there are several investigations occurring simultaneously. Additionally, the investigator must conduct interviews and conclude investigations in a timely manner and in compliance with various legal requirements while navigating through highly sensitive issues that may lead to post-investigation legal implications.
For the above-mentioned reasons, the City utilizes the services of outside professionals to assist and conduct administrative investigations. The City has issued Request For Proposals (RFP) every two years to form a pool of contracts to be able to quickly address investigation concerns. This practice began in 2018.
Having various firms makes available specific expertise needed to address the different investigative issues that arise. It is necessary to maintain the ability to adjust agreement totals between vendors based on investigator availability and case by case needs of departments.
On August 13, 2024, by Resolution No. 2024-287, Council approved Legal agreements with Renne Public Law Group, San Francisco, CA, Oppenheimer Investigations Group LLP, Oakland, CA, and Liberty Cassidy Whitmore, Fresno, CA and Consulting service agreements with Municipal Resource Group, LLC, Wilton, CA and Digistream, Sacramento, CA to conduct citywide administrative investigations on an as needed basis, in an amount not to exceed $100,000 each for two (2) years.
On October 14, 2025, by Resolution No. 2025-372, Council approved authorizing the Director of Finance to adjust agreement totals between the administrative investigative services agreements based on consultant availability and department’s needs, ensuring the combined total does not exceed $500,000.
DISCUSSION:
On January 15, 2026, the City Manager authorized the Purchasing Manager to solicit the procurement for administrative investigative services. On March 3, 2026, the Purchasing Division issued a Request for Proposal INF-RFP-00073 for administrative investigative services on the City’s OpenGov public bidding website under various commodity codes1.
Prospective bidders were notified online and via email which included 4,457, of which 46 were local vendors of the bid opportunity. Forty-seven (47) companies downloaded the RFP document from OpenGov and two (2) were local vendors.
On April 1, 2026, proposals were received and opened via OpenGov. Twenty (20) proposers chose to respond and zero (0) were local.
An evaluation committee comprised of two (2) City staff members, which included the Director of Human Resources and the Human Resources Employee Relations Officer evaluated the proposals. The evaluation was based on the ability to address all RFP Requirements, Qualifications, References and Costs.
1 91800- Consulting Services, 91806-Administrative Consulting, 91858-Governmental Consulting, 91865-Human Relations Consulting, 96130- Employment Agency and Search Firm Services (Including Background Investigations and Drug Testing for Employment) #5..
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Finance Committee, June 22, 2026
Agreements for Administrative Investigative Services
Based on being ranked highest in total evaluation criteria, the evaluation committee recommends the award of proposal for the administrative investigative services to Ellis Investigations Law Corporation, Sacramento, CA, Oppenheimer Investigations Group LLP, Oakland, CA, Shaw Law Group, PC, Sacramento, CA, Meyers Nave, Oakland, CA, Command Investigations, Lake Mary, FL, CPS HR Consulting, Sacramento, CA, and DigiStream Investigations, Davis, CA, for conducting citywide Administrative Investigations on an as needed basis, for a combined amount not to exceed $800,000 over four (4) years. Having various agencies will make available specific talent needed to address the different investigative issues that arise.
In accordance with Modesto Municipal Code 8-3.204(a), “Exceptions to Formal Bidding Requirements,” Agreements for Professional Services are exempt from the bidding requirements of Modesto Municipal Code 8-3.203 if competitive quotations or proposals have been sought informally from at least three (3) qualified entities. The approval for the Administrative Investigations to Ellis Investigations Law Corporation, Sacramento, CA, Oppenheimer Investigations Group LLP, Oakland, CA, Shaw Law Group, PC, Sacramento, CA, Meyers Nave, Oakland, CA, Command Investigations, Lake Mary, FL, CPS HR Consulting, Sacramento, CA and DigiStream Investigations, Davis, CA conforms to Modesto Municipal Code 8-3.204, subsection (a) as they are providing professional services and at least three (3) informal proposals were obtained.
FISCAL IMPACT:
The costs for these new agreement will not exceed $800,000 for all services over four (4) years. All services will be paid by the department of the subject employee or subject department being investigated.
Below is a five-year history of what the City has spent during the recent five (5) fiscal years on outside investigators:
Fiscal Year
Annual Cost for last 5 fiscal
years and current year:
2020/2021 $281,141
2021/2022 $86,855
2022/2023 $68,756
2023/2024 $164,465
2024/2025 $158,199
2025/2026 $188,366 (as of 12/19/25)
Grand Total: $947,782
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Finance Committee, June 22, 2026
Agreements for Administrative Investigative Services
New Contracts
Estimated Annual Cost: $200,000
Term of New Contract: 4 years
Total New Contract Cost: $800,000
CEQA/NEPA REQUIREMENTS:
This item does not constitute a “project” within the meaning of California Environmental Quality Act (CEQA) Guidelines Section 15378 and requires no environmental review.
RECOMMENDED COMMITTEE ACTION:
Staff Recommendations:
Motion recommending the award of proposal and Agreements for conducting citywide Administrative Investigations to Ellis Investigations Law Corporation, Sacramento, CA, Oppenheimer Investigations Group LLP, Oakland, CA, Shaw Law Group, PC, Sacramento, CA, Meyers Nave, Oakland, CA, Command Investigations, Lake Mary, FL, CPS HR Consulting, Sacramento, CA, and DigiStream Investigations, Davis, CA, for a two (2) year Agreement with two (2) one-year extension options, for an estimated annual combined amount $200,000 and a total combined amount not to exceed $800,000 over four (4) years; and forwarding to Council for approval.
Approved by:
Christina Alger, Director of Human Resources
Joseph P. Lopez, City Manager
Attachments:
1. Agreement – Ellis Investigations Law Corporation
2. Agreement – Oppenheimer Investigations Group, LLP
3. Agreement – Shaw Law Group, PC
4. Agreement – Meyers Nave
5. Agreement – Command Investigations
6. Agreement – CPS HR Consulting
7. Agreement – DigiStream Investigations
8. Financial Interest Disclosure (7)
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Finance Committee, June 22, 2026
Agreements for Administrative Investigative Services
9. CA Levine Act (7)
10.Exhibit A – RFP
11.Exhibit B (7)
12.Exhibit C - Insurance Requirements
13.Scoring Abstract
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Legal Services Agreement
City of Modesto and Ellis Investigations Law Corporation 1 LEGAL SERVICES AGREEMENT
This Legal Services Agreement (this “Agreement”) is made and entered into on the ______day of ____________ , 2026 (“Effective Date”), by and between the CITY OF MODESTO, a California Municipal Corporation (“City”), located at 1010 Tenth Street, Sixth Floor, Modesto, California 95353 and Ellis Investigations, Law Corporation (“Attorney”), located at 500 Capitol Mall, Suite 2350, Sacramento, CA 95814. City and Attorney are hereinafter collectively referred to as the “Parties,” and singularly as a “Party.”
RECITALS
WHEREAS, City desires Attorney’s services with respect to providing legal advice, representation and assistance to City in matters involving personnel and administrative investigations; and
WHEREAS, Attorney is specially trained, experienced and competent to perform such services; and
WHEREAS, the public interest, economy and general welfare will be served by this Agreement.
NOW, THEREFORE it is hereby agreed as follows:
1. Services
a. Scope of Work: Subject to the terms and conditions set forth in this Agreement, Attorney shall provide to City the following services (“Services”):
Conduct various types of investigative services, including but not limited to surveillance, investigative research, interviews, background investigations, undercover investigations, people locates, Internet & E-mail tracing, computer examinations as well as electronic surveillance countermeasures for Personnel and Administrative Investigations Attorney shall not be compensated for services outside the scope of work identified under this Section unless prior to the commencement of such services: (i) Attorney notifies City and City agrees that such services are outside the scope of work under this Section; (ii) Attorney estimates the additional compensation required for these additional services; and (iii) City, after notice, approves in writing a Supplemental Agreement specifying the additional services and amount of compensation therefor.
Specific tasks including specific claims under the scope of work of this Agreement performed by Attorney will be assigned by City with written notice to Attorney. Within ten (10) days of receiving notice by City of a new task, Attorney shall provide City a budget for #5..
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City of Modesto and Ellis Investigations Law Corporation 2 the requested task. Attorney must receive written approval by City of the proposed budget prior to commencement of task. Total compensation for all tasks under this Agreement shall not exceed the total compensation under Section 2 of this Agreement. b. Term: This Agreement shall become effective on the Effective Date and shall continue for a four-year term to XX, 2030, unless sooner terminated as provided in Section 7. c. Partner in Charge: The partner in charge of the defense of City in assigned matters is Leslie D. Ellis. Attorney will utilize experienced associate attorneys and paralegals under supervision of the partner in charge. The partner in charge will be the contact person for City and will make himself/herself reasonable available to respond to questions from the City Attorney or City staff.
2. Fees and Costs.
a. Hourly Rates:
Partner $425 to $560/hour
See Attached $x/hour
The total of all fees paid to Attorney for the performance of all services set forth in Section 1 (hereafter the “Services”), and for all authorized Reimbursable Expenses (as defined hereafter), shall not exceed the total sum of ONE HUNDRED TWENTY THOUSAND AND 00/100 dollars ($120,000).
b. Reimbursable Expenses: City shall reimburse Attorney for the actual, reasonable and necessary expense of travel out of the Modesto metropolitan area, approved in advance, at $.72.5 per mile. Attorney will not charge City for the cost of telephone calls or photocopying. Litigation costs and expenses for statutory fees, witness fees, reporters’ per diem and stenographic transcriptions, jury fees, and the expenses of serving process shall be advanced by Attorney and reimbursed by City. Expert consultants and witnesses may be retained by Attorney on terms acceptable to City, approved in advance by email or letter by the City Representative (as defined hereafter), in which case City shall reimburse Attorney or pay such consultants or experts directly.
c. Billing:
i. Legal billings shall be submitted to City every thirty (30) days unless otherwise advised.
ii. Each task shall be distinctly and completely identified. In litigation matters, City will not pay invoices that contain block billing. Each billing entry must contain the initials of the individual performing the task, the nature of the task, the date it was #5..
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City of Modesto and Ellis Investigations Law Corporation 3 performed, and the length of time it took.
iii. Costs under $1,000.00 shall be paid by Attorney and submitted with their normal billing.
iv. City reserves the right to audit all invoices.
v. Payments to Attorney shall be made within a reasonable time after receipt of Attorney’s invoice, generally within sixty (60) days of receipt. Attorney shall be responsible for supplying all documentation necessary to verify the monthly billings to the satisfaction of City.
vi. In addition to the provisions stated elsewhere in this Agreement regarding the payment of fees, billing and budgeting, the following guidelines for billing apply:
(1) City expects each individual working on the matter for which Attorney is retained to have the necessary experience to perform the services required to protect or pursue City’s interests in the matter in a cost effective manner, consistent with high professional and ethical standards. (2) City expects Attorney to select the individual most suitable for the task required and the specific needs of the matter, and to use the maximum efficiencies available. Billings for services performed by the inappropriate level of personnel will be reduced by City based on rate adjustments for the appropriate level of personnel.
(3) City will not pay for unnecessary review of texts, codes, rules of court, or other fundamental references. City will pay the hourly rate for specific legal research which is unique to the matter, assuming that Attorney has used maximum efficiencies and that Attorney has not already recently performed research in the same or very similar areas of law.
