status reports; Perform reviews of documentation to determine eligibility for participation and for reimbursement;
Act as a liaison between the subrecipient and the State to ensure clear and up-to-date flow of information;
Collaboration with State grant management system designers to update and improve functionality for optimal project record retention and reporting.
Client: Texas General Land Office (GLO)
Position: Manager | Dates: October 2018 - Present
Project Description: CohnReznick is currently engaged with the GLO to provide application underwriting services to facilitate CDBG-DR housing activities administered by the GLO under the State of Texas Plan for Disaster Recovery. The State of Texas has set aside over $450 million for the Hurricane Harvey Affordable Rental Housing Program to rehabilitate, reconstruct, and newly construct multi-family housing.
Responsibilities:
Develop underwriting tools, reporting templates, and workflow processes; Assess applicant’s ability to construct and operate multi-family housing utilizing CDBG-DR funds;
Analyze the financial feasibility of proposed developments; Underwrite the allowability and cost reasonableness of all hard construction costs, associated soft costs, and development fees;
Analyze gap funding, identify potential duplication of benefits issues, and review projects for undue enrichment; and
Provide guidance to the State of Texas regarding CDBG program and other federally required regulatory compliance.
Client: Texas Division of Emergency Management (TDEM)
Position: Grant Coordinator | Dates: October 2017 – December 2019 Project Description: Led by CohnReznick professionals with expertise in disaster recovery grant management, CohnReznick serves as the prime contractor to the Texas Division of Emergency Management for Federal Grant Administration. CohnReznick is responsible for establishing consistent oversight standards, providing proactive technical assistance and communication, project and disaster closeouts, centralized data and reporting, quality management protocols, reviewing and improving procedures, and addressing reimbursements and financial management.
Responsibilities:
Establish and maintain relationships with subrecipients around the State; Provide technical and programmatic assistance regarding the Stafford Act, FEMA Public Assistance Program, and relevant updates in policies and procedures; Ensure deadlines are met, applications and documentation is complete and accurate before submission to federal authorities;
Review project worksheets scope of work to ensure completeness and accuracy; Provide assistance on project reimbursement documentation to ensure compliance with applicable regulations;
Attachment B
12 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Perform site inspections and document progress and/or completion of projects, causes for delay, and deviations from scope of work;
Process subrecipient requests regarding scope changes, time extensions, and special circumstances; and
Monitor compliance through regular technical assistance, quarterly status reviews, and ongoing monitoring of reimbursement requests.
Closely involved with the Texas General Land Office PREPS Program, serving as a liaison between the State, FEMA, and the GLO by assisting with program compliance, grant management and tracking, and assisting with special issues outside the traditional realm of FEMA Public Assistance.
Client: Houston Housing Authority (HHA)
Position: Development Finance Consultant | Dates: 2014 - 2018 Project Description: CohnReznick was engaged with HHA in the areas of taxation, audit, and real estate consulting relating to the HHA’s tax credit and public housing affordable properties.
Responsibilities:
Review tax returns and audited financial statements of affordable rental properties; Provide financial projections and cash exposure analysis on existing projects; Review pre-development financial budgets for new project proposals and provide technical assistance in project financial structuring and forecasting; Perform various agreed-upon procedures related to tax and programmatic compliance requirements such as tax-exempt bond arbitrage analysis, and 95-5, 50%, and 10% cost tests;
Review and assist in the preparation of 8609 applications; and Provide portfolio valuation, capital account analyses, and debt analysis on new and existing projects.
Attachment B
13 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Ms. Kelly has over twelve years of project management experience, serving in roles focused on emergency management, program and grant management, contract management and business process improvement for federal, state, and local government agencies. She has worked on billion dollar federally funded programs throughout the states of Georgia, Hawaii, Iowa Mississippi, South Carolina and Texas, with responsibilities ranging from program implementation and process management to grant compliance and closeout. Most recently serves as the Project Manager for City of Atlanta, Mississippi Delta Council for Farm Worker Opportunities, Inc. and Iowa’s Department of Homeland Security and Emergency Management supporting program management, financial oversight advisory, staff augmentation operations and process improvement. Served as the Deputy Project Manager supporting the Texas Division of Emergency Management’s efforts to effectively manage public funds and comply with FEMA regulations, policies, and procedures for Hurricane Harvey and 15 other federally declared disasters. She also serves as an executive leadership liaison communicating complex problems to internal and external stakeholders.
Served as the Public Assistance Program Manager for the South Carolina Emergency Management Division and was
responsible for the lifecycle of the Public Assistance grant process in nine open Presidentially declared disasters across 46 counties.
CohnReznick Project Experience
Client: Hawaii Emergency Management Agency
Position: Subject Matter Expert | Dates: July 2024 – November 2024 Project Description:
Serving as the Subject Matter Expert, Brittany supports the technical support for the review of the sheltering costs related to the 2023 Maui Wildfire by providing a variety of finance/accounting and compliance monitoring services to HI-EMA.
This includes overseeing the review and compliance of invoices, ensuring adherence to federal regulations, and managing contracts with various vendors to verify compliance with FEMA NCS requirements and the accuracy of project expenditures. Additional Education
M.H.R., Human Relations,
University of Oklahoma
B.S., Healthcare and
Psychology, Neumann
University
Certifications
South Carolina Certified
Emergency Manager (SC-CEM)
Project Management
Professional (PMP)
Clearances
Public Trust
Secret
Brittany Kelly, PMP, MHR, SC-CEM
Senior Manager
Attachment B
14 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight roles include evaluating procurement processes, verifying insurance coverage, and ensuring proper documentation and record-keeping.
Responsibilities:
Accounting Function Oversight: Oversee the organization's accounting function in relation to the federal grant, ensuring compliance with 2 CFR 200 regulations and maintaining an effective accounting process.
Compliance Monitoring: Conduct compliance reviews of all costs and contractor payment requests to ensure adherence to regulatory requirements.
Client: Mississippi Delta Council for Farm Worker Opportunities, Inc.
Position: Project Manager | Dates: July 2023 – Present
Project Description:
Serving as the Project Manager, Brittany supports the implementation of the USDA RFBC cooperative agreement by providing a variety of finance/accounting and compliance monitoring services to the Mississippi Delta Council for Farm Worker Opportunities, Inc. (MDC).
This includes the development of financial procedures for MDC’s implementation of the RFBC cooperative agreement, monthly compliance review of subrecipient and contractor payment requests, monthly reconciliation of MDC financial records, quarterly compliance reporting, and advisory services to MDC on the implications of policy/process decisions.
Responsibilities:
Accounting Function Oversight: Oversee the organization's accounting function in relation to the federal grant, ensuring compliance with 2 CFR 200 regulations and maintaining an effective accounting process
Compliance Monitoring: Conduct monthly compliance reviews of subrecipient and contractor payment requests to ensure adherence to regulatory requirements Financial Reconciliation: Perform monthly reconciliation of MDC financial records to maintain accurate financial data and support quarterly compliance reporting Reporting: Generate quarterly compliance reports and other necessary documentation to confirm regulatory compliance and inform stakeholders of financial status and activities Client: City of Atlanta Mayor’s Office of International and Immigrant Affairs Position: Project Manager | Dates: August 2023 – Present Project Description:
Serving as the Project Manager, Brittany supports the City with project management, financial and scope compliance, and oversight monitoring for projects funded under FEMA’s Emergency Food and Shelter Program- Humanitarian (EFSP-H) and Sheltering Support Program (SSP) totaling in over $11M allocated in congressional appropriations.
Responsibilities:
Performed complex technical assistance, and administration work to review, develop, coordinate, and draft operational guidance related to grant resources.
Attachment B
15 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Coordinate communication with various stakeholders with the City departments and nongovernmental organizations.
Developed grant administration approach, timeline, and processes in compliance with federal and program regulations for EFSP-H and SSP.
Client: City of Atlanta Department of Grants and Community Development Position: Project Manager | Dates: October 2022 – Present Project Description: Serving as the Project Manager, Brittany supports the City with project management, completion of environmental reviews, financial and scope compliance, and oversight monitoring for projects funded under HUD’s Community Development Block Grant (CDBG), HOME Investment Partnerships (HOME), Housing Opportunities for Persons With AIDS (HOPWA) and Emergency Solutions (ESG) grant programs totaling over $40M annually in grant funding.
Responsibilities:
Performed complex technical assistance, and administration work to review, develop, coordinate, and draft operational guidance related to grant resources. Coordinate communication with various stakeholders with the City departments and Housing Authority.
Developed grant administration approach, timeline, and processes in compliance with federal and program regulations for HUD’s Healthy Homes grant.
Client: Iowa Department of Homeland Security and Emergency Management (HSEMD) Position: Project Manager | Dates: October 2021 – Present Project Description: CohnReznick serves as the prime contractor to Iowa Department of Homeland Security and Emergency Management (HSEMD) supporting disaster recovery through federal grant programs including FEMA PA, Individual Assistance (IA), and Hazard Mitigation (HM).
Brittany has worked together with HSEMD leadership to evaluate its two monitoring plans and develop one unified plan to eliminate redundancy, ensure consistent process implementation, and incorporate enhancements to satisfy changes in federal regulation. Under her guidance, CohnReznick has also supported the recent transition from DUNS to UEI for federal subgrant reporting through outreach to subrecipients and the provision of direct technical assistance.
Responsibilities:
Performed complex technical assistance, and administration work to review, develop, coordinate, and draft operational guidance related to grant resources. Provided staff augmentation and operational support for the annual GAAP Reporting data collection, outreach to over 300 subrecipient accounts, and verification of subrecipient reporting for HSEMD for FY23.
Client: Housing and Urban Development (HUD)
Position: Subject Matter Expert | Dates: December 2021 – Present Project Description: Led by Du & Associates professionals with expertise in disaster recovery grant management, Ms. Kelly serves as the Subject Matter Expert (SME) for Federal Grant Administration and resources. Brittany is responsible for providing technical assistance and full review of the current disaster assistance guidance provided to Public Housing Authorities (PHAs) as the information is updated and streamlined with most recent law, regulation, policy and any applicable resources. Additionally, Brittany is developing and providing training nationwide to the Public Housing Authorities on the new and updated guidance approved and published by HUD.
Attachment B
16 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Responsibilities:
Performed complex technical assistance, and administration work to review, develop, coordinate, and draft disaster recovery guidance related to disaster resources. Develop and conduct trainings applicable and informative for Public Housing Authorities for all types of disaster types to include, wildfire, hurricane, flooding, tornadoes, winter storms and pandemics.
Develop training materials to include presentations and fact sheets, provide public outreach, provide in person trainings and present in five national webinars.
Client: Texas Division of Emergency Management (TDEM)
Position: Deputy Project Manager | Dates: September 2020 – August 2023 Position: Subject Matter Expert | Dates: September 2023 – Present Project Description: Led by CohnReznick professionals with expertise in disaster recovery grant management, CohnReznick serves as the prime contractor to the Texas Division of Emergency Management for Federal Grant Administration. CohnReznick is responsible for establishing consistent oversight standards, providing proactive technical assistance and communication, project and disaster closeouts, centralized data and reporting, quality management protocols, reviewing and improving procedures, and addressing reimbursements and financial management.
Responsibilities:
Performed complex grant coordination, financial and programmatic compliance, technical assistance, and administration work to respond, administer, organize, and monitor federally funded disaster grants within the State of Texas. Conducted subrecipient briefings and other outreach and training activities, ensure grant applications were received and processed properly, and monitored both the programmatic and financial aspects of awarded projects.
Ensured deadlines were met, applications or other documentation were complete and correct before submission to federal authorities, monitoring activities were conducted in accordance with the project-worksheet guidelines, projects were completed within the approved scope of work, and payment requests were promptly and correctly processed. Reviewed progress reports, payment requests, and provided guidance and assistance to grant recipients on documentation requirements and resolution of project worksheetrelated problems. Evaluated opportunities and requirements to assist local jurisdictions and state agencies in maximizing reimbursement potential.
Ensured compliance with federal, state and local regulations and ordinances. Facilitated communications between sub-grantees, state and federal entities. Monitored compliance through regular technical assistance, quarterly status reviews, and ongoing monitoring of reimbursement requests.
Other Work Experience
South Carolina Emergency Management Division
Position: Public Assistance Program Manager/ Public Assistance Officer | Dates: March 2017 – September 2020
Project Description: Developed procedures, methods, and guidelines to properly administer the Attachment B
17 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Robert T. Stafford Disaster Relief and Emergency Assistance Act as it relates to Public Assistance (PA) programs. Supervised and lead staff members working ten different disaster operations.
Coordinated closely with the Federal Emergency Management Agency (FEMA) to accomplish programmatic objectives. Assisted the State Coordinating Officer (SCO) and Governor's Authorized Representative (GAR) during Presidential disaster declarations, as requested, to coordinate the PA program.
Responsibilities:
Responsible for the lifecycle of the Public Assistance grant process in ten Presidentially declared disasters across 46 counties.
Responsible for the operations related to eligible reimbursement of over $1B to subrecipient’s throughout the state.
Provided oversight of over 4,100 projects eligible for federal grant program. Presented informative briefings and trainings in 46 counties on program eligibility and requirements.
Implemented, reimbursed, and closed the Fire Management Assistance Grant (FMAG) for South Carolina.
Responsible for the implementation of the COVID-19 major disaster declaration, DR-4492, to include coordination with other state agencies to maximize resources related to the Coronavirus Relief Fund (CRF). South Carolina chose to utilize received CRF funds to offset the nonfederal share of the Public Assistance program.
Hearts & Hands Disaster Recovery
Position: Program Manager | Dates: February 2016 – March 2017 Project Description: Achieved organizational objectives by contributing information and recommendations to organization’s vision. Directed all preparedness, response and recovery efforts on behalf of HHDR within the state of South Carolina. Focused on long-term recovery work to include case management. Developed and maintained relationships with county and local governments affected by disaster, and with state and national disaster partners to work toward a statewide successful recovery.
Responsibilities:
Provided oversight in the case management of 5,600 residents in a Presidentially declared disaster.
Directly and indirectly supervised 63 personnel within the organization. Assisted in the recovery efforts of four Community Development Block Grant (CDBG)-DR programs.
Fostered and formalized relationships with organizations and government agencies to include state agencies, American Red Cross, United Way, Catholic Charities, and St.
Bernard Project to provide engagement opportunities.
United States Army
Position: Social Services Coordinator | Dates: January 2014 – February 2016 Project Description: Collaborated as a case manager within multidisciplinary teams to provide services to wounded, ill, and injured warriors and their families covering over 900,000 square kilometers in Europe. Coordinated resources for services and assistance to warriors and family members. Managed the implementation, coordination, monitoring and evaluation of options and Attachment B
18 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight services and events to address organization and client needs.
Responsibilities:
Created and formalized relationships with organizations including American Red Cross, United Services Organizations, Army Community Services, and Wounded Warrior. Transitioned 453 soldiers out of the Army by providing educational and career counseling. Developed and provided oversight to 17 programs.
American Red Cross
Position: Field Office Coordinator | Dates: September 2012 – January 2014 Project Description: Oversaw all Human Resource functions for Red Cross volunteer program, including personnel recruitment, in-processing, training coordination, manpower utilization, and annual performance evaluation management. Worked closely with Landstuhl Regional Medical Center’s chain of command to directly implement Regional Health Command-Europe’s strategic initiatives. Identified and initiated business development strategies and technology, instrumental in developing corporate partnerships and volunteer incentives.
Responsibilities:
Saved over $1.1M in fiscal year 2014 by managing over 500 volunteers who generated over 47K volunteer hours.
Boosted Online Volunteer Management System usage 200% by leading strategic communications campaign that increased communication and efficiency for volunteer utilization.
Attachment B
19 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Ms. Mangas has five years of disaster response and recovery experience in FEMA Public Assistance and Community
Development Block Grant – Disaster Recovery (CDBG-DR)
programs. Courtney has specific expertise in needs assessment and disaster impact reporting, interagency recovery coordination and federal disaster grant management. Ms. Mangas currently supports the Texas General Land Office (GLO) through project management of (CDBG-DR) programs. Ms. Mangas:
Is experienced in U.S. Department of Housing and Urban Development (HUD) Community Development Block Grant (CDBG), and the Federal Emergency Management Agency (FEMA) Public Assistance Grant Program (PA).
Reviews, evaluates and provides analysis to management on applications for CDBG-DR funding.
Provides technical assistance to subrecipients regarding program rules and federal policies and regulations.
CohnReznick Project Experience
Client: Texas General Land Office (GLO), Grant Administration, Project Management
Position: Subject Matter Expert | Dates: June 2020 - Present Project Description:
CohnReznick is sub-contracted with Grantworks, Inc. and the State of Texas General Land Office (GLO) to administer approximately $2.3 billion in U.S. Department of Housing and Urban Development (HUD) Community Development Block Grant (CDBG) funding for expenses related to disaster relief, long-term recovery, and restoration for Houston and Harris County. We oversee all aspects of program management, including policy and procedural development in line with GLO’s action plan and goals, training and technical assistance, as well as program management and implementation.
Additionally, our team performs project reviews to determine project and applicant eligibility for CDBG-DR funds, reviews DOB to ensure CDBG-DR funds are used to address unmet need and utilized as funding of last resort, and we provide underwriting for multi-family and economic development projects. We review Education
.A., Interdisciplinary Studies,
focus in Poverty Alleviation
through Sustainable
Development, Humboldt State
University
University Study Abroad
Consortium (USAC),
Puntarenas, Costa Rica and
Santiago, Chile, International
Political Economy of Latin
America
Certifications
Certified Nonprofit
Professional Nonprofit
Leadership Alliance (CNP)
Federal Emergency
Management Fundamentals of
Grants Management, L0705
Clearance
Public Trust Security
Clearance – Inactive
Courtney Mangas, CNP
Senior Consultant
Attachment B
20 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight payment requests from the City of Houston and Harris County to ensure payment programmatic compliance.
Responsibilities:
Advise on program-specific processes and policy requirements Review program applications for eligibility and completeness Review and process project reimbursement requests
Develop Standard Operating Procedures for application review and draw processes Review program Guidelines and SOP’s for completeness and policy compliance Complete weekly and monthly reporting requirements to demonstrate overall progress of programs
Monitor program budget against application and draw requests to ensure funding goals are being met
Facilitate interagency program meetings
Client: Texas Division of Emergency Management (TDEM)
Position: Disaster Response and Recovery Consultant | Dates: June 2018 – June 2020 Project Description: Led by CohnReznick professionals with expertise in disaster recovery grant management, CohnReznick serves as the prime contractor to the Texas Division of Emergency Management for Federal Grant Administration. CohnReznick is responsible for establishing consistent oversight standards, providing proactive technical assistance and communication, project and disaster closeouts, centralized data and reporting, quality management protocols, reviewing and improving procedures, and addressing reimbursements and financial management.
