Laguna Niguel City Council
May 20, 2025

CITY OF LAGUNA NIGUEL

CITY COUNCIL AGENDA ITEM
To: Honorable Mayor and Council Members
FROM: Jonathan Orduna, Community Development Director
DATE: May 20, 2025
SUBJECT: Approval of Professional Services Agreement with Mike Linares, Inc. for Community Development Block Grant (CDBG) Administration Services for Fiscal Years 2025-2028

RECOMMENDATION
Staff recommends that the City Council:

1. Approve the three-year Professional Services Agreement for CDBG Administration Services with Mike Linares, Inc. in a total not-to-exceed amount of $114,000 for Fiscal Years 2025-26 through 2027-28.

2. Authorize the City Manager to execute the Agreement, subject to the City Attorney making non-substantive changes.

BACKGROUND
The City has traditionally retained a consultant to prepare the U.S. Department of Housing and Urban Development's (HUD) required CDBG documents and reports and to assist with administration of the CDBG program. Associated costs are reimbursable with CDBG funds, up to 20 percent of the City's annual CDBG allocation.

HUD contracting procedures allow Professional Service Agreements to have a maximum term of three years. The current Professional Services Agreement (PSA) with Mike Linares, Inc. is set to expire on June 30, 2025. Upon expiration, entitlement jurisdictions are required to solicit proposals from qualified firms. In accordance with this requirement, on March 28, 2025, staff issued a Request for Proposals (RFP) for CDBG administration services covering the period from July 1, 2025, through June 30, 2028 (Attachment A).

The RFP was distributed to 43 planning firms with expertise in CDBG program administration.

ANALYSIS
The City is seeking assistance on the following CBG administration services:

1. Preparation of Action Plans, which outlines how CDBG funds will be spent annually;

2. Preparation of Consolidated Annual Performance and Evaluation Reports (CAPER), summarizing the City's CDBG program performance over the previous year;

3. Maintenance of the Integrated Disbursement and Information System (IDIS), including data entry and fund tracking through HUD's computer database;

4. On-site monitoring of service providers; and,

5. General CDBG program administration, technical support, and facilitation of communication between the City and HUD staff.

The City received three proposals:

Consultant Total Not-to-Exceed Amount
California Consulting $173,000
Mike Linares, Inc. $114,000
Priscila Dávila & Associates $150,000
Mike Linares, Inc. brings over 30 years of experience working 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 contracted with Mike Linares, Inc. since July 2019 for CDBG administration services. 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 CDBG administration duties. The proposed three-year PSA with Mike Linares, Inc. is included as Attachment B.

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 $114,000. The administrative 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. in a total not-to-exceed amount of $114,000 for Fiscal Years 2025-26 through 2027-28.

2. Authorize the City Manager to execute the Agreement, subject to the City Attorney making non-substantive changes.

JamaraSSetousean LatE Knife
Tamara S. Letourneau Scott Smith
City Manager City Attorney
rth Glen
Jonathan Orduna Hannah Tamaddon
Community Development Director Management Analyst
SauVigh
Sarah Viczorek
Management Assistant
Attachments:

A. RFP for CDBG Administration Services
B. Draft Agreement for Professional Services with Mike Linares, Inc.

ATTACHMENT A

RFP FOR CDBG ADMINISTRATION SERVICES

BITY OT LA GUN
COUNTE
1989

CITY OF LAGUNA NIGUEL

REQUEST FOR PROPOSALS

COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG)

ADMINISTRATION SERVICES
Community Development Department | City of Laguna Niguel 30111 Crown Valley Parkway | Laguna Niguel, CA 92677
Contact: Sarah Viczorek | Management Assistant
Phone (949) 362-4330 | [email protected] ISSUED: Friday, March 28, 2025
DUE: Friday, April 18, 2025, BY 5:00 P.M.

SECTION I - Introduction and Instructions to Applicants A: Introduction
The City of Laguna Niguel (City) invites qualified firms to submit proposals for Community Development Block Grant (CDBG) Administration Services. The successful Applicant will enter into a contract with the City of Laguna Niguel and provide services relating to CDBG Administration Services.

The City's designated staff will evaluate each proposal received. During the review process, the City reserves the right, where it may serve the City's best interest, to request additional information or clarification from those who submit a proposal, or allow clarifications, corrections of errors or omissions.

The City reserves the right to retain all proposals submitted. Submission of a proposal indicates the Consultant's acceptance of the conditions contained in this RFP request, unless clearly and specifically noted in the qualifications submitted, and confirmed in the Agreement between the City and Consultants) selected.

The preparation of the proposal will be at the expense of the Consultant. There is no expressed or implied obligation for the City to reimburse responding Consultants for any expense incurred in the preparation or submission of proposal in response to this request. All proposals submitted to the City shall become property of the City and will not be returned, unless submitted late.

The City reserves the right to reject any or all proposals, in whole or part, to waive any informality in any qualification package, and to accept the qualification package which, in its discretion, is in the best interest of the City.

The City is considering a contract term ranging from one (1) to three (3) years, consistent with existing professional services practices.

All proposals are due no later than 5:00 P.M. on Friday, April 18, 2025. Late submissions will not be accepted.

B: Tentative Schedule

MILESTONE DATE
RFP Issued Friday, March 28, 2025
Due Date for RFP Questions Friday, April 11, 2025
Proposal Submittal Deadline Friday, April 18, 2025
Tentative First Interview Week of April 21, 2025
Tentative Final Selection Tuesday, May 6, 2025
Tentative Contract Effective Date Friday, July 1, 2025
City of Laguna Niguel CDBG RFP 2025-2028 2
C: Instructions to Applicants and Procedures for Submittal Please submit three (3) original bound copies of your proposal and one (1) digital copy (PDF on USB flash drive). Proposals must be received by 5:00 P.M. on Friday, April 18, 2025. Proposals must be submitted in a sealed envelope or box bearing the name of the Applicant, marked CDBG REP and submitted to the following address:

City of Laguna Niguel
Attn: Sarah Viczorek
30111 Crown Valley Parkway
Laguna Niguel, CA 92677
Applicants are solely responsible for ensuring their proposal is received by the City in accordance with the solicitation requirements, before Submittal Deadline, and at the place specified. Postmarks will not be accepted in lieu of actual delivery. No oral, telegraphic, electronic, facsimile, or telephonic proposals or modifications will be considered unless specified. The City shall not be responsible for any delays in mail or by common carriers or by transmission errors or delays or mistaken delivery. Delivery of proposals shall be made at the office specified in this Request for Proposals. Deliveries made before the Submittal Deadline but to the wrong City office will be considered non-responsive unless re-delivery is made to the office specified before the Submittal Deadline. All proposals shall become the property of the City.

Late proposals will not be accepted and will be returned to the Applicant unopened.

D: Addenda
All questions or clarifications shall be submitted via email to Sarah Viczorek, Management Assistant, at [email protected] no later than 5:00 P.M. on Friday, April 11, 2025.

E: License Requirements
Consultants shall be authorized to conduct business in the State of California for the purpose(s) proposed in the submission. (If the Proposer is a limited liability company, compliance with California Corporations Code Section 17701.04(e) and related statutes shall be required.) F: General Conditions
ADDITIONAL INFORMATION, RIGHT TO REQUEST. The City reserves the right, where it may serve the City's best interest, to request additional information or clarifications from Applicants.

