CITY OF LAGUNA NIGUEL
CITY COUNCIL AGENDA ITEM
To: Honorable Mayor and Council Members
FROM: Jonathan Orduna, Community Development Director
DATE: May 17, 2022
SUBJECT:
Approvality Development lock are min strai Series or is ta Years 2022-2025
RECOMMENDATION
Staff recommends that the City Council:
1. Approve the three-year Professional Services Agreement for CDBG Administration Services with Mike Linares, Inc.; and,
2. Authorize the City Manager to execute the Agreement and future amendments subject to the City Attorney making non-substantive changes.
BACKGROUND
Traditionally, the City has retained a consultant to prepare the Department of Housing and Urban Development's (HUD) required CDBG documents and reports and to assist staff in administering the CDBG program. Associated costs are reimbursable with CDBG funds, up to 20 percent of the annual CDBG allocation.
HUD contracting procedures allow Professional Service Agreements to last for a maximum of three years. The current CDBG PSA with Mike Linares, Inc. is due to expire on June 30, 2022. After the three-year timeframe, entitlement jurisdictions must again solicit proposals from qualified firms. On March 21, 2022, staff fulfilled this requirement by distributing a RFP for CDBG administration services to be considered for a three-year agreement from July 1, 2022 to June 30, 2025. The RFP was sent to 28 planning firms with expertise in CDBG administration.
ANALYSIS
The City is seeking assistance on the following CDBG administration services:
1. Annual Action Plans (Action Plans), which outlines how CDBG funds will be spent;
2. Annual Consolidated Performance Reports (CAPER), which summarizes the performance of the City's CDBG program for the previous year;
3. Five Year Consolidated Plan, which establishes a long-term strategy for the use of the City's CDBG funds over the next five years, due in May 2025;
4. Integrated Disbursement and Information System (IDIS) maintenance, which includes data entry associated with HUD's computer database and fund tracking system;
5. Annual service provider on-site monitoring; and,
6. CDBG general program administration, technical support, and facilitation of communication between the City and HUD staff.
The City's request for proposal resulted in two responses:
• Mike Linares, Inc. (total agreement not-to-exceed amount of $116,500) • The Ramsay Group (total agreement not-to-exceed amount of $191,520) Mike Linares, Inc. has over 30 years of work experience with regional and municipal government agencies, including 27 years of CDBG experience, a significant portion of which took place in South Orange County cities. The City has consulted with Mike Linares, Inc. to provide CDBG administration services since July 2019. During this time, Mike Linares, Inc. has fostered strong working relationships with local public service providers and staff, in addition to comprehensive program administration for the City. For these reasons, Mike Linares, Inc. is considered by staff to be most qualified to perform the 1 Consed by state be CDBG administration duties. The proposed contract and scope of work between Mike Linares, Inc. and the City is included in Attachment A.
ALTERNATIVES CONSIDERED
The City Council may decide to select a different firm that responded to the RFP to perform CDBG administration services. However, staff does not believe this action would result in a superior outcome. Mike Linares, Inc. has shown the required capability and experience to deliver the requested services at a fair and reasonable cost.
FISCAL REVIEW
The three-year proposed PSA includes a total agreement not-to-exceed amount of $116,500. Adequate funds are allocated as part of the FY 2022-2023 budget to cover City costs incurred during the first year of the agreement. Funds for years two and three of the contract would be allocated as part of future City budgeting. Associated costs are fully reimbursable through annual CDBG grant allocations.
LEGAL REVIEW
The City Attorney's Office has reviewed and approved this report as to form.
CONCLUSION
Staff recommends that the City Council:
1. Approve the three-year Professional Services Agreement for CDBG Administration Services with Mike Linares, Inc.; and,
2. Authorize the City Manager to execute the Agreement and future amendments subject to the City Attorney making non-substantive changes.