Responsibilities:
Performs complex grant coordination, financial and programmatic compliance, technical assistance, and administration work to respond, administer, organize, and monitor federally funded disaster grants within the state of Texas; Conducts applicant briefings and other outreach and training activities, ensures grant applications are received and processed properly, and monitors both the programmatic and financial aspects of awarded projects;
Ensures deadlines are met, applications or other documentation are complete and correct prior to submission to federal authorities, monitoring activities are conducted in accordance with project-worksheet (PW) guidelines, projects are completed within the approved scope of work, and payment requests are promptly and correctly processed; Reviews progress reports, payment requests, and provides guidance and assistance to grant recipients on documentation requirements and resolution of PW-related issues; Performs budget-monitoring and project-site inspections, and documents progress and/or completion of projects, causes for delays in PW completion from established timelines, or deviations from the scope of work to ensure procurement and contracting compliance; Evaluates opportunities and requirements to assist local jurisdictions and state agencies in maximizing reimbursement potential;
Ensures compliance with federal, state and local regulations and ordinances; Facilitates communications between sub-grantees, state and federal entities; Attachment B
21 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Processes scope changes, time extensions and quarterly reports; and Monitors compliance through regular technical assistance, quarterly status reviews, and ongoing monitoring of reimbursement requests.
Other Project Experience
Agency: Federal Emergency Management Agency (FEMA)
Position: Recovery Coordination Specialist | Dates: September 2017 – July 2018 Assignment Description: Disaster response and recovery efforts in response to federally declared disaster DR-4332 Hurricane Harvey.
Responsibilities:
Identified/developed and maintained relevant databases to internal partners, such a MaxTrax and SharePoint
Assisted in the identification of potential funding sources to leverage recovery program resources and address financial gaps, specifically within the Department of Interior and National Park Service
Analyzed cadre-wide reports (the Mission Scoping Assessment and Recovery Support Strategy) to identify opportunities for cross-sector collaboration Prepared analytical documents as directed, such as the Recovery Support Strategy Matrix Researched and synthesized recovery resources and information pertaining to the specific disaster
Facilitated information flow between Recovery Support Function Field Coordinators and state/tribal and local government leadership
Facilitated and prepared multi-stakeholder meetings
Arranged resource coordination meetings/events to facilitate access to resources Identified opportunities to coordinate with internal partners and connected RSF Coordinator to appropriate partners within the cadre
Solicited reports, surveys, site visit findings from various partner agencies, both state and federal, to inform the Mission Scoping Assessment process Agency: Federal Emergency Management Agency (FEMA)
Position: Recovery Coordination Specialist | Dates: March 2017 – September 2017 Assignment Description: Louisiana Resilient Recovery Initiative lead by FEMA and coordinated through the Governor’s Office of Homeland Security & Emergency Preparedness.
Responsibilities:
Built working relationships with State partners, particularly within the Governor’s Office of Homeland Security & Emergency Preparedness
Coordinated with FEMA national leadership, state and local partners to develop and conduct Louisiana Resilient Recovery (LARR) Governor’s Kickoff and Summit events Worked with a team of 5 to develop a Standard Operating Procedure (SOP) to be used as a guideline for future Kickoff and Summit events
Assisted Mitigation cadre members with preparing Louisiana Watershed Study Kickoff presentation and materials
Attachment B
22 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Ms. Conroy has over three years of experience in finance and worked with banks and large public pension funds, adhering to government-issued investment compliance standards. Ms. Conroy has worked in consulting since 2021, providing grants management and consulting services on the State of Connecticut’s ERAP program. She has also provided project management services for the State of Connecticut’s cannabis licensing lottery and Delaware State Housing Authority.
CohnReznick Project Experience
Client: Delaware State Housing Authority
Position: Senior Consultant | Dates: January 2023 – Present Project Description: CohnReznick is engaged to provide Project Management, Accounting & Compliance Reporting for DSHA’s State and Local Fiscal Recovery Funds (SLFRF) Program, funded under the American Rescue Plan Act (ARPA). This $60 million program incorporates several sub-programs to address the critical affordable housing needs throughout the State of Delaware. The Catalyst Fund is designed to redevelop blighted areas unable to be redeveloped by traditional market forces. The Accelerator and Preservation Fund are separate approaches to stabilize and increase the number of affordable housing units throughout the state. Finally, the Market Pressure Relief program seeks to address the rapidly evolving market and economic conditions to ensure that ongoing affordable housing LIHTC developments continue their sustainability.
Responsibility:
Attend client meetings and solicit feedback from key
stakeholders to inform program design and implementation across six initiatives;
Research Treasury guidance in order to provide strategic advice and policy recommendations;
Develop workpapers and standard operating procedures; Design subsidy grant underwriting and QA/QC processes; Review project application eligibility;
Conduct compliance monitoring and reporting functions.
Client: Texas General Land Office (GLO)
Position: Senior Consultant | Dates: October 2022 - Present Project Description: CohnReznick is currently engaged with the Education
B.A., in International Studies
with a concentration in Global
Political Economy, University
of Denver
Makayla Conroy
Senior Consultant
Attachment B
23 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight GLO to provide application underwriting services to facilitate CDBG-DR housing activities administered by the GLO under the State of Texas Plan for Disaster Recovery. The State of Texas has set aside over $450 million for the Hurricane Harvey Affordable Rental Housing Program to rehabilitate, reconstruct, and newly construct multi-family housing.
Responsibility:
Assess applicant’s ability to construct and operate multi-family housing utilizing CDBG-DR funds;
Analyze the financial feasibility of proposed developments; Underwrite the allowability and cost reasonableness of all hard construction costs, associated soft costs, and development fees;
Analyze gap funding, identify potential duplication of benefits issues, and review projects for undue enrichment; and
Provide guidance to the State of Texas regarding CDBG program and other federally required regulatory compliance.
Client: US Department of Energy, Centers for Medicare and Medicaid, and National Oceanic and Atmospheric Administration
Position: Senior Consultant | Dates: April 2022 – Present Project Description: CohnReznick provides project management services for contract audits for multiple federal agencies.
Responsibility:
Supported contract audit team by readying files and kickoff emails; Closed out audits and uploaded files to the appropriate locations for administrative purposes;
Generated project progress, budget, and time analysis reports for Managers; Completed client deliverables including monthly reports and bi-monthly invoices; Attended client meetings.
Client: State of Connecticut Social Equity Council
Position: Senior Consultant | Dates: February 2022 – Present Project Description: CohnReznick provides advisory services to the State of Connecticut Social Equity Council for its social equity cannabis licensing initiative.
Responsibilities:
Develop workpapers and standard operating procedures; Review business agreements, tax documents, and other supporting documentation to ensure compliance with guidelines set forth by RERACA;
Perform QA/QC on others’ work prior to advancing recommendations to the Social Equity Council;
Manage workflow and ensure that work is evenly distributed across team members and monitoring overall progress of applications advanced;
Complete client deliverable reports and attend client meetings.
Client: State of Connecticut Department of Housing
Position: Consultant | Dates: May 2021 – December 2021
Project Description: CohnReznick provided Program Management and Eligibility Determination Attachment B
24 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight services for the CT DOH’s Emergency Rental Assistance Program – UniteCT.
Responsibilities:
Performed secondary eligibility determination reviews in accordance with Treasury and Program guidelines and ensured all relevant documentation was provided; Underwrote and approved funding amounts for cases eligible for assistance; Assisted in the review and drafting of Standard Operating Procedures; Team lead for policy reconciliation and application recertification processes.
Attachment B
25 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Attachment B
26 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Attachment B
27 The City of Huntington Park
Rent Stabilization Ordinance Program Management and Oversight Attachment B
ATTACHMENT C
FORM D.8
SOFTWARE AS A SERVICE AGREEMENT
This Software As a Service Agreement (the “Agreement”) is made as of [month, day, year], (“Effective Date”) between [name of customer] with principal offices at [address of customer] (“Customer”) and 3Di, Inc., a California corporation, with its principal office at 3 Pointe Drive, Suite 307, Brea, CA 92821 (“Vendor”).
WHEREAS, Vendor is in the business of supplying software applications and related services to organizations in the Public Sector industry, including, among other things, 3Di Engage, a CRM based customer engagement SaaS Platform designed for the digital transformation of the delivery of civic services with the highest levels of transparency, efficiency, and accountability.
WHEREAS, Customer is a public sector City Government that desires the use of the 3Di Engage Citizen Engagement software solution and services; WHEREAS, Customer desires to have Vendor provide Cloud Hosting with Vendor providing Installation Qualification (“IQ”) and the Customer retaining responsibility for Operational Qualification (“OQ”) and User Acceptance/Production Qualification (“UAT/PQ”); and WHEREAS, Vendor and Customer desire to enter into this Agreement defining their respective rights and responsibilities and memorializing the terms and conditions pursuant to which Vendor will provide to Customer the Services for a fee.
NOW, THEREFORE, in consideration of the mutual promises and agreements contained herein, the parties intending to be legally bound hereby agree as follows:
Definitions
a. “SaaS” is an acronym for “Software As A Service” and means the combined hosting and support services provided in this Agreement.
b. “SaaS Materials” shall mean the written materials relating to the operation and use of the Vendor Software including, but not limited to, user manuals, user guides, technical manuals, release notes, and online help files regarding use of the Vendor Software provided as part of the Service, and any other materials prepared in connection with any Vendor Software modification, correction, or enhancement, and shall include any updated versions of SaaS Materials as may be provided by Vendor from time to time (1) in the course of providing the Service; (2) as part of an online tutorials or help files provided with the Service; or (3) in the course of providing web seminars in which Customer or Customer’s Users enroll.
c. “Application Support Services” shall mean the support not included in the Product Support Services and defined in Schedule C.
ATTACHMENT C
d. “Base Components” means the hardware, software, and hosting environment as specified in Schedule D that Vendor makes available for use by Customer as part of the Service. e. “Cloud Hosting” means the provision of products and services in a hosted, virtualized environment, accessible via the internet.
f. “Vendor Software” means Vendor proprietary software applications and user interfaces as defined in Schedule A and made available to Customer by Vendor as part of the Service.
Vendor Software may contain third-party components licensed to Vendor. g. "Customer Data" means all data, files, including hypertext markup language files, documents, audio and visual information, graphics, scripts, programs, applets or servlets that Customer creates, installs, uploads to or transfers in or through the Service or provides in the course of using the Service, excluding identification and other information provided by Customer relative to Customer Users.
h. “Electronic Communications” shall mean any transfer of signs, signals, text, images, sounds, data or intelligence of any nature transmitted in whole or part electronically to or from the Service.
i. “Infrastructure Support Services” shall mean the support provided by Vendor for the maintenance and stability of the computer hardware and hosting environment provided as part of the Service.
j. “Product Support Services” shall mean the support provided by Vendor to remediate, correct, or abate errors in the out of the box Vendor Software that is provided as part of the Service as defined in Schedule B. Support for customer specific configurations and customizations (if any) are handled by Application Support Services defined in schedule C.
k. "Purchase Order Form(s)" refers to a Customer document, in either electronic or written form, issued by Customer to confirm Customer’s purchase of the Service. The parties acknowledge and agree that the terms and conditions of any such Purchase Order Form shall not be binding upon the parties or in any way modify, amend, or supersede the terms and conditions of this Agreement.
l. “Service” shall mean the software and infrastructure in a hosted environment provided and maintained by Vendor to which Customer is being granted access under this Agreement via a web site or another designated IP address. Service or Services includes Product Support Services and Application Support Services described in this Agreement. m. “Term” means any Initial Term and/or Renewal Term as defined in Section 6 of this Agreement.
n. “Third Party Products” means application software products provided by third party vendors, including operating system and application software with which the Vendor Software interfaces and which provides certain functionality essential to the operation of the Vendor Software. Third Party Products are licensed to Vendor for incorporation and use in the hosted environment as part of the Service as set forth in the Statement of Work.
For the sake of clarity, the term Third-Party Products does not refer to third-party software components, if any, incorporated into Vendor Software.
o. "User(s)" means Customer’s employees, representatives, consultants, contractors or agents who are authorized to use the Service and have been supplied user identifications and passwords by Customer or on Customer’s behalf.
1 PROVISION OF SERVICES
In consideration of the fees paid by Customer under this Agreement, Vendor agrees to provide Customer access to the Service. Specific components of the Service to be provided to Customer are as outlined in the Schedules annexed hereto.
ATTACHMENT C
2 INSTALLATION SCHEDULE
Vendor will implement the infrastructure described in Schedule D in conformance with the Statement of Work entered into by separate agreement between the Parties and dated of -TBD- , to provide Customer the Services described in this Agreement.
This schedule is contingent on:
(i) the Vendor Software having been installed and accepted by Customer (ii) Customer providing: all data required by Vendor in order to implement the infrastructure as defined in the Statement of Work between the Parties and dated as of the -TBD-. (iii) Customer completing all tasks and activities required as a prerequisite in order for the system to be placed into production use. Example of these types of activities are, but not limited to, validation activities, document approval, data migration, user training etc. (iv) Customer providing their internal infrastructure and connectivity needed to access the Services.
Failure of Customer to achieve all the contingencies described above as well as all other reasonable tasks required of Customer will require an adjustment in the schedule and may require the payment of additional fees by Customer.
3 LICENSE GRANTS
Subject to the terms and conditions of this Agreement, Vendor grants to Customer during the Term of this Agreement the nontransferable, nonexclusive worldwide right to permit Users to (a) use the Service, including the Base Components thereof, (b) display and print Customer Data, (c) export Customer Data, and (d) use the SaaS Materials solely in connection with the Service, all solely for Customer’s own internal business operations, provided such internal business operations shall not include commercial time-sharing, rental, outsourcing, service bureau or similar use. For purpose of this license grant, “Customer” shall include any outsourced or other third-party consultants or similar personnel supporting Customer as part of its typical business practices, acting under Customer’s direction and for whom Customer is fully responsible hereunder. Customer acknowledges and agrees that the license granted, for the items listed in Schedule A herein, is not a concurrent user license and that the rights granted to Customer in this Agreement are subject to all of the following agreements and restrictions:
(i) the maximum number of Users that Customer authorizes to access the Service shall not exceed the number of licenses Customer has been granted, as set forth in Schedule A; (ii) licenses cannot be shared or used by more than one individual User but may be reassigned from time to time to new Users who are replacing former Users who are no longer permitted to access the Service; (iii) Customer shall not license, sell, rent, lease, transfer, assign, distribute, display, host, outsource, disclose or otherwise commercially exploit or make the Service or the SaaS Materials available to any third party other than an authorized User; (iv) Customer shall not modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the Service, including without limitation the Vendor Software and or SaaS Materials that are provided as a part thereof, or access the Service or SaaS Materials in order to build a similar or competitive product or service; (v) Customer shall not create Internet "links" to the Service or "frame" or "mirror" any part of the Service, including any content contained in the Service, on any other server or device; (vi) except as expressly stated herein, no part of the Service or SaaS Materials may be copied, reproduced, distributed, republished,
ATTACHMENT C
downloaded, displayed, posted or transmitted in any form or by any means, including but not limited to electronic, mechanical, photocopying, recording, or other means; (vii) Customer agrees to make every reasonable effort to prevent unauthorized third parties from accessing the Service; (viii) Customer acknowledges and agrees that Vendor or its Third Party Vendors shall own all right, title and interest in and to all intellectual property rights in the Service and the SaaS Materials and any suggestions, enhancement requests, feedback, or recommendations provided by Customer or its Users relating to the Service or the SaaS Materials, including all unpatented inventions, patent applications, patents, design rights, copyrights, trademarks, service marks, trade names, know-how and other trade secret rights, and all other intellectual property rights, derivatives or improvements thereof; (ix) unauthorized use, resale or commercial exploitation of any part of the Service or SaaS Materials in any way is expressly prohibited; (x) Customer does not acquire any rights in the Service or SaaS Materials, express or implied, other than those expressly granted in this Agreement and all rights not expressly granted to Customer are reserved by Vendor and Third Party Vendors; and (xi) this Agreement is not a sale and does not convey any rights of ownership in or related to the Service, Vendor Software, Third Party Products, or SaaS Materials to Customer. 4 LICENSES FROM CUSTOMER
Subject to the terms and conditions of this Agreement, Customer grants to Vendor and its Third Party Vendors the non-exclusive, nontransferable worldwide right to copy, store, record, transmit, display, view, print or otherwise use (a) Customer Data solely to the extent necessary to provide the Service and SaaS Materials to Customer, and (b) any trademarks that Customer provides Vendor for the purpose of including them in Customer’s user interface of the Service (“Customer Trademarks”). Customer acknowledges and agrees that Customer Data and information regarding Customer and Customer’s Users that is provided to Vendor and its Third Party Vendors in connection with this Agreement may be (a) processed by Vendor and its Third Party Vendors to the extent necessary to provide the Service and (b) transferred outside of the country or any other jurisdiction where Customer and Customer’s Users are located. In addition, Customer acknowledges and agrees that it is Customer’s obligation to inform Customer’s Users and customers of the processing of Customer Data and information regarding Customer and Customer’s Users pursuant to this Agreement and to ensure that such Users and customers have given any necessary consent to such processing as required by all applicable data protection legislation. Customer shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness and copyright of all Customer Data and information regarding Customer and Customer’s Users. Customer agrees that the license to the Customer Data shall survive termination of this Agreement solely for the purpose of storing backup Customer Data in accordance with the terms of this Agreement.
By providing Customer with the Services, Vendor does not acquire any right, title and/or interest in the content material (including but not limited to text, Customer-provided software, scripts, trademarks, logos, HTML coding, domain names, links, graphics, audio, video, and any data) that Customer makes available for use by Users by means of the Services (collectively “Content”). Except as expressly set forth in the Schedules as being the responsibility of Vendor, Customer is solely responsible for all Content.
ATTACHMENT C
5 PROPRIETARY RIGHTS
5.1 VENDOR PROPRIETARY RIGHTS
Customer acknowledges and agrees that the Service and any necessary software used in connection with the Service contain proprietary and confidential information that is protected by applicable intellectual property and other laws.
Customer further acknowledges and agrees that the content or information presented to the Customer through the Service may be protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except where expressly provided otherwise by Vendor, nothing in the Service, the SaaS Materials, or the Agreement shall be construed to confer any license to any of Vendor's (or its third party manufacturer’s, author’s, developer’s, vendor’s, and service provider’s ("Third Party Vendors"), intellectual property rights, whether by estoppel, implication, or otherwise. Without limiting the generality of the foregoing, any names or trademarks of the Vendor Software listed on Schedule A and other Vendor service marks, logos and product service names are marks of Vendor (the “Vendor Marks”). Customer agrees not to display or use the Vendor marks, or the marks of any Third Party Vendor, in any manner without the owner’s express prior written permission. Vendor reserves the right to subcontract any or all services provided hereunder to third parties.