(4) City acknowledges the benefit of communications between attorneys in the firm. City does, however, expect that intra-office conferences will only be held as needed, and will be kept to a minimum. Intra-office conferences shall be for the purpose of discussing strategy and legal issues which directly further the matter. City will not pay for conferences which are supervisorial, instructional or administrative. Any invoice which lists an intra-office conference that does not meet these guidelines must contain a full explanation and is subject to reduction by City. City will not pay for “team meetings” and City will scrutinize all intra-office conferences for “value added” to the matter by the conference, for the number of individuals attending the conference, the length of the conference, the subjects discussed at the conference and who participated #5..
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City of Modesto and Ellis Investigations Law Corporation 4 in it, and will, in City’s sole discretion, determine if such value has been added. (5) City will not pay for local telephone calls, incoming facsimiles, postage, time spent on filing, calendaring, indexing pleadings, photocopying, conferences with Clerks of court or court reporters, secretarial proofreading, redrafting due to substandard work, or opening, organizing or closing files. City will not pay for time billed by summer interns, time for more than one individual to attend a trial, hearing, court appearance, arbitration, mediation, deposition, third party meeting, conference call or similar event, unless otherwise approved by City in advance.
(6) Vague billing which does not contain sufficient information to allow City’s reviewer of the invoice to determine the nature of the task, the reason for the task, and the individual performing the task is subject to reduction by City. (7) City will not reimburse for overtime, word processing, supplies, anything identified on an invoice as “miscellaneous,” or any other unidentified charges. d. Budget:
i. Within ten (10) days of the Effective Date, Attorney shall provide City with a proposed budget for the Services to be rendered pursuant to this Agreement. If Services involve tasks that have not yet been assigned by City, Attorney shall provide City with a proposed budget for all assigned new tasks with ten (10) days of receiving written notice from the City assigning Attorney the new task. Total compensation for all tasks under this Agreement shall not exceed the total compensation under Section 2 of this Agreement. The budget shall include all projected fees and costs to be incurred by Attorney and necessary for completion of the Services necessary to conclude the representation. The budget shall be a good faith estimate and shall be as complete and detailed as reasonably possible, including such items as discovery and motions for trial, preparation of documents for transactional services, and anticipated research and investigations. The proposed budget shall identify the projected total hours that will be billed to each task, and the individual that are anticipated to be performing the task. Any deviation from the budget in excess of fifteen percent (15%), must be approved in advance by the City Attorney or designee. Notwithstanding the foregoing, should it become reasonably apparent to Attorney that the actual billings will exceed Attorney’s initial estimate of anticipated legal costs and fees, Attorney shall immediately notify City thereof in advance and shall submit a revised written estimate for City’s approval.
3. Reporting.
a. Attorney shall provide City with a preliminary status report and evaluation within thirty #5..
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City of Modesto and Ellis Investigations Law Corporation 5 (30) days of the Effective Date and the assignment of such task which report shall include an evaluation of the total exposure to the City, the liability risk, estimated cost to litigate or settle, and the particular attorneys who will be assigned. In this preliminary report, Attorney shall also make recommendations for discovery and any needed investigation, if any, and provide an estimate of total anticipated legal costs and fees for the handling of this matter. Thereafter, Attorney shall provide a status update to the City Representative, as defined in Section 4, every sixty (60) days on any matter under this Agreement. b. Attorney shall provide to City representative an electronic version of all agreements, pleadings, motions, and discovery documents filed or propounded by Attorney in a Microsoft Word format compatible with that used by the City Attorney’s office. c. In the event that Attorney’s handling of the above-designated matter exceeds a period of twenty-four (24) months, Attorney shall, in addition to providing regular status reports to City, also report directly to the City representative on an annual basis and no later than March 30th of each year, setting forth in detail the status of the matter, and Attorney’s plan for further handling of the matter, and the estimated length of time to conclude the matter.
4. City Representative. The City Attorney, or the City Attorney’s designee, shall be the “City Representative” under this Agreement and shall administer this Agreement for City, including any payments hereunder. All Attorney questions pertaining to this Agreement shall be referred to the City Representative or the Representative’s designee.
5. Insurance Requirements. During the entire term of this Agreement, Attorney shall maintain the following insurance:
a. Minimum Scope of Insurance: Coverage should be at least as broad as:
i. Insurance Services Office Form No. CG 0001 (Commercial General Liability); ii. Insurance Services Office Form No. CA 0001 (Ed. 1/87) (Automobile Liability, Code “any auto”);
iii. Workers’ Compensation as required by the Labor Code of the State of California, and Employers’ Liability Insurance:
iv. Professional Liability (Errors and Omissions) insurance against loss due to error, omission or malpractice.
b. Minimum Limits of Insurance: Attorney shall maintain limits no less than:
i. Commercial General Liability: $1,000,000 combined single limit per occurrence, including endorsements for contractual liabilities, broad form property damage and personal injury.
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Legal Services Agreement
City of Modesto and Ellis Investigations Law Corporation 6 ii. Automobile Liability: $1,000,000 combined single limit per accident for personal injury and property damage arising from owned, hired and non-owned vehicles.
iii. Workers’ Compensation and Employers’ Liability: Workers’ compensation limits as required by the Labor Code of the State of California and Employers’ Liability limits of $1,000,000 per accident.
iv. Professional Liability (Errors and Omissions): $2,000,000 combined single limit per occurrence.
c. Deductibles and Self-Insured Retentions: Any deductibles or self-insured retentions must be declared to and approved by the City.
d. Other Insurance Provisions: The policies are to contain, or be endorsed to contain, the following provisions:
i. General Liability and Automobile Liability Coverages:
(1) The General Liability and Automobile Liability policies shall be written on an occurrence form and shall name City, its officers, officials, agents, employees and volunteers as additional insureds. Such policy(ies) of insurance shall be endorsed so that Attorney’s insurance shall be primary and any insurance or self-insurance maintained by City, its officials, employees or volunteers shall be in excess of Attorney’s insurance and shall not contribute with it.
(2) Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its officials, employees or volunteers. (3) Coverage shall state that Attorney’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.
ii. All Coverages:
(1) Each insurance policy required by this Agreement shall be endorsed to state that coverages shall not be canceled except after thirty (30) days prior written notice has been given to City. In addition, Attorney agrees that it shall not reduce its coverage or limits on any such policy except after thirty (30) days prior written notice has been given to City and City approves the reduction in coverage or limits. Attorney further agrees that it shall not increase any deductibles or self-insured retentions on any such policy except after thirty (30) days prior written notice has been given to City and City #5..
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City of Modesto and Ellis Investigations Law Corporation 7 approves such increase.
(2) In the event claims made forms are used for any Professional Liability coverage, either (i) the policy(ies) shall be endorsed to provide not less than a five (5) year discovery period, or (ii) the coverage shall be maintained for a minimum of five (5) years following the termination of this Agreement and the requirements of this section relating to such coverage shall survive termination or expiration of this Agreement. Attorney shall furnish City with the certificate(s) and applicable endorsements for ALL required insurance prior to City’s execution of this Agreement. e. Acceptability of Insurers: Insurance shall be placed with insurers with a Bests’ rating of no less than A:VII. This requirement may, however, be waived in individual cases for Errors and Omissions Coverages only; provided, however, that in no event shall a carrier with a rating below B:IX be acceptable.
f. Verification of Coverage: Attorney shall furnish City with certificates of insurance showing compliance with the above requirements and with original endorsements affecting all coverages required by this Agreement both prior to the execution of this Agreement, and during the pendency of this Agreement at any time upon request by City. The certificates and/or endorsements shall set forth a valid policy number for City, and shall indicate the Issue Date, Effective Date and Expiration Date. The certificates and endorsements for each insurance policy shall be signed by a person authorized by the insurer to bind coverage on its behalf. The certificates and endorsements shall be forwarded to the City Representative. g. Payment Withhold: City shall withhold payments to Attorney if the certificates of insurance and endorsements required in this section are canceled or Attorney otherwise ceases to be insured as required herein.
6. Indemnification.
a. Indemnity: Attorney shall fully indemnify and save harmless, City, its officers and employees, including without limitation the City Attorney, and each and every one of them, from and against all actions, damages, costs, liability, claims, losses, judgments, penalties and expenses of every type and description, including, but not limited to, any fees and/or costs reasonably incurred by City’s staff attorneys or outside attorneys and any fees and expenses incurred in enforcing this provision (hereafter collectively referred to as “Liabilities”), to which any or all of them may be subjected, to the extent such Liabilities are caused by or result from any negligent act or omission or willful misconduct of Attorney, its subcontractors or agents, and their respective officers and employees, in connection with the performance or nonperformance of this Agreement, whether or not the City, its officers or employees reviewed, accepted or approved any service or work product performed or provided by the Attorney, and whether or not such Liabilities are litigated, settled or reduced to judgment.
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Legal Services Agreement
City of Modesto and Ellis Investigations Law Corporation 8 b. Obligation to Defend: Attorney shall, upon City’s request, defend at Attorney’s sole cost any action, claim, suit, cause of action or portion thereof which asserts or alleges Liabilities to the extent such Liabilities are caused by or result from any negligent act or omission or willful misconduct of Attorney, its sub-attorneys, subcontractors or agents, and their respective officers and employees, in connection with the performance or nonperformance of this Agreement, whether such action, claim, suit, cause of action or portion thereof is well founded or not.
c. Insurance Policies; Intellectual Property Claims: The existence or acceptance by City of any of the insurance policies or coverages described in this Agreement shall not affect or limit any of City’s rights under this section, nor shall the limits of such insurance limit the liability of Attorney hereunder. This section shall not apply to any intellectual property claims, actions, lawsuits or other proceedings subject to the provisions of Section 4 (Confidentiality of City Information) above. The provisions of this section shall survive any expiration or termination of this Agreement.
7. Termination.
a. By City. City may terminate this Agreement at any time by written notice. After receiving such notice, Attorney will cease providing services. Attorney will cooperate with City in the orderly transfer of all related files and records to your new counsel. b. By Attorney. Attorney may terminate this Agreement at any time with City’s consent or for good cause. Attorney may terminate this Agreement for any reason by giving to City Attorney not less than thirty (30) days prior written notice of termination. The notice shall specify the effective date of and reason for the termination. Good cause exists if (a) any statement is not paid within ninety (90) days of its receipt; (b) City fails to meet any other obligation under this Agreement and continues in that failure for 15 days after Attorney sends written notice to City; (c) City has misrepresented or failed to disclose material facts to Attorney, refused to cooperate with Attorney, refused to follow Attorney’s advice on a material matter, or otherwise made Attorney’s representation unreasonably difficult; or (d) any other circumstance exists in which ethical rules of the legal profession mandate or permit termination, including situations where a conflict of interest arises. If Attorney terminates Services, City agree to execute a substitution of attorneys promptly and otherwise cooperate in effecting that termination.
Termination of this Agreement, whether by City or by Attorney, will not relieve the obligation to pay for services rendered and costs incurred before our services formally ceased.
8. General Provisions.
a. Independent Contractor.