Never 9 Emis
Tamara S. Letourneau Kevin G. Ennis
City Manager City Attorney
telo flo
Jonathan Orduna Hannah Tamaddon
Community Development Director Administrative Secretary Attachments:
A. Draft Agreement for Professional Services with Mike Linares, Inc.
ATTACHMENT A
DRAFT AGREEMENT FOR PROFESSIONAL SERVICES
WITH MIKE LINARES, INC. (
AGREEMENT FOR PROFESSIONAL SERVICES
(COMMUNITY DEVELOPMENT DEPARTMENT)
Mike Linares, Inc.
THIS AGREEMENT FOR PROFESSIONAL SERVICES ("Agreement") is entered into as of - by and between the City of Laguna Niguel, a municipal corporation Corporation, hercinate the ConSultans, doing business as Mike Linares, Inc, a California Stock RECIIALS:
1. The City of Laguna Niguel desires to retain a consultant to assist City staff in administering the Community Development Block Grant Program (CDBG), which would include general CDBG administration, preparation of the Department of Housing and Urban Development's (HUD) required documents and other tasks further described in the Scope of Services ("Scope of Services") attached hereto as Exhibit "A" and incorporated herein.
2. On March 21, 2022, City staff distributed a request for proposal for assistance with the City's CDBG program from July 1, 2022 to June 30, 2025, to 28 planning firms with expertise in CDBG administration.
3. City Staff has reviewed all the proposals and after considering the demonstrated competence of Consultant, the professional qualifications of Consultant, and the fairness and reasonableness of Consultant's proposed cost, staff has determined that an agreement to provide the required services should be awarded to Consultant.
4. The Consultant has proposed to render the required services.
5. The Consultant has the qualifications to render the required services.
6. The City desires to enter into an agreement with Consultant to provide the required services.
AGREEMENI:
NOW, THEREFORE, in consideration of the foregoing premises and the mutual promises and covenants herein contained, the parties hereto agree as follows:
1. Services to be Performed by Consultant. Consultant agrees to perform the professional services for City and to prepare and deliver the work products to City, in a manner satisfactory to City, as described in Consultant's Scope of Services, attached hereto as Exhibit "A."
2. Additional or Different Services. Any proposed changes in the Scope of Services and/or professional services which are the subject of this Agreement shall be made only by written amendment to this Agreement.
3. Term. This Agreement shall become effective on July 1, 2022, and will continue in effect until June 30, 2025, subject to termination as provided in paragraph 27 except the indemnification provisions contained in paragraph 18 shall remain in full force and effect after the Agreement is terminated.
4. Payment for Services. City agrees to pay Consultant for providing the professional services, which are described in the Scope of Services, and to pay for those services in a total amount not-to-exceed One Hundred Sixteen Thousand Five Hundred Dollars ($116,500.00) in the manner set forth in Exhibit "A" (Scope of Services) for fiscal years 2022 through 2025.. The payments for each fiscal year of this three-year Agreement shall not exceed the following amounts:
fiscal year July 1, 2022 through June 30, 2023 payment not-to-exceed Thirty One Thousand Dollars ($31,000.00), fiscal year July 1, 2023 through June 30, 2024 payment not-to-exceed Thirty One Thousand Dollars ($31,000.00), and fiscal year July 1, 2024 through June 30, 2025 payment not-to- exceed Fifty Four Thousand Five Hundred Dollars ($54,500.00).
A Invoices. Upon submission of each invoice, if the City is satisfied that the Consultant has performed the services described therein, the City shall promptly approve the invoice, in which event, payment shall be made within thirty (30) days of receipt of the invoice by City. Such approval shall not be unreasonably withheld. If City does not approve an invoice, the City shall notify Consultant in writing of the reasons for the non-approval within seven (7) days of receipt of the invoice.
5. Ownership of Documents and Drawings. All original drawings, plans, designs, reports, notes, calculations, maps, and other documents developed during the course of Consultant providing the professional services required by Exhibit "A" shall be the property of the City and shall be provided by Consultant to City upon their completion and payment of relevant invoices, or in the event the Agreement is terminated prior to completion, Consultant shall provide all work in progress, subject to payment of relevant invoices. Further, even if this Agreement is terminated, said documents shall be the property of the City and may be used by City as it determines appropriate.