5.2 CUSTOMER PROPRIETARY RIGHTS
Vendor understands that its work for Customer will involve access to and creation of confidential, proprietary and trade secret information and materials of Customer and/or its suppliers, partners or clients (collectively, “Proprietary Information”). The Proprietary Information includes, without limitation, (a) information, ideas or materials of a technical or creative nature, such as computer source and object code; (b) information, ideas or materials of a business nature; and (c) the terms and conditions of this Agreement.
5.3 RESTRICTIONS ON USE AND DISCLOSURE.
Vendor understands that Proprietary Information is extremely valuable to Customer. Accordingly, Vendor agrees during the term of this Agreement and thereafter that it (a) shall hold all Proprietary Information in confidence and trust for the benefit of Customer; (b) shall not copy or use (or allow any of its employees, contractors or agents to copy or use) any Proprietary Information, except as may be necessary to perform the Services; (c) shall use the Proprietary Information only for the benefit of Customer (and not for the benefit of Vendor or any third party); and (d) shall not disclose or otherwise make available any such Proprietary Information to any third party except as authorized in writing and in advance by Customer. All Proprietary Information is and shall remain the sole property of Customer.
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6 LICENSE FEE, TERM AND PAYMENT
The initial term (“Initial Term”) of this Agreement will commence on the Effective Date and will terminate on the fifth (5th) anniversary of the Effective Date. Each 12 month period after the Effective Date will be defined as a “Service Year”, e.g. Months 1-12 will constitute Service Year 1 and months 13-24 will constitute Service Year 2, etc.). Following the expiration of the Initial Term, the Agreement shall automatically continue on a month-to-month basis, until such time as either party provides thirty (30) days’ written notice to the other party of its intent to cancel the Agreement. Additionally, the Initial Term may be renewed (a “Renewal Term”) upon mutual agreement of the parties in writing. For the Initial Term Customer shall pay fees as detailed in the Payment Schedule set forth below. Invoices shall be payable within thirty (30) days after receipt thereof. In addition to any remedies Vendor may have pursuant to this Agreement or at law for non-payment, delinquency in payment may result in a delay or suspension of the right to use the Service. In the event Vendor incurs any costs (including reasonable attorney’s fees) from efforts collecting overdue fees from Customer, Customer agrees to pay such costs. Customer further agrees to pay all foreign, federal, states, and local taxes, if applicable, to Customer’s access to, use, or receipt of the Service.
Payment Schedule Payment Due Upon Amount
Implementation Fee that
includes:
• Software Implementation
and Project Management.
• Functionality to route
requests via SOAP web
services (AMANDA by
Granicus.)
• Functionality to view the
user’s submissions and the
status of submissions via
SOAP web services
(AMANDA by Granicus.).
• Functionality to route
requests via REST web
services (Cartegraph
OMS).
• Functionality to view the
user’s submissions and the
status of submissions via
REST web services
(Cartegraph OMS) for up
to 4 instances of
Cartegraph.
• Training (“Train the
Trainers”) on the use of the
SaaS Software Application
SaaS “Go-Live” $44,250
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SaaS Fees Service Year 1 Within 30 days of SaaS
“Go-Live”
$39,000
SaaS Fees Service Year 2 Within 30 days of start of
Service Year 2
$39,000
SaaS Fees Service Year 3 Within 30 days of start of
Service Year 3
$39,000
SaaS Fees Service Year 4 Within 30 days of start of
Service Year 4
$39,000
SaaS Fees Service Year 5 Within 30 days of start of
Service Year 5
$39,000
Total: $239,250
7 TERMS OF SERVICE
7.1 Service Extensions or Updates
Customer further agrees that, unless explicitly stated otherwise, any new features that augment or enhance the Service, and or any new service subsequently purchased by Customer pursuant to an amendment accepted by Vendor referencing this Agreement will be subject to this Agreement.
7.2 Customer Must Have Internet Access
In order to use the Service, Customer must have or must obtain access to the World Wide Web, either directly or through devices that access Web-based Content. Customer must also provide all equipment necessary to make (and maintain) such connection to the World Wide Web in accordance with the requirements set out in Schedule D.
7.3 Email and Notices
Customer agrees to provide Vendor with Customer’s e-mail address (es), and to accept emails (or other Electronic Communications) from Vendor at the e-mail address Customer specifies.
Notwithstanding any provision in the Agreement to the contrary, acknowledgement by an officer of Customer is not required with respect to e-mail communications pertaining to the Customer’s routine use of the Service, including without limitation communications relating to the support, maintenance, or the updating of the Service. Customer further agrees the Vendor may provide any and all required notices including legal notices to Customer through either e-mail (or other electronic transmission), or by mail or express delivery service in accordance with Section 14.
7.4 Passwords, Access, and Notification
Customer may designate up to the number of Users that corresponds to the number of permitted Users set forth in Schedule A. Customer will provide and assign unique password and user names to each authorized User for each license purchased. Customer acknowledges and agrees that Customer is prohibited from sharing passwords and or user names with unauthorized users.
Customer will be responsible for the confidentiality and use of Customer’s (including its employees’) passwords and user names. Customer will also be responsible for all Electronic Communications, including those containing business information, account registration,
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account holder information, financial information, Customer Data, and all other data of any kind contained within emails or otherwise entered electronically through the Service or under Customer’s account. Vendor will act as though any Electronic Communications it receives under Customer’s passwords, User name, and/or account number will have been sent by Customer. Customer agrees to notify Vendor if Customer becomes aware of any loss or theft or unauthorized use of any of Customer’s passwords, user names, and/or account number. The foregoing shall also apply to any Purchase Order Forms submitted by the Customer for further User licenses.
7.5 Customer’s Responsibilities
Customer agrees to comply with all applicable local, state, national and foreign laws, treaties, regulations and conventions in connection with its use of the Service, including without limitation those related to data privacy, international communications, and the exportation of technical or personal data. Customer will ensure that any use of the Service by Customer’s Users is in accordance with the terms of this Agreement. Customer agree to notify Vendor immediately of any unauthorized use of any password or account or any other known or suspected breach of security or any known or suspected distribution of Customer Data.
Customer acknowledges and agrees that the Service is subject to the U.S. Export Administration Laws and Regulations. Customer agrees that no part of the Service or information obtained through use of the Service, is being or will be acquired for, shipped, transferred, or re-exported, directly or indirectly, to proscribed or embargoed countries or their nationals, nor be used for nuclear activities, chemical biological weapons, or missile projects unless authorized by the U.S. Government. Proscribed countries are set forth in the U.S. Export Administration Regulations and are subject to change without notice, and Customer must comply with the list as it exists in fact. Customer certifies that neither Customer nor any Users are on the U.S. Department of Commerce's Denied Persons List or affiliated lists or on the U.S.
Department of Treasury's Specially Designated Nationals List. Customer agrees to comply strictly with all U.S. export laws and assumes sole responsibility for obtaining licenses to export or re-export as may be required. Any unauthorized use of the Service may violate copyright laws, trademark laws, the laws of privacy and publicity, and communications regulations and statutes. The Service may use encryption technology that is subject to licensing requirements under the U.S. Export Administration Regulations, 15 C.F.R. Parts 730-774 and Council Regulation (EC) No. 1334/2000.
In addition to its responsibilities in this Agreement, Customer is responsible for all Customer responsibilities indicated in the Schedules attached hereto or entered into pursuant hereto and all other responsibilities not designated as responsibilities of Vendor.
Customer is solely responsible for obtaining all licenses and permissions necessary related to the Content, including without limitation licenses for any third-party software included in the Content.
Customer shall not resell the Services directly or indirectly to third parties.
7.6 Transmission of Data
Customer understands that the technical processing and transmission of Customer’s Electronic Communications is fundamentally necessary to Customer’s use of the Service. Customer expressly consents to Vendor’s interception and storage of Electronic Communications and/or
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Customer Data, and Customer acknowledges and understands that Customer’s Electronic Communications will involve transmission over the internet, and over various networks, only part of which may be owned and/or operated by Vendor. Customer acknowledges and understands that changes to Customer’s Electronic Communications may occur in order to conform and adapt such data to the technical requirements of connecting networks or devices.
Customer further understands that Electronic Communications may be accessed by unauthorized parties when communicated across the Internet, network communications facilities, telephone, or other electronic means. Customer agrees that Vendor is not responsible for any Electronic Communications and/or Customer Data which are lost, altered, intercepted or stored without authorizations during the transmission of any data whatsoever across networks not owned and/or operated by Vendor.
7.7 Vendor’s Support
Vendor will make commercially reasonable efforts to promote Customer’s successful utilization of the Service, including but not limited to maintenance and support of the Base Components, providing Customer with user guides and on-line help, and product support as set forth in Schedule B. Infrastructure Support Services shall be provided as set forth in Schedule D. Infrastructure Support Services pertain to the maintenance of the computer hardware and hosting environment provided as part of the Service. Vendor will also provide Product Support for Vendor Software employed as part of the Service as set forth in Schedule B annexed hereto. Product Support pertains to support designed to remedy errors in Vendor Software that cause it to deviate from the specifications as described in the SaaS Materials.
Vendor also offers “for fee” extended support options and Professional Services consultation, which services may include, among other things, training services, business and regulatory process consulting, submission processing support, submission migration services and system configuration.
7.8 Confidential Information
Each party may have access to information that is confidential to the other party (“Confidential Information”). For purposes of this Agreement, Confidential Information shall include any information that is clearly identified in writing at the time of disclosure as confidential as well as any information that, based on the circumstances under which it was disclosed, a reasonable person would believe to be confidential. Customer’s Confidential Information shall include, but not be limited to, Customer Data. A party’s Confidential Information shall not include information that (i) is or becomes a part of the public domain through no act or omission of the other party; (ii) was in the other party’s lawful possession prior to the disclosure without any obligation of confidentiality and had not been obtained by the other party either directly or indirectly from the disclosing party; (iii) is lawfully disclosed to the other party by a third party without restriction on disclosure; (iv) is independently developed by the other party without use of or reference to the other party’s Confidential Information, as established by written records. The parties agree to use commercially reasonable efforts not to make each other’s Confidential Information available in any form to any third party. Notwithstanding the foregoing, Customer acknowledges and agrees that Vendor may disclose Customer’s Confidential Information to its Third Party Vendors solely to the extent necessary to provide products or services under this Agreement. This Section will not be construed to prohibit disclosure of Confidential Information to the extent that such disclosure is required by law or valid order of a court or other governmental authority; provided, however, that a party who has
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been subpoenaed or otherwise compelled by a valid law or court order to disclose Confidential Information (the “Responding Party”) shall first have given sufficient and prompt written notice to the other party of the receipt of any subpoena or other request for such disclosure, so as to permit such party an opportunity to obtain a protective order or take other appropriate action. The Responding Party will cooperate in the other party's efforts to obtain a protective order or other reasonable assurance that confidential treatment will be afforded the Confidential Information. If the Responding Party is compelled as a matter of law to disclose the Confidential Information, it may disclose to the party compelling the disclosure only that part of the Confidential Information as is required by law to be disclosed.
Notwithstanding anything to the contrary in this Agreement, Content is not included in Confidential Information as defined above. To the extent Vendor has any access to Content in the course of providing the Services, Vendor’s entire obligation to keep Content confidential is stated in this Section below. Vendor shall not, intentionally (i) access Customer’s Content or (ii) disclose Customer’s Content to any third party, except to the extent: (a) Customer makes its Content publicly available, (b) as necessary for Vendor to provide, or obtain third-party supplier support for, the Services or to provide information requested by Customer, or (c) as specifically authorized by Customer in writing. Vendor’s obligation to protect Content from unauthorized use, access or disclosure is: (i) to provide the Security Services specifically set forth in this Agreement and (ii) maintain and enforce the then-current standard Vendor security policies and standards applicable to the Services as practiced at the service locations from which Vendor is providing the Services to Customer.
The obligations in this Section shall not apply to the recipient of Confidential Information and/or Vendor with respect to Content to the extent disclosure of Confidential Information or Content is required to comply with laws or respond to requests by a regulatory or judicial body and/or as otherwise required for legal process. In the event that any such disclosure is required, the recipient, and/or Vendor with respect to Content, reserves the right to charge the other party on a time-and-materials basis for recipient’s/Vendor’s reasonable efforts related to its compliance and response, including, if applicable, reasonable attorney’s fees. 8 SUSPENSION/TERMINATION
8.1 Suspension for Delinquent Account
Vendor reserves the right to suspend Customer’s access and/or use of the Service for any account for which any payment is due but remains unpaid after thirty day’s written notice of such delinquency. Customer agrees that Vendor shall not be liable to Customer, or to any third party, for any suspension of the Service resulting from Customer’s non-payment of the fees as described in this Section.
8.2 Suspension for Ongoing Harm
Customer agrees that Vendor may, with reasonably contemporaneous telephonic or electronic mail notice to Customer, suspend Customer’s access to the Service if Vendor reasonably concludes that Customer’s use of the Service is causing immediate and ongoing harm to Vendor or others. Vendor will use commercially reasonable efforts to resolve the issues causing the suspension of Service. Customer agrees that Vendor will not be liable to Customer
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or to any third party for any suspension of the Service under such circumstances as described in this Section.
8.3 In the Event of a Breach
A. Either party may terminate this Agreement upon sixty (60) days’ written notice to the other party in the event of a breach of any material obligation under this Agreement, provided that the alleged breach is not cured during the sixty (60) day notice period. Upon termination or expiration of this Agreement, Customer shall have no rights to continue use of the Service.
B. Customer may cancel this Agreement, to be effective at the end of the then current Term, by providing Vendor with at least thirty (30) days’ prior written notice
8.4 Handling of Customer Data In the Event of Termination Customer acknowledges and agrees that following termination of this Agreement, Customer shall return all SaaS Materials (except that it may retain a copy for archival purposes or as otherwise provided in this Agreement) to Vendor and Vendor may immediately deactivate Customer’s account. Furthermore, unless otherwise agreed-upon by the Parties in writing, Vendor shall remove or overwrite all applicable Content from Vendor’s systems following the effective date of termination or cancellation, in accordance with Vendor’s standard procedures. Customershall provide Vendor with reasonable and prompt access to Customer’s premises to allow Vendor to retrieve the hardware and software and /or, in accordance with Vendor’s instructions, return to Vendor all hardware and software that Vendor has provided to Customer in connection with the Services (other than hardware and software that Customer has purchased from Vendor). In the event that Customer fails to either return the hardware or software, or allow Vendor to retrieve it, within thirty (30) days of the effective date of termination or cancellation, Vendor may charge Customer the then-current fair market value of the hardware and software, and Customer shall be responsible for any costs/damages arising from any breach of Vendor’s third- party license agreement. Prior to any such deletion or destruction, however, Vendor shall either (1) grant Customer reasonable access to the Service for the sole purpose of Customer retrieving Customer Data or (2) transfer all Customer Data to other media for delivery to Customer. Customer agrees that Vendor shall not be liable to Customer or to any third party for any termination of Customer access to the Service or deletion of Customer Data, provided that Vendor is in compliance with the terms of this Section. Notwithstanding the foregoing, nothing shall preclude Vendor from maintaining one copy of Customer Data if required by law.
8.5 Handling of Application In the Event of Termination Customer data, Customer license keys used in hosting and Customer application documentation updated during the hosting period by application support would be returned to the Customer as defined in the Disentanglement section of this Agreement. 9 MODIFICATION/DISCONTINUATION/MAINTENANCE
9.1 Modification to or Discontinuation of the Service
Vendor reserves the right at any time and from time to time to modify, temporarily or permanently, the Service (or any part thereof), provided such modification does not diminish the functionality of the Service to the Customer on which the Customer materially relies.
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Notwithstanding the foregoing, except for routinely scheduled down time, or as otherwise provided in this Agreement, Vendor shall use commercially reasonable efforts to notify Customer prior to any such modification; further, Vendor shall consider the Customer’s validation needs and requirements in connection with any modification of the Service and, except as otherwise noted in Section 9.3, shall validate the Service as modified to the same extent provided in the Schedules. Customer acknowledges that Vendor reserves the right to discontinue offering the Service at the conclusion of Customer’s then current Term. Customer agrees that Vendor will not be liable to Customer or any third party for any modification or discontinuance of the Service as described in this Section 9.
9.2 Modification to Third Party Software and Support Cost In the event that Vendor incur any increased cost from Third party software licenses or annual support fees during the term of this agreement, Vendor reserves the right to pass these costs onto the Customer.
9.3 Maintenance
In order to perform maintenance, including infrastructure and application upgrades, there will be routinely scheduled down time as set forth in Schedule D. Customer shall give Vendor one (1) week notice in the event that such routinely schedule maintenance conflicts with its operations at a critical time. Upon the receipt of such notice, the parties shall work together to find a mutually convenient time to perform such maintenance. Vendor further reserves the right on approximately a quarterly basis to issue new releases in which Vendor adds functionality to the Service. Customer acknowledges that these periodic major releases can take several hours to complete (up to eight hours). The time necessary to provide such periodic releases shall not be counted in any System Availability calculations. Vendor shall consult with the Customer and, unless otherwise agreed upon, shall install such major releases during routinely scheduled down time as set forth above. Customer shall be apprised of software upgrades and or patch releases to the Service; in addition, Vendor shall perform IQ validation with respect thereto, and provide Customer with copies of any applicable validation reports.
In the event of a patch release, a full IQ validation may not be undertaken. It shall be the Customer’s responsibility to perform any required UAT/PQ validation. These patches, fixes and service releases shall be performed in accordance with the Application Support Services described in Schedule C – Application Support and in accordance with the change control process.
In the event that Vendor, in its sole discretion, determines that any unscheduled maintenance is necessary, Vendor will use commercially reasonable efforts to notify Customer as soon as it becomes aware of such need.
10 WARRANTIES
10.1 Warranty of Functionality
Vendor warrants to Customer during the Term of this Agreement that the Service will comply with the material functionality described in the SaaS Materials and that such functionality will be maintained in all material respects in subsequent upgrades to the Service. Customer’s sole and exclusive remedy for Vendor’s breach of this warranty shall be that Vendor shall use commercially reasonable efforts to correct such errors or modify the Service to achieve the material functionality described in the SaaS Materials within a reasonable period of time.
However, Vendor shall have no obligation with respect to this warranty claim unless notified
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of such claim within (30) days of the first material functionality problem. Further, Vendor shall have no obligation with respect to this warranty claim, and Customer may not terminate the Agreement, where any alleged nonconformity is due to User error as reasonably determined by the parties after investigation and analysis by Vendor’s Product Support Center. Vendor does not warrant that the Service will be will be free of non-material errors, bugs, or minor interruption, or that all such errors will be corrected.