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Legal Services Agreement
City of Modesto and Ellis Investigations Law Corporation 9 i. It is understood and agreed that Attorney (including Attorney’s employees) is an independent contractor and that no relationship of employer-employee exists between the Parties hereto for any purpose whatsoever. Neither Attorney nor Attorney’s assigned personnel shall be entitled to any benefits payable to employees of City. City is not required to make any deductions or withholdings from the compensation payable to Attorney under the provisions of this Agreement, and Attorney shall be issued an IRS Form 1099 for its services hereunder. As an independent contractor, Attorney hereby agrees to indemnify and hold City harmless from any and all claims that may be made against City based upon any contention by any of Attorney’s employees or by any third party, including but not limited to any state or federal agency, that an employer-employee relationship or a substitute therefor exists for any purpose whatsoever by reason of this Agreement or by reason of the nature and/or performance of any Services under this Agreement.
ii. It is further understood and agreed by the Parties hereto that Attorney, in the performance of its obligations hereunder, is subject to the control and direction of City as to the designation of tasks to be performed and the results to be accomplished by the Services agreed to be rendered and performed under this Agreement, but not as to the means, methods, or sequence used by Attorney for accomplishing such results. To the extent that Attorney obtains permission to, and does, use City facilities, space, equipment or support services in the performance of this Agreement, this use shall be at the Attorney’s sole discretion based on the Attorney’s determination that such use will promote Attorney’s efficiency and effectiveness. Except as may be specifically provided elsewhere in this Agreement, the City does not require that Attorney use City facilities, equipment or support services or work in City locations in the performance of this Agreement.
iii. If, in the performance of this Agreement, any third persons are employed by Attorney, such persons shall be entirely and exclusively under the direction, supervision, and control of Attorney. Except as may be specifically provided elsewhere in this Agreement, all terms of employment, including hours, wages, working conditions, discipline, hiring, and discharging, or any other terms of employment or requirements of law, shall be determined by Attorney. It is further understood and agreed that Attorney shall issue W-2 or 1099 Forms for income and employment tax purposes, for all of Attorney’s assigned personnel and subcontractors.
b. Licenses; Permits, Etc.: Attorney represents and warrants that Attorney has all licenses, permits, City Business Operations Tax Certificate, qualifications, and approvals of whatsoever nature which are legally required for Attorney to practice its profession or provide any services under the Agreement.
______________ Attorney's Initial
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Legal Services Agreement
City of Modesto and Ellis Investigations Law Corporation 10 Attorney represents and warrants that Attorney shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Attorney to practice its profession or provide such Services. Without limiting the generality of the foregoing, if Attorney is an out-of-state corporation, Attorney warrants and represents that it possesses a valid certificate of qualification to transact business in the State of California issued by the California Secretary of State pursuant to Section 2105 of the California Corporations Code. c. Conflicts of Interest. Attorney represents and warrants that they have made a diligent effort to determine whether there are any actual or potential conflicts of interest that would preclude or interfere with Attorney’s performance of this Agreement, and that no such conflict of interest exists. Attorney shall indemnify and hold harmless City from and against any and all liability, loss, expense and obligation arising directly or indirectly out of any breach of the foregoing representation and warranty. Attorney agrees to avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City at all times during the performance of this Agreement.
d. Confidentiality of City Information. Attorney understands and agrees that during the course performing the services required by this Agreement, or in contemplation thereof, Attorney may have access to private or confidential information which may be owned or controlled by City and that such information may contain proprietary or confidential details, the disclosure of which to third parties may be damaging to City. Attorneys agree that all information disclosed by City to Attorney shall be held in confidence and used only in performance of the services required by this Agreement. A violation of this section shall be a material violation of this Agreement and shall justify legal and/or equitable relief. e. Publicity. The City Representative shall serve as the point of contact for press information regarding all matters pertaining to Services performed by Attorney under this Agreement. Attorney will consult with and obtain approval of the City Representative before making any statement to any media outlet (whether radio, print, internet or television) about the Services.
f. Disqualification of Judges. At the option of the City Attorney, judges may be disqualified from hearing City litigation, and Attorney shall adhere to such decision of the City Attorney. In the event that Attorney is of the opinion that a judge ought to be disqualified, the City Attorney must be consulted in advance by Attorney, and Attorney must obtain the City Attorney’s written consent to such disqualification. g. Equal Employment Opportunity. During the performance of this Agreement, Attorney, for itself, its assignees and successors in interest, agrees as follows:
i. Compliance With Regulations: Attorney shall comply with the Executive Order 11246 entitled “Equal Opportunity in Federal Employment”, as amended by #5..
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City of Modesto and Ellis Investigations Law Corporation 11 Executive Order 11375 and 12086, and as supplemented in Department of Labor regulations (41 CFR Chapter 60), hereinafter collectively referred to as the “Regulations.”
ii. Nondiscrimination: Attorney, with regards to the work performed pursuant to this Agreement, shall not discriminate on the ground of race, color, religion, sex, national origin, age, marital status, physical handicap or sexual orientation in selection and retention of subcontractors, including procurement of materials and leases of equipment. Attorney shall not participate either directly or indirectly in discrimination prohibited by the Regulations.
h. Severability. If any portion of this Agreement or the application thereof to any person or circumstance shall be held invalid or unenforceable, the remainder of this Agreement shall not be affected thereby and shall be enforced to the greatest extent permitted by law. i. Waiver. Neither City acceptance of, or payment for, any Service or Additional Service performed by Attorney, nor any waiver by either Party of any default, breach or condition precedent, shall be construed as a waiver of any provision of this Agreement, nor as a waiver of any other default, breach or condition precedent or any other right hereunder. j. Enforcement of Agreement. This Agreement shall be governed, construed and enforced in accordance with the laws of the State of California. Venue of any litigation arising out of or connected with this Agreement shall lie exclusively in the state trial court or Federal District Court located in Stanislaus County in the State of California, and the Parties consent to jurisdiction over their persons and over the subject matter of any such litigation in such courts, and consent to service of process issued by such courts. k. Attorneys’ Fees. In any action to enforce the terms of this Agreement, the prevailing Party shall recover its reasonable attorneys' fees.
l. Assignment Prohibited. The expertise and experience of Attorney are material considerations for this Agreement. City has a strong interest in the qualifications and capability of the persons and entities who will fulfill the obligations imposed on Attorney under this Agreement. In recognition of this interest, Attorney shall not assign any right or obligation pursuant to this Agreement without the written consent of the City. Any attempted or purported assignment without City’s written consent shall be void and of no effect.
m. Notice. Any notice, demand, request, consent, approval, communication either Party desires or is required to give the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail to the address set forth below. Either Party may change its address by notifying the other Party of the change of address in writing. Notice shall be deemed communicated forty-eight (48) hours from the time of #5..
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City of Modesto and Ellis Investigations Law Corporation 12 mailing if mailed as provided in this section.
To: City of Modesto To Attorney: Ellis Investigations
Attention: City Attorney Attention: Leslie D. Ellis
1010 Tenth Street, 6th Floor
Modesto, CA 95353
500 Capitol Mall, Ste. 2350
Sacramento, CA 95814
Phone: (209) 577-5288
Fax: (209) 544-8260
Phone: (916) 426-9181
Fax: N/A
9. Entire Agreement. This document, including all Exhibits, contains the entire agreement between the Parties and supersedes whatever oral or written understanding they may have had prior to the execution of this Agreement. No alteration to the terms of this Agreement shall be valid unless approved in writing by Attorney, and by City, in accordance with applicable provision of the Modesto City Code.
10. Authority. The person signing this Agreement for Attorney hereby represents and warrants that he/she is fully authorized to sign this Agreement on behalf of Attorney and to bind Attorney to the performance of its obligations hereunder.
11. Exhibits. All exhibits referred to herein are attached hereto and are by this reference incorporated as if set forth fully herein.
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Legal Services Agreement
City of Modesto and Ellis Investigations Law Corporation 13 IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates stated below.
CITY OF MODESTO,
A Municipal Corporation
By:___________________________________
Print name: Joseph P. Lopez
Title: City Manager
APPROVED TO AS FORM:
_______________________________
Jose M. Sanchez, City Attorney
ATTEST:
_______________________________
Diane Nayares-Perez, City Clerk
_______________________________
Matthew Braley, Risk Manager
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City of Modesto and Ellis Investigations Law Corporation 14 ATTORNEY:
a Professional Corporation
______________________________________
Federal I.D. No.
______________________________________
State I.D. No.
______________________________________
City of Modesto Business Op. Tax Cert. No.
TYPE OF BUSINESS ENTITY (check one):
_____ Individual/Sole Proprietor
_____ Partnership
_____ Corporation
_____ Limited Liability Company
_____ Other (please specify:)
______________________________________
Signature of Authorized Person
______________________________________
Title
______________________________________
Additional Signature (if required)
______________________________________
Title
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Legal Services Agreement
City of Modesto and Oppenheimer Investigations Group LLP 1 LEGAL SERVICES AGREEMENT
This Legal Services Agreement (this “Agreement”) is made and entered into on the ______day of ____________ , 2026 (“Effective Date”), by and between the CITY OF MODESTO, a California Municipal Corporation (“City”), located at 1010 Tenth Street, Sixth Floor, Modesto, California 95353 and Oppenheimer Investigations Group LLP, Limited Liability Partnership (“Attorney”), located at 1300 Clay St., Ste. 600, Oakland, CA 94612. City and Attorney are hereinafter collectively referred to as the “Parties,” and singularly as a “Party.”
RECITALS
WHEREAS, City desires Attorney’s services with respect to providing legal advice, representation and assistance to City in matters involving personnel and administrative investigations; and
WHEREAS, Attorney is specially trained, experienced and competent to perform such services; and
WHEREAS, the public interest, economy and general welfare will be served by this Agreement.
NOW, THEREFORE it is hereby agreed as follows:
1. Services
a. Scope of Work: Subject to the terms and conditions set forth in this Agreement, Attorney shall provide to City the following services (“Services”):
Conduct various types of investigative services, including but not limited to, investigative research, interviews, background investigations, undercover investigations and people locates for Personnel and administrative investigations.
Attorney shall not be compensated for services outside the scope of work identified under this Section unless prior to the commencement of such services: (i) Attorney notifies City and City agrees that such services are outside the scope of work under this Section; (ii) Attorney estimates the additional compensation required for these additional services; and (iii) City, after notice, approves in writing a Supplemental Agreement specifying the additional services and amount of compensation therefor.
Specific tasks including specific claims under the scope of work of this Agreement performed by Attorney will be assigned by City with written notice to Attorney. Within ten (10) days of receiving notice by City of a new task, Attorney shall provide City a budget for the requested task. Attorney must receive written approval by City of the proposed budget #5..
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City of Modesto and Oppenheimer Investigations Group LLP 2 prior to commencement of task. Total compensation for all tasks under this Agreement shall not exceed the total compensation under Section 2 of this Agreement. b. Term: This Agreement shall become effective on the Effective Date and shall continue for a four-year term to XX, 2030, unless sooner terminated as provided in Section 7. c. Partner in Charge: The partner in charge of the defense of City in assigned matters is Vida Thomas. Attorney will utilize experienced associate attorneys and paralegals under supervision of the partner in charge. The partner in charge will be the contact person for City and will make himself/herself reasonable available to respond to questions from the City Attorney or City staff.