ADDITIONAL SERVICES. The Scope of Work describes the minimum work to be accomplished. Upon final selection of the firm, the Scope of Work may be modified and refined during negotiations with the City.

AUTHORIZED SIGNATURES. Every proposal must be signed by the person or persons legally authorized to bind the Applicant to a contract for the execution of the work. Upon request of the City, any agent submitting a City of Laguna Niguel CDBG RFP 2025-2028 3
proposal on behalf of an Applicant shall provide a current power of attorney certifying the agent's authority to bind the Applicant. If an individual makes the proposal, his or her name, signature, and post office address must be shown. If a firm or partnership makes the proposal, the name and post office address of the firm or partnership and the signature of at least one of the general partners must be shown. If a corporation makes the proposal, the proposal shall show the name of the state under the laws of which the corporation is chartered, the name and post office address of the corporation and the title of the person signing on behalf of the corporation. Upon request of the City, the corporation shall provide a certified copy of the bylaws or resolution of the board of directors showing the authority of the officer signing the proposal to execute contracts on behalf of the corporation.

AWARD OF PROPOSAL. Award will be made to the Applicant offering the most advantageous proposal after consideration of all Evaluation Criteria set forth in Section III. The criteria are not listed in any order of preferences. An Evaluation Committee will be established by the City. The Committee will evaluate all proposals received in accordance with the Evaluation Criteria. The City reserves the right to establish weight factors that will be applied to the criteria depending upon order of importance. Weight factors and evaluation scores will not be released until after award of proposal. The City shall not be obligated to accept the lowest priced proposal, but will make an award in the best interests of the City after all factors have been evaluated.

Discussions may, at the City's option, be conducted with responsible Applicants who submit proposals determined to be reasonably susceptible of being selected for an award. Discussions may be for the purpose of clarification to assure full understanding of, and responsiveness to, the solicitation requirements.

Applicants shall be accorded fair and equal treatment with respect to any opportunity for discussion and written revision of proposals. In conducting discussions, the City will not disclose information derived from proposals submitted by competing Applicants.

COMPLIANCE WITH LAWS. All proposals shall comply with current federal, state, and other laws relative thereto.

CANCELLATION OF SOLICITATION. The City may cancel this solicitation at any time.

CONFLICT OF INTEREST. By signing the Agreement, the successful Applicant declares and warrants that no elected or appointed official, officer or employee of the City has been or shall be compensated, directly or indirectly, in connection with the award of the Agreement or any work for the proposed project. For the term of the Agreement, no elected or appointed official, officer or employee of the City, during the term of his/her service with the City shall have any direct interest in the Agreement, or obtain any present, anticipated or future material benefit arising therefrom.

CONTRACT DOCUMENTS, EXAMINATION OF. It is the responsibility of the Applicant to carefully thoroughly examine and be familiar with these RFP documents, general conditions, all forms, specifications, drawings, plans, and addenda (if any), referred to as Contract Documents. Applicant shall satisfy himself as to the character, quantity, and quality of work to be performed and materials, labor, supervision, necessary to perform the work as specified by the Contract Documents. The failure or neglect of the Applicant to examine the Contract Documents shall in no way relieve him from any obligations with respect to the solicitation or contract. The submission of a proposal shall constitute an acknowledgment upon which the City may rely that City of Laguna Niguel CDBG RFP 2025-2028 4
the Applicant has thoroughly examined and is familiar with the contract documents. The failure or neglect of an Applicant to receive or examine any of the contract documents shall in no way relieve him from any obligations with respect to the Proposal. No claim will be allowed for additional compensation that is based upon a lack of knowledge of any solicitation document.

COSTS. The City is not liable for any costs incurred by Applicants before entering into a formal contract. Costs of developing the proposals or any other such expenses incurred by the Applicant in responding to the RFP are entirely the responsibility of the Applicant and shall not be reimbursed in any manner by the City. No reimbursable cost may be incurred in anticipation of award.

DISQUALIFICATION OF APPLICANT. If there is reason to believe that collusion exists among the Applicants, the City may refuse to consider proposals from participants in such collusion. No person, firm, or corporation under the same or different name, shall make, file, or be interested in more than one proposal for the same work unless alternate proposals are called for. Reasonable grounds for believing that any Applicant is interested in more than one Proposal for the same work will cause the rejection of all Proposals for the work in which a Applicant is interested. If there is reason to believe that collusion exists among the Applicants, the City may refuse to consider Proposals from participants in such collusion. Applicants shall submit as part of their Proposal documents the completed Non-Collusion Affidavit provided herein on page 14.

INTERPRETATION OF CONTRACT DOCUMENTS. City reserves the right to make corrections or clarifications of the information provided in this RFP. If any person is in doubt as to the true meaning of any part of the specifications or other contract documents, or finds discrepancies or omissions in the specifications, he may submit to the City a written request for an interpretation or correction.

Oral statements) interpretations or clarifications concerning meaning or intent of the contents of this RFP by any person are unauthorized and invalid. Modifications to the RFP, including, but not limited to the scope of work, can be made only by written addendum issued by the City.

All questions or clarifications shall be submitted via email to Sarah Viczorek, Management Assistant, at [email protected] no later than 5:00 P.M. on Friday, April 11, 2025.

The requesting party is responsible for prompt delivery of any requests. When the City considers interpretations necessary, interpretations will be in the form of an addendum to the contract documents, and when issued, will be sent as promptly as is practical to all parties recorded by the City as having received contract documents. All such addenda shall become a part of the contract. It is the responsibility of each Applicant to ensure the City has their correct business name and address on file. Any prospective Applicant who obtained a set of contract documents is responsible for advising the City that they have a set of contract documents and wish to receive subsequent Addenda.

IRREGULARITIES. City reserves the right to waive non-material irregularities if such would be in the best interest of the City as determined by the City Manager.

NON-EXCLUSIVE CONTRACT. The successful Applicant will enter into a NON-EXCLUSIVE contract and the City reserves the right to enter into agreements with other firms for CDBG administration services.

City of Laguna Niguel CDBG RFP 2025-2028 5
OFFERS OF MORE THAN ONE PRICE. Applicants are NOT allowed to submit more than one proposal.

OWNERSHIP: All data, documents and other products used or developed during the project will remain the property of the City upon completion of the project.

NO OBLIGATION: The release of this RFP does not obligate or compel the City to enter into a contract or agreement.

PAYMENT TERMS. The City will make payments no more than once monthly on approved invoices, with payment terms of net 30 days upon receipt of invoice. Payment for additional work, if any, will be negotiated as required. Final payment will be made after approval and acceptance of the work.

PROPOSAL, REJECTION OF. The City reserves the right to reject any or all proposals or any part of a Proposal.

The City reserves the right to reject the proposal of any Applicant who previously failed to perform adequately for the City or any other governmental agency. The City expressly reserves the right to reject the Proposal of any Applicant who is in default on the payment of taxes, licenses or other monies due the City.

PROPRIETARY INFORMATION. Proposals must NOT be marked as confidential or proprietary. City may refuse to consider a proposal so marked. Information in proposals shall become public information and is subject to disclosure laws.