10.2 Data Maintenance and Backup Warranty
Vendor warrants during the Term of this Agreement, that it will, at a minimum, utilize and maintain the backup procedures listed in Schedule D annexed hereto (and hereby incorporated by reference). In the event of a breach of this provision, Vendor will use commercially reasonable efforts to correct Customer Data or restore Customer Data within three (3) business days (or as otherwise agreed in writing between the parties depending upon the back-up options selected by Customer). Provided Vendor complies with the procedures set forth in Schedule D, it shall be deemed to have satisfied its obligation with respect to this warranty.
10.3 Non-Infringement Warranty
Vendor warrants that it is the sole owner of and or has full power and authority to grant the license and use of the Service and other rights granted by the Agreement to Customer with respect to the Service and that neither the performance by Customer in its utilization of the Service, nor the license of and authorized use by Customer of the Service as described herein, will in any way constitute an infringement or other violation of any U. S. copyright, trade secret, trademark, patent, invention, proprietary information, non-disclosure, or other rights of any third party.
11 DISCLAIMER OF WARRANTIES
EXCEPT AS OTHERWISE STATED IN SECTION 10 ABOVE, VENDOR DOES NOT REPRESENT THAT CUSTOMER’S USE OF THE SERVICE WILL BE SECURE,
TIMELY, UNINTERRUPED OR ERROR FREE, OR THAT THE SERVICE WILL MEET
CUSTOMER REQUIREMENTS OR THAT ALL ERRORS IN THE SERVICE AND/OR
DOCUMENTATION WILL BE CORRECTED OR THAT THE SYSTEM THAT MAKES
THE SERVICE AVAILABLE WILL BE FREE OF VIRUSES OR OTHER HARMFUL
COMPONENTS OR THE SERVICE WILL OPERATE IN COMBINATION WITH OTHER
HARDWARE, SOFTWARE, SYSTEMS OR DATA NOT PROVIDED BY VENDOR OR
THE OPERATION OF THE SERVICES WILL BE SECURE OR THAT VENDOR AND ITS
THIRD PARTY VENDORS WILL BE ABLE TO PREVENT THIRD PARTIES FROM ACCESSING CUSTOMER DATA OR CUSTOMER’S CONFIDENTIAL INFORMATION,
OR ANY ERRORS WILL BE CORRECTED OR ANY STORED CUSTOMER DATA WILL BE ACCURATE OR RELIABLE. THE WARRANTIES STATED IN SECTION 10 ABOVE ARE THE SOLE AND EXCLUSIVE WARRANTIES OFFERED BY VENDOR. THERE
ARE NO OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED,
INCLUDING WITHOUT LIMITATION, THOSE OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. EXCEPT AS STATED IN SECTION 10 ABOVE, THE SERVICE IS PROVIDED TO CUSTOMER ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND IS FOR COMMERCIAL USE ONLY. CUSTOMER ASSUMES ALL
RESPONSIBILITY FOR DETERMINING WHETHER THE SERVICE OR THE
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INFORMATION GENERATED THEREBY IS ACCURATE OR SUFFICIENT FOR THE CUSTOMER’S PURPOSE.
12 LIMITATIONS OF LIABILITY
12.1 No Consequential Damages
NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR EXEMPLARY,
PUNITIVE, SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES
INCLUDING WITHOUT LIMITATION, INTERRUPTION OF BUSINESS, LOST
PROFITS, LOST OR CORRUPTED DATA OR CONTENT, LOST REVENUE ARISING
OUT OF THIS AGREEMENT (INCLUDING WITHOUT LIMITATION THE SERVICE,
THE USE OF THE SERVICE OR THE INABILITY TO USE SERVICE), EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
12.2 DIRECT DAMAGE LIMITATIONS
12.2.1 IN NO EVENT SHALL THE AGGREGATE LIABILITY OF VENDOR OR ANY
THIRD PARTY VENDORS ARISING OUT OF OR IN CONNECTION WITH THIS
AGREEMENT, INCLUDING ANY LICENSE, USE, OR OTHER EMPLOYMENT OF THE
SERVICE, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED ON
BREACH OR REPUDIATION OF CONTRACT, BREACH OF WARRANTY, TORT, OR
OTHERWISE, EXCEED THE TOTAL AMOUNTS ACTUALLY PAID BY CUSTOMER IN THE SIX (6) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. THERE SHALL BE ONLY ONE AGGREGATE LIABILITY CAP UNDER THIS AGREEMENT EVEN IF THERE ARE MULTIPLE CLAIMS; EACH CLAIM SHALL REDUCE THE AMOUNT AVAILABLE IN THE AGGREGATE LIABILITY CAP.
12.2.2 EXCEPT FOR A FAILURE OF VENDOR TO COMPLY WITH ITS OBLIGATIONS WITH RESPECT TO BACKUP SERVICES, AND SUBJECT TO SECTION 12.2.1 ABOVE,
VENDOR SHALL NOT BE LIABLE FOR ANY DAMAGES RESULTING FROM THE
LOSS OR CORRUPTION OF ANY DATA OR CONTENT WHETHER RESULTING
FROM DELAYS, NONDELIVERIES, MISDELIVERIES, SERVICE INTERRUPTIONS OR OTHERWISE.
12.3 EXCLUSIONS
THE LIMITATIONS OF LIABILITY SET FORTH IN SECTIONS 12.1 AND 12.2 SHALL NOT APPLY WITH RESPECT TO: (I) DAMAGES TO PERSONS AND/OR TANGIBLE
PROPERTY OCCASIONED BY THE WILLFUL MISCONDUCT OR GROSS
NEGLIGENCE OF A PARTY, (II) BREACHES BY CUSTOMER OF LICENSE TERMS
APPLICABLE TO VENDOR PROVIDED SOFTWARE AND THIRD PARTY PRODUCTS AS SET FORTH IN SECTION 2 ABOVE, (III) CUSTOMER’S UNAUTHORIZED USE OF VENDOR’S OR THIRD PARTY VENDOR’S INTELLECTUAL PROPERTY, MATERIALS OR ASSETS; (IV) DAMAGES INCURRED AS A RESULT OF A BREACH BY A PARTY OF ITS OBLIGATIONS UNDER SECTION 7.8 THAT RESULT IN THE
DISCLOSURE OF CONFIDENTIAL INFORMATION OF THE OTHER PARTY, OR (V)
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CLAIMS THAT ARE THE SUBJECT OF INDEMNIFICATION PURSUANT TO SECTION 13 (WHICH ARE SUBJECT TO THE LIMITS, IF ANY CONTAINED THEREIN).
DAMAGES AS LIMITED BY THIS SECTION 12 ARE CUSTOMER’S SOLE AND
EXCLUSIVE REMEDY IF ANOTHER REMEDY IS PROVIDED AND SUCH REMEDY IS DEEMED TO FAIL OF ITS ESSENTIAL PURPOSE.
13 INDEMNIFICATION
13.1 Personal Injury and Property Damage
Each party (the “Indemnifying Party”) agrees to defend at its expense and indemnify and hold harmless the other party and its affiliates, directors, officers, employees, agents, successors and assigns (each an “Indemnified Party”), in accordance with the procedures described in this Section, from and against any and all losses, costs, damages, liabilities and expenses including without limitation, reasonable legal fees and expenses paid to or for the benefit of an unaffiliated third party (collectively, “Losses”) arising from or in connection with any such third party claim for: (i) the death or bodily injury of any person caused by the negligence or willful misconduct of the Indemnifying Party; or (ii) the damage, loss or destruction of any real or tangible personal property caused by the negligence or willful misconduct of the Indemnifying Party.
13.2 Infringement
Vendor will indemnify, defend and hold harmless Customer for Losses Customer incurs as a direct result of any unaffiliated third party claim based on any claim that the Service infringes any U.S. copyright, trademark or trade secret, except to the extent resulting from (i) Customer’s modification of the Service or combination by Customer the Services with other products or services if the Service would not have been infringing but for such combination or modification, (ii) Customer’s use of the Service in a manner not authorized herein or for which it was not designed, (iii) Customer’s failure to use an updated non-infringing version of the applicable intellectual property to the extent Customer was notified that the update cured an infringement, (iv) changes to the Service made by Vendor at the direction of the Customer or (v) Customer Data. If any item for which Vendor has an indemnification obligation under this Section becomes, or in Vendor’s reasonable opinion is likely to become, the subject of an infringement or misappropriation claim or proceeding, Vendor will, in addition to indemnifying Customer as provided in this Section, promptly take the following actions, at no additional charge to Customer, in the listed order of priority: (a) secure the right to continue using the item or (b) replace or modify the item to make it non-infringing. If neither of such actions can be accomplished by Vendor using commercially reasonable efforts, and only in such event, Vendor will remove the item from the Service and the applicable Service fee will be equitably adjusted to reflect such removal. This Section 13.2 states Customer’s sole and exclusive remedy for Vendor’s infringement or misappropriation of intellectual property of a third party.
13.3 Customer’s Indemnity
Customer shall defend and indemnify Vendor and its Third Party Vendors against any and all Losses incurred by Vendor and its Third Party Vendors arising out of or in connection with a claim by a third party (i) alleging that the Customer Data or the Customer Trademarks, or any
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use thereof, infringes the rights of, or has caused harm to, a third party, or (ii) arising out of Customer’s breach of Sections 7.5 and 7.8.
Customer will indemnify, defend and hold harmless Vendor, its affiliates, successors, and assigns, including the applicable officers, directors, employees, and agents thereof for damages, costs and attorneys’ fees Vendor incurs from any unaffiliated third-party claim arising from Customer’s Content or Customer’s or any end user’s use of the Services.
13.4 Indemnification Procedures
The party seeking indemnification shall give prompt notice of the claim and will tender the defense; provided, however, that such party’s failure to provide notification shall not affect the indemnifying party’s indemnification obligations except to the extent that the failure to notify delays or prejudices the indemnifying party’s ability to defend the applicable claim. The indemnifying party shall conduct the defense and shall have control of the litigation, and the indemnified party shall cooperate in defending against the claim. The indemnified party shall have the right, at any time and at its own expense, to participate in the defense of the claim with counsel of its own choosing. The indemnifying party shall not make any settlement of the claim that results in any liability or imposes any obligation on the indemnified party without the prior written consent of the indemnified party. If the indemnifying party fails to (i) respond to the notice of a claim, or (ii) assume the defense of a claim, the party seeking indemnification shall have the right to defend the claim in such manner as it may deem appropriate, at the reasonable cost, expense, and risk of the indemnifying party, and the indemnifying shall promptly reimburse the indemnified party for all such costs and expenses. 14 NOTICES
Except as otherwise provided in Section 7.4 above, any notice required or permitted under the terms of this Agreement or required by law must be in writing and must be (a) delivered in person, (b) sent by registered or certified mail return receipt requested, (c) sent by overnight courier, (d) sent by facsimile (with a hard copy mailed on the same date), (e) by email whose receipt is acknowledged by an officer of the receiving Party. If to Vendor, a notice shall be forwarded to 3Di, Inc., at 3 Pointe Drive, Suite 307, Brea, CA 92821, Attn. Product Support Manager, with a copy to 3Di, Inc., 3 Pointe Drive, Suite 307, Brea, CS 92821, Attn: Mihir Desai, C.O.O. & C.F.O., and if to Customer, a notice shall be forwarded to Customer at the address provided on the signature page herein. Notices shall be considered to have been given at the time of actual delivery in person, five business days after posting if by mail, one business day if by overnight courier service, or upon receipt of machine confirmation of successful transmission by facsimile or email as described herein. 15 SURVIVAL
The following provisions shall survive any termination of this Agreement: Sections 5, 7.8, 11, 12, 13, 14, 15, 20 and 21.
16 NO ASSIGNMENT
Customer may not assign this Agreement without the prior written approval of Vendor. Any purported assignment in violation of this section shall be void.
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17 U.S. GOVERNMENT RESTRICTED RIGHTS
Any use of the Service by or on behalf of the United States of America, its agencies and/or instrumentalities (“U.S. Government”), is provided with Restricted Rights. Use, duplication, or disclosure by the U.S. Government is subject to restrictions as set forth in subparagraph I(1)(ii) of the Rights in Technical Data and Computer Software clause at DFARS 252.227- 7013 or subparagraphs I(1) and (2) of the Commercial Computer Software – Restricted Rights at 48 CFR 52.227-19, as applicable.
18 FORCE MAJEURE
Neither party will be liable to the other for any failure or delay in the performance of such party’s non-monetary obligations due to causes beyond its control, such as failure or delay caused, directly or indirectly, by fire, flood, earthquakes, other elements of nature, acts of war, terrorism, riots, civil disorders, rebellions or revolutions, epidemics, communications line or power failures, or governmental laws, court orders, and regulations imposed after the fact. 19 SECURITY AND SECURITY POLICIES
Vendor will provide the security services set forth in the Schedules (the “Security Services”).
Except to the extent caused by Vendor’s failure to provide Security Services, Vendor is not responsible for (i) unauthorized access to Customer’s Content, or (ii) damages arising out of unauthorized access.
Customer acknowledges that some of the Services may be performed by Vendor or its thirdparty suppliers outside the country(ies) where the Services are obtained, and information pertaining to Customer’s use of the Services may be incorporated into Vendor’s global database(s) to assist Vendor in providing the Services. Customer shall be solely responsible for obtaining any required consents to such off-shore support from Customer’s employees and other end users of the Services.
Vendor will provide the Services at the Service Levels set forth in the Schedules, if any, subject to all requirements and exceptions provided in the Schedules for each Service Level.
CREDITS ASSOCIATED WITH THE FAILURE TO MEET A PARTICULAR CRITICAL SERVICE LEVEL, IF ANY, ARE CUSTOMER’S SOLE AND EXCLUSIVE REMEDY FOR VENDOR’S FAILURE TO MEET THAT PARTICULAR CRITICAL SERVICE LEVEL. 20 DISENTANGLEMENT
As part of the implementation, Vendor will deliver a proposed termination assistance/data transfer plan to Customer within ninety (90) business days after the Effective Date. Customer will have five (5) business days from the date of receipt of such proposed plan to accept the plan as-is or to provide feedback regarding the proposed plan in writing. The parties will then cooperate in good faith to finalize the plan within ten (10) business days. The termination assistance/data transfer plan will not become part of this Agreement. Instead, it is intended to further describe aspects of the Services and in the event the final plan involves any chances in scope, such changes will be addressed as part of the change control process.
ATTACHMENT C
21 GENERAL PROVISIONS
Any action related to this Agreement will be governed by California law and controlling U.S. federal law. No choice of law rules of any jurisdiction will apply. Any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the Service shall be subject to the exclusive jurisdiction of the state and federal courts located in Orange County, California. This Agreement, together with the Schedules annexed hereto, represents the parties’ entire understanding relating to the use of the Service and supersedes any prior or contemporaneous, conflicting or additional, communications. No text or information set forth on any Purchase Order Form, preprinted form or document shall add to or vary the terms and conditions of this Agreement. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid or unenforceable, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the invalid or unenforceable provision(s), with all other provisions remaining in full force and effect. No joint venture, partnership, employment, or agency relationship exists between Vendor and Customer as a result of this Agreement or use of the Service. The failure of Vendor to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Vendor in writing Vendor reserves the right to assign its right to receive and collect payments hereunder. Any rights not expressly granted herein are reserved by Vendor.
IN WITNESS WHEREOF, this Agreement is duly executed by an authorized representative of both parties as of the Effective Date.
VENDOR CUSTOMER
By:____________________ By:_____________________
Name:__________________ Name:___________________
Title:___________________ Title:____________________
Customer Mailing Address:
_ _______
_ _______
_ __________
Attn:___-TBD-____________________
ATTACHMENT C
Schedule A – Vendor Licensed Software
The licenses set forth below shall be available to Customer during the term of the agreement.
Licensed Software
Number of
Production
Systems
Number of
Service
Requests/Year
Number of
Named
Users
3Di Engage for [name of Engage Product], implemented
as per Statement of Work (SOW) described under
Schedule E 1 [-TBD=] Unlimited
ATTACHMENT C
SCHEDULE B – PRODUCT MAINTENANCE & OPERATIONS SUPPORT
During the Term of this Agreement and for so long as Customer is entitled to receive the Service hereunder, Vendor shall provide the following Product Maintenance & Support Services through its Support Centers (“SC”) for the Service infrastructure and Vendor Software as follows
a. The SC will be the primary point of contact for all product support inquiries. The SC may be contacted via email at [support email id].
b. The SC will receive, log, and respond to inquiries from the Customer concerning errors or defects in the Vendor Software that cause the Vendor Software to deviate from the applicable SaaS Materials.
c. The SC is and will be staffed with qualified product support engineers who have experience with the Vendor Software and SaaS Materials and are familiar with the environments in which they operate. The SC will endeavor to provide timely and accurate answers to the Customer’s inquiries through Vendor’s Product Support team. The SC shall endeavor to rectify Vendor Software errors that impact Customer’s use and operation of the Vendor Software as set forth below. However, Vendor does not warrant that the Vendor Software will be error free, will work in combination with third party software not provided by Vendor, or will perform in an uninterrupted manner.
d. For as long as the Agreement remains in effect, Customer shall have unlimited telephone, e-mail, Website forum, and, where applicable, remote access support for the Vendor Software during the hours of operation of the SC. Excluding legal holidays in the respective geography, telephone and electronic mail support shall be available Monday through Friday.
e. Support inquiries, whether initiated by electronic mail, telephone, or otherwise, will be recorded by Vendor in the SC issue-tracking system. All inquiries will be assigned a tracking number that will be used to communicate with the Customer and to track the progress of a specific support call or inquiry.
f. Product Support inquiries shall be limited to Level 3 support. As used herein below, the following definitions apply:
Support
Level
Description Provided
by
Level 1 Level 1 support includes the following activities: receipt, logging, tracking and managing support requests from end users; initial assessment of issues; escalation to Level 2 issues requiring application and business expertise.
Customer
Level 2 Level 2 support includes the following activities: receipt of issues escalated from Level I; replication of issues; troubleshooting and diagnosis of issues; resolving issues; and escalation to Level 3 issues requiring development expertise. Level 2 will also include the receipt, logging, tracking and managing support requests.
Application Support handles Level 2 questions, typically those required in-depth knowledge of the support applications.
Vendor as
part of
Application
Support
Coverage,
further
described
in Schedule
C
ATTACHMENT C
Support
Level
Description Provided
by
Level 3 Level 3 support includes the following activities: receipt of and the diagnosis of complex issues escalated from Level 2. Level 3 issues are those that require developer level expertise or product questions that are not answered in the product documentation.
Level 3 support is provided by the Product Support Team working in tandem with the Application Support Team.