Reuse or modification of any such documents by the City for purposes outside of the Scope of Services set forth in this Agreement, without Consultant's written permission, shall be at City's sole risk, and City agrees to indemnify and hold Consultant harmless from all claims, damages, and expenses, including attorney's fees, arising out of such reuse by City or others acting through City; however City shall not be liable for any unauthorized use by third parties.
6. Time is of the Essence. Consultant agrees to perform the services and deliver the work products provided for herein, when reasonably requested by City. Notwithstanding any other provisions of this Agreement, the Consultant shall not have liability for, or be deemed in breach of delays caused by, any factor outside of its reasonable control, including but not limited to natural disasters, adverse weather, or acts of the City, third parties, or other governmental agencies.
7. Consultant to Supply Instrumentalities. Consultant shall supply all instrumentalities required to perform the services under this Agreement.
8. Licenses; Standard of Care.
A. Qualifications. Consultant represents and agrees that all personnel engaged by Consultant in performing services are and shall be fully qualified and are authorized or permitted under state and local law to perform such services. Consultant represents and warrants to City that it has all licenses, permits, qualifications, and approvals required of its protession to provide the services and work required to be performed by this Agreement. Consultant further represents and warrants that it shall keep in effect all such licenses, permits, and other approvals during the term of this Agreement.
B. Standard of Care. Consultant shall perform the services under this Agreement in a skillful and competent manner. The Consultant shall be responsible to City for any errors or omissions in the performance of work pursuant to this Agreement. Should any errors caused by Consultant be found in such services or products, Consultant shall correct the errors at no additional charge to City by redoing the professional work and/or revising the work products) called for in the Scope of Services to eliminate the errors.
9. Legal Responsibilities. Consultant shall keep itself informed of all State and Federal laws and regulations which may, in any manner, affect those employed by it or in any way affect the performance of its services pursuant to this Agreement. Consultant shall, at all times, observe and comply with all such laws and regulations. City, and its officers and employees, shall not be liable at law or in equity by reason of the failure of the Consultant to comply with this paragraph.
10. Non-Assignability. Neither this Agreement nor any rights, title, interest, duties or obligations under this Agreement may be assigned, transferred, conveyed or otherwise disposed of by Consultant without the prior written consent of City.
11. Subcontracting Subject to Approval. Consultant may not subcontract any portion of the work required by this Agreement to other persons or firms unless Consultant first obtains the written consent of City to engage in such subcontracting, except that the City consents to Consultant using the subcontractors who are listed in the Scope of Services (Exhibit "A") as indicated therein.
12. Independent Consultant. Consultant is and shall at all time remain as to City a wholly independent contractor. Neither the City nor any of its officers, employees, or agents, shall have control over the conduct of the Consultant or any of the Consultant's officers, employees, or agents, Consultant shall not at any time or in any manner represent that it or any of its officers, employees, or agents, are officers, employees, or agents, of the City. Except as specified in writing by City, Consultant shall have no authority, expressed or implied, to act on behalf of City, and Consultant shall have no authority, expressed or implied, to incur any obligation or liability against the City.
Consultant shall be responsible for and pay all taxes and other payments for Consultant and its employees for Federal and State income taxes, including withholding of taxes, Social Security, worker's compensation insurance, State disability insurance, unemployment insurance, and all other similar items.
13. Administration. This Agreement will be administered by the Community Development Department. The Community Development Director or his designee shall be considered the Project Administrator and shall have the authority to act for the City under this Agreement. The Community Development Director or his designee shall represent the City in all matters pertaining to the services to be rendered pursuant to this Agreement.
14. Progress. Consultant is responsible to keep the Project Administrator and/or his designee informed on a regular basis regarding the status and progress of the work being performed pursuant to this Agreement.
15. Cooperation of City. City agrees to comply with all reasonable requests of Consultant and provide access to all documents reasonable necessary for the performance of Consultant's duties under this Agreement with the exception of those documents, which the Scope of Services calls upon the Consultant to prepare.