PUBLIC OPENING. There will be no public opening of proposals. Prices and other proposal information shall not be made public until the proposal is awarded. At that time the submitted proposal information and executed contract will become public information.

PUBLIC RECORD. All proposals submitted in response to this RFP will become the property of the City upon submittal and a matter of public record pursuant to applicable law.

RFP PART OF AGREEMENT. This Request for Proposal and Scope of Services and all conditions will become part of the agreement between the City of Laguna Niguel and the successful Applicant.

SEVERABILITY. If any provisions, or portion of any provision, of this contract are held invalid, illegal or unenforceable, they shall be severed from the contract and the remaining provisions shall be valid and enforceable.

SUBCONTRACTOR INFORMATION. If the proposal includes the use of subcontractors, Applicant must identify specific subcontractors and the specific requirements of this RFP for which each proposed subcontractor would perform services.

SUBCONTRACTOR REFERENCES. For all subcontractors that will be used on this project, Applicants must provide a minimum of two references from similar projects performed for any local government clients within the last three years. Information provided shall include:

City of Laguna Niguel CDBG RFP 2025-2028 6
a. Client name;
b. Project description;
c. Dates (starting and ending);
d. Technical environment;
e. Staff assigned to reference engagement that will be designated for work per this RFP; f. Client project manager's name and telephone number.

TERMS OF THE OFFER. The City reserves the right to negotiate final contract terms with the Applicant selected.

The contract between the parties will consist of the City Professional Services Agreement, the RFP together with any modifications thereto, the awarded Applicant's proposal, and all modifications and clarifications that are submitted at the request of the City during the evaluation and negotiation process. In the event of any conflict or contradiction between or among these documents, the documents shall control in the following order of precedence: the final executed contract, the RFP, any modifications and clarifications to the awarded Applicant's proposal, and the awarded Applicant's proposal. Specific exceptions to this general rule may be noted in the final executed contract. Applicant understands and acknowledges that the representations above are material and important, and will be relied on by the City in evaluation of the proposal. Applicant misrepresentation shall be treated as fraudulent concealment from the City of the facts relating to the proposal.

VALIDITY. Proposal must be valid for a period of 90 days from the due date.

WITHDRAWAL OF PROPOSAL. Applicants' authorized representative may withdraw Proposals only by written request received by the Human Resources Administrator before the Proposal Submittal Deadline.

SECTION II - PROPOSAL RESPONSE REQUIREMENTS
Applicants shall submit three (3) original bound copies of your proposal and one (1) digital copy (PDF on USB flash drive) on or before the Submittal Deadline. If one document is not clearly marked "ORIGINAL", the City reserves the right to use any of the proposals as the Original.

It is imperative that all Contractors responding to the RFP comply exactly and completely with the instructions set forth herein. Proposals must be concise but with sufficient detail to allow accurate evaluation and comparative analysis. Proposals should be straightforward and provide "layman" explanations of technical terms that are used. Emphasis should be concentrated on conforming to the RFP instructions, responding to the RFP requirements, and on providing a complete and clear description of the offer.

All proposals shall be submitted on standard 8.5" by 11" paper in hard-covered binders. All pages should be numbered and identified sequentially by section. Response items must be indexed in the following order with individual tabs:

A. Cover Letter:

Proposal must be accompanied by a cover letter, signed by an individual authorized to bind the proposing entity. An unsigned proposal is grounds for rejection. The cover letter should include an introduction of the City of Laguna Niguel CDBG RFP 2025-2028 7
firm and statement of professional qualifications.

B. Company Data:

Please submit the following information:

1. Official name and address.

2. Name, address, and telephone number of the Applicant's point of contact.

3. Indicate what type of entity (corporation, company, joint venture etc). Please enclose a copy of the Joint Venture Agreement if entity is a joint venture.

4. Federal Employer I.D. Number.

5. The address, telephone numbers and fax numbers of each of your firm's locations.

6. A detailed statement indicating whether Applicant is totally or partially owned by another business organization or individual.

7. Number of years Applicant has been in business under the present business name.

8. Number of years of experience the Applicant has had in providing required, equivalent, or related services.

9. All comparable contracts entered into during the last five (5) years, completed or not. Please indicate:
• Year
• Type of Contract
• Contracting Agency

10. Any failures or refusals to complete a contract and explanation.

11. Financial interests in other lines of business.

C. Resumes and Qualifications of Personnel:

The Applicant shall furnish a personnel staffing plan with sufficient information for judging the quality and competence of the personnel dedicated to the account. In its assessment of the proposal, City will place considerable emphasis on the commitment by the Applicant to provide qualified personnel for the execution of the contract. The Applicant shall furnish resumes in outline form for the key personnel committed to this account. Applicant shall also include the number and type of additional support personnel who will be assigned to the project. The substitution or addition of individuals shall be allowed only with prior written approval of the City.

Resume Format:

Name
Position
Education
Show degrees earned and certifications, school and year of completion. Exclude company courses or information that is not relevant to the person's functional job duties.

City of Laguna Niguel CDBG RFP 2025-2028 8
Summary of Experience
In chronological order, most recent date first, summarize experience as it relates to CDBG administration services and preparation of a Consolidated Plan.

Professional Memberships/Registrations
D. Organizational Chart:

Applicant shall include an organizational chart that reflects titles of key staff and management contacts of each individual assigned to provide services under this contract.

E. References:

Applicant to provide three (3) references for whom Applicant has provided similar project services performed in California of the nature and scope as set forth in the RFP within the last five (5) years. Include name of business, name of contact person, telephone number of contact person, description of services provided.

F. Overview and Approach:
• Understanding: Applicant must include in this section its understanding of CDBG administration services in a municipal setting.
• Approach: Applicant must include in this section its approach to providing efficient and effective CDBG administration services. Include proposed administrative procedures, areas of responsibility and a discussion of service delivery such as method of contact and assignments, billing, etc. • Applicant must reference all duties as listed in the SCOPE OF WORK. Applicant must note any services NOT provided by their firm.
• Applicant shall also list any resources, City assistance or other items expected to be provided by City (computer, office, etc).
• Applicant may additionally itemize those services which are further required in the servicing of the account but are not noted in the aforementioned paragraphs as requirements. Applicant will entitle this section as ADDITIONAL SERVICES.

G. Transition Plan:

Applicant must describe how they will integrate their staff and implement their services into City operations.

H. Reports:

Applicant is required to submit samples of an Action Plan and Consolidated Annual Performance and Evaluation Report (CAPER) to the CITY.

City of Laguna Niguel CDBG RFP 2025-2028 9
I. Compensation/Payment Schedule:

Applicant is required to submit their cost proposal in the format as outlined in Section V. Applicant must state if the proposed rate is guaranteed for the term of the contract or if it is subject to adjustments. If subject to adjustments, Applicant must state the frequency of adjustments and how adjustments are determined.

J. Certificate of Insurance:

Applicant shall demonstrate the willingness and ability to submit proof of the required insurance coverage prior to execution of the contract.

K. Certification of Proposal:

Applicant is required to sign and submit the Certification.