Vendor
g. The Customer and the SC contact will work together to assign a priority level when the support inquiry is initiated in accordance with the Priority Level descriptions herein. The Priority Level describes the impact that the problem is having on the Customer’s ability to effectively use the Vendor Software. The Priority Level initially assigned can be modified if circumstances warrant it and the appropriate representatives of the Customer and Vendor agree. In this instance, Vendor will agree to a target time-scale with the Customer for recovery of Services, although it may take longer to effectuate a resolution. As used herein below, the following definitions apply:
Response Time is the average time within which Vendor will take to first respond to a support inquiry.
Service Restoration is defined as the period of time until service is restored to a usable state. The service may not be restored to 100% of its original functionality or capacity but is restored to a sufficient state to reasonably continue business operations via corrective action or development of a workaround. A workaround is defined as a nonstandard method for performing a given operation which produces the same result that would be achievable if the portion of the Software affected by the problem were functioning according to the Documentation.
ATTACHMENT C
h. Priority Levels and SC average response times are as follows:
Priority
Level
Customer Impact and Response Response Time
(% of time)
Critical A major application or system is unavailable; or a complete business unit is non-operational; or part of a business unit is nonoperational in a critical business period; or there is a single failure in an element critical to the overall business and no problem bypass is available. Critical items shall be worked on continuously during regular business hours until a resolution is achieved and will take priority over all other issues.
The SC will provide a status update every four (4) hours for Critical issues or more frequently if requested by customer. 1 hour (99%)
Major Part of a major application or system is unavailable; part of a business unit is non-operational and no problem by-pass is available. Items assigned a priority level of “Major” will be worked on in order of priority as mutually agreed upon by Licensee and Vendor support personnel. Major items take priority over Minor items and shall be worked on continuously during regular business hours until a resolution is achieved.
The SC will provide a status update daily for Major issues or more frequently if requested by customer.
2 hours
(99%)
Minor A problem has occurred which would normally be categorized as Critical or Major, but a problem by-pass is available.
Inconvenience is increased, but functionality is not highly affected and workaround is an acceptable alternative. Minor items will be worked on after Critical and Major items have been resolved and based on priority as mutually agreed upon by Vendor and Licensee support personnel.
The SC will provide a status update weekly for Minor issues or more frequently if requested by Customer.
4 hours
(95%)
Cosmetic A minor application, hardware component, system or service problem which does not have a serious business impact. This also includes a user perceived problem which does not require an immediate response and may be dealt with by a routine upgrade or maintenance release. Such workarounds and patches may be held in abeyance pending a combined release.
4 hours
(95%)
All times specified may be impacted by availability of Customer internal support, if required, to assist in investigation or resolution.
ATTACHMENT C
Although Vendor will endeavor to provide a resolution for all errors within the times indicated above, Vendor does not guarantee that all errors will be resolved within these times or that a Resolution will be provided at all.
Vendor shall have the right to modify the foregoing support policies as agreed by Vendor and Customer, provided (1) Vendor provides Customer with at least thirty (30) days written notice of such changes, and (ii) such changes do not materially diminish Vendor’s overall technical support obligations to Customer as set forth herein.
i. The Product Maintenance & Support scope consists of the following activities. Other related activities may be considered in scope as agreed in writing by Vendor and Customer.
Single Point of Contact
• Serve as single point of contact for application and infrastructure issues • Receive, log, escalate and respond to inquiries from the Customer concerning infrastructure availability or connectivity concerns.
Issue Triage
• Field support questions on Customer-specific configurations and customizations. • Serve as single point of contact for Third Party software support issues. • Interface with Vendor support groups for technology issues which must be researched through the vendor support team.
• Interface with Product Support and Product Team.
• Interface with Customer IT organizations and network issues • Level 2 Application Support
System Maintenance
• Defect correction for Customer specific configuration and customization errors (Including Critical and non-Critical issues)
• Apply software patches and minor releases as required with appropriate documentation.
• Updating Mobile Apps for iOS & Android as new versions of devices and operating systems are released by Apple and Google respectively. • System software updates, patches
• Release Management and Version Control
• Bug Fixes and Patches related to Security: Bug fixes and patches related to security may be applied to the 3Di Engage instance of the customer as necessary.
• Minor version Updates and Enhancements: These updates and enhancement may include minor UI changes, features enhancements, minor new features.
Minor version updates and enhancements may be applied to the 3Di Engage instance of the customer with customer's approval.
• Major version Upgrade: Major version upgrade may involve significant changes to UI and User Experience, addition of new features and functionalities. Major version upgrades are release as per our product roadmap. We will notify the customer of the product roadmap. Major version upgrades will be upon request by the customer and will be fully coordinated. Major version upgrades in some cases result in additional cost to the customer.
ATTACHMENT C
Bug fixes, Patches, Updates, Enhancements and Upgrades are applied only after thorough testing and system backup. All maintenance on the production environment is scheduled during non-business hours with approval of customer and 3Di.
Operations Support
Vendor will be responsible for operation of the SaaS system described in Schedule A. Operation responsibilities include:
• System & Application Hosting
• Hardware maintenance, repair and upgrades
• System software
• System & Application Monitoring and Customer notification of errors, downtime, breaches
• System & Application sizing and tuning for optimal performance • System Security Monitoring and Notification (Unauthorized Use, Intrusion or Data Compromise)
• System Recovery from errors and/or downtime
• Reporting - Customer has access to a dashboard with reports for Utilization, System uptime, Planned/unplanned downtime and Hack attempts prevented i. The following services are excluded from the Product Support Services:
• Support for software not listed in Schedule A
• End user training
• Level 1
ATTACHMENT C
SCHEDULE C – GENIE HOURS SUPPORT)
1 SUPPORTED SOFTWARE
The Genie Hours Support Services includes application support for the solution comprised of the following Software:
Software
Software defined in Schedule A
Third party software integrated with the
Software
2 GENIE HOURS SUPPORT SCOPE
Genie Hours support activities are defined as the activities required to support and maintain a solution which are excluded from the scope of standard product maintenance support (Schedule B).
The Genie Hours Support scope consists of the following activities. Other related activities may be considered in scope as agreed in writing by Vendor and Customer.
Single Point of Contact:
• Serve as single point of contact for application and infrastructure issues • Receive, log, escalate and respond to inquiries from the Customer concerning infrastructure availability or connectivity concerns.
System Enhancements Scope Items:
• Modifications to current configurations
• New Customer specific configurations
• UI design, development, modifications
• Mobile application design, development modifications
• SR Management:
• New SRs
• SR Updates
• Knowledgebase Updates
• Technical Support
• Workflow changes
• Integration Services
• System configurations changes
ATTACHMENT C
Customer Specific Scope Items:
• Provide Level 2 support for third party tools integrated with Customer’s system such as publishing tools in use by Customer. Customer agrees to ensure that the third party vendors will provide Level 3 support to the Vendor support team and to ensure that Vendor resources are provided sufficient training on the third party tools to provide effective Level 2 support.
• Provide additional “Train The Trainer” training for the software defined in Schedule A 3 GENIE HOURS SUPPORT SERVICE DESCRIPTION
The Genie Hours support service consists of a pool of hours offered in maximum hours per month to be utilized by Customer. The Genie Hours Support Services selected by Customer are defined in Section 15, Genie Hours Support Services Parameters, of this Schedule C.
Vendor and the Customer can use the pool of hours to perform any of the activities described in Section 4, as long as the effort of those activities fit within the allocated pool of hours.
Changes to the system are documented in a Change Control Request which will provide estimates, risks etc. and must be agreed to by a designated Customer approver and managed through an agreed change management process (including roll-out).
Vendor will provide the Genie Hours support pool hours selected in Section 15 of this Schedule C for Customer to provide application support to the systems defined in Section 1 - Supported Software.
Customer may change the Genie Hours Support pool hours on a quarterly basis as agreed with Vendor unless otherwise agreed by Vendor and Customer. Vendor requires 30 days advance notice to change the Genie Hours Support service pool hours. Up to 60 days advance notice may be required to increase the level of the Genie Hours Support Service, depending on Vendor’s resource availability.
If Customer desires a change in the Application Genie Support Service, the parties will define any changes in the form of an amendment hereto.
4 SUPPORT FEES
The Genie Hours Support fees for the Support Period are included in the SaaS payment schedule.
The Genie Hours support levels may be adjusted on a quarterly basis to a level that reflects the estimated support requirements for the period. It is accepted by both parties that there will be a requirement for greater support in the pre and post go-live phases. This requirement will be reflected in the estimated support hours in Table 6 – Customer Genie Hours Support Services.
ATTACHMENT C
If more than the maximum hours per month of application support are required on short notice, additional support is available on a time and materials basis. Genie Hours Support services required in excess of those currently selected by Customer shall not be performed by Vendor and therefore costs will not be incurred without Customer approval.
Additional Genie Hours support time will be allocated via approval of an amendment hereto by Customer and Vendor.
Any travel and living expenses associated with the delivery of the Services will be invoiced separately at cost.
Vendor Support Team Members will only travel to Customer facilities if requested by Customer in writing.
5 RENEWAL OF SERVICES
Renewal of services applies to additional support services above the minimum level specified in section 16 Genie Hours Support Services of this Schedule C.
After the initial Support Period, application support services may be renewed by Customer on an annual basis; provided that, (i) Customer pays to Vendor the then-current Support Fees charged by Vendor to its clients for the applicable renewal period on or before thirty (30) days prior to the expiration of the current annual Support Period; and (ii) Vendor shall not be obligated to provide support services after the Initial Term, unless otherwise mutually agreed in writing by the parties.
Prior to the commencement of each annual renewal period, Vendor shall be entitled to increase Support Fees to the then-current Support Fees charged by Vendor to its clients for Genie Hours Support and shall provide Customer with written notice of such fee increase (which written notice may be in the form of an invoice from Vendor for support services for the renewal period).
6 SUPPORT SERVICES AVAILABILITY
Genie Hours Support services availability shall be identical to the Product Maintenance & Support service availability defined in Schedule A.
7 OTHER TERMS
The terms and conditions defined in the current effective Master Services Agreement between Customer and Vendor shall apply to this Schedule C.
ATTACHMENT C
8 SUPPORT PROCESS
Vendor and Customer will follow the following process when handling both the Product Maintenance & Support issues or Genie Hours Support issues:
• Customer will contact the Vendor support team via email, online issue tracking system or telephone hotline.
• Customer will provide all relevant information regarding the problem, circumstances leading to the problem, confirmation of Customer’s configuration details, and results of any investigations made, including any attempts to reproduce the problem. • Vendor will log the call in the Vendor Issue Management System, assign a Support Call Reference number, and pass this information to Customer staff for future reference.
• Vendor will apply the priorities defined in the Priority Level Table in Schedule B, Section h to Application Support Service issues.
If the issue is a Problem Report or System Question
• Vendor staff will assign a severity to the reported problem and identify the next action(s) to be taken.
• Vendor staff will troubleshoot and identify the most effective resolution to the issue or if needed escalate the call to the technical specialist. • Vendor staff will monitor the support request until it is resolved or it is agreed with the Customer staff that no further action can be taken.
If the issue is a request to modify a Customer system (Change Request) • Vendor staff will initiate the Change Control process • The effort to implement the request will be estimated and accommodated in accordance with the change control process agreed by Vendor and Customer. • Vendor staff and Customer will agree on an implementation schedule If access to Customer systems is only available via a Customer supplied laptop or other hardware, Vendor may only be able to work on a single issue at a time if access to the Customer system is required to resolve the issues.
9 METHODOLOGY
Any system enhancements or configuration changes work will follow the methodology defined in Vendor’s Quality Management System.
10 SYSTEM CHANGE CONTROL PROCESS
Vendor and Customer shall follow Vendor’s change control process.
ATTACHMENT C
11 REPORTING
Four reports will be sent to Customer via electronic mail each month – A Summary Report of all issues; an Open Issue Detail report of open issues; a Service Level Agreement Report of all service level agreement issues; and a Monthly Support Usage report.
Descriptions of the Vendor issue reports are listed in Table 1 - Vendor Application Support Issue Reports.
Table 2 - Vendor Application Support Issue Reports
Report Description
Summary Report A summary report of all Application Support issues Open Issue Detail Report A detail report of all non-closed Application Support issues including assigned severity level and time taken to close out issue
Service Level Agreement
Report
A detail report of all Service Level Agreement incidences including assigned severity level and time taken to close out issue
Monthly Support Usage Details on monthly usage of support hours listed by support issue
12 CUSTOMER RESPONSIBILITIES
Customer will designate a System Contact (Customer System Contact). • The Customer System Contact will be responsible for managing Customer resources required to fulfill Application Support team requests.
• The Customer System Contact will serve as Vendor’s point of contact for all Application Support Issues.
• The Customer System Contact will be trained on and will be familiar with the Customer’s System as detailed in Schedule A.
• The Customer System Contact will meet with the Vendor Regional Support Manager (or his designee) on a monthly or other mutually agreed upon schedule. • The Customer System Contact will manage and set priorities on all Customer issues including Change Requests.
• The Customer System Contact will escalate Application Support issues to Customer management when required.
• The Customer System Contact will request and obtain approval on any amendment to this Schedule C for additional Application Support services prior to performing additional services, if desired by Customer.
• The Customer will provide a steering committee governance body which will meet on an agreed upon schedule to monitor program performance and serve as an escalation mechanism to mitigate risk.
ATTACHMENT C
13 ESCALATION PATH
Vendor Escalation Path
The following path is defined for issues requiring escalation within Vendor’s management structure:
Priority Notified Party Responsibilities
1 st Level Vendor Regional Support
Manager
Involved with the daily support activities.
Liaise with support team members and progress
problem resolution. Accelerate escalation
procedure if required.
2 nd Level Vendor Global Support
Manager
Main Escalation contact after Regional Support
Manager has been contacted.
May allocate additional resources and may
agree to on-site assistance if required.
Customer Management Escalation Path
Customer will designate a System Manager and Program Manager. The following path is defined for issues requiring escalation within the Customer management structure:
Priority Notified Party Responsibilities
1 st Level System Manager Involved with the daily support activities.
Liaise with support team members and progress
problem resolution. Accelerate escalation
procedure if required.
2 nd Level Program Manager Main Escalation contact after Regional Support Manager has been contacted.
May allocate additional resources and may
agree to on-site assistance if required.
ATTACHMENT C
GENIE HOURS SUPPORT SERVICE MODELS
Application Support Service Description
App Support Service Description
Genie Support Pool-10
Maximum of 10 Hrs/Month of Application Genie
Support Services. Included in the subscription fees
described under Section 6 – License Fees, Term and
Payment.
System Replication Vendor Hosted system for support issue triage. Hosted outside of production system environment
Replicated System Installation Installation service for replica of customer system Hosting Support
Covers single point of contact (POC), & Vendor
Software maintenance, (including patch and
maintenance release installation). Does not cover
enhancements or configuration change requests,
outside of included Genie Support Pool Hours.
24x7 Emergency Support 24x7 critical issue coverage
Application Support Hours
For the purposes of this agreement, the select Genie Hours Support Services hours ar a maximum of 10 hours/month.
Monthly usage of Genie support hours shall not exceed the specified Maximum Hours/Month for the selected Genie Hours Support Service unless agreed upon by Vendor and Customer, or unless the customer chooses to purchase additional Genie Support hours in increments of 10 Hours/Month @ $1,000/month. Application Support Services
ATTACHMENT C
SCHEDULE D – INFRASTRUCTURE SERVICE LEVEL TERMS
The Services shall be available 99.9%, measured monthly, excluding scheduled maintenance.
If Customer requests maintenance during these hours, any uptime or downtime calculation will exclude periods affected by such maintenance. Further, any downtime resulting from outages of third party connections or utilities or other reasons beyond Company’s control will also be excluded from any such calculation. Customer's sole and exclusive remedy, and Company's entire liability, in connection with Service availability shall be that for each period of downtime lasting longer than one hour, Company will credit Customer 5% of Service fees for each period of 60 or more consecutive minutes of downtime; provided that no more than one such credit will accrue per day.
Downtime shall begin to accrue as soon as Customer (with notice to Company) recognizes that downtime is taking place, and continues until the availability of the Services is restored.
In order to receive downtime credit, Customer must notify Company in writing within one (2) business day from the time of downtime, and failure to provide such notice will forfeit the right to receive downtime credit. Such credits may not be redeemed for cash and shall not be cumulative beyond a total of credits for one (1) week of Service Fees in any one (1) calendar month in any event.
Company will only apply a credit to the month in which the incident occurred. Company’s blocking of data communications or other Service in accordance with its policies shall not be deemed to be a failure of Company to provide adequate service levels under this Agreement.
Excused Downtime From SLA Calculations
The Customer’s Site shall be considered available to the extent any downtime is due to:
• regularly scheduled maintenance or service upgrades;
• intentional shutdowns due to emergency interventions and/or responses to security incidents;
• problems with third-party components for which fixes have not been provided by the vendor;
• content residing on the Customer’s hosting environment; • customer-managed hardware or software ;
• configuration changes initiated by the Customer;
• the Customer’s failure to observe Vendor Hosting security and upgrade policies; or • any outages caused by Vendor application support described in Schedule B • any cause outside of Vendor’s control.
ATTACHMENT C
SCHEDULE E – AGREEMENT STATEMENT OF WORK (SOW)
[Insert SOW Document]
Attachment C
1 SOFTWARE AS A SERVICE (SaaS) SUBSCRIPTION INITIAL/RENEWAL AGREEMENT Contract Date: Subscription Renewal Date:
Company:
3Di, Inc.
3 Pointe Drive, Suite 307
Brea, CA 92821
Company Contact:
Don Christoff, Director
[email protected]
724.866.6646
Customer:
City of
Customer Contact:
Software as a Service Subscription Products: 3Di Engage Platform, rent registry, rent stabilization, and eviction management solutions.
Subscription Fees: Customer will pay $0 annually in year 1, payable annually, subject to the terms of Section 4 herein.
Pricing details, including renewal year rates, are located in Exhibit A.
Implementation Fees: Customer will pay a one-time fee of $0 upon completion of the implementation described in the
proposal, which is in Exhibit E. Final Statement of Work will be determined and agreed upon during the implementation Kick-Off meetings. Implementation pricing details are located in Exhibit E.
Number of Genie Hours support per month: 10
The Genie Hours support hours may not be carried over from one month to the next.
Initial Subscription Term: This Agreement’s Term
is 1 year, beginning on January 1,xxxx, and ending
on December 31, xxxx unless this Agreement ends
sooner according to the terms elsewhere in this
document.
Renewal Subscription Term: Upon expiration of
the initial subscription term of this Agreement,
Customer shall have the ability to renew the term of
the Agreement for up to and including X successive
additional terms of one year each on terms and
conditions. Pricing details, including renewal year
rates, are located in Exhibit A.
Subscription Service Capacity: Up to XX,XXX registered units annually.
Conditions:
• Subscription costs are applicable from January 1, XXXX • Annual payments for subscriptions are preferred but monthly payments can be accommodated upon request.