16. Confidentiality. No news releases, including photographs, public announcements, or confirmations of the same, of any part of the work being performed pursuant to this Agreement shall be made without prior written approval of the City. The information which results from performing the services required by this Agreement is to be kept confidential unless the release of information is authorized by the City.
17. Conflicts of Interest. Consultant represents that it is not currently engaged in and has not contracted to perform work on the behalf of any party or parties whose interests are or would reasonably appear to be adverse to those of City. In the event that Consultant should discover that it has represented, is representing or is being requested to perform work for a party or parties with interests adverse to those of City, Consultant shall immediately notify City in writing of such situation.
Said notification requirement shall apply to all work performed by Consultant for another party or parties, with interests adverse to those of City, on a subcontract as well as on a contract or other basis. Further, the Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act"), which (1) requires such persons to disclose financial interest that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. If subject to the Act, Consultant shall comply with all requirements of the Act. Failure to do so constitutes a material breach and is grounds for termination of this Agreement by the City. Consultant agrees not to provide services within the City boundaries for any other public or private entities without prior written approval from City.
18. Indemnification.
General Indemnity. To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, defend, hold harmless and indemnify City and its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent consultant in the role of City officials (collectively "Indemnitees"), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens, and losses of any nature whatsoever, including fees of accountants, attorneys, or other professionals and all costs associated therewith and the payment of all consequential damages (collectively "Liabilities"), in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Consultant, its officers, agents, servants, employees, subcontractors, materialmen, consultants or their officers, agents, servants or employees (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees as determined by court decision or by the agreement of the Parties. Consultant shall defend the Indemnitees in any action or actions filed in connection with any Liabilities with counsel of the Indemnitees' choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by Indemnitees in connection therewith.
For Design Professional Services. If Consultant's services hereunder include the performance of professional services by a "design professional," as the term is defined under California Civil Code § 2782.8(c), then to the fullest extent permitted by law, Consultant shall, at its sole cost and expense, indemnify and hold harmless the Indemnitees, and each of them, from and against any and all Liabilities, including fees of accountants and other professionals, and all costs associated therewith, and reimbursement of attorneys' fees and costs of defense, whether actual, alleged or threatened, to the extent arising out of, pertaining to, or relating to, in whole or in part, the negligence, recklessness or willful misconduct of the Consultant, and/or its officers, agents, servants, employees, subcontractors, contractors or their officers, agents, servants or employees (or any entity or individual for whom the Consultant shall bear legal liability) in the performance of design professional services under this Agreement. Notwithstanding the foregoing and as required by Civil Code § 2782.8(a), in no event shall the cost to defend the Indemnitees that is charged to Consultant, exceed Consultant's proportionate percentage of fault.
Subconsultants. Consultant shall obtain executed indemnity agreements with provisions identical to those in this Section from each and every subconsultant or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement.
D. Insurance Requirements not Limiting. City does not, and shall not, waive any rights that it may possess against Consultant because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. The indemnities in this Section shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liabilities, tax, assessment, penalty or interest asserted against City.
Survival and Offset. The provisions of this Section 19 shall survive the termination of this Agreement. City may offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant's failure to promptly pay to City any reimbursement or indemnification arising under this subparagraph.
19. Liability Insurance.
A. Insurance Policies. Without limiting Consultant's indemnification of City as described in paragraph 19, Consultant shall obtain and provide and maintain at its own expense during the term of this Agreement policy or policies of liability insurance of the type and amounts described below and satisfactory to the City Attorney. Such policies shall be signed by a person authorized by that insurer to bind coverage on its behalf and must be filed with the City prior to exercising any right or performing any work pursuant to this Agreement.
Named Additional Insured. The City of Laguna Niguel and its Council members, officers, officials, employees, agents, and volunteers shall be named as additional insureds under the policies required by subparagraphs General and Auto Insurances for all liability arising from Consultant's performance of services pursuant to this Agreement. This insurance shall be primary to any insurance maintained by the City. City insurance shall not contribute to any judgment rendered against the City.
C. Insurance Coverage. Prior to the commencement of any services hereunder, Consultant shall provide to City certificates of insurance with original endorsements, and copies of policies, if requested by City, of the following insurance coverage:
General Liability Insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO "insured contract" language will not be accepted.
2) Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 0001 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.
Professional Liability (errors & omissions) Insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this agreement. 4) Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least $1,000,000). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers. 5) Cyberliability Insurance. Consultant shall maintain cyberliability insurance in the amount of $1,000,000.00 per occurrence providing protection against claims and liabilities arising from: (i) errors and omissions in connection with maintaining security of City Data; (ii) data breach including theft, destruction, and/or unauthorized use of City Data; (iii) identity theft; and (iv) violation of privacy rights due to a breach of City Data.
D. Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City and shall require similar written express waivers and insurance clauses from each of its subconsultant.
E. Duration of Coverage. Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Work hereunder by Consultant, his agents, representatives, employees or subcontractors.
F. Primary/Noncontributing. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it.
The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the City before the City's own insurance or self-insurance shall be called upon to protect it as a named insured.
G. City's Rights of Enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.
H. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager.
Enforcement of Contract Provisions (Non-estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of noncompliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder.
J. Requirements not Limiting. Requirements of specific coverage features, or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
Notice of Cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage.
Additional Insured Status. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies.
Prohibition of Undisclosed Coverage Limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing.
Separation of Insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer's limits of liability.
The policy(ies) shall not contain any cross-liability exclusions.
O. Pass Through Clause. Consultant agrees to ensure that its subcontractor, Trother aly serve on an
subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with consultants, subconsultant, and others engaged in the project will be submitted to City for review.
P. City's Right to Revise Specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant's compensation.
Self-Insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City.
R. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.
S. Additional Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work.
20. Nondiscrimination by Consultant. Consultant represents and agrees that Consultant, its affiliates, subsidiaries, or holding companies do not and will not discriminate against any subcontractor, consultant, employee, or applicant for employment because of race, religion, color, sex, handicap, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or any protected class or basis prohibited by law. Such nondiscrimination shall include, but not be limited to, the following: employment, upgrading, demotion, transfers, recruitment, recruitment advertising, layoff, termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship.
21. City's Rights to Employ Other Consultants. City reserves the right to employ other consultants in connection with the subject matter of the Scope of Services.
22. Consultant's Records. Consultant shall keep records and invoices in connection with it work performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement. All such records shall be clearly identifiable Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.
23. Notices. Every notice, demand or request (hereinafter described in this Section as a "Notice") that is given by either party to the other under or in connection with this Agreement shall be in writing, and shall be given: (i) by email, to the applicable email address specified below; or (i) by United States certified mail, postage prepaid, return receipt requested, or by same-day or overnight reputable private courier, addressed to the party to be served at its address below.
Either party may change its email address for Notices, or its address for Notices, by a Notice given in accordance with this Section. Notices shall be deemed to have been delivered: (i) if sent by email, on the next business day, provided the sender's email system confirms has been delivered or does not indicate that delivery did not occur, as applicable; (i) if sent by certified mail, three (3) days after deposit into the U.S. mail; and iiii) if sent by private courier, one business day after deposit with the courier for overnight delivery (unless the delivery service indicates to the sender that delivery has not occurred, in which case delivery shall be deemed to occur when the delivery service indicates to the sender that it has actually occurred).
CITY: City of Laguna Niguel
Attn: Community Development Directo
30111 Crown Valley Parkway
Laguna Niguel, CA 92677
CONSULTANT: Mike Linares, Inc.
Attn: Mike Linares
P.O. Box 3913
San Clemente, CA 92672
24. Entire Agreement. This Agreement supersedes any and all agreements, either oral or written, between the parties hereto with respect to the rendering of services described in Exhibit "A" hereto by Consultant for City and contains all of the covenants and agreements between the parties with respect to the rendering of such services. Each party to this Agreement acknowledges that no representations, inducements, promises, or agreements, orally or otherwise, have been made with regard to such services by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement, or promise regarding such services not contained in this Agreement shall be valid or binding. Any modification or amendment of this Agreement will be effective only if it is in writing and signed by both parties to this Agreement.