2. Fees and Costs.
a. Hourly Rates:
See Attached
The total of all fees paid to Attorney for the performance of all services set forth in Section 1 (hereafter the “Services”), and for all authorized Reimbursable Expenses (as defined hereafter), shall not exceed the total sum of TWO HUNDRED THOUSAND AND 00/100 dollars ($200,000).
b. Reimbursable Expenses: City shall reimburse Attorney for the actual, reasonable and necessary expense of travel out of the Modesto metropolitan area, approved in advance, at $.725 per mile. Attorney will not charge City for the cost of telephone calls or photocopying. Litigation costs and expenses for statutory fees, witness fees, reporters’ per diem and stenographic transcriptions, jury fees, and the expenses of serving process shall be advanced by Attorney and reimbursed by City. Expert consultants and witnesses may be retained by Attorney on terms acceptable to City, approved in advance by email or letter by the City Representative (as defined hereafter), in which case City shall reimburse Attorney or pay such consultants or experts directly.
c. Billing:
i. Legal billings shall be submitted to City every thirty (30) days unless otherwise advised.
ii. Each task shall be distinctly and completely identified. In litigation matters, City will not pay invoices that contain block billing. Each billing entry must contain the initials of the individual performing the task, the nature of the task, the date it was performed, and the length of time it took.
iii. Costs under $1,000.00 shall be paid by Attorney and submitted with their normal #5..
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City of Modesto and Oppenheimer Investigations Group LLP 3 billing.
iv. City reserves the right to audit all invoices.
v. Payments to Attorney shall be made within a reasonable time after receipt of Attorney’s invoice, generally within sixty (60) days of receipt. Attorney shall be responsible for supplying all documentation necessary to verify the monthly billings to the satisfaction of City.
vi. In addition to the provisions stated elsewhere in this Agreement regarding the payment of fees, billing and budgeting, the following guidelines for billing apply:
(1) City expects each individual working on the matter for which Attorney is retained to have the necessary experience to perform the services required to protect or pursue City’s interests in the matter in a cost effective manner, consistent with high professional and ethical standards. (2) City expects Attorney to select the individual most suitable for the task required and the specific needs of the matter, and to use the maximum efficiencies available. Billings for services performed by the inappropriate level of personnel will be reduced by City based on rate adjustments for the appropriate level of personnel.
(3) City will not pay for unnecessary review of texts, codes, rules of court, or other fundamental references. City will pay the hourly rate for specific legal research which is unique to the matter, assuming that Attorney has used maximum efficiencies and that Attorney has not already recently performed research in the same or very similar areas of law.
(4) City acknowledges the benefit of communications between attorneys in the firm. City does, however, expect that intra-office conferences will only be held as needed, and will be kept to a minimum. Intra-office conferences shall be for the purpose of discussing strategy and legal issues which directly further the matter. City will not pay for conferences which are supervisorial, instructional or administrative. Any invoice which lists an intra-office conference that does not meet these guidelines must contain a full explanation and is subject to reduction by City. City will not pay for “team meetings” and City will scrutinize all intra-office conferences for “value added” to the matter by the conference, for the number of individuals attending the conference, the length of the conference, the subjects discussed at the conference and who participated in it, and will, in City’s sole discretion, determine if such value has been added. (5) City will not pay for local telephone calls, incoming facsimiles, postage, #5..
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City of Modesto and Oppenheimer Investigations Group LLP 4 time spent on filing, calendaring, indexing pleadings, photocopying, conferences with Clerks of court or court reporters, secretarial proofreading, redrafting due to substandard work, or opening, organizing or closing files. City will not pay for time billed by summer interns, time for more than one individual to attend a trial, hearing, court appearance, arbitration, mediation, deposition, third party meeting, conference call or similar event, unless otherwise approved by City in advance.
(6) Vague billing which does not contain sufficient information to allow City’s reviewer of the invoice to determine the nature of the task, the reason for the task, and the individual performing the task is subject to reduction by City. (7) City will not reimburse for overtime, word processing, supplies, anything identified on an invoice as “miscellaneous,” or any other unidentified charges. d. Budget:
i. Within ten (10) days of the Effective Date, Attorney shall provide City with a proposed budget for the Services to be rendered pursuant to this Agreement. If Services involve tasks that have not yet been assigned by City, Attorney shall provide City with a proposed budget for all assigned new tasks with ten (10) days of receiving written notice from the City assigning Attorney the new task. Total compensation for all tasks under this Agreement shall not exceed the total compensation under Section 2 of this Agreement. The budget shall include all projected fees and costs to be incurred by Attorney and necessary for completion of the Services necessary to conclude the representation. The budget shall be a good faith estimate and shall be as complete and detailed as reasonably possible, including such items as discovery and motions for trial, preparation of documents for transactional services, and anticipated research and investigations. The proposed budget shall identify the projected total hours that will be billed to each task, and the individual that are anticipated to be performing the task. Any deviation from the budget in excess of fifteen percent (15%), must be approved in advance by the City Attorney or designee. Notwithstanding the foregoing, should it become reasonably apparent to Attorney that the actual billings will exceed Attorney’s initial estimate of anticipated legal costs and fees, Attorney shall immediately notify City thereof in advance and shall submit a revised written estimate for City’s approval.
3. Reporting.
a. Attorney shall provide City with a preliminary status report and evaluation within thirty (30) days of the Effective Date and the assignment of such task which report shall include an evaluation of the total exposure to the City, the liability risk, estimated cost to litigate or settle, and the particular attorneys who will be assigned. In this preliminary report, Attorney #5..
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Legal Services Agreement
City of Modesto and Oppenheimer Investigations Group LLP 5 shall also make recommendations for discovery and any needed investigation, if any, and provide an estimate of total anticipated legal costs and fees for the handling of this matter. Thereafter, Attorney shall provide a status update to the City Representative, as defined in Section 4, every sixty (60) days on any matter under this Agreement. b. Attorney shall provide to City representative an electronic version of all agreements, pleadings, motions, and discovery documents filed or propounded by Attorney in a Microsoft Word format compatible with that used by the City Attorney’s office. c. In the event that Attorney’s handling of the above-designated matter exceeds a period of twenty-four (24) months, Attorney shall, in addition to providing regular status reports to City, also report directly to the City representative on an annual basis and no later than March 30th of each year, setting forth in detail the status of the matter, and Attorney’s plan for further handling of the matter, and the estimated length of time to conclude the matter.
4. City Representative. The City Attorney, or the City Attorney’s designee, shall be the “City Representative” under this Agreement and shall administer this Agreement for City, including any payments hereunder. All Attorney questions pertaining to this Agreement shall be referred to the City Representative or the Representative’s designee.
5. Insurance Requirements. During the entire term of this Agreement, Attorney shall maintain the following insurance:
a. Minimum Scope of Insurance: Coverage should be at least as broad as:
i. Insurance Services Office Form No. CG 0001 (Commercial General Liability); ii. Insurance Services Office Form No. CA 0001 (Ed. 1/87) (Automobile Liability, Code “any auto”);
iii. Workers’ Compensation as required by the Labor Code of the State of California, and Employers’ Liability Insurance:
iv. Professional Liability (Errors and Omissions) insurance against loss due to error, omission or malpractice.
b. Minimum Limits of Insurance: Attorney shall maintain limits no less than:
i. Commercial General Liability: $1,000,000 combined single limit per occurrence, including endorsements for contractual liabilities, broad form property damage and personal injury.
ii. Automobile Liability: $1,000,000 combined single limit per accident for personal injury and property damage arising from owned, hired and non-owned #5..
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City of Modesto and Oppenheimer Investigations Group LLP 6 vehicles.
iii. Workers’ Compensation and Employers’ Liability: Workers’ compensation limits as required by the Labor Code of the State of California and Employers’ Liability limits of $1,000,000 per accident.
iv. Professional Liability (Errors and Omissions): $2,000,000 combined single limit per occurrence.
c. Deductibles and Self-Insured Retentions: Any deductibles or self-insured retentions must be declared to and approved by the City.
d. Other Insurance Provisions: The policies are to contain, or be endorsed to contain, the following provisions:
i. General Liability and Automobile Liability Coverages:
(1) The General Liability and Automobile Liability policies shall be written on an occurrence form and shall name City, its officers, officials, agents, employees and volunteers as additional insureds. Such policy(ies) of insurance shall be endorsed so that Attorney’s insurance shall be primary and any insurance or self-insurance maintained by City, its officials, employees or volunteers shall be in excess of Attorney’s insurance and shall not contribute with it.
(2) Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its officials, employees or volunteers. (3) Coverage shall state that Attorney’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.
ii. All Coverages:
(1) Each insurance policy required by this Agreement shall be endorsed to state that coverages shall not be canceled except after thirty (30) days prior written notice has been given to City. In addition, Attorney agrees that it shall not reduce its coverage or limits on any such policy except after thirty (30) days prior written notice has been given to City and City approves the reduction in coverage or limits. Attorney further agrees that it shall not increase any deductibles or self-insured retentions on any such policy except after thirty (30) days prior written notice has been given to City and City approves such increase.
(2) In the event claims made forms are used for any Professional Liability coverage, #5..
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Legal Services Agreement
City of Modesto and Oppenheimer Investigations Group LLP 7 either (i) the policy(ies) shall be endorsed to provide not less than a five (5) year discovery period, or (ii) the coverage shall be maintained for a minimum of five (5) years following the termination of this Agreement and the requirements of this section relating to such coverage shall survive termination or expiration of this Agreement. Attorney shall furnish City with the certificate(s) and applicable endorsements for ALL required insurance prior to City’s execution of this Agreement. e. Acceptability of Insurers: Insurance shall be placed with insurers with a Bests’ rating of no less than A:VII. This requirement may, however, be waived in individual cases for Errors and Omissions Coverages only; provided, however, that in no event shall a carrier with a rating below B:IX be acceptable.
f. Verification of Coverage: Attorney shall furnish City with certificates of insurance showing compliance with the above requirements and with original endorsements affecting all coverages required by this Agreement both prior to the execution of this Agreement, and during the pendency of this Agreement at any time upon request by City. The certificates and/or endorsements shall set forth a valid policy number for City, and shall indicate the Issue Date, Effective Date and Expiration Date. The certificates and endorsements for each insurance policy shall be signed by a person authorized by the insurer to bind coverage on its behalf. The certificates and endorsements shall be forwarded to the City Representative. g. Payment Withhold: City shall withhold payments to Attorney if the certificates of insurance and endorsements required in this section are canceled or Attorney otherwise ceases to be insured as required herein.
6. Indemnification.
a. Indemnity: Attorney shall fully indemnify and save harmless, City, its officers and employees, including without limitation the City Attorney, and each and every one of them, from and against all actions, damages, costs, liability, claims, losses, judgments, penalties and expenses of every type and description, including, but not limited to, any fees and/or costs reasonably incurred by City’s staff attorneys or outside attorneys and any fees and expenses incurred in enforcing this provision (hereafter collectively referred to as “Liabilities”), to which any or all of them may be subjected, to the extent such Liabilities are caused by or result from any negligent act or omission or willful misconduct of Attorney, its subcontractors or agents, and their respective officers and employees, in connection with the performance or nonperformance of this Agreement, whether or not the City, its officers or employees reviewed, accepted or approved any service or work product performed or provided by the Attorney, and whether or not such Liabilities are litigated, settled or reduced to judgment.
b. Obligation to Defend: Attorney shall, upon City’s request, defend at Attorney’s sole cost any action, claim, suit, cause of action or portion thereof which asserts or alleges #5..