Subscriptions are billed at the time of contract execution. Implementation costs are billed upon completion of the implementation.
• Customization beyond the 10 Genie Hours in any given monthly period will be charged on a T&M basis. • Data migration and integration with other software solutions are not included unless otherwise stated. • If desired, the customer will provide web services for the integration of the city’s Microsoft AD servers or ADFS to authenticate the city staff users.
• The customer will provide access to the web services for connecting to their ESRI instance if required. • The customer will make available necessary resources for requirements gathering, testing, deployment, and training as required by the project plan.
• 3Di’s Engage solutions will provide cloud-based data archival, depending on which option that the customer decides to purchase. As long as the subscription is active, 3Di will continue the storage. The customer will have anytime access to their data and they have the ability and right to download the data for other storage/usage options.
• Any costs related to sending text message notifications are not included.
Attachment C
LIBC/3968202.1
SOFTWARE AS A SERVICE (SaaS) AGREEMENT
This SaaS Agreement (“Agreement”) is entered into on this 1 st day of January, 2024 (the “Effective Date”) between
3Di, Inc. (DBA 3Di Systems) with a place of business at 3 Pointe Drive, Suite 307, Brea, CA 92821 (“Company”), and the Customers listed above (“Customers”). This Agreement includes and incorporates the above Agreement Terms, as well as the attached Terms and Conditions and contains, among other things, warranty disclaimers, liability limitations and use limitations. There shall be no force or effect to any different terms of any related purchase order or similar form even if signed by the parties after the date hereof. 3Di, Inc.: Customer:
By: By:
Name: Name:
Title: Title:
Attachment C
3 TERMS AND CONDITIONS
1. SAAS SERVICES AND SUPPORT
1.1 Subject to the terms of this Agreement, Company will use commercially reasonable efforts to provide Customer the Services in accordance with the Service Level Terms attached hereto as Exhibit B. As part of the registration process, Customer will identify an administrative user name and password for Customer’s Company account. Company reserves the right to refuse
registration of, or cancel passwords it deems inappropriate.
1.2 Subject to the terms hereof, Company will provide
Customer with reasonable technical support services in
accordance with the terms set forth in Exhibit C.
1.3 Company uses Amazon Web Services (AWS) as the
default service provider for hosting software solutions. As such Company is subject to the terms of their services (available via the provided URLs) in Exhibit D.
2. RESTRICTIONS AND RESPONSIBILITIES
2.1 Customer will not, directly or indirectly: reverse
engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, knowhow or algorithms relevant to the Services or any software, documentation or data related to the Services (“Software”); modify, translate, or create derivative works based on the Services or any Software (except to the extent expressly permitted by Company or authorized within the Services); use the Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third; or remove any proprietary notices or labels. With respect to any Software that is distributed or provided to Customer for use on Customer premises or devices, Company hereby grants Customer a non-exclusive, nontransferable, non-sub-licensable license to use such Software during the Term only in connection with the Services.
2.2 Further, Customer may not remove or export from the United States or allow the export or re-export of the Services, Software or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority. As defined in FAR section
2.101, the Software and documentation are “commercial items” and according to DFAR section 252.227-7014(a)(1) and (5) are deemed to be “commercial computer software” and “commercial computer software documentation.” Consistent with DFAR
section 227.7202 and FAR section 12.212, any use modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement.
2.3 Customer represents, covenants, and warrants that
Customer will use the Services only in compliance with
Company’s standard published policies then in effect (the “Policy”) and all applicable laws and regulations.
2.4 Company shall own and retain all right, title and interest in and to (a) the Services and Software, all improvements, enhancements or modifications thereto, (b) any software, applications, inventions or other technology developed in connection with Implementation Services or support, and (c) all intellectual property rights related to any of the foregoing.
2.5 Notwithstanding anything to the contrary, Company shall have the right to collect and analyze data and other information relating to the provision, use and performance of various aspects of the Services and related systems and technologies (including, without limitation, information concerning Customer Data and data derived therefrom), and Company will be free (during and after the term hereof) to (i) use such information and data to improve and enhance the Services and for other development, diagnostic and corrective purposes in connection with the Services and other Company offerings, and No rights or licenses are granted except as expressly set forth herein.
Except for Company’s Software and intellectual property, Customer shall own all data and other records and deliverables specific to Customer that are provided, created or maintained pursuant to this Agreement (“Customer Data”). Company shall take reasonable measures to protect, and prevent the loss of Customer Data within Company’s custody or control.
2.6 Customer acknowledges and agrees that the Company is not providing any consulting or advisory services to the Customer, legal or otherwise, in connection with the Services or Software or Application.
3. PAYMENT OF FEES
3.1 Customer will pay Company the then applicable fees
described in the Agreement for the Services and Implementation Services in accordance with the terms therein (the “Fees”). If Customer’s use of the Services exceeds the Service Capacity set forth on the Agreement or otherwise requires the payment of additional fees (per the terms of this Agreement), Customer shall be billed for such usage and Customer agrees to pay the additional fees in the manner provided herein. Company reserves the right to change the Fees or applicable charges and to institute new charges and Fees at the end of the Initial Service Term or then-current renewal term, upon thirty (30) days prior notice to Customer (which may be sent by email). If Customer believes that Company has billed Customer incorrectly, Customer must contact Company, in order to receive an adjustment or credit. Inquiries should be directed to Company’s customer support department.
Attachment C
4 3.2 Company may choose to bill through an invoice, in which case, full payment for invoices issued in any given month must be received by Company forty-five (45) days after the mailing date of the invoice. Customer shall be responsible for all taxes associated with Services other than U.S. taxes based on Company’s net income.
4. TERM AND TERMINATION
4.1 Subject to earlier termination as provided below, this Agreement is for the Initial Service Term as specified in the Agreement, and shall be automatically renewed for additional periods of the same duration as the Initial Service Term (collectively, the “Term”), unless either party requests in writing termination at least thirty (30) days prior to the end of the thencurrent term.
4.2 In addition to any other remedies it may have, either party may also terminate this Agreement upon thirty (30) days’ notice, if the other party materially breaches any of the terms or conditions of this Agreement. Customer will pay in full for the Services up to and including the last day on which the Services are provided.
Upon termination for any reason, Customer shall cease all use of the Software and Application and the Company will make all Customer Data available to Customer for electronic retrieval for a period of 120 days, but thereafter Company shall delete stored Customer Data. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, and limitations of liability.
5. CONFIDENTIAL INFORMATION
5.1 The Company and the Customer understand and agree
that in the performance of this Agreement, each party may have access to or may be exposed to, directly or indirectly, proprietary or confidential information of the other party, including, but not limited to, trade secrets, Web site usage statistics, marketing and business plans, Customer Data and technical information (“Confidential Information”).
5.2 Each party agrees that it shall not, during the term of this Agreement and after its termination, use (except as expressly authorized by this Agreement) or disclose Confidential
Information of the other party without the prior written consent of the other party, unless the receiving party can prove such Confidential Information (i) was known to the receiving party prior to the Effective Date of this Agreement, or (ii) is or becomes publicly available without breach of this Agreement, or (iii) becomes known to the receiving party after rightful disclosure from a third party not under an obligation of confidentiality; or (iv) was independently developed by the receiving party without the use of the disclosing party’s Confidential Information. The receiving party will have the right to disclose Confidential Information without being in breach of this Agreement to the minimum extent necessary to comply with a lawful court order or government regulation, provided that the receiving party provide the disclosing party with advance written notice thereof, and reasonably cooperates with the disclosing party to seek confidential or protective treatment of such Confidential Information. In addition, the receiving party agrees to take all reasonable measures to protect and maintain in confidence the Confidential Information received from the disclosing party. With respect to Confidential Information disclosed by a party under this Agreement, this Section 5 shall supersede any existing agreement relating to confidential treatment and/or nondisclosure of Confidential Information.
6. WARRANTY AND DISCLAIMER
Company shall use reasonable efforts consistent with
prevailing industry standards to maintain the Services in a manner which minimizes errors and interruptions in the Services and shall perform the Implementation Services in a professional and workmanlike manner. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency
maintenance, either by Company or by third-party providers, or because of other causes beyond Company’s reasonable control, but Company shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption.
HOWEVER, COMPANY DOES NOT WARRANT THAT THE
SERVICES WILL BE UNINTERRUPTED OR ERROR FREE;
NOR DOES IT MAKE ANY WARRANTY AS TO THE
RESULTS THAT MAY BE OBTAINED FROM USE OF THE
SERVICES. EXCEPT AS EXPRESSLY SET FORTH IN THIS
SECTION, THE SERVICES AND IMPLEMENTATION
SERVICES ARE PROVIDED “AS IS” AND COMPANY
DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED,
INCLUDING, BUT NOT LIMITED TO, IMPLIED
WARRANTIES OF MERCHANTABILITY AND FITNESS
FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.
7. INDEMNITY
Company shall hold Customer harmless from liability to
third parties resulting from infringement by the Service of any United States patent or any copyright or misappropriation of any trade secret, provided Company is promptly notified of any and all threats, claims and proceedings related thereto and given reasonable assistance and the opportunity to assume sole control over defense and settlement; Company will not be responsible for any settlement it does not approve in writing. The foregoing obligations do not apply with respect to portions or components of the Service (i) not supplied by Company, (ii) made in whole or in part in accordance with Customer specifications, (iii) that are modified after delivery by Company, (iv) combined with other products, processes or materials where the alleged infringement relates to such combination, (v) where Customer continues allegedly infringing activity after being notified thereof or after being informed of modifications that would have avoided the alleged infringement, or (vi) where Customer’s use of the Service is not strictly in accordance with this Agreement. If, due to a claim of infringement, the Services are held by a court of competent jurisdiction to be or are believed by Company to be infringing, Attachment C
5 Company may, at its option and expense (a) replace or modify the Service to be non-infringing provided that such modification or replacement contains substantially similar features and functionality, (b) obtain for Customer a license to continue using the Service, or (c) if neither of the foregoing is commercially practicable, terminate this Agreement and Customer’s rights hereunder and provide Customer a refund of any prepaid, unused fees for the Service.
8. INSURANCE
When Company signs and delivers this Agreement to
Customer, and during this Agreement’s Term, Company shall furnish Customer with insurance forms that fully meet the requirements of and contain provisions entirely consistent with this Agreement and are incorporated into it by this reference. This Agreement’s insurance provisions: (i) are separate and
independent from the indemnification and defense provisions herein; and (ii) do not limit, in any way, the applicability, scope, or obligations of the indemnification and defense provisions.
9. LIMITATION OF LIABILITY
NOTWITHSTANDING ANYTHING TO THE
CONTRARY, EXCEPT FOR BODILY INJURY OF A PERSON,
COMPANY AND ITS SUPPLIERS, OFFICERS, AFFILIATES,
REPRESENTATIVES, CONTRACTORS AND EMPLOYEES
SHALL NOT BE RESPONSIBLE OR LIABLE WITH
RESPECT TO ANY SUBJECT MATTER OF THIS
AGREEMENT OR TERMS AND CONDITIONS RELATED
THERETO UNDER ANY CONTRACT, NEGLIGENCE,
STRICT LIABILITY OR OTHER THEORY: (A) FOR ERROR
OR INTERRUPTION OF USE OR FOR LOSS OR
INACCURACY OR CORRUPTION OF DATA OR COST OF
PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR
TECHNOLOGY OR LOSS OF BUSINESS; (B) FOR ANY
INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR
CONSEQUENTIAL DAMAGES; (C) FOR ANY MATTER
BEYOND COMPANY’S REASONABLE CONTROL; OR (D)
FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS
ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE
AMOUNTS SET FORTH IN THE INSURANCE
REQUIREMENTS, IN EACH CASE, WHETHER OR NOT
COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES.
10. FORECE MAJEURE
The Company shall not be liable to the Customer or any
other person or entity for any delay or failure in the performance of this Agreement or for loss or damage of any nature whatsoever suffered by such party due to disruption or unavailability of communication facilities, utility or Internet service provider failure, acts of war, acts of vandalism, terrorism, lightning, fire.
11. VERIFICATION AND AUDIT
The Company may, at its expense, audit the Customer’s
use of the Software and Application, provided that any such audit shall not interfere with the Customer’s business activities. The Company shall be permitted to conduct automated audits at its discretion, provided that such automated audits take place without accessing the Customer’s internal information technology networks and do not materially interfere with the Customer’s use of the Software and Application. If an audit reveals that the Customer has utilized more users than authorized or otherwise underpaid fees to the Company, the Customer shall pay the Company applicable fees based upon the agreed upon fee
schedule.
12. INDEPENDENT CONTRACTOR
The relationship of Parties is solely that of independent contractors. Nothing contained in this Agreement shall be construed to give either party the power to direct or control the activities of the other or constitute either party as the other’s partner, joint venture member, co-owner, agent, franchisee or employee.
13. COMMERCIAL ITEM
This Section shall apply if the Customer is part of the United States government, or is otherwise subject to regulations promulgated by the United States government for the procurement of goods and services. The Software and Application are both “commercial items” under FAR §2.101 and consist of
“commercial computer software” and “commercial computer software documentation” under FAR §12.212 and DFARS §227- 7202. Any use, duplication, or disclosure of the Software or Application or associated documentation by the Customer is governed solely by the terms of this Agreement. Any technical data customarily provided with the Software or Application shall also be governed by the terms of this Agreement pursuant to FAR §12.211. Further, the parties acknowledge that all items or services ordered and delivered under this Agreement are commercial items as defined under Part 12 of the Federal Acquisition Regulation (FAR). In particular, the Company agrees to be bound only by those Federal contracting clauses that apply to “commercial” suppliers and that are contained in FAR 52.212-5(e)(1) (OCT 2003). Further, in the event that the parties negotiate or agree upon a change in the price provided in this Agreement, or should the Company become entitled to an equitable adjustment in the price, the Company shall not be required to comply with the contract cost principles or cost accounting standards of the FAR.
14. BILLING
All fees listed on the SaaS Service Agreement are
exclusive of all taxes. The “Service Fees” are billed on an annual basis in advance; and, due upon receipt of invoice. This secures site, servers and resources necessary to begin project. The “Implementation Fees” are billed upon completion of the “Implementation Services” and the start of SaaS Subscription Services. All payments should be made directly to 3Di, Inc. and will not be deemed received until actually received in the Company’s offices. The Company’s mailing address for all Attachment C
6 payments is:
3Di, Inc.
Attention: Accounts Receivable
3 Pointe Drive, Suite 307
Brea, CA 92821
15. MISCELLANEOUS
This Agreement contains the entire agreement of the
parties, and supersedes (i) any and all previous or
contemporaneous agreements with respect to the subject matter hereof, whether oral or written and (ii) the End User Agreement contained on the Software and Application. In addition, any purchase orders issued by any entity other than the Company shall be valid only for the purpose of identifying this contract for reference purposes only, and any terms included in such purchase orders are void and shall be of no effect. This Agreement shall be binding and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns. This Agreement may not be assigned by the Customer without the Company’s prior written consent, such consent not to be unreasonably withheld.
The Company may assign, delegate and/or subcontract any or all of its rights or obligations hereunder. Any attempted assignment in violation of the foregoing shall be null and void. All notices and consents required or permitted to be given under this Agreement shall be in writing to the parties at the addresses designated herein or to such other address as either party may designate to the other by written notice, and shall be effective upon receipt. Written notice shall be made in the form of a certified letter, confirmed facsimile transmission or acknowledged receipt of electronic mail.
Receipt shall be deemed to have occurred: five days following mailing of a certified letter; upon receipt of confirmation of fax; and upon receipt of confirmation of receipt of e-mail. This Agreement shall be governed in all respects, including validity, interpretation and effect, by the laws of the State of California, without reference to the conflicts of laws rules or any other rules that would result in the application of a different body of law. If any part of this Agreement shall be held to be void or
unenforceable, such part will be treated as severable, leaving valid the remainder of this Agreement notwithstanding the part or parts found to be void or unenforceable. No waiver shall be effective unless it is in writing and signed by an authorized representative of the waiving party, and any such waiver shall only be applicable to the specific instance referenced in such writing. This Agreement may be executed in two counterparts, each of which shall be deemed to be an original, and both of which together shall constitute one contract. Fax copies of signatures shall also be treated as originals for purposes of this Agreement. The Customer acknowledges and agrees that the Company retains the right at any time to change the features, functionality and look-and-feel of the Software and Application. The headings in this Agreement are for purposes of reference only and shall not limit or otherwise affect the meaning hereof. Any outstanding payment obligation of the Customer, the restrictions and responsibilities provisions of Section 2, and all of Sections 5, 6, 7, 12 and 15, and any other term hereof which contemplates continuing effectiveness, shall survive the termination or expiration of this Agreement for any reason.
16. ACCEPTANCE
IN WITNESS WHEREOF, the parties have caused this
Agreement to be executed by their duly authorized representatives effective as of the Effective Date.
17. SIGNATURES
3Di, Inc. (the “Company”):
By:
Name:
Title:
Date:
Customer:
(the “Customer”):
By:
Name:
Title:
Date:
Attachment C
EXHIBIT A
Pricing
Attachment C
EXHIBIT B
3Di Inc. Service Level Terms
The Services shall be available 99.9%, measured monthly, excluding scheduled maintenance. If Customer requests maintenance during these hours, any uptime or downtime calculation will exclude periods affected by such maintenance. Further, any downtime resulting from outages of third party connections or utilities or other reasons beyond Company’s control will also be excluded from any such calculation. Customer's sole and exclusive remedy, and Company's entire liability, in connection with Service availability shall be that for each period of downtime lasting longer than one hour, Company will credit Customer 5% of Service fees for each period of 60 or more consecutive minutes of downtime; provided that no more than one such credit will accrue per day. Downtime shall begin to accrue as soon as Customer (with notice to Company) recognizes that downtime is taking place, and continues until the availability of the Services is restored. In order to receive downtime credit, Customer must notify Company in writing within 24 hours from the time of downtime, and failure to provide such notice will forfeit the right to receive downtime credit. Such credits may not be redeemed for cash and shall not be cumulative beyond a total of credits for one (1) week of Service Fees in any one (1) calendar month in any event. Company will only apply a credit to the month in which the incident occurred.
Company’s blocking of data communications or other Service in accordance with its policies shall not be deemed to be a failure of Company to provide adequate service levels under this Agreement.
Attachment C
EXHIBIT C
Company will provide remote (via WebEx, email, and telephone as necessary) technical support for our services on a business day basis. Business day is defined as 8:00 AM through 5:00 PM Central Time zone, excluding federal holidays and weekends (“Support Hours”).
Company will provide an online tool such as “Zoho” for issue management to support services covered in the scope for this agreement. Management and tracking of the issues will be done using this tool.