SECTION III - PROPOSAL EVALUATION AND SELECTION
An Evaluation Committee may be established by the City. The Committee may be comprised of City staff or other personnel as determined by the City and will evaluate all proposals received in accordance with the Evaluation Criteria. The City reserves the right to establish weight factors that will be applied to the criteria depending upon order of importance. Weight factors and evaluation scores will not be released until after award of proposal. The City shall not be obligated to accept the lowest priced proposal, but will make an award in the best interests of the City after all factors have been evaluated.

Selection of qualified Applicants will be based on the following criteria as set forth herein. Criteria are listed in random sequence and are not considered in any rank or order or importance. Interviews will be held with the most qualified respondents. The recommended proposal will be submitted to the City Council for contract approval.

The proposal will be evaluated on the basis of the response to all questions and requirements of this RFP. The City shall use some or all of the following criteria in its evaluation:

1. Experience of the firm, particularly of staff assigned to supervise and administer this contract Education and experience of staff members assigned to account Demonstrated knowledge of public agencies, particularly municipalities

4. Understanding of the needs and requirements of CITY

5. Applicant's ability to perform the work within the timelines specified

6. Location of firm and availability of staff assigned to CITY

7. Quality of references

8. Proposed costs

9. Content, quality, completeness and form of submitted proposal

10. Interviews.

City of Laguna Niguel CDBG RFP 2025-2028 10

SECTION IV - SCOPE OF SERVICES
Background. The City of Laguna Niguel (City) invites qualified firms to submit proposals for CDBG Administration Services. The successful Applicant will enter into a contract with the City of Laguna Niguel and provide CDBG Administration Services.

Laguna Niguel is located in southern Orange County approximately 22 miles from Santa Ana and 54 miles south of Los Angeles. Laguna Niguel incorporated on December 1, 1989 and has a current population of approximately 65,000. The City is a general law city and operates under the council-manager form of government. The City has 67 full-time staff and various part-time staff.

Laguna Niguel is a contract city. The City has four (4) departments: City Manager (includes City Clerk, Finance, Human Resources), Public Works, Community Development (includes Planning, Building Safety & Code Enforcement), and Parks and Recreation. Police services are provided through contract with the Orange County Sheriff. Fire Protection services are provided through the Orange County Fire Authority. The City also contracts for Animal Control Services and City Attorney. The City further contracts with companies for specific tasks such as permit processing, plan check, street and facility maintenance. For more information about the City, please visit the City website at www.cityoflagunaniguel.org.

The City became an entitlement city in 1997. The City is anticipated to receive $310,000 for the 2025-2026 program year. The City typically allocates funding for service providers, administration, and capital improvement projects.

Organizational Structure. The City Manager is hired by the City Council and oversees all day to day operations.

TERM: The City is considering a contract term ranging from one (1) to three (3) years, consistent with existing professional services practices.

Attachment:

A. Standard Professional Services Agreement
City of Laguna Niguel CDBG RFP 2025-2028 11
Services To Be Provided By the Selected Applicant:

Under the direction of City staff, provide typical Community Development Block Grant Administration Services including but not limited to the following:

1. Provide general CDBG program administration services and technical support under the direction of the Community Development Director.

2. Develop, implement and administer eligible CDBG programs under the direction of the Community Development Director.

3. Provide a schedule for all HUD requirements to ensure all programs are in place.

4. Prepare and submit Reports and Plans on an annual basis for the CDBG program, including:

A. Year 1 (FY 25/26) - FY 24/25 Consolidated Annual Performance Report (CAPER), FY 26/27 Action Plan (AP)
B. Year 2 (FY 26/27) - FY 25/26 CAPER, FY 27/28 AP
C. Year 3 (FY 27/28) - FY 26/27 CAPER, FY 28/29 AP, 2030-2034 Consolidated Plan and Regional Analysis of Impediments to Fair Housing

5. Provide annual service-provider on-site monitoring.

6. Assist in the preparation of agendas, staff reports and recommendations for City Council and other special meetings.

7. Review applications and projects for compliance with the National Environmental Protection Act (NEPA) and the California Environmental Quality Act (CEQA).

8. Assist City Staff in maintaining information on the Integrated Disbursement and Information System (IDIS) and assisting with the voucher/draw-down requests.

9. Represent the City at various agency and organization meetings. Attend meetings of the City Council, City staff, public officials, community leaders, developers, contractors and the general public as directed.

10. Facilitate communication between the City of Laguna Niguel and HUD.

11. Generate monthly status reports if necessary.

12. Prepare and implement all public outreach programs and public participation under the CDBG program.

13. Coordinate all finance-related requirements between the City of Laguna Niguel and HUD.

14. Ensure public works projects using CDBG and CDBG-R funds comply with HUD regulations.

15. Provide general program administration and CDBG technical support.

OTHER SERVICES
The consultant is permitted and encouraged to include within their proposal any other alternatives or optional services deemed viable for implementation by the City.

City of Laguna Niguel CDBG RFP 2025-2028 12

SECTION V - COMPENSATION
The City will be flexible in considering methods of compensation. Consultants must provide specific details as to the proposed methods of compensation with examples as appropriate to clearly demonstrate compensation methods. If hourly rates are proposed, adequate information must be presented to match hourly rates to specific consultant staff, if applicable. It shall be specified as to whether lump sum retainers, hourly rates, or other methods of compensation include all overhead, reimbursable and out-of-pocket expenses. Consultants shall identify those expenses or support costs for which the City would be responsible.

The consultant shall specify City facility requirements necessary to provide services outlined in the consultant's proposal.

City of Laguna Niguel CDBG RFP 2025-2028 13
1989

NON-COLLUSION AFFIDAVIT
I certify that this proposal is made without prior understanding, arrangement, agreement, or connection with any corporation, firm or person submitting a proposal for the same services, materials, supplies, or equipment, and is in all respects fair and without collusion of fraud. I certify that I have not entered into any arrangement or agreement with any City of Laguna Niguel public officer. I understand collusive bidding is a violation of State and Federal law and can result in fines, prison sentences, and civil damage awards. I agree to abide by all conditions of this bid and certify that I am authorized to sign this proposal for the Applicant.

Signature of Authorized Representative
Name of Authorized Representative Title of Authorized Representative City of Laguna Niguel CDBG RFP 2025-2028 14

ATTACHMENT B

DRAFT AGREEMENT FOR PROFESSIONAL SERVICES
WITH MIKE LINARES, INC.

AGREEMENT FOR PROFESSIONAL SERVICES

BETWEEN CITY OF LAGUNA NIGUEL AND
MIKE LINARES, INC.

THIS AGREEMENT FOR PROFESSIONAL SERVICES ("Agreement") is made and acknowledged, the Parties agree as follows:

ARTICLE 1. SERVICES OF CONSULTANT

1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Consultant shall provide those services specified in the "Scope of Services" attached hereto as Exhibit A and incorporated herein by this reference, which may be referred to herein as the "services" or "work" hereunder. As a material inducement to City entering into this Agreement, Consultant represents and warrants: a) all services set forth in the Scope of Services will be performed in a competent and satisfactory manner; b) all materials used for services will be both of good quality as well as fit for the purpose intended; and, c) Consultant shall follow the highest professional standards and practices in performing the services required hereunder.