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City of Modesto and Oppenheimer Investigations Group LLP 8 Liabilities to the extent such Liabilities are caused by or result from any negligent act or omission or willful misconduct of Attorney, its sub-attorneys, subcontractors or agents, and their respective officers and employees, in connection with the performance or nonperformance of this Agreement, whether such action, claim, suit, cause of action or portion thereof is well founded or not.
c. Insurance Policies; Intellectual Property Claims: The existence or acceptance by City of any of the insurance policies or coverages described in this Agreement shall not affect or limit any of City’s rights under this section, nor shall the limits of such insurance limit the liability of Attorney hereunder. This section shall not apply to any intellectual property claims, actions, lawsuits or other proceedings subject to the provisions of Section 4 (Confidentiality of City Information) above. The provisions of this section shall survive any expiration or termination of this Agreement.
7. Termination.
a. By City. City may terminate this Agreement at any time by written notice. After receiving such notice, Attorney will cease providing services. Attorney will cooperate with City in the orderly transfer of all related files and records to your new counsel. b. By Attorney. Attorney may terminate this Agreement at any time with City’s consent or for good cause. Attorney may terminate this Agreement for any reason by giving to City Attorney not less than thirty (30) days prior written notice of termination. The notice shall specify the effective date of and reason for the termination. Good cause exists if (a) any statement is not paid within ninety (90) days of its receipt; (b) City fails to meet any other obligation under this Agreement and continues in that failure for 15 days after Attorney sends written notice to City; (c) City has misrepresented or failed to disclose material facts to Attorney, refused to cooperate with Attorney, refused to follow Attorney’s advice on a material matter, or otherwise made Attorney’s representation unreasonably difficult; or (d) any other circumstance exists in which ethical rules of the legal profession mandate or permit termination, including situations where a conflict of interest arises. If Attorney terminates Services, City agree to execute a substitution of attorneys promptly and otherwise cooperate in effecting that termination.
Termination of this Agreement, whether by City or by Attorney, will not relieve the obligation to pay for services rendered and costs incurred before our services formally ceased.
8. General Provisions.
a. Independent Contractor.
i. It is understood and agreed that Attorney (including Attorney’s employees) is an independent contractor and that no relationship of employer-employee exists between #5..
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City of Modesto and Oppenheimer Investigations Group LLP 9 the Parties hereto for any purpose whatsoever. Neither Attorney nor Attorney’s assigned personnel shall be entitled to any benefits payable to employees of City. City is not required to make any deductions or withholdings from the compensation payable to Attorney under the provisions of this Agreement, and Attorney shall be issued an IRS Form 1099 for its services hereunder. As an independent contractor, Attorney hereby agrees to indemnify and hold City harmless from any and all claims that may be made against City based upon any contention by any of Attorney’s employees or by any third party, including but not limited to any state or federal agency, that an employer-employee relationship or a substitute therefor exists for any purpose whatsoever by reason of this Agreement or by reason of the nature and/or performance of any Services under this Agreement.
ii. It is further understood and agreed by the Parties hereto that Attorney, in the performance of its obligations hereunder, is subject to the control and direction of City as to the designation of tasks to be performed and the results to be accomplished by the Services agreed to be rendered and performed under this Agreement, but not as to the means, methods, or sequence used by Attorney for accomplishing such results. To the extent that Attorney obtains permission to, and does, use City facilities, space, equipment or support services in the performance of this Agreement, this use shall be at the Attorney’s sole discretion based on the Attorney’s determination that such use will promote Attorney’s efficiency and effectiveness. Except as may be specifically provided elsewhere in this Agreement, the City does not require that Attorney use City facilities, equipment or support services or work in City locations in the performance of this Agreement.
iii. If, in the performance of this Agreement, any third persons are employed by Attorney, such persons shall be entirely and exclusively under the direction, supervision, and control of Attorney. Except as may be specifically provided elsewhere in this Agreement, all terms of employment, including hours, wages, working conditions, discipline, hiring, and discharging, or any other terms of employment or requirements of law, shall be determined by Attorney. It is further understood and agreed that Attorney shall issue W-2 or 1099 Forms for income and employment tax purposes, for all of Attorney’s assigned personnel and subcontractors.
b. Licenses; Permits, Etc.: Attorney represents and warrants that Attorney has all licenses, permits, City Business Operations Tax Certificate, qualifications, and approvals of whatsoever nature which are legally required for Attorney to practice its profession or provide any services under the Agreement.
______________ Attorney's Initial
Attorney represents and warrants that Attorney shall, at its sole cost and expense, keep in #5..
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City of Modesto and Oppenheimer Investigations Group LLP 10 effect or obtain at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Attorney to practice its profession or provide such Services. Without limiting the generality of the foregoing, if Attorney is an out-of-state corporation, Attorney warrants and represents that it possesses a valid certificate of qualification to transact business in the State of California issued by the California Secretary of State pursuant to Section 2105 of the California Corporations Code. c. Conflicts of Interest. Attorney represents and warrants that they have made a diligent effort to determine whether there are any actual or potential conflicts of interest that would preclude or interfere with Attorney’s performance of this Agreement, and that no such conflict of interest exists. Attorney shall indemnify and hold harmless City from and against any and all liability, loss, expense and obligation arising directly or indirectly out of any breach of the foregoing representation and warranty. Attorney agrees to avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City at all times during the performance of this Agreement.
d. Confidentiality of City Information. Attorney understands and agrees that during the course performing the services required by this Agreement, or in contemplation thereof, Attorney may have access to private or confidential information which may be owned or controlled by City and that such information may contain proprietary or confidential details, the disclosure of which to third parties may be damaging to City. Attorneys agree that all information disclosed by City to Attorney shall be held in confidence and used only in performance of the services required by this Agreement. A violation of this section shall be a material violation of this Agreement and shall justify legal and/or equitable relief. e. Publicity. The City Representative shall serve as the point of contact for press information regarding all matters pertaining to Services performed by Attorney under this Agreement. Attorney will consult with and obtain approval of the City Representative before making any statement to any media outlet (whether radio, print, internet or television) about the Services.
f. Disqualification of Judges. At the option of the City Attorney, judges may be disqualified from hearing City litigation, and Attorney shall adhere to such decision of the City Attorney. In the event that Attorney is of the opinion that a judge ought to be disqualified, the City Attorney must be consulted in advance by Attorney, and Attorney must obtain the City Attorney’s written consent to such disqualification. g. Equal Employment Opportunity. During the performance of this Agreement, Attorney, for itself, its assignees and successors in interest, agrees as follows:
i. Compliance With Regulations: Attorney shall comply with the Executive Order 11246 entitled “Equal Opportunity in Federal Employment”, as amended by Executive Order 11375 and 12086, and as supplemented in Department of Labor #5..
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Legal Services Agreement
City of Modesto and Oppenheimer Investigations Group LLP 11 regulations (41 CFR Chapter 60), hereinafter collectively referred to as the “Regulations.”
ii. Nondiscrimination: Attorney, with regards to the work performed pursuant to this Agreement, shall not discriminate on the ground of race, color, religion, sex, national origin, age, marital status, physical handicap or sexual orientation in selection and retention of subcontractors, including procurement of materials and leases of equipment. Attorney shall not participate either directly or indirectly in discrimination prohibited by the Regulations.
h. Severability. If any portion of this Agreement or the application thereof to any person or circumstance shall be held invalid or unenforceable, the remainder of this Agreement shall not be affected thereby and shall be enforced to the greatest extent permitted by law. i. Waiver. Neither City acceptance of, or payment for, any Service or Additional Service performed by Attorney, nor any waiver by either Party of any default, breach or condition precedent, shall be construed as a waiver of any provision of this Agreement, nor as a waiver of any other default, breach or condition precedent or any other right hereunder. j. Enforcement of Agreement. This Agreement shall be governed, construed and enforced in accordance with the laws of the State of California. Venue of any litigation arising out of or connected with this Agreement shall lie exclusively in the state trial court or Federal District Court located in Stanislaus County in the State of California, and the Parties consent to jurisdiction over their persons and over the subject matter of any such litigation in such courts, and consent to service of process issued by such courts. k. Attorneys’ Fees. In any action to enforce the terms of this Agreement, the prevailing Party shall recover its reasonable attorneys' fees.
l. Assignment Prohibited. The expertise and experience of Attorney are material considerations for this Agreement. City has a strong interest in the qualifications and capability of the persons and entities who will fulfill the obligations imposed on Attorney under this Agreement. In recognition of this interest, Attorney shall not assign any right or obligation pursuant to this Agreement without the written consent of the City. Any attempted or purported assignment without City’s written consent shall be void and of no effect.
m. Notice. Any notice, demand, request, consent, approval, communication either Party desires or is required to give the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail to the address set forth below. Either Party may change its address by notifying the other Party of the change of address in writing. Notice shall be deemed communicated forty-eight (48) hours from the time of mailing if mailed as provided in this section.
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Legal Services Agreement
City of Modesto and Oppenheimer Investigations Group LLP 12 To: City of Modesto To Attorney: Oppenheimer Investigations Gro Attention: City Attorney Attention: Vida Thomas
1010 Tenth Street, 6th Floor
Modesto, CA 95353
1300 Clay Street, Suite 600
Oakland, CA 94612
Phone: (209) 577-5288
Fax: (209) 544-8260
Phone: (510) 393-4212
Fax: N/A
9. Entire Agreement. This document, including all Exhibits, contains the entire agreement between the Parties and supersedes whatever oral or written understanding they may have had prior to the execution of this Agreement. No alteration to the terms of this Agreement shall be valid unless approved in writing by Attorney, and by City, in accordance with applicable provision of the Modesto City Code.
10. Authority. The person signing this Agreement for Attorney hereby represents and warrants that he/she is fully authorized to sign this Agreement on behalf of Attorney and to bind Attorney to the performance of its obligations hereunder.
11. Exhibits. All exhibits referred to herein are attached hereto and are by this reference incorporated as if set forth fully herein.
[Signatures on Next Page.]
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Legal Services Agreement
City of Modesto and Oppenheimer Investigations Group LLP 13 IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates stated below.
CITY OF MODESTO,
A Municipal Corporation
By:___________________________________
Print name: Joseph P. Lopez
Title: City Manager
APPROVED TO AS FORM:
_______________________________
Jose M. Sanchez, City Attorney
ATTEST:
_______________________________
Diane Nayares-Perez, City Clerk
_______________________________
Matthew Braley, Risk Manager
[Signatures Continued on Next Page.]
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City of Modesto and Oppenheimer Investigations Group LLP 14 ATTORNEY:
a Professional Corporation
______________________________________
Federal I.D. No.
______________________________________
State I.D. No.
______________________________________
City of Modesto Business Op. Tax Cert. No.
TYPE OF BUSINESS ENTITY (check one):
_____ Individual/Sole Proprietor
_____ Partnership
_____ Corporation
_____ Limited Liability Company
_____ Other (please specify:)
______________________________________
Signature of Authorized Person
______________________________________
Title
______________________________________
Additional Signature (if required)
______________________________________
Title
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Legal Services Agreement
City of Modesto and Shaw Law Group, PC
1 LEGAL SERVICES AGREEMENT
This Legal Services Agreement (this “Agreement”) is made and entered into on the ______day of ____________ , 2025 (“Effective Date”), by and between the CITY OF MODESTO, a California Municipal Corporation (“City”), located at 1010 Tenth Street, Sixth Floor, Modesto, California 95353 and Shaw Law Group,, PC (“Attorney”), located at 425 University Avenue, Suite 200, Sacramento, CA 95825. City and Attorney are hereinafter collectively referred to as the “Parties,” and singularly as a “Party.”