Customer will report the issue via email, telephone or by logging the issue in the issue managements system. If the issue is logged via email or telephone, the Company shall enter the same into the issue management system.
All the stakeholders who have access to the issue management system will be able to get status of the issues anytime.
Company will use commercially reasonable efforts to respond to all Helpdesk tickets within one (1) business day.
Company provides two types of support services: Maintenance, Operations, and Support (MOS) and “Genie Hours”.
Maintenance, Operations, and Support (MOS) is defined as the following:
“Genie Hours” Support is defined as the following:
3Di’s Maintenance, Operations & Support (MOS) Program is a comprehensive support program that gives customers maximum flexibility and highest level of support for applications developed by 3Di. • Maintenance
o System Software Updates, Bug Fixes, and Patches
o Coordinate Release Management and Version Control with the customer o Routine system and application log maintenance to ensure system performance and problem resolution
• Operation
o Systems, application monitoring, and customer notification of errors, downtime, security breach, or issues that affect the System
o System and application tuning for optimal performance o System Security Monitoring & Notification (Unauthorized use, intrusion or data compromise) o System Recovery from errors and/or downtime
• Support
o Support Request Management
▪ Phone Support: M-F (Except Holidays) 0800-1700 hours
▪ Email Support: 24 hours
o Web/Mobile Accessible Service Ticket Status
o Monthly Status Report for Maintenance, Operations and Support o SLA Based
Attachment C
3Di Housing Help Desk
All Housing Departments have a persistent struggle — the scarcity of resources. Housing Departments often find themselves grappling with a double-edged dilemma. First is locating and training competent staff to support property owners and tenants in navigating software systems. Second, the relentless demand for assistance that these end-users require siphons precious time and effort away from the essential work of managing housing programs. This dual challenge leaves Housing Departments in a conundrum, torn between fulfilling their support obligations and focusing on the mission-critical tasks that directly impact housing programs.
3Di Housing Help Desk is here to simplify this process.
Service Focus:
• End-User Support: 3Di Housing Help Desk offers comprehensive support to end-users using 3Di Engage-based Housing Solutions. These solutions encompass Housing Registry, Housing Eviction Management, and Housing Rental Inspection.
• End-User Assistance: We act as an extension of your team, ensuring property owners and tenants can make the most of 3Di Engage for Housing solutions. This encompasses tasks such as property registration, handling petitions, and addressing payment-related inquiries.
Distinctive Features:
• Flexibility: Our support is tailored to your needs, whether it's just a few hours each week or round-theclock assistance. • Scalability: 3Di Housing Help Desk can be tailored to meet your requirements, which is especially valuable for housing programs with seasonal demand, such as annual registries. • Multi-Channel Access: Customers can reach the 3Di Housing Help Desk conveniently through phone, chat, or email.
• Resolution Escalation Process: Issues are handled via a personalized process to meet the needs of your programs.
• Insightful Reporting: Gain valuable insights into support effectiveness with our reporting and analytics tools.
• Manned Phone Call Support: Monday through Friday, 8 am to 12 pm, Pacific Time. All US national holidays are not available for service.
SUPPORT SLA
Attachment C
Severity Impact Examples Max Response Time
1 – High Unable to perform core
functionality in
production system and
no workarounds exist
System unavailable; users
unable to login
4 business hours
2- Medium Unable to perform core
functionality in
production system but
workarounds available.
Intakes working but
integration with the other
system down due to
network issues.
12 business hours
3 - Low Unable to perform nonessential functionality in production system;
maintenance tasks;
enhancement requests
Typographical errors, label
changes, Screen Display
issues, etc.
24 business hours
4 – Planned Modify and existing
feature or add a new
feature
Make Changes to UI,
Change Configuration for
workflow, New report
Depending on scope of work.
With approval of the
customer.
“Genie Hours” Support is defined as the following:
• Flexible Support (Genie Hours) including:
o User Interface (UI) Changes
o Technical support
o Workflow Changes
o Systems Integration
o Reports and Analytics support
o System configuration changes (e.g., role management, identity management) • Genie Hours Support is limited to 10 Genie hours/month. • Genie hours may not be rolled over from month to month.
EXHIBIT D
Attachment C
Amazon Web Services Terms and Customer Agreement
Amazon Web Services (AWS) Service Terms: https://aws.amazon.com/service-terms/ Amazon Web Services (AWS) Customer Agreement: https://aws.amazon.com/agreement/
EXHIBIT E
PROPOSAL
Draft
PROFESSIONAL SERVICES AGREEMENT
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this XXX day of XXX, 2024 (hereinafter, the “Effective Date”), by and between the CITY OF HUNTINGTON PARK, a municipal corporation (“CITY”) Contractor X Hereinafter, (“CONTRACTOR”). For the purposes of this Agreement CITY and CONTRACTOR may be referred to collectively by the capitalized term “Parties.” The capitalized term “Party” may refer to CITY or CONTRACTOR interchangeably.
NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, CITY and CONTRACTOR agree as follows:
I. ENGAGEMENT TERMS
1.1 SCOPE OF SERVICES: Subject to the terms and conditions set forth in this Agreement and all exhibits attached and incorporated hereto, CONTRACTOR agrees to perform the services and tasks set forth in Exhibit “A” (hereinafter referred to as the “Scope of Services”).
CONTRACTOR further agrees to furnish to CITY all labor, tools, supplies, equipment, services, tasks and incidental and customary work necessary to competently perform and timely complete the services and tasks set forth in the Scope of Services. For the purposes of this Agreement the aforementioned services and tasks set forth in the Scope of Services shall hereinafter be referred to generally by the capitalized term “Work.”
1.2 TERM: This Agreement shall commence on XXX, XXXX to December 31, 2025. It is the CONTRACTOR’S responsibility to request an extension at least (60) days in advance of the expiration of term of the Agreement. Nothing in this Section shall operate to prohibit or otherwise restrict the CITY’s ability to terminate this Agreement at any time for convenience or for cause.
1.3 COMPENSATION:
A. CONTRACTOR shall perform the various services and tasks set forth in the Scope of Services Exhibit “A”.
B. Section 1.3(A) notwithstanding, CONTRACTOR’S total compensation during the Term of this Agreement or any extension term shall not exceed the budgeted aggregate sum of $XXX,XXX (hereinafter, the “Not-to-Exceed Sum”), unless such added expenditure is first approved by the CITY acting in consultation with the City Manager and the Director of Finance. In the event CONTRACTOR’S charges are projected to exceed the Not-toExceed Sum prior to the expiration of the Term or any single extension term, CITY may suspend CONTRACTOR’S performance pending CITY approval of any anticipated expenditures in excess of the Not-to-Exceed Sum or any other CITY-approved amendment to the compensation terms of this Agreement.
1.4 PAYMENT OF COMPENSATION: Following the conclusion of each calendar month, CONTRACTOR shall submit to CITY an itemized invoice indicating the services and tasks performed during the recently concluded calendar month, including services and tasks Attachment D
performed. If the amount of CONTRACTOR’S monthly compensation is a function of hours worked by CONTRACTOR’S personnel, the invoice shall indicate the number of hours worked in the recently concluded calendar month, the persons responsible for performing the Work, the rate of compensation at which such services and tasks were performed, the subtotal for each task and service performed and a grand total for all services performed. Within thirty (30) calendar days of receipt of each invoice, CITY shall notify CONTRACTOR in writing of any disputed amounts included in the invoice. Within forty-five (45) calendar day of receipt of each invoice, CITY shall pay all undisputed amounts included on the invoice. CITY shall not withhold applicable taxes or other authorized deductions from payments made to CONTRACTOR.
1.5 ACCOUNTING RECORDS: CONTRACTOR shall maintain complete and accurate records with respect to all matters covered under this Agreement during and for a period of three (3) years after the expiration or termination of this Agreement. CITY shall have the right to access and examine such records, without charge. CITY shall further have the right to audit such records, to make transcripts therefrom and to inspect all program data, documents, proceedings, and activities. The City shall own all accounting records maintained by the CONTRACTOR.
1.6 ABANDONMENT BY CONTRACTOR: In the event CONTRACTOR ceases to perform the Work agreed to under this Agreement or otherwise abandons the undertaking contemplated herein prior to the expiration of this Agreement or prior to completion of any or all tasks set forth in the Scope of Services, CONTRACTOR shall deliver to CITY immediately and without delay, all materials, records and other work product prepared or obtained by CONTRACTOR in the performance of this Agreement. Furthermore, CONTRACTOR shall only be compensated for the reasonable value of the services, tasks and other work performed up to the time of cessation or abandonment, less a deduction for any damages, costs or additional expenses which CITY may incur as a result of CONTRACTOR’S cessation or abandonment.
II. PERFORMANCE OF AGREEMENT
2.1 CITY’S REPRESENTATIVES: The CITY hereby designates the City Manager and Interim Director of Community Development (hereinafter, the “CITY Representatives”) to act as its representatives for the performance of this Agreement. The City Manager shall be the chief CITY Representative. The CITY Representatives or their designee shall act on behalf of the CITY for all purposes under this Agreement. CONTRACTOR shall not accept directions or orders from any person other than the CITY Representatives or their designee.
2.2 CONTRACTOR REPRESENTATIVE AND CONTACT INFORMATION:
CONTRACTOR hereby designates or designee to act as its representative for the performance of this Agreement (hereinafter, “CONTRACTOR Representative”). CONTRACTOR Representative shall have full authority to represent and act on behalf of the CONTRACTOR for all purposes under this Agreement. CONTRACTOR Representative or his designee shall supervise and direct the performance of the Work, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Work under this Attachment D
Agreement. Notice to the CONTRACTOR Representative shall constitute notice to CONTRACTOR.
2.3 COORDINATION OF SERVICE; CONFORMANCE WITH REQUIREMENTS: CONTRACTOR agrees to work closely with CITY staff in the performance of the Work and this Agreement and shall be available to CITY staff and the CITY Representatives at all reasonable times. All work prepared by CONTRACTOR shall be subject to inspection and approval by CITY Representatives or their designees.
2.4 STANDARD OF CARE; PERFORMANCE OF EMPLOYEES: CONTRACTOR represents, acknowledges and agrees to the following:
A. CONTRACTOR shall perform all Work skillfully, competently and to the highest standards of CONTRACTOR’S profession;
B. CONTRACTOR shall perform all Work in a manner reasonably satisfactory to the CITY; C. CONTRACTOR shall comply with all applicable federal, state and local laws and regulations, including the conflict of interest provisions of Government Code section 1090 and the Political Reform Act (Government Code section 81000 et seq.); D. CONTRACTOR understands the nature and scope of the Work to be performed under this Agreement as well as any and all schedules of performance; E. All of CONTRACTOR’S employees and agents possess sufficient skill, knowledge, training and experience to perform those services and tasks assigned to them by CONTRACTOR; and
F. All of CONTRACTOR’S employees and agents (including but not limited SUBCONTRACTOR) possess all licenses, permits, certificates, qualifications and approvals of whatever nature that are legally required to perform the tasks and services contemplated under this Agreement and all such licenses, permits, certificates, qualifications and approvals shall be maintained throughout the term of this Agreement and made available to CITY for copying and inspection.
The Parties acknowledge and agree that CONTRACTOR shall perform, at CONTRACTOR’S own cost and expense and without any reimbursement from CITY, any services necessary to correct any errors or omissions caused by CONTRACTOR’S failure to comply with the standard of care set forth under this Section or by any like failure on the part of CONTRACTOR’S employees, agents, and SUB-CONTRACTOR. Such effort by CONTRACTOR to correct any errors or omissions shall be commenced immediately upon their discovery by either Party and shall be completed within seven (7) calendar days from the date of discovery or such other extended period of time authorized by the CITY Representatives in writing and in their sole and absolute discretion. The Parties acknowledge and agree that CITY’S acceptance of any work performed by CONTRACTOR or on CONTRACTOR’S behalf shall not constitute a release of any deficiency or delay in performance. The Parties further acknowledge, understand and agree that CITY has relied upon the foregoing representations of CONTRACTOR, including but not limited to the representation that CONTRACTOR possesses the skills, training, knowledge and experience necessary to perform the Work skillfully, competently and to the highest standards of CONTRACTOR’S profession.
2.5 ASSIGNMENT: The skills, training, knowledge and experience of CONTRACTOR are Attachment D
material to CITY’s willingness to enter into this Agreement. Accordingly, CITY has an interest in the qualifications and capabilities of the person(s) who will perform the services and tasks to be undertaken by CONTRACTOR or on behalf of CONTRACTOR in the performance of this Agreement. In recognition of this interest, CONTRACTOR agrees that it shall not assign or transfer, either directly or indirectly or by operation of law, this Agreement or the performance of any of CONTRACTOR’S duties or obligations under this Agreement without the prior written consent of CITY. In the absence of CITY’S prior written consent, any attempted assignment or transfer shall be ineffective, null and void and shall constitute a material breach of this Agreement.
2.6 CONTROL AND PAYMENT OF SUBORDINATES; INDEPENDENT CONTRACTOR: The Work shall be performed by CONTRACTOR or under CONTRACTOR’S strict supervision.
CONTRACTOR will determine the means, methods and details of performing the Work subject to the requirements of this Agreement. CITY retains CONTRACTOR on an independent CONTRACTOR basis and not as an employee. CONTRACTOR reserves the right to perform similar or different services for other principals during the term of this Agreement, provided such work does not unduly interfere with CONTRACTOR’S competent and timely performance of the Work contemplated under this Agreement and provided the performance of such services does not result in the unauthorized disclosure of CITY’s confidential or proprietary information. Any additional personnel performing the Work under this Agreement on behalf of CONTRACTOR are not employees of CITY and shall at all times be under CONTRACTOR’S exclusive direction and control.
CONTRACTOR shall pay all wages, salaries and other amounts due such personnel and shall assume responsibility for all benefits, payroll taxes, Social Security and Medicare payments and the like. CONTRACTOR shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, income tax withholding, unemployment insurance, disability insurance, workers’ compensation insurance and the like.
2.7 REMOVAL OF EMPLOYEES OR AGENTS: If any of CONTRACTOR’S officers, employees, agents, or SUB-CONTRACTOR is determined by the CITY Representatives to be uncooperative, incompetent, a threat to the adequate or timely performance of the tasks assigned to CONTRACTOR, a threat to persons or property, or if any of CONTRACTOR’S officers, employees, agents, or SUBCONTRACTOR fail or refuse to perform the Work in a manner acceptable to the CITY, such officer, employee, agent, or SUB-CONTRACTOR shall be promptly removed by CONTRACTOR and shall not be reassigned to perform any of the Work.
2.8 COMPLIANCE WITH LAWS: CONTRACTOR shall keep itself informed of and in compliance with all applicable federal, state or local laws to the extent such laws control or otherwise govern the performance of the Work. CONTRACTOR’S compliance with applicable laws shall include without limitation compliance with all applicable Cal/OSHA requirements.
2.9 NON-DISCRIMINATION: In the performance of this Agreement, CONTRACTOR shall not discriminate against any employee, CONTRACTOR, or applicant for employment because of race, color, creed, religion, sex, marital status, sexual orientation, national origin, ancestry, age, physical or mental disability or medical condition.
2.10. INDEPENDENT CONTRACTOR STATUS: The Parties acknowledge, understand and agree that CONTRACTOR and all persons retained or employed by CONTRACTOR are, and shall at all times remain, wholly independent CONTRACTOR and are not officials, officers, Attachment D
employees, departments or subdivisions of CITY. CONTRACTOR shall be solely responsible for the negligent acts and/or omissions of its employees, agents, CONTRACTOR and SUBCONTRACTOR. CONTRACTOR and all persons retained or employed by CONTRACTOR shall have no authority, express or implied, 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 CONTRACTOR or otherwise, unless such authority is expressly conferred to CONTRACTOR under this Agreement or is otherwise expressly conferred by CITY in writing.
III. INSURANCE
3.1 DUTY TO PROCURE AND MAINTAIN INSURANCE: Prior to the beginning of and throughout the duration of the Work, CONTRACTOR will procure and maintain policies of insurance that meet the requirements and specifications set forth under this Article. CONTRACTOR shall procure and maintain the following insurance coverage, at its own expense:
A. Commercial General Liability Insurance: CONTRACTOR shall procure and maintain Commercial General Liability Insurance (“CGL Coverage”) as broad as Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 0001) or its equivalent. Such CGL Coverage shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per occurrence and Two Million Dollars ($2,000,000.00) in the general aggregate for bodily injury, personal injury, property damage, operations, products and completed operations, and CONTRACTOR dual liability.
B. Automobile Liability Insurance: CONTRACTOR shall procure and maintain Automobile Liability Insurance as broad as Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto). Such Automobile Liability Insurance shall have minimum limits of no less than Two Million Dollars ($2,000,000.00) per accident for bodily injury and property damage.
C. Workers’ Compensation Insurance / Employer’s Liability Insurance: A policy of workers’ compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for both CONTRACTOR and CITY against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by CONTRACTOR in the course of carrying out the Work contemplated in this Agreement.
3.2 ADDITIONAL INSURED REQUIREMENTS: The CGL Coverage and the Automobile Liability Insurance shall contain an endorsement naming the CITY and CITY’S elected and appointed officials, officers, employees, agents and volunteers as additional insureds.
3.3 REQUIRED CARRIER RATING: All varieties of insurance required under this Agreement shall be procured from insurers admitted in the State of California and authorized to issue policies directly to California insureds. Except as otherwise provided elsewhere under this Article, all required insurance shall be procured from insurers who, according to the latest edition of the Best’s Insurance Guide, have an A.M. Best’s rating of no less than A: VII. CITY may also accept policies procured by insurance carriers with a Standard & Poor’s rating of no less than BBB according to the latest published edition the Standard & Poor’s rating guide. As to Workers’ Compensation Insurance/ Employer’s Liability Insurance, the CITY Representatives are authorized to authorize lower ratings than those set forth in this Section.
Attachment D
3.4 PRIMACY OF CONTRACTOR’S INSURANCE: All policies of insurance provided by CONTRACTOR shall be primary to any coverage available to CITY or CITY’S elected or appointed officials, officers, employees, agents or volunteers. Any insurance or self-insurance maintained by CITY or CITY’S elected or appointed officials, officers, employees, agents or volunteers shall be in excess of CONTRACTOR’S insurance and shall not contribute with it.
3.5 WAIVER OF SUBROGATION: All insurance coverage provided pursuant to this Agreement shall not prohibit CONTRACTOR officers, employees, agents, CONTRACTOR or SUBCONTRACTOR from waiving the right of subrogation prior to a loss. CONTRACTOR hereby waives all rights of subrogation against CITY.