1.2 Consultant's Proposal. Consultant's proposal or bid for this Agreement ("'Consultant's Proposal"), dated April 18, 2025, shall be incorporated herein by this reference as though fully set forth herein. The Scope of Services shall include the scope of services or work included in Consultant's Proposal. In the event of any inconsistency or any conflict between the terms of Consultant's Proposal (for scope of services or work, or schedule of performance), the Consultant's Proposal shall govern, unless this Agreement provides otherwise. In the event of any inconsistency or any conflict between the terms of Consultant's Proposal, and this Agreement, the terms of this Agreement shall govern. No other terms and conditions from Consultant's Proposal, other than description of scope of services or work, as well as description of schedule of performance, shall apply to this Agreement, unless specifically agreed to by City in writing.

1.3 Compliance with Law. All services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules and regulations of City and any federal, State or local governmental agency having jurisdiction in effect at the time services are rendered City, and its elected and appointed officers, employees, agents, designated volunteers, attorneys, successors and assigns shall not be liable at law or in equity for failure of Consultant to comply with this Section.

1.4 Licenses, Permits, Fees and Assessments. Consultant shall obtain and maintain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. Consultant shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for Consultant's performance of the services -1-
required by this Agreement, and shall indemnify, defend and hold harmless City against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder.

1.5 Additional Services and Compensation. City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes to the work by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order, consistent with both Section 9.4 as well as the Laguna Niguel Municipal Code, is first given by City to Consultant, incorporating therein any adjustment in the Contract Sum for the actual costs of the extra work and/or the time to perform this Agreement, which said adjustments are subject to the written approval of Consultant. It is expressly understood by Consultant that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services or reasonably contemplated therein. Consultant hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates and that Consultant shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other consultants.

1.6 Familiarity with Work. By executing this Agreement, Consultant represents and warrants Consultant: a) has thoroughly investigated and considered services to be performed, b) has carefully considered how services should be performed, and c) fully understands the facilities, difficulties and restrictions attending performance of services under this Agreement.

1.7 Software and Computer Services. If the Scope of Services includes the provision and/or installation of any software, computer system, or other computer technology, Consultant represents and warrants that it is familiar with and/or has inspected City's current infrastructure, equipment, computer system and software and that the software, computer system, or other computer technology provided and/or installed by Consultant under this Agreement is compatible, and shall be fully functional, with such infrastructure, equipment, computer system and software of City. Consultant acknowledges that City is relying on this representation by Consultant as a material consideration in entering into this Agreement.

1.8 Prevailing Wages. If services include any "public work" or "maintenance work," as those terms are defined in California Labor Code section 1720 et seq. and California Code of Regulations, Title 8, section 16000 et seq., and if the total compensation is $1,000 or more, Consultant shall pay prevailing wages for such work and comply with the requirements in California Labor Code section 1770 et seq. and 1810 et seq., and all other applicable laws. To the maximum extent permitted by law, Consultant's obligations in Section 5.3 (Indemnification) expressly apply to acts or omissions arising out of, or incidental to, the payment of prevailing wages by any person or entity (including Consultant, its subcontractors, and each of their officers, employees and agents) in connection with any services, including without limitation the payment of all consequential damages, attorneys' fees, and other related costs and expenses. All duties of Consultant pursuant to this section shall survive termination of the Agreement.

1.9 Special Requirements. Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the "Special Requirements" attached hereto as Exhibit -2-
A and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit A and any other provisions of this Agreement, the provisions of Exhibit A shall govern.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT

2.1 Contract Sum. Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the "Schedule of Compensation" attached hereto as Exhibit A and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed One Hundred Fourteen Thousand Dollars ($114,000.00) ("Compensation Sum"), unless additional compensation is approved pursuant to Section 1.5. The Consultant shall obtain written approval from the City for any use of the Contingency Sum. Compensation may include reimbursement, for actual and necessary expenditures, if both specified in the Schedule of Compensation, as well as approved by City in advance. Upon expiration of original term of the Agreement, if term is extended (pursuant to Section 3.2 or otherwise), fees and rates may only be increased both pursuant to Section 9.4 as well as subsequent to negotiation between the Parties on a reasonable increase. The maximum of such increase shall be no greater than the CPI increase (Orange County area for the applicable period of time. City has no obligation or duty to provide any such increase. The Contract Sum shall include the attendance of Consultant at all project meetings reasonably deemed necessary by City.

Consultant agrees that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services, Consultant shall promptly notify the City Representative of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto.

2.2 Invoices. Unless some other method of payment is specified in Exhibit A, Special Requirements, in any month in which Consultant wishes to receive payment, no later than the first business day of such month, Consultant shall submit to City, in a form approved by City's Finance Director, an invoice for services rendered prior to the date of the invoice. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of this Agreement. Except as provided in Sections 7.3, 7.4 and 7.5, City shall pay Consultant for all expenses stated thereon which are approved by City pursuant to this Agreement generally within thirty (30) days, and City will use its best efforts to make payment no later than forty-five (45) days, from the submission of an invoice in an approved form. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law. Each invoice is to include (unless otherwise specified by City): 1) line items for all personnel describing the work performed, the number of hours worked, and the hourly rate; 2) line items for all materials and equipment properly charged to the services; 3) line items for all other approved reimbursable expenses claimed, with supporting documentation; and 4) line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the services.

ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence. Time is of the essence in the performance of this Agreement.

3.2 Term. Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services, which shall -3-
be no later than June 30, 2028. The term of this Agreement may be extended administratively (with total cumulative extension no greater than two years), by the City pursuant to Section 9.4 and without the need for further approval by the City Council, if the Consultant's performance is satisfactory and it is in the best interest of the City.

3.3 Schedule of Performance. Consultant shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the "Schedule of Performance" attached hereto as Exhibit A and incorporated herein by this reference.

3.4 Force Majeure. The time period(s) specified in the Schedule of Performance for pertormance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including City, (with the express exception of delays arising from the impact of COVID-19 and its variants to the extent such impact is foreseeable or should have reasonably been foreseeable, if Consultant shall within ten (10) days of the commencement of such delay notify City in writing of the causes of the delay.

City shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of City such delay is justified. City's determination shall be final and conclusive upon the Parties to this Agreement. In no event shall Consultant be entitled to recover damages against City for any delay in the performance of this Agreement, however caused, Consultant's sole remedy being extension of this Agreement pursuant to this Section.

ARTICLE 4. COORDINATION OF WORK

4.1 Consultant Representative. The Consultant Representative is Mike Linares, (President, 714-608-7263, [email protected]), who is authorized to act on Consultant's behalf with respect to the work or services specified herein and to make all decisions in connection therewith. It is expressly understood that the experience, knowledge, capability and reputation of the representative was a substantial inducement for City to enter into this Agreement. Therefore, the representative shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. For purposes of this Agreement, the representative may not be replaced nor may their responsibilities be substantially reduced by Consultant without the express written approval of City.

4.2 City Representative. The City Representative is such person as designated by the City Manager or her designee. The City Representative shall be the primary person on behalf of City responsible for the administration of the Agreement. It shall be Consultant's responsibility to assure that the City Representative is kept informed of both the progress of the performance of the services as well as any decisions which must be made by City.