RECITALS
WHEREAS, City desires Attorney’s services with respect to providing legal advice, representation and assistance to City in matters involving personnel and administrative investigations; and
WHEREAS, Attorney is specially trained, experienced and competent to perform such services; and
WHEREAS, the public interest, economy and general welfare will be served by this Agreement.
NOW, THEREFORE it is hereby agreed as follows:
1. Services
a. Scope of Work: Subject to the terms and conditions set forth in this Agreement, Attorney shall provide to City the following services (“Services”):
Conduct various types of investigative services, including but not limited to surveillance, investigative research, interviews, background investigations, undercover investigations, people locates, Internet & E-mail tracing, computer examinations as well as electronic surveillance countermeasures for Personnel and Administrative Investigations.
Attorney shall not be compensated for services outside the scope of work identified under this Section unless prior to the commencement of such services: (i) Attorney notifies City and City agrees that such services are outside the scope of work under this Section; (ii) Attorney estimates the additional compensation required for these additional services; and (iii) City, after notice, approves in writing a Supplemental Agreement specifying the additional services and amount of compensation therefor.
Specific tasks including specific claims under the scope of work of this Agreement performed by Attorney will be assigned by City with written notice to Attorney. Within ten (10) days of receiving notice by City of a new task, Attorney shall provide City a budget for #5..
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2 the requested task. Attorney must receive written approval by City of the proposed budget prior to commencement of task. Total compensation for all tasks under this Agreement shall not exceed the total compensation under Section 2 of this Agreement. b. Term: This Agreement shall become effective on the Effective Date and shall continue for a four year term to XX, 2030, unless sooner terminated as provided in Section 7. c. Partner in Charge: The partner in charge of the defense of City in assigned matters is Jennifer Shaw. Attorney will utilize experienced associate attorneys and paralegals under supervision of the partner in charge. The partner in charge will be the contact person for City and will make himself/herself reasonable available to respond to questions from the City Attorney or City staff.
2. Fees and Costs.
a. Hourly Rates:
President $475.00/hour
See Attached $475.00/hour
The total of all fees paid to Attorney for the performance of all services set forth in Section 1 (hereafter the “Services”), and for all authorized Reimbursable Expenses (as defined hereafter), shall not exceed the total sum of TWO HUNDRED THOUSAND AND 00/100 dollars ($200,000).
b. Reimbursable Expenses: City shall reimburse Attorney for the actual, reasonable and necessary expense of travel out of the Modesto metropolitan area, approved in advance, at $.72.5 per mile. Attorney will not charge City for the cost of telephone calls or photocopying. Litigation costs and expenses for statutory fees, witness fees, reporters’ per diem and stenographic transcriptions, jury fees, and the expenses of serving process shall be advanced by Attorney and reimbursed by City. Expert consultants and witnesses may be retained by Attorney on terms acceptable to City, approved in advance by email or letter by the City Representative (as defined hereafter), in which case City shall reimburse Attorney or pay such consultants or experts directly.
c. Billing:
i. Legal billings shall be submitted to City every thirty (30) days unless otherwise advised.
ii. Each task shall be distinctly and completely identified. In litigation matters, City will not pay invoices that contain block billing. Each billing entry must contain the initials of the individual performing the task, the nature of the task, the date it was #5..
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City of Modesto and Shaw Law Group, PC
3 performed, and the length of time it took.
iii. Costs under $1,000.00 shall be paid by Attorney and submitted with their normal billing.
iv. City reserves the right to audit all invoices.
v. Payments to Attorney shall be made within a reasonable time after receipt of Attorney’s invoice, generally within sixty (60) days of receipt. Attorney shall be responsible for supplying all documentation necessary to verify the monthly billings to the satisfaction of City.
vi. In addition to the provisions stated elsewhere in this Agreement regarding the payment of fees, billing and budgeting, the following guidelines for billing apply:
(1) City expects each individual working on the matter for which Attorney is retained to have the necessary experience to perform the services required to protect or pursue City’s interests in the matter in a cost effective manner, consistent with high professional and ethical standards. (2) City expects Attorney to select the individual most suitable for the task required and the specific needs of the matter, and to use the maximum efficiencies available. Billings for services performed by the inappropriate level of personnel will be reduced by City based on rate adjustments for the appropriate level of personnel.
(3) City will not pay for unnecessary review of texts, codes, rules of court, or other fundamental references. City will pay the hourly rate for specific legal research which is unique to the matter, assuming that Attorney has used maximum efficiencies and that Attorney has not already recently performed research in the same or very similar areas of law.
(4) City acknowledges the benefit of communications between attorneys in the firm. City does, however, expect that intra-office conferences will only be held as needed, and will be kept to a minimum. Intra-office conferences shall be for the purpose of discussing strategy and legal issues which directly further the matter. City will not pay for conferences which are supervisorial, instructional or administrative. Any invoice which lists an intra-office conference that does not meet these guidelines must contain a full explanation and is subject to reduction by City. City will not pay for “team meetings” and City will scrutinize all intra-office conferences for “value added” to the matter by the conference, for the number of individuals attending the conference, the length of the conference, the subjects discussed at the conference and who participated #5..
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4 in it, and will, in City’s sole discretion, determine if such value has been added. (5) City will not pay for local telephone calls, incoming facsimiles, postage, time spent on filing, calendaring, indexing pleadings, photocopying, conferences with Clerks of court or court reporters, secretarial proofreading, redrafting due to substandard work, or opening, organizing or closing files. City will not pay for time billed by summer interns, time for more than one individual to attend a trial, hearing, court appearance, arbitration, mediation, deposition, third party meeting, conference call or similar event, unless otherwise approved by City in advance.
(6) Vague billing which does not contain sufficient information to allow City’s reviewer of the invoice to determine the nature of the task, the reason for the task, and the individual performing the task is subject to reduction by City. (7) City will not reimburse for overtime, word processing, supplies, anything identified on an invoice as “miscellaneous,” or any other unidentified charges. d. Budget:
i. Within ten (10) days of the Effective Date, Attorney shall provide City with a proposed budget for the Services to be rendered pursuant to this Agreement. If Services involve tasks that have not yet been assigned by City, Attorney shall provide City with a proposed budget for all assigned new tasks with ten (10) days of receiving written notice from the City assigning Attorney the new task. Total compensation for all tasks under this Agreement shall not exceed the total compensation under Section 2 of this Agreement. The budget shall include all projected fees and costs to be incurred by Attorney and necessary for completion of the Services necessary to conclude the representation. The budget shall be a good faith estimate and shall be as complete and detailed as reasonably possible, including such items as discovery and motions for trial, preparation of documents for transactional services, and anticipated research and investigations. The proposed budget shall identify the projected total hours that will be billed to each task, and the individual that are anticipated to be performing the task. Any deviation from the budget in excess of fifteen percent (15%), must be approved in advance by the City Attorney or designee. Notwithstanding the foregoing, should it become reasonably apparent to Attorney that the actual billings will exceed Attorney’s initial estimate of anticipated legal costs and fees, Attorney shall immediately notify City thereof in advance and shall submit a revised written estimate for City’s approval.
3. Reporting.
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5 (30) days of the Effective Date and the assignment of such task which report shall include an evaluation of the total exposure to the City, the liability risk, estimated cost to litigate or settle, and the particular attorneys who will be assigned. In this preliminary report, Attorney shall also make recommendations for discovery and any needed investigation, if any, and provide an estimate of total anticipated legal costs and fees for the handling of this matter. Thereafter, Attorney shall provide a status update to the City Representative, as defined in Section 4, every sixty (60) days on any matter under this Agreement. b. Attorney shall provide to City representative an electronic version of all agreements, pleadings, motions, and discovery documents filed or propounded by Attorney in a Microsoft Word format compatible with that used by the City Attorney’s office. c. In the event that Attorney’s handling of the above-designated matter exceeds a period of twenty-four (24) months, Attorney shall, in addition to providing regular status reports to City, also report directly to the City representative on an annual basis and no later than March 30th of each year, setting forth in detail the status of the matter, and Attorney’s plan for further handling of the matter, and the estimated length of time to conclude the matter.
4. City Representative. The City Attorney, or the City Attorney’s designee, shall be the “City Representative” under this Agreement and shall administer this Agreement for City, including any payments hereunder. All Attorney questions pertaining to this Agreement shall be referred to the City Representative or the Representative’s designee.
5. Insurance Requirements. During the entire term of this Agreement, Attorney shall maintain the following insurance:
a. Minimum Scope of Insurance: Coverage should be at least as broad as:
i. Insurance Services Office Form No. CG 0001 (Commercial General Liability); ii. Insurance Services Office Form No. CA 0001 (Ed. 1/87) (Automobile Liability, Code “any auto”);
iii. Workers’ Compensation as required by the Labor Code of the State of California, and Employers’ Liability Insurance:
iv. Professional Liability (Errors and Omissions) insurance against loss due to error, omission or malpractice.
b. Minimum Limits of Insurance: Attorney shall maintain limits no less than:
i. Commercial General Liability: $1,000,000 combined single limit per occurrence, including endorsements for contractual liabilities, broad form property damage and personal injury.
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6 ii. Automobile Liability: $1,000,000 combined single limit per accident for personal injury and property damage arising from owned, hired and non-owned vehicles.
iii. Workers’ Compensation and Employers’ Liability: Workers’ compensation limits as required by the Labor Code of the State of California and Employers’ Liability limits of $1,000,000 per accident.
iv. Professional Liability (Errors and Omissions): $2,000,000 combined single limit per occurrence.
c. Deductibles and Self-Insured Retentions: Any deductibles or self-insured retentions must be declared to and approved by the City.
d. Other Insurance Provisions: The policies are to contain, or be endorsed to contain, the following provisions:
i. General Liability and Automobile Liability Coverages:
(1) The General Liability and Automobile Liability policies shall be written on an occurrence form and shall name City, its officers, officials, agents, employees and volunteers as additional insureds. Such policy(ies) of insurance shall be endorsed so that Attorney’s insurance shall be primary and any insurance or self-insurance maintained by City, its officials, employees or volunteers shall be in excess of Attorney’s insurance and shall not contribute with it.
(2) Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its officials, employees or volunteers. (3) Coverage shall state that Attorney’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.
ii. All Coverages:
(1) Each insurance policy required by this Agreement shall be endorsed to state that coverages shall not be canceled except after thirty (30) days prior written notice has been given to City. In addition, Attorney agrees that it shall not reduce its coverage or limits on any such policy except after thirty (30) days prior written notice has been given to City and City approves the reduction in coverage or limits. Attorney further agrees that it shall not increase any deductibles or self-insured retentions on any such policy except after thirty (30) days prior written notice has been given to City and City #5..
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7 approves such increase.