25. Exhibits. The Exhibits referenced in this Agreement are attached hereto and incorporated herein by this reference as though set forth in full in the Agreement.
26. Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of California. Any legal action in which enforcement of the terms and conditions of this Agreement is requested, or in which it is alleged that a breach of this Agreement has taken place, shall be filed and prosecuted in the County of Orange, California.
27. Termination. Either party may terminate this Agreement, without cause or penalty, by providing written notice to the other party that the Agreement is terminated. Said written notice shall be provided at least fifteen (15) days in advance of the termination date. Unless terminated as provided herein, this Agreement shall continue in effect for the period set forth in Section 3. If City terminates this Agreement pursuant to this paragraph, Consultant's compensation shall be paid based on the percentage of the required services performed.
28. Breach of Agreement. If Consultant defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance. In the event that Consultant fails to cure its default within such period of time, City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity, or under this Agreement.
The failure of City to object to any default in the performance of the terms and conditions of this Agreement shall not constitute a waiver of either that term or condition or any other term or condition of this Agreement.
29. Attorney Fees. If any legal proceeding, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable attorney's fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which that party may be entitled.
30. Severability. If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way.
31. Successors and Assigns. The terms and conditions of this Agreement shall be binding on the successors and assigns of the parties to this Agreement.
32. Authority to Sign. The person(s) executing this Agreement on behalf of the Consultant warrants and represents that they have the authority to execute this Agreement on behalf of the Consultant and have the authority to bind the Consultant to the performance of the obligations hereunder.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.
"CITY"
CITY OF LAGUNA NIGUEL
Tamara S. Letourneau
City Manager
ATTEST:
Thy Merritt
Deputy City Clerk
APPROVED AS TO FORM BY THE
CITY ATTORNEY FOR THE
CITY OF LAGUNA NIGUEL,
CALIFORNIA
Kevin G. Ennis
City Attorney
"CONSULTANT"
Mike Linares, Inc.
a California Stock Corporation
Print Name:
Title:
EXHIBIT A
SCOPE OF SERVICES
Mike Linares, Inc.
CDBG Services
Proposal City of Laguna Niguel
July 1, 2022 - June 30, 2025
Scope of Services
Total 3-year agreement not-to-exceed amount of $116,500 includes:
FY 2022-2023 not-to-exceed $31,000
• FY 2023-2024 not-to-exceed $31,000
• FY 2024-2025 not-to-exceed $54,500
1. Annual services, billed at a rate of $105.50 per hour and not-to-exceed $31,000:
a. Annual Action Plans (Action Plans), which outlines how CDBG funds will be spent; b. Annual Consolidated Performance Reports (CAPER), which summarizes the performance of the City's CDBG program for the previous year;
c. Integrated Disbursement and Information System (IDIS) maintenance; HUD's computer database and fund tracking system;
d. Annual service-provider on-site monitoring; and
e. CDBG technical support; general program administration and facilitation of communication between the City and HUD staff.
2. Additional Scope of Work FY 2024-2025 not to exceed fixed price of $30,000 a. Five Year Consolidated Plan, is a long-term strategy for the use of the City's CDBG funds over the next give years, due May 2025;
2025-2029 CONSOLIDATED PLAN PREPARATION TASKS COSTS
DOCUMENT PREPARATION TASKS
• Review/Revise Citizen Participation Plan & Prepare $2,500 Applicable Section of the Consolidated Plan
• Prepare Housing Market Analysis $5,750
• Prepare Housing & Community Needs Assessments $5,750
• Prepare Strategic Plan $6,000
• Meeting(s) & Public Hearing(s) $1,500
• Prepare Annual Action Plan * $5,000
SUB-TOTAL $26,500
CON PLAN RELATED TASKS
• HUD Required Revisions NA
• Obtain/Prepare /Analyze Community Needs (i.e., $3,000 community survey, existing data sources, etc.) **
• Reprographics & Miscellaneous Expenses (cost +10%) *• $500 SUB-TOTAL $3,500
NOT TO EXCEED FIXED PRICE $30,000