4.3 Approvals from City. City approvals or actions, pursuant to the authority of this Agreement, may be made (unless otherwise specified) either by the City Manager, the Community -4-
Development Director, or by the City Representative (or by their respective delegates as provided for in writing).

4.4 Independent Contractor. Neither City, nor any of its officers, employees or agents, shall have any control over the manner or means by which Consultant, or its officers, employees, agents or subcontractors, perform the services required herein, except as otherwise set forth herein. Consultant shall perform all services required herein as an independent contractor of City and shall remain under only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it, or any of its officers, employees, agents or subcontractors, are officers, employees or agents of City. City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. Consultant represents and warrants that the personnel used to provide services to City pursuant to this Agreement shall at all times be under Consultant's exclusive control and direction.

No City employee benefits shall be available to Consultant, its officers, employees, agents or subcontractors, in connection with the performance of this Agreement. City shall not be liable for compensation or indemnification to Consultant, its officers, employees, agents or subcontractors, for injury or sickness arising out of performing services hereunder. In the event that Consultant or any officer, employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a federal or state agency, a court of competent jurisdiction, or the California Public Employees' Retirement System, to be classified as other than an independent contractor for City, then Consultant shall indemnify, defend, and hold harmless City for the payment of any and all assessed fines, penalties, judgments, employee and/or employer contributions, and any other damages and costs assessed to City as a consequence of, or in any way attributable to, the assertion that Consultant, or any officer, employee, agent, or subcontractor Consultant used to provide services under this Agreement, is/are employees of City.

4.5 Subcontracting or Assignment. The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for City to enter into this Agreement. Therefore, without express written approval of City, Consultant shall not contract with any other entity to perform in whole or in part services required hereunder without express written approval of City, and neither this Agreement nor any interest herein may be transferred or assigned. No approved transfer shall release Consultant, or any surety or insured of Consultant, of any liability hereunder without express written consent of City.

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages. Prior to commencement of any services under this Agreement, and without limiting Consultant's indemnification obligation to City, Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, for the duration of the Agreement, primary policies of insurance of the type and amounts below, 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 City, which shall cover all elected and appointed officers, employees, agents, designated -5-
volunteers, attorneys, successors and assigns of City. City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to Consultant, City and Consultant may renegotiate Consultant's compensation. (a) Commercial General Liability Insurance. A policy of commercial general liability insurance, with coverage at least as broad as Insurance Services Office ("ISO") form CG 00 01, written on a per occurrence basis for bodily injury, personal injury and property damage. Defense costs must be paid in addition to limits. Coverage for an additional insured shall not be limited to its vicarious liability. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO "insured contract" language will not be accepted. Limits shall be no less than $1,000,000 per occurrence for all covered losses and no less than $2,000,000 general aggregate.
(b) Worker's Compensation Insurance. A policy of worker's 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 Consultant against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by Consultant in the course of carrying out the work or services contemplated in this Agreement.
(c) Automobile Liability. A policy of comprehensive automobile liability insurance, at least as broad as ISO form CA 00 01, written on a per occurrence basis covering bodily injury and property damage in an amount not less than $1,000,000 combined single limit for each accident. Said policy shall include coverage for owned, non-owned, leased, hired cars and any automobile.
(d) Professional Liability. Professional liability insurance appropriate to Consultant's profession. This coverage may be written on a "claims made" basis and must include coverage for contractual liability. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of, or related to services performed under this Agreement. The insurance must be maintained for at least five (5) consecutive years following the completion of Consultant's services or the termination of this Agreement. During this additional 5-year period, Consultant shall annually and upon request of City submit written evidence of this continuous coverage. Limits shall be no less than $1,000,000 per claim and no less than $1,000,000 general aggregate. Mike Linares, Inc. carries $500,000 in Professional Liability.
(e) Cyber Liability. Cyber liability insurance appropriate to Consultant's profession and the services hereunder, written on a per occurrence basis, with limits not less than $1,000,000 per occurrence/loss, and $2,000,000 in the aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations undertaken by Consultant pursuant to this Agreement and shall include, but not be limited to, claims involving: infringement of intellectual property; copyright; trademark; invasion of privacy violations; data breach; electronic information theft, loss, damage, destruction, alteration or misuse; release of private information; extortion; and, network security. The policy shall provide coverage for breach response costs, regulatory fines and penalties, and credit monitoring expenses, with limits sufficient to respond to these -6-
obligations.
(f) Excess Liability and Umbrella Liability Insurance. Excess liability insurance and/or umbrella liability insurance may be used to satisfy the obligations herein. If excess liability insurance is used then the policy shall meet all the requirements herein and be at least as broad as the primary coverages set forth herein. Such policy shall: 1) include a drop down feature requiring the policy to respond if primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason; 2) be payable on behalf of wording as opposed to reimbursement; 3) have concurrency of effective dates with primary policies; 4) "follow form" to the underlying primary policies; and, 5) provide insureds, under primary policies required herein, shall be insureds under the excess liability policy. (g) Subcontractors. In the event Consultant subcontracts any portion of the work in compliance with Section 4.5 of this Agreement, Consultant shall either: 1) include each subcontractor as insureds under its policies of insurance required herein; or, 2) Consultant shall, upon request of City, furnish to City all documentation, required in Article 5 for Consultant, for each subcontractor. All coverages for subcontractors shall include all of the requirements herein.

5.2 General Insurance Requirements.
(a) Proof of Insurance, Enforcement and Notice. No work or services under this Agreement shall commence until both Consultant has provided City with insurance certificates, endorsement forms and appropriate insurance binders evidencing the above insurance coverages, as well as said documentation is approved by City. City reserves the right to inspect complete, certified copies of, and endorsements to, all required insurance policies, at any time.

Any failure to comply with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City. In the event any insurance policy required under this Agreement is cancelled or amended (and the insurance policy is not replaced pursuant to subsection (b) below), or does not comply with Article 5, then: 1) City has the right but not the duty to obtain insurance required herein and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments; or, 2) City, notwithstanding any other provisions of this Agreement, may immediately terminate this Agreement. 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 insurance policies. (b) Cancellation/Amendment. All of herein required policies of insurance shall provide the insurance may not be amended or cancelled by insurer or any Party hereto without providing thirty (30) calendar days prior written notice (with exception of ten (10) calendar days prior written notice for nonpayment of premium) to City. In the event any of said policies of insurance are amended or cancelled, Consultant shall, five (5) business days prior to the cancellation date, submit new evidence of insurance, or reinstatement of policy, in conformance with this Agreement to City.
(c) Additional Insureds. The commercial general liability policy provided for in Section 5.1(a) and the automobile liability policy provided for in Section 5.1 (c) both shall name City and its elected and appointed officers, employees, agents and designated volunteers ("City Parties") as additional insureds and such coverage shall contain no special limitations on the scope -7-
of protection afforded to City and City Parties. 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 limits of the insurer's liability, and policies of insurance shall not contain any cross-liability exclusions. (d) Primary, Subrogation, Contribution and Coverage. All of the above policies of insurance shall be primary insurance. The insurers (with exception of professional liability insurer) for above policies, Consultant and any subcontractors are all deemed hereof to waive all rights of subrogation and contribution they may have against City or City Parties, and their respective insurers, and all insurance policies required herein shall be endorsed to waive such rights. Any insurance maintained by City or City Parties will apply in excess of, and not contribute with, Consultant's insurance. If Consultant maintains broader coverage and/or higher limits than the minimum amounts provided herein, City requires and shall be entitled to the broader coverage and/or higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City and City Parties.