(2) In the event claims made forms are used for any Professional Liability coverage, either (i) the policy(ies) shall be endorsed to provide not less than a five (5) year discovery period, or (ii) the coverage shall be maintained for a minimum of five (5) years following the termination of this Agreement and the requirements of this section relating to such coverage shall survive termination or expiration of this Agreement. Attorney shall furnish City with the certificate(s) and applicable endorsements for ALL required insurance prior to City’s execution of this Agreement. e. Acceptability of Insurers: Insurance shall be placed with insurers with a Bests’ rating of no less than A:VII. This requirement may, however, be waived in individual cases for Errors and Omissions Coverages only; provided, however, that in no event shall a carrier with a rating below B:IX be acceptable.
f. Verification of Coverage: Attorney shall furnish City with certificates of insurance showing compliance with the above requirements and with original endorsements affecting all coverages required by this Agreement both prior to the execution of this Agreement, and during the pendency of this Agreement at any time upon request by City. The certificates and/or endorsements shall set forth a valid policy number for City, and shall indicate the Issue Date, Effective Date and Expiration Date. The certificates and endorsements for each insurance policy shall be signed by a person authorized by the insurer to bind coverage on its behalf. The certificates and endorsements shall be forwarded to the City Representative. g. Payment Withhold: City shall withhold payments to Attorney if the certificates of insurance and endorsements required in this section are canceled or Attorney otherwise ceases to be insured as required herein.
6. Indemnification.
a. Indemnity: Attorney shall fully indemnify and save harmless, City, its officers and employees, including without limitation the City Attorney, and each and every one of them, from and against all actions, damages, costs, liability, claims, losses, judgments, penalties and expenses of every type and description, including, but not limited to, any fees and/or costs reasonably incurred by City’s staff attorneys or outside attorneys and any fees and expenses incurred in enforcing this provision (hereafter collectively referred to as “Liabilities”), to which any or all of them may be subjected, to the extent such Liabilities are caused by or result from any negligent act or omission or willful misconduct of Attorney, its subcontractors or agents, and their respective officers and employees, in connection with the performance or nonperformance of this Agreement, whether or not the City, its officers or employees reviewed, accepted or approved any service or work product performed or provided by the Attorney, and whether or not such Liabilities are litigated, settled or reduced to judgment.
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8 b. Obligation to Defend: Attorney shall, upon City’s request, defend at Attorney’s sole cost any action, claim, suit, cause of action or portion thereof which asserts or alleges Liabilities to the extent such Liabilities are caused by or result from any negligent act or omission or willful misconduct of Attorney, its sub-attorneys, subcontractors or agents, and their respective officers and employees, in connection with the performance or nonperformance of this Agreement, whether such action, claim, suit, cause of action or portion thereof is well founded or not.
c. Insurance Policies; Intellectual Property Claims: The existence or acceptance by City of any of the insurance policies or coverages described in this Agreement shall not affect or limit any of City’s rights under this section, nor shall the limits of such insurance limit the liability of Attorney hereunder. This section shall not apply to any intellectual property claims, actions, lawsuits or other proceedings subject to the provisions of Section 4 (Confidentiality of City Information) above. The provisions of this section shall survive any expiration or termination of this Agreement.
7. Termination.
a. By City. City may terminate this Agreement at any time by written notice. After receiving such notice, Attorney will cease providing services. Attorney will cooperate with City in the orderly transfer of all related files and records to your new counsel. b. By Attorney. Attorney may terminate this Agreement at any time with City’s consent or for good cause. Attorney may terminate this Agreement for any reason by giving to City Attorney not less than thirty (30) days prior written notice of termination. The notice shall specify the effective date of and reason for the termination. Good cause exists if (a) any statement is not paid within ninety (90) days of its receipt; (b) City fails to meet any other obligation under this Agreement and continues in that failure for 15 days after Attorney sends written notice to City; (c) City has misrepresented or failed to disclose material facts to Attorney, refused to cooperate with Attorney, refused to follow Attorney’s advice on a material matter, or otherwise made Attorney’s representation unreasonably difficult; or (d) any other circumstance exists in which ethical rules of the legal profession mandate or permit termination, including situations where a conflict of interest arises. If Attorney terminates Services, City agree to execute a substitution of attorneys promptly and otherwise cooperate in effecting that termination.
Termination of this Agreement, whether by City or by Attorney, will not relieve the obligation to pay for services rendered and costs incurred before our services formally ceased.
8. General Provisions.
a. Independent Contractor.
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9 i. It is understood and agreed that Attorney (including Attorney’s employees) is an independent contractor and that no relationship of employer-employee exists between the Parties hereto for any purpose whatsoever. Neither Attorney nor Attorney’s assigned personnel shall be entitled to any benefits payable to employees of City. City is not required to make any deductions or withholdings from the compensation payable to Attorney under the provisions of this Agreement, and Attorney shall be issued an IRS Form 1099 for its services hereunder. As an independent contractor, Attorney hereby agrees to indemnify and hold City harmless from any and all claims that may be made against City based upon any contention by any of Attorney’s employees or by any third party, including but not limited to any state or federal agency, that an employer-employee relationship or a substitute therefor exists for any purpose whatsoever by reason of this Agreement or by reason of the nature and/or performance of any Services under this Agreement.
ii. It is further understood and agreed by the Parties hereto that Attorney, in the performance of its obligations hereunder, is subject to the control and direction of City as to the designation of tasks to be performed and the results to be accomplished by the Services agreed to be rendered and performed under this Agreement, but not as to the means, methods, or sequence used by Attorney for accomplishing such results. To the extent that Attorney obtains permission to, and does, use City facilities, space, equipment or support services in the performance of this Agreement, this use shall be at the Attorney’s sole discretion based on the Attorney’s determination that such use will promote Attorney’s efficiency and effectiveness. Except as may be specifically provided elsewhere in this Agreement, the City does not require that Attorney use City facilities, equipment or support services or work in City locations in the performance of this Agreement.
iii. If, in the performance of this Agreement, any third persons are employed by Attorney, such persons shall be entirely and exclusively under the direction, supervision, and control of Attorney. Except as may be specifically provided elsewhere in this Agreement, all terms of employment, including hours, wages, working conditions, discipline, hiring, and discharging, or any other terms of employment or requirements of law, shall be determined by Attorney. It is further understood and agreed that Attorney shall issue W-2 or 1099 Forms for income and employment tax purposes, for all of Attorney’s assigned personnel and subcontractors.
b. Licenses; Permits, Etc.: Attorney represents and warrants that Attorney has all licenses, permits, City Business Operations Tax Certificate, qualifications, and approvals of whatsoever nature which are legally required for Attorney to practice its profession or provide any services under the Agreement.
______________ Attorney's Initial
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10 Attorney represents and warrants that Attorney shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Attorney to practice its profession or provide such Services. Without limiting the generality of the foregoing, if Attorney is an out-of-state corporation, Attorney warrants and represents that it possesses a valid certificate of qualification to transact business in the State of California issued by the California Secretary of State pursuant to Section 2105 of the California Corporations Code. c. Conflicts of Interest. Attorney represents and warrants that they have made a diligent effort to determine whether there are any actual or potential conflicts of interest that would preclude or interfere with Attorney’s performance of this Agreement, and that no such conflict of interest exists. Attorney shall indemnify and hold harmless City from and against any and all liability, loss, expense and obligation arising directly or indirectly out of any breach of the foregoing representation and warranty. Attorney agrees to avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City at all times during the performance of this Agreement.
d. Confidentiality of City Information. Attorney understands and agrees that during the course performing the services required by this Agreement, or in contemplation thereof, Attorney may have access to private or confidential information which may be owned or controlled by City and that such information may contain proprietary or confidential details, the disclosure of which to third parties may be damaging to City. Attorneys agree that all information disclosed by City to Attorney shall be held in confidence and used only in performance of the services required by this Agreement. A violation of this section shall be a material violation of this Agreement and shall justify legal and/or equitable relief. e. Publicity. The City Representative shall serve as the point of contact for press information regarding all matters pertaining to Services performed by Attorney under this Agreement. Attorney will consult with and obtain approval of the City Representative before making any statement to any media outlet (whether radio, print, internet or television) about the Services.
f. Disqualification of Judges. At the option of the City Attorney, judges may be disqualified from hearing City litigation, and Attorney shall adhere to such decision of the City Attorney. In the event that Attorney is of the opinion that a judge ought to be disqualified, the City Attorney must be consulted in advance by Attorney, and Attorney must obtain the City Attorney’s written consent to such disqualification. g. Equal Employment Opportunity. During the performance of this Agreement, Attorney, for itself, its assignees and successors in interest, agrees as follows:
i. Compliance With Regulations: Attorney shall comply with the Executive Order 11246 entitled “Equal Opportunity in Federal Employment”, as amended by #5..
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11 Executive Order 11375 and 12086, and as supplemented in Department of Labor regulations (41 CFR Chapter 60), hereinafter collectively referred to as the “Regulations.”
ii. Nondiscrimination: Attorney, with regards to the work performed pursuant to this Agreement, shall not discriminate on the ground of race, color, religion, sex, national origin, age, marital status, physical handicap or sexual orientation in selection and retention of subcontractors, including procurement of materials and leases of equipment. Attorney shall not participate either directly or indirectly in discrimination prohibited by the Regulations.
h. Severability. If any portion of this Agreement or the application thereof to any person or circumstance shall be held invalid or unenforceable, the remainder of this Agreement shall not be affected thereby and shall be enforced to the greatest extent permitted by law. i. Waiver. Neither City acceptance of, or payment for, any Service or Additional Service performed by Attorney, nor any waiver by either Party of any default, breach or condition precedent, shall be construed as a waiver of any provision of this Agreement, nor as a waiver of any other default, breach or condition precedent or any other right hereunder. j. Enforcement of Agreement. This Agreement shall be governed, construed and enforced in accordance with the laws of the State of California. Venue of any litigation arising out of or connected with this Agreement shall lie exclusively in the state trial court or Federal District Court located in Stanislaus County in the State of California, and the Parties consent to jurisdiction over their persons and over the subject matter of any such litigation in such courts, and consent to service of process issued by such courts. k. Attorneys’ Fees. In any action to enforce the terms of this Agreement, the prevailing Party shall recover its reasonable attorneys' fees.
l. Assignment Prohibited. The expertise and experience of Attorney are material considerations for this Agreement. City has a strong interest in the qualifications and capability of the persons and entities who will fulfill the obligations imposed on Attorney under this Agreement. In recognition of this interest, Attorney shall not assign any right or obligation pursuant to this Agreement without the written consent of the City. Any attempted or purported assignment without City’s written consent shall be void and of no effect.
m. Notice. Any notice, demand, request, consent, approval, communication either Party desires or is required to give the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail to the address set forth below. Either Party may change its address by notifying the other Party of the change of address in writing. Notice shall be deemed communicated forty-eight (48) hours from the time of #5..
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12 mailing if mailed as provided in this section.
To: City of Modesto To Attorney: Shaw Law Group, PC
Attention: City Attorney Attention: Jennifer Shaw
1010 Tenth Street, 6th Floor
Modesto, CA 95353
425 University Avenue, Suite 200
Sacramento, CA 95825
Phone: (209) 577-5288
Fax: (209) 544-8260
Phone: (916) 640-2240
Fax: (916) 640-2241
9. Entire Agreement. This document, including all Exhibits, contains the entire agreement between the Parties and supersedes whatever oral or written understanding they may have had prior to the execution of this Agreement. No alteration to the terms of this Agreement shall be valid unless approved in writing by Attorney, and by City, in accordance with applicable provision of the Modesto City Code.