3.6 VERIFICATION OF COVERAGE: CONTRACTOR acknowledges, understands and agrees, that CITY’S ability to verify the procurement and maintenance of the insurance required under this Article is critical to safeguarding CITY’S financial well-being and, indirectly, the collective well-being of the residents of the CITY. Accordingly, CONTRACTOR warrants, represents and agrees that it shall furnish CITY with original certificates of insurance and endorsements evidencing the coverage required under this Article on forms satisfactory to CITY in its sole and absolute discretion. The certificates of insurance and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf and shall be on forms provided by the CITY if requested. All certificates of insurance and endorsements shall be received and approved by CITY as a condition precedent to CONTRACTOR’S commencement of any work or any of the Work. Upon CITY’S written request, CONTRACTOR shall also provide CITY with certified copies of all required insurance policies and endorsements.
IV. INDEMNIFICATION
4.1 The Parties agree that CITY and CITY’S elected and appointed officials, officers, employees, agents and volunteers (hereinafter, the “CITY Indemnitees”) should, to the fullest extent permitted by law, be protected from any and all loss, injury, damage, claim, lawsuit, cost, expense, attorneys’ fees, litigation costs, or any other cost arising out of or in any way related to the performance of this Agreement. Accordingly, the provisions of this indemnity provision are intended by the Parties to be interpreted and construed to provide the CITY Indemnitees with the fullest protection possible under the law. CONTRACTOR acknowledges that CITY would not enter into this Agreement in the absence of CONTRACTOR’S commitment to indemnify, defend and protect CITY as set forth herein.
4.2 To the fullest extent permitted by law, CONTRACTOR shall indemnify, hold harmless and defend the CITY Indemnitees from and against all liability, loss, damage, expense, cost (including without limitation reasonable attorneys’ fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with CONTRACTOR’S performance of work hereunder or its failure to comply with any of its obligations contained in this Agreement.
4.3 CITY shall have the right to offset against the amount of any compensation due CONTRACTOR under this Agreement any amount due CITY from CONTRACTOR as a result of CONTRACTOR’S failure to pay CITY promptly any indemnification arising under this Article and related to CONTRACTOR’S failure to either (i) pay taxes on amounts received pursuant to this Agreement or (ii) comply with applicable workers’ compensation laws.
4.4 The obligations of CONTRACTOR under this Article will not be limited by the provisions of any workers’ compensation act or similar act. CONTRACTOR expressly waives its statutory immunity under such statutes or laws as to CITY and CITY’S elected and appointed officials, Attachment D
officers, employees, agents and volunteers.
4.5 CONTRACTOR agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Article from each and every CONTRACTOR or any other person or entity involved by, for, with or on behalf of CONTRACTOR in the performance of this Agreement. In the event CONTRACTOR fails to obtain such indemnity obligations from others as required herein, CONTRACTOR agrees to be fully responsible and indemnify, hold harmless and defend CITY and CITY’S elected and appointed officials, officers, employees, agents and volunteers from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONTRACTOR’S, SUB-CONTRACTOR or any other person or entity involved by, for, with or on behalf of CONTRACTOR in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys’ fees incurred by counsel of CITY’S choice.
4.6 CITY does not, and shall not, waive any rights that it may possess against CONTRACTOR because of the acceptance by CITY, or the deposit with CITY, of any insurance policy or certificate required pursuant to this Agreement. This hold harmless and indemnification provision shall apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense.
4.7 This Article and all provisions contained herein (including but not limited to the duty to indemnify, defend and hold free and harmless) shall survive the termination or normal expiration of this Agreement and is in addition to any other rights or remedies which the CITY may have at law or in equity.
V. TERMINATION
5.1 TERMINATION WITHOUT CAUSE: CITY may terminate this Agreement at any time for convenience and without cause by giving CONTRACTOR a minimum of five (5) calendar day’s prior written notice of CITY’S intent to terminate this Agreement. Upon such termination for convenience, CONTRACTOR shall be compensated only for those services and tasks which have been performed by CONTRACTOR up to the effective date of the termination.
CONTRACTOR may not terminate this Agreement except for cause as provided under Section
5.2, below. If this Agreement is terminated as provided herein, CITY may require CONTRACTOR to provide all finished or unfinished Documents and Data, as defined in Section
6.1 below, and other information of any kind prepared by CONTRACTOR in connection with the performance of the Work. CONTRACTOR shall be required to provide such Documents and Data within fifteen (15) calendar days of CITY’S written request. No actual or asserted breach of this Agreement on the part of CITY pursuant to Section 5.2, below, shall operate to prohibit or otherwise restrict CITY’S ability to terminate this Agreement for convenience as provided under this Section.
5.2 EVENTS OF DEFAULT; BREACH OF AGREEMENT:
A. In the event either Party fails to perform any duty, obligation, service or task set forth under this Agreement (or fails to timely perform or properly perform any such duty, obligation, service or task set forth under this Agreement), an event of default (hereinafter, “Event of Default”) shall occur. For all Events of Default, the Party alleging an Event of Default shall give written notice to the defaulting Party (hereinafter referred to as a “Default Notice”) which shall specify: (i) the nature of the Event of Default; (ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default shall be cured, which shall not be less than Attachment D
the applicable cure period set forth under Sections 5.2.B and 5.2C below or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Default shall constitute a breach of this Agreement if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement.
B. CONTRACTOR shall cure the following Events of Defaults within the following time periods:
i. Within three (3) business days of CITY’S issuance of a Default Notice for any failure of CONTRACTOR to timely provide CITY or CITY’S employees or agents with any information and/or written reports, documentation or work product which CONTRACTOR is obligated to provide to CITY or CITY’S employees or agents under this Agreement.
Prior to the expiration of the 3-day cure period, CONTRACTOR may submit a written request for additional time to cure the Event of Default upon a showing that CONTRACTOR has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 3-day cure period. The foregoing notwithstanding, CITY shall be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2 B.i. that exceeds seven (7) calendar days from the end of the initial 3-day cure period; or
ii. Within fourteen (14) calendar days of CITY’S issuance of a Default Notice for any other Event of Default under this Agreement. Prior to the expiration of the 14-day cure period, CONTRACTOR may submit a written request for additional time to cure the Event of Default upon a showing that CONTRACTOR has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 14-day cure period. The foregoing notwithstanding, CITY shall be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2B.ii that exceeds thirty (30) calendar days from the end of the initial 14-day cure period.
In addition to any other failure on the part of CONTRACTOR to perform any duty, obligation, service or task set forth under this Agreement (or the failure to timely perform or properly perform any such duty, obligation, service or task), an Event of Default on the part of CONTRACTOR shall include, but shall not be limited to the following: (i) CONTRACTOR’S refusal or failure to perform any of the services or tasks called for under the Scope of Services; (ii) CONTRACTOR’S failure to fulfill or perform its obligations under this Agreement within the specified time or if no time is specified, within a reasonable time; (iii) CONTRACTOR’S and/or its employees’ disregard or violation of any federal, state, local law, rule, procedure or regulation; (iv) the initiation of proceedings under any bankruptcy, insolvency, receivership, reorganization, or similar legislation as relates to CONTRACTOR, whether voluntary of involuntary; (v) CONTRACTOR’S refusal or failure to perform or observe any covenant, condition, obligation or provision of this Agreement; and/or (vii) CITY’S discovery that a statement representation or warranty by CONTRACTOR relating to this Agreement is false, misleading or erroneous in any material respect.
C. CITY shall cure any Event of Default asserted by CONTRACTOR within forty-five (45) calendar days of CONTRACTOR’S issuance of a Default Notice, unless the Event of Default cannot reasonably be cured within the 45-day cure period. Prior to the expiration of the 45-day cure period, CITY may submit a written request for additional time to cure the Event of Default upon a showing that CITY has commenced its efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 45-day cure period. The foregoing notwithstanding, an Event of Default dealing with CITY’S failure to timely pay any Attachment D
undisputed sums to CONTRACTOR as provided under Section 1.4, above, shall be cured by CITY within five (5) calendar days from the date of CONTRACTOR’S Default Notice to CITY.
D. CITY, in its sole and absolute discretion, may also immediately suspend CONTRACTOR’S performance under this Agreement pending CONTRACTOR’S cure of any Event of Default by giving CONTRACTOR written notice of CITY’S intent to suspend CONTRACTOR’S performance (hereinafter, a “Suspension Notice”). CITY may issue the Suspension Notice at any time upon the occurrence of an Event of Default. Upon such suspension, CONTRACTOR shall be compensated only for those services and tasks which have been rendered by CONTRACTOR to the reasonable satisfaction of CITY up to the effective date of the suspension. No actual or asserted breach of this Agreement on the part of CITY shall operate to prohibit or otherwise restrict CITY’S ability to suspend this Agreement as provided herein.
E. No waiver of any Event of Default or breach under this Agreement shall constitute a waiver of any other or subsequent Event of Default or breach. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.
F. The duties and obligations imposed under this Agreement and the rights and remedies available hereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. In addition to any other remedies available to CITY at law or under this Agreement in the event of any breach of this Agreement, CITY, in its sole and absolute discretion, may also pursue any one or more of the following remedies:
i. Upon written notice to CONTRACTOR, CITY may immediately terminate this Agreement in whole or in part;
ii. Upon written notice to CONTRACTOR, CITY may extend the time of performance;
iii. CITY may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for CONTRACTOR’S breach of the Agreement or to terminate the Agreement; or
iv. CITY may exercise any other available and lawful right or remedy.
CONTRACTOR shall be liable for all legal fees plus other costs and expenses that CITY incurs upon a breach of this Agreement or in the CITY’S exercise of its remedies under this Agreement.
G. In the event CITY is in breach of this Agreement, CONTRACTOR’S sole remedy shall be the suspension or termination of this Agreement and/or the recovery of any unpaid sums lawfully owed to CONTRACTOR under this Agreement for completed services and tasks.
5.3 SCOPE OF WAIVER: No waiver of any default or breach under this Agreement shall constitute a waiver of any other default or breach, whether of the same or other covenant, warranty, agreement, term, condition, duty or requirement contained in this Agreement. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.
5.4 SURVIVING ARTICLES, SECTIONS AND PROVISIONS: The termination of this Agreement Attachment D
pursuant to any provision of this Article or by normal expiration of its term or any extension thereto shall not operate to terminate any Article, Section or provision contained herein which provides that it shall survive the termination or normal expiration of this Agreement.
VI. MISCELLANEOUS PROVISIONS
6.1 DOCUMENTS & DATA; LICENSING OF INTELLECTUAL PROPERTY: All Documents and Data shall be and remain the property of CITY without restriction or limitation upon their use or dissemination by CITY. For purposes of this Agreement, the term “Documents and Data” means and includes all reports, analyses, correspondence, plans, drawings, designs, renderings, specifications, notes, summaries, strategies, charts, schedules, spreadsheets, calculations, lists, data compilations, documents or other materials developed and/or assembled by or on behalf of CONTRACTOR in the performance of this Agreement and fixed in any tangible medium of expression, including but not limited to Documents and Data stored digitally, magnetically and/or electronically. This Agreement creates, at no cost to CITY, a perpetual license for CITY to copy, use, reuse, disseminate and/or retain any and all copyrights, designs, and other intellectual property embodied in all Documents and Data. CONTRACTOR shall require all SUB-CONTRACTORS working on behalf of CONTRACTOR in the performance of this Agreement to agree in writing that CITY shall be granted the same right to copy, use, reuse, disseminate and retain Documents and Data prepared or assembled by any CONTRACTOR as applies to Documents and Data prepared by CONTRACTOR in the performance of this Agreement.
6.2 CONFIDENTIALITY: All data, documents, discussion, or other information developed or received by CONTRACTOR or provided for performance of this Agreement are deemed confidential and shall not be disclosed by CONTRACTOR without prior written consent by CITY. CITY shall grant such consent if disclosure is legally required. Upon request, all CITY data shall be returned to CITY upon the termination or expiration of this Agreement.
CONTRACTOR shall not use CITY’S name or insignia, photographs, or any publicity pertaining to the Work in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of CITY.
6.3 FALSE CLAIMS ACT: CONTRACTOR warrants and represents that neither CONTRACTOR nor any person who is an officer of, in a managing position with, or has an ownership interest in CONTRACTOR has been determined by a court or tribunal of competent jurisdiction to have violated the False Claims Act, 31 U.S.C., section 3789 et seq. and the California False Claims Act, Government Code section 12650 et seq.
6.4 NOTICES: All notices permitted or required under this Agreement shall be given to the respective Parties at the following addresses, or at such other address as the respective Parties may provide in writing for this purpose:
CONTRACTOR: CITY:
Contractor City of Huntington Park
Address 6550 Miles Avenue
Address Huntington Park, CA 90255
Attn.XXXX Attn: Ricardo Reyes, City Manager
Phone: (323) 582-6161
Such notices shall be deemed effective when personally delivered or successfully transmitted by facsimile as evidenced by a fax confirmation slip or when mailed, forty-eight (48) hours after deposit with the United States Postal Service, first class postage prepaid and addressed to the Attachment D
Party at its applicable address.
6.5 COOPERATION; FURTHER ACTS: The Parties shall fully cooperate with one another and shall take any additional acts or sign any additional documents as is reasonably necessary, appropriate or convenient to achieve the purposes of this Agreement.
6.6 SUBCONTRACTING: CONTRACTOR shall not SUB-CONTRACTOR any portion of the Work required by this Agreement, except as expressly stated herein, without the prior written approval of CITY. SUB-CONTRACTORS (including without limitation SUB-CONTRACTORS with SubCONTRACTOR’S), if any, shall contain a provision making them subject to all provisions stipulated in this Agreement, including provisions relating to insurance requirements and indemnification.
6.7 CITY’S RIGHT TO EMPLOY OTHER CONTRACTOR: CITY reserves the right to employ other CONTRACTOR in connection with the various projects worked upon by CONTRACTOR.
6.8 PROHIBITED INTERESTS: CONTRACTOR warrants, represents and maintains that it has not employed nor retained any company or person, other than a bona fide employee working solely for CONTRACTOR, to solicit or secure this Agreement. Further, CONTRACTOR warrants and represents that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for CONTRACTOR, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of CITY, during the term of his or her service with CITY, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
6.9 TIME IS OF THE ESSENCE: Time is of the essence for each and every provision of this Agreement.
6.10 GOVERNING LAW AND VENUE: This Agreement shall be interpreted and governed according to the laws of the State of California. In the event of litigation between the Parties, venue, without exception, shall be in the Los Angeles County Superior Court of the State of California.
If, and only if, applicable law requires that all or part of any such litigation be tried exclusively in federal court, venue, without exception, shall be in the Central District of California located in the City of Los Angeles, California.
6.11 ATTORNEYS’ FEES: If either Party commences an action against the other Party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation shall be entitled to have and recover from the losing Party reasonable attorneys’ fees and all other costs of such action.
6.12 SUCCESSORS AND ASSIGNS: This Agreement shall be binding on the successors and assigns of the Parties.
6.13 NO THIRD-PARTY BENEFIT: There are no intended third-party beneficiaries of any right or obligation assumed by the Parties. All rights and benefits under this Agreement inure exclusively to the Parties.
Attachment D
6.14 CONSTRUCTION OF AGREEMENT: This Agreement shall not be construed in favor of, or against, either Party but shall be construed as if the Parties prepared this Agreement together through a process of negotiation and with the advice of their respective attorneys.
6.15 SEVERABILITY: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
6.16 AMENDMENT; MODIFICATION: No amendment, modification or supplement of this Agreement shall be valid or binding unless executed in writing and signed by both Parties, subject to CITY approval. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver shall be void and invalid.
6.17 CAPTIONS: The captions of the various articles, sections and paragraphs are for convenience and ease of reference only, and do not define, limits, augment, or describe the scope, content, or intent of this Agreement.
6.18 INCONSISTENCIES OR CONFLICTS: In the event of any conflict or inconsistency between the provisions of this Agreement and any of the exhibits attached hereto, the provisions of this Agreement shall control.
6.19 ENTIRE AGREEMENT: This Agreement including all attached exhibits is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed herein and supersedes all other agreements or understandings, whether oral or written, or entered into between CITY and CONTRACTOR prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid or binding. No amendment, modification or supplement to this Agreement shall be valid and binding unless in writing and duly executed by the Parties pursuant to Section 6.15, above.
6.20 COUNTERPARTS: This Agreement shall be executed in three (3) original counterparts each of which shall be of equal force and effect. No handwritten or typewritten amendment, modification or supplement to any one counterpart(s) shall be valid or binding unless made to all three counterparts in conformity with Section 6.16, above. One fully executed original counterpart shall be delivered to CONTRACTOR and the remaining two original counterparts shall be retained by CITY.
Attachment D
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed the day and year first appearing in this Agreement, above.
CITY OF HUNTINGTON PARK: CONSULTANT, INC.:
By: Ricardo Reyes, City Manager By: RME
Date: Date:
APPROVED AS TO FORM:
By: City Attorney
Date:
Attachment D
EXHIBIT “A”
SCOPE OF WORK
PROPOSAL FROM SELECTED CONSULTANT.
Attachment D
ITEM 2
December 16, 2024
CITY OF HUNTINGTON PARK
Community Development Department
City Council Agenda Report
Honorable Mayor and Members of the City Council
City of Huntington Park
6550 Miles Avenue
Huntington Park, CA 90255
Honorable Mayor and Members of the City Council:
CONSIDERATION AND APPROVAL OF A RESOLUTION IN SUPPORT OF THE
SAFE ROUTES TO SCHOOL PROGRAM
IT IS RECOMMENDED THAT THE CITY COUNCIL:
1. Approve resolution 2024-32 in support of the Safe Routes to School program.
PURPOSE/JUSTIFICATION OF RECOMMENDED ACTION
The federal Safe Routes to School (SRTS) program was established in August 2005 as part of the federal transportation bill, SAFETEA-LU Act, providing funding to states to substantially improve the ability of primary and middle school students (kindergarten through 8th grade) to walk and bicycle to school safely.
A goal of the City of Huntington Park’s current Complete Streets Plan, adopted by Resolution No. 2012-18, is to encourage neighborhood-sized schools, and proactively work with the Los Angeles Unified School District to implement school decisions, which can be met in part by implementation of SRTS projects.
In 2019, the City of Huntington Park and community partners began participating in the SRTS Launch Program, a joint project of the Safe Routes Partnership and UC Berkley Safe Transportation Research and Education Center to study and implement strong and sustainable SRTS programs in California Communities. Specifically, the Launch Program contains the following recommendation:
Pass a SRTS resolution. By passing a SRTS resolution, Huntington Park can commit itself to specific actions and explorations to prioritize SRTS infrastructure and initiate a meaningful SRTS program.
The General Plan Environmental Justice Element includes policies to improve walkability across the city by improving sidewalk quality and pedestrian accessibility through the
CONSIDERATION AND APPROVAL OF A RESOLUTION IN SUPPORT OF
THE SAFE ROUTES TO SCHOOL PROGRAM