None of the coverages required herein will be in compliance with this Agreement if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. Requirements of specific coverage features or limits contained herein 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. (e) Limitations, Self- Insured Retention and Deductibles. Consultant agrees that requirements of Article 5 shall not be construed as limiting in any way the extent to which Consultant may be held responsible for the payment of damages to any persons or property resulting from Consultant's activities or the activities of any person or persons for which Consultant is otherwise responsible nor shall it limit Consultant's indemnification liabilities as provided in Section 5.3. All insurance policies must specify that where the primary insured does not satisfy any self-insured retention, any additional insured may satisfy the self-insured retention (without impairment of obligation of primary insured under this Agreement to satisfy any self- insured retention). Any deductibles or self-insured retentions must be declared to and approved by City. At City's option, either the insurer shall reduce or eliminate such deductibles or selt-insured retentions as respects City and City Parties, or Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, attorney's fees, detense

5.3 Indemnification.
(a) General Obligations. Consultant agrees, to the full extent permitted by law, to immediately indemnify, defend and hold harmless City and its elected and appointed officers, employees, agents, designated volunteers, attorneys, successors and assigns (each an "Indemnitee" and collectively, "Indemnitees") against, and will hold and save them and each of them harmless from, whether actual or threatened, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages or injuries to persons or property, demands, expenses, losses, costs, penalties, obligations, errors, omissions or liabilities of any kind -8-
that may be asserted or claimed by any person, firm or entity arising out of, pertaining to, incident to or in connection with any alleged acts, errors or omissions of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable (each an "Indemnitor" and collectively, "Indemnitors") in connection with the performance of Consultant's Services, or arising from Indemnitors' reckless or willful misconduct, or arising from Indemnitors' negligent performance of or failure to perform the work, operations or activities provided herein, or any term, provision, covenant or condition of this Agreement, with such negligence or failure to perform to be determined by the City (herein "Claims or Liabilities"), and in connection therewith: 1) Consultant will defend any action or actions filed or threatened in connection with any such Claims or Liabilities, or at option of Indemnitees will reimburse and pay for all costs and expenses, including legal costs and attorneys' fees, incurred by Indemnitees in connection therewith; and, 2) Consultant will promptly pay and satisfy any judgment, award or decree rendered against Indemnitees, and reimburse Indemnitees for the cost of any settlement paid by Indemnitees, for any such Claims or Liabilities, and will save and hold Indemnitees harmless therefrom.
(b) Further Provisions. The indemnity obligation herein shall be binding on successors, assigns and heirs of Consultant and shall survive termination of this Agreement.

Consultant shall incorporate similar indemnity agreements as provided herein with its subcontractors, and if Consultant fails to do so Consultant shall be fully responsible to indemnify City hereunder therefor. Failure of City and/or City Parties (collectively "City" for solely this Section 5.3(b)) to monitor compliance with any of the indemnification provisions herein shall not be a waiver hereof. The indemnification provisions herein do not apply to claims or liabilities occurring as a result of City's sole negligence or willful misconduct, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City's negligence, except that design professionals' indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnification provided herein includes Claims or Liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Indemnitors in the performance of professional services hereunder. Payment of invoices by City is not a condition precedent to enforcement of the indemnity obligation herein. In the event of any dispute between Consultant and City, as to whether liability arises from the sole negligence or willful misconduct of City, Consultant will be obligated to pay for City's defense until such time as a final judgment has been entered adjudicating City as solely negligent or responsible for willful misconduct.

Consultant will not be entitled in the absence of such a determination to any reimbursement of defense costs including but not limited to attorney's fees, expert fees and costs of litigation. 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 Section 5.3 of this Agreement. Such offset, if any, does not satisfy any amount, greater than the offset, due to City from Consultant.

Professional Liability. When the law establishes a professional standard of care for Consultant's services, to the fullest extent permitted by law (within the limitations, as applicable, of Civil Code section 2782.8), Consultant shall indemnify, defend and hold harmless Indemnitees against, and will hold and save them and each of them harmless from, whether actual or threatened, any and all Claims and Liabilities, consistent with all obligations provided for in this Section 5.3, to the extent same are caused in whole or in part by any negligent or wrongful -9-
act, error or omission, or reckless or willful misconduct of Indemnitors in the performance of professional services under this Agreement.

ARTICLE 6. RECORDS, REPORTS AND RELEASE OF INFORMATION

6.1 Records. Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder ("books and records") as shall be necessary to perform the services required by this Agreement and enable City to evaluate the performance of such services. Any and all such books and records shall be maintained in accordance with generally accepted accounting principles (and, as applicable, maintained also in accordance with requirements of Labor Code section 1776), shall be complete and detailed, and shall be readily accessible. City shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts. Such books and records shall be maintained either for a period of no less than three (3) years following completion of the services hereunder, or for such period of time as required by applicable law, whichever period of time is longer. City shall have access to such books and records in the event any audit is required. Consultant shall fully cooperate with City in providing access to any and all Consultant records and documents if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act.

6.2 Reports. Consultant shall periodically submit written reports to City Representative concerning performance of services, upon request, and/or as necessary for City to be informed of both performance of services as well as any decisions which must be made by City.

6.3 Ownership of Documents. All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials ("documents and materials") prepared (regardless of whether complete or incomplete) by Consultant, its officers, employees, agents and subcontractors in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of City and/or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership, use, reuse, or assignment of the documents and materials hereunder. Consultant may retain copies of such documents and materials under express condition that Consultant agrees such documents and materials are the sole property of City. All subcontractors shall provide for assignment to City of any documents and materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, with respect to any Consultant documents and materials that may qualify as "works made for hire" as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed "works made for hire" for City.

6.4 Confidentiality and Release of Information. All information gained or work product produced by Consultant in its performance of this Agreement shall be considered confidential, unless such information is in the public domain prior to such gain or production.

Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from City. No news releases, including photographs, public announcements, or confirmations of the same, of any part of the work, shall -10-
be made without prior written authorization from City. Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from City or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant immediately gives City notice of such court order or subpoena. If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney's fees, caused by or incurred as a result of Consultant's conduct. As concerning, regarding or related to, in any way, this Agreement and the work performed thereunder: a) Consultant shall immediately notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party; b) City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding; and, c) Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant, however, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law. This Agreement shall be interpreted, construed and governed both as to validity and to performance of the Parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Orange, State of California, or any other appropriate court in such county, and Consultant agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S.

District Court, venue shall lie exclusively in the Central District of California, Southern Division, in the County of Orange, State of California.