10. Authority. The person signing this Agreement for Attorney hereby represents and warrants that he/she is fully authorized to sign this Agreement on behalf of Attorney and to bind Attorney to the performance of its obligations hereunder.
11. Exhibits. All exhibits referred to herein are attached hereto and are by this reference incorporated as if set forth fully herein.
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13 IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates stated below.
CITY OF MODESTO,
A Municipal Corporation
By:___________________________________
Print name: Joseph P. Lopez
Title: City Manager
APPROVED TO AS FORM:
_______________________________
Jose M. Sanchez, City Attorney
ATTEST:
_______________________________
Diane Nayares-Perez, City Clerk
_______________________________
Matthew Braley, Risk Manager
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14 ATTORNEY:
a Professional Corporation
______________________________________
Federal I.D. No.
______________________________________
State I.D. No.
______________________________________
City of Modesto Business Op. Tax Cert. No.
TYPE OF BUSINESS ENTITY (check one):
_____ Individual/Sole Proprietor
_____ Partnership
_____ Corporation
_____ Limited Liability Company
_____ Other (please specify:)
______________________________________
Signature of Authorized Person
______________________________________
Title
______________________________________
Additional Signature (if required)
______________________________________
Title
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1 LEGAL SERVICES AGREEMENT
This Legal Services Agreement (this “Agreement”) is made and entered into on the ______day of ____________ , 2025 (“Effective Date”), by and between the CITY OF MODESTO, a California Municipal Corporation (“City”), located at 1010 Tenth Street, Sixth Floor, Modesto, California 95353 and Meyers Nave, professional corporation (“Attorney”), located at 1999 Harrison Street, 9th Floor, Oakland, CA 94612. City and Attorney are hereinafter collectively referred to as the “Parties,” and singularly as a “Party.”
RECITALS
WHEREAS, City desires Attorney’s services with respect to providing legal advice, representation and assistance to City in matters involving personnel and administrative investigations; and
WHEREAS, Attorney is specially trained, experienced and competent to perform such services; and
WHEREAS, the public interest, economy and general welfare will be served by this Agreement.
NOW, THEREFORE it is hereby agreed as follows:
1. Services
a. Scope of Work: Subject to the terms and conditions set forth in this Agreement, Attorney shall provide to City the following services (“Services”):
Conduct various types of investigative services, including but not limited to surveillance, investigative research, interviews, background investigations, undercover investigations, people locates, Internet & E-mail tracing, computer examinations as well as electronic surveillance countermeasures for Personnel and Administrative Investigations.
Attorney shall not be compensated for services outside the scope of work identified under this Section unless prior to the commencement of such services: (i) Attorney notifies City and City agrees that such services are outside the scope of work under this Section; (ii) Attorney estimates the additional compensation required for these additional services; and (iii) City, after notice, approves in writing a Supplemental Agreement specifying the additional services and amount of compensation therefor.
Specific tasks including specific claims under the scope of work of this Agreement performed by Attorney will be assigned by City with written notice to Attorney. Within ten (10) days of receiving notice by City of a new task, Attorney shall provide City a budget for #5..
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2 the requested task. Attorney must receive written approval by City of the proposed budget prior to commencement of task. Total compensation for all tasks under this Agreement shall not exceed the total compensation under Section 2 of this Agreement. b. Term: This Agreement shall become effective on the Effective Date and shall continue for a four-year term to XX, 2030, unless sooner terminated as provided in Section 7. c. Partner in Charge: The partner in charge of the defense of City in assigned matters is Camille Pating. Attorney will utilize experienced associate attorneys and paralegals under supervision of the partner in charge. The partner in charge will be the contact person for City and will make himself/herself reasonable available to respond to questions from the City Attorney or City staff.
2. Fees and Costs.
a. Hourly Rates:
Principal $625.00/hour
Of Counsel $595.00/hour
Associate $ 500.00 /hour
Paralegal $300.00/hour
Litigation Support Specialist $300.00/hour
The total of all fees paid to Attorney for the performance of all services set forth in Section 1 (hereafter the “Services”), and for all authorized Reimbursable Expenses (as defined hereafter), shall not exceed the total sum of ONE HUNDRED TWENTY THOUSAND AND 00/100 dollars ($120,000).
b. Reimbursable Expenses: City shall reimburse Attorney for the actual, reasonable and necessary expense of travel out of the Modesto metropolitan area, approved in advance, at $.72.5 per mile. Attorney will not charge City for the cost of telephone calls or photocopying. Litigation costs and expenses for statutory fees, witness fees, reporters’ per diem and stenographic transcriptions, jury fees, and the expenses of serving process shall be advanced by Attorney and reimbursed by City. Expert consultants and witnesses may be retained by Attorney on terms acceptable to City, approved in advance by email or letter by the City Representative (as defined hereafter), in which case City shall reimburse Attorney or pay such consultants or experts directly.
c. Billing:
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3 i. Legal billings shall be submitted to City every thirty (30) days unless otherwise advised.
ii. Each task shall be distinctly and completely identified. In litigation matters, City will not pay invoices that contain block billing. Each billing entry must contain the initials of the individual performing the task, the nature of the task, the date it was performed, and the length of time it took.
iii. Costs under $1,000.00 shall be paid by Attorney and submitted with their normal billing.
iv. City reserves the right to audit all invoices.
v. Payments to Attorney shall be made within a reasonable time after receipt of Attorney’s invoice, generally within sixty (60) days of receipt. Attorney shall be responsible for supplying all documentation necessary to verify the monthly billings to the satisfaction of City.
vi. In addition to the provisions stated elsewhere in this Agreement regarding the payment of fees, billing and budgeting, the following guidelines for billing apply:
(1) City expects each individual working on the matter for which Attorney is retained to have the necessary experience to perform the services required to protect or pursue City’s interests in the matter in a cost effective manner, consistent with high professional and ethical standards. (2) City expects Attorney to select the individual most suitable for the task required and the specific needs of the matter, and to use the maximum efficiencies available. Billings for services performed by the inappropriate level of personnel will be reduced by City based on rate adjustments for the appropriate level of personnel.
(3) City will not pay for unnecessary review of texts, codes, rules of court, or other fundamental references. City will pay the hourly rate for specific legal research which is unique to the matter, assuming that Attorney has used maximum efficiencies and that Attorney has not already recently performed research in the same or very similar areas of law.
(4) City acknowledges the benefit of communications between attorneys in the firm. City does, however, expect that intra-office conferences will only be held as needed, and will be kept to a minimum. Intra-office conferences shall be for the purpose of discussing strategy and legal issues which directly further the matter. City will not pay for conferences which are supervisorial, instructional #5..
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4 or administrative. Any invoice which lists an intra-office conference that does not meet these guidelines must contain a full explanation and is subject to reduction by City. City will not pay for “team meetings” and City will scrutinize all intra-office conferences for “value added” to the matter by the conference, for the number of individuals attending the conference, the length of the conference, the subjects discussed at the conference and who participated in it, and will, in City’s sole discretion, determine if such value has been added. (5) City will not pay for local telephone calls, incoming facsimiles, postage, time spent on filing, calendaring, indexing pleadings, photocopying, conferences with Clerks of court or court reporters, secretarial proofreading, redrafting due to substandard work, or opening, organizing or closing files. City will not pay for time billed by summer interns, time for more than one individual to attend a trial, hearing, court appearance, arbitration, mediation, deposition, third party meeting, conference call or similar event, unless otherwise approved by City in advance.
(6) Vague billing which does not contain sufficient information to allow City’s reviewer of the invoice to determine the nature of the task, the reason for the task, and the individual performing the task is subject to reduction by City. (7) City will not reimburse for overtime, word processing, supplies, anything identified on an invoice as “miscellaneous,” or any other unidentified charges. d. Budget:
i. Within ten (10) days of the Effective Date, Attorney shall provide City with a proposed budget for the Services to be rendered pursuant to this Agreement. If Services involve tasks that have not yet been assigned by City, Attorney shall provide City with a proposed budget for all assigned new tasks with ten (10) days of receiving written notice from the City assigning Attorney the new task. Total compensation for all tasks under this Agreement shall not exceed the total compensation under Section 2 of this Agreement. The budget shall include all projected fees and costs to be incurred by Attorney and necessary for completion of the Services necessary to conclude the representation. The budget shall be a good faith estimate and shall be as complete and detailed as reasonably possible, including such items as discovery and motions for trial, preparation of documents for transactional services, and anticipated research and investigations. The proposed budget shall identify the projected total hours that will be billed to each task, and the individual that are anticipated to be performing the task. Any deviation from the budget in excess of fifteen percent (15%), must be approved in advance by the City Attorney or designee. Notwithstanding the foregoing, should it become reasonably apparent to Attorney that the actual billings will exceed Attorney’s initial estimate of anticipated #5..
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5 legal costs and fees, Attorney shall immediately notify City thereof in advance and shall submit a revised written estimate for City’s approval.
3. Reporting.
a. Attorney shall provide City with a preliminary status report and evaluation within thirty (30) days of the Effective Date and the assignment of such task which report shall include an evaluation of the total exposure to the City, the liability risk, estimated cost to litigate or settle, and the particular attorneys who will be assigned. In this preliminary report, Attorney shall also make recommendations for discovery and any needed investigation, if any, and provide an estimate of total anticipated legal costs and fees for the handling of this matter. Thereafter, Attorney shall provide a status update to the City Representative, as defined in Section 4, every sixty (60) days on any matter under this Agreement. b. Attorney shall provide to City representative an electronic version of all agreements, pleadings, motions, and discovery documents filed or propounded by Attorney in a Microsoft Word format compatible with that used by the City Attorney’s office. c. In the event that Attorney’s handling of the above-designated matter exceeds a period of twenty-four (24) months, Attorney shall, in addition to providing regular status reports to City, also report directly to the City representative on an annual basis and no later than March 30th of each year, setting forth in detail the status of the matter, and Attorney’s plan for further handling of the matter, and the estimated length of time to conclude the matter.
4. City Representative. The City Attorney, or the City Attorney’s designee, shall be the “City Representative” under this Agreement and shall administer this Agreement for City, including any payments hereunder. All Attorney questions pertaining to this Agreement shall be referred to the City Representative or the Representative’s designee.
5. Insurance Requirements. During the entire term of this Agreement, Attorney shall maintain the following insurance:
a. Minimum Scope of Insurance: Coverage should be at least as broad as:
i. Insurance Services Office Form No. CG 0001 (Commercial General Liability); ii. Insurance Services Office Form No. CA 0001 (Ed. 1/87) (Automobile Liability, Code “any auto”);
iii. Workers’ Compensation as required by the Labor Code of the State of California, and Employers’ Liability Insurance:
iv. Professional Liability (Errors and Omissions) insurance against loss due to error, omission or malpractice.
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Legal Services Agreement
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6 b. Minimum Limits of Insurance: Attorney shall maintain limits no less than:
i. Commercial General Liability: $1,000,000 combined single limit per occurrence, including endorsements for contractual liabilities, broad form property damage and personal injury.
ii. Automobile Liability: $1,000,000 combined single limit per accident for personal injury and property damage arising from owned, hired and non-owned vehicles.
iii. Workers’ Compensation and Employers’ Liability: Workers’ compensation limits