7.2 Suspension, or Termination, Prior to Expiration of Term. This Section shall govern any termination of this Agreement except as specifically provided in Section 7.4 for termination for cause. City reserves the right to terminate or suspend this Agreement, or any portion hereof, at any time, for any reason, with or without cause, upon ten (10) days' notice to Consultant, except that where termination or suspension is due to the fault of Consultant, the period of notice may be such shorter time as determined by City. Upon receipt of any notice of termination or suspension, Consultant shall immediately cease all services hereunder, unless the notice provides otherwise, or except such as specifically approved by City. Upon submittal of an invoice consistent with Section 2.2, Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination or suspension and for any services authorized by City thereafter in accordance with the Schedule of Compensation, or such as may be approved by City, except as provided in Section 7.5. In event of termination, or suspension, without cause pursuant to this Section, there is no need to provide opportunity to cure pursuant to Section 7.3. -11-
Consultant may terminate this Agreement at any time, for any reason, with or without cause, upon thirty (30) days' notice to the City.

7.3 Default of Consultant and Opportunity to Cure. In the event that Consultant is in default under the terms of this Agreement, City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe is presumptively ten (10) days, but may be extended, or reduced, if circumstances warrant, as determined by City. During the period of time that Consultant is in default, City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices, without liability for interest. In the alternative, City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default by conclusion of noticed timeframe, City may immediately both terminate this Agreement with notice to Consultant as well as pursue the remedy in Section 7.4, without prejudice to any other remedy to which City may be entitled at law, in equity or under this Agreement. Any failure on the part of City to give notice of Consultant's default shall not be deemed to result in a waiver of City's legal rights or any rights arising out of any provision of this Agreement.

7.4 Termination for Default of Consultant. If termination is due to the failure of Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.3, take over the work and prosecute the same to completion by contract or otherwise, and Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to Consultant for the purpose of set-off or partial payment of the amounts owed City therefor.

7.5 Retention of Funds. Consultant hereby authorizes City to deduct from any amount payable to Consultant (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of Consultant's acts or omissions in performing or failing to perform Consultant's obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Consultant, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of Consultant to insure, indemnify, and protect City as elsewhere provided herein.

7.6 Waiver. Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting Party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either Party of any default must be in writing and shall not be a waiver -12-
of any other default concerning the same or any other provision of this Agreement. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any requirement of this Agreement imposes no additional obligations on City nor does it waive any rights hereunder. Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.

7.7 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.

7.8 Legal Action. In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement.

Notwithstanding any contrary provision herein, Consultant shall file a statutory claim pursuant to Government Code sections 905 et seq. and 910 et seq., in order to pursue a legal action under this Agreement.

7.9 Attorneys' Fees. If either Party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorneys' fees. Attorneys' fees shall include attorneys' fees on any appeal, and a Party entitled to attorneys' fees shall be entitled to all other reasonable costs for investigating such action, consultants' fees, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. Such fees and costs shall be enforceable whether or not such action is prosecuted to judgment.

ARTICLE 8. INDIVIDUAL LIABILITY, CONFLICTS AND NON-DISCRIMINATION

8.1 Non-liability of City Officers and Employees. No officer or employee of City shall be personally liable to Consultant, or any successor in interest, in the event of any default or breach by City or for any amount which may become due to Consultant or to its successor, or for breach of any obligation of the terms of this Agreement.

8.2 Conflict of Interest. Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant's performance of services under this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of City. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. City, in its sole discretion, shall determine the existence of a conflict of interest and may terminate this Agreement in the event such a conflict of interest exists upon sending Consultant written notice describing the conflict.

No officer or employee of City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to this -13-
Agreement which affects their financial interest or the financial interest of any corporation, partnership or association in which they are, directly or indirectly, interested, in violation of any State statute or regulation. Consultant warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement.

8.3 Covenant Against Discrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class in the performance of this Agreement. Consultant shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices. Any notice or other communication either Party desires or is required to give to the other Party or any other person in regards to this Agreement must be in writing and may be given either by (i) personal service, (ii) delivery by a reputable document delivery service, such as but not limited to, Federal Express, which provides a receipt showing date and time of delivery, or (iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested, in the case of City addressed to the Community Development Director at City of Laguna Niguel, 30111 Crown Valley Parkway, Laguna Niguel, CA 92677, and in the case of Consultant, to the person(s) at the address designated on the execution page of this Agreement. Either Party may change its address by notifying the other Party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section.

9.2 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either Party by reason of the authorship of this Agreement, headings used, or any other rule of construction which might otherwise apply.

9.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, and such counterparts shall constitute one and the same instrument.

9.4 Integration; Amendment. This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the Parties as to the Agreement.

It is understood that there are no oral agreements between the Parties hereto affecting this Agreement, and this Agreement supersedes and cancels any and all prior and contemporaneous negotiations, arrangements, agreements and understandings, if any, between the Parties, concerning this Agreement, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing, approved by City and Consultant, and consistent with the Laguna Niguel Municipal Code.

9.5 Severability. Should a portion of this Agreement be declared invalid or unenforceable by a judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining portions of this Agreement which are hereby -14-
declared as severable and shall be interpreted to carry out the intent of the Parties unless the invalid provision is so material that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless.

9.6 No Undue Influence. Consultant declares and warrants that no undue influence or pressure was used against or in concert with any officer or employee of City in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of City has or will receive compensation, directly or indirectly, from Consultant, or from any officer, employee or agent of Consultant, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement. Violation of this Section shall be a material breach of this Agreement entitling City to remedies in Section 7.4 and any and all remedies at law or equity.

9.7 Corporate Authority. The persons executing this Agreement on behalf of the Parties hereto warrant that (i) such Party is duly organized and existing, (ii) they are duly [SIGNATURES ON FOLLOWING PAGE]
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IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.

CITY:

CITY OF LAGUNA NIGUEL, a California
municipal corporation
Tamara S. Letourneau, City Manager
ATTEST:

Marissa J. Asistin, City Clerk

APPROVED AS TO FORM BY THE

CITY ATTORNEY FOR THE CITY
OF LAGUNA NIGUEL, CALIFORNIA:

Scott C. Smith, City Attorney
CONSULTANT:

Mike Linares, Inc., a California Stock Corporation
By:

Name:

Title:

ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY.
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EXHIBIT A

SCOPE OF SERVICES

SCHEDULE OF COMPENSATION

SCHEDULE OF PERFORMANCE
I. All work product is subject to review and acceptance by City, and must be revised by Consultant without additional charge to City until found satisfactory and accepted by City.

II. Consultant will perform services, described in Consultant's Proposal (refer to Section 1.2 for conflicts).

III. City will compensate Consultant for the services performed upon submission of a valid invoice, as described in Section 2.2.

IV. Consultant will be compensated for services provided under this Agreement in accordance with description in Consultant's Proposal. Fees and rates shall be no greater than the fees and rates specified in Consultant's Proposal as accepted by City.

V. Consultant shall perform all services and deliver all work products timely in accordance with the schedule described in Consultant's Proposal (refer to Section 1.2 for conflicts), and as applicable in accordance with the schedule.

A(1)
Mike Linares, Inc.

CDBG Administration Services
Proposal City of Laguna Niguel
July 1, 2025 - June 30, 2028
Scope of Services
Total 3-year agreement not-to-exceed $114,000.

1. Annual services, billed at a rate of $110.00 per hour (all rates are subject to an annual revision, based on the Consumer Price Index [CPI] published by the U.S. Department of Labor Statistics):
a. Annual Action Plan (Action Plans), which outlines how CDBG funds will be spent; b. Annual Consolidated Performance Reports (CAPER), which summarizes the pertormance 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
A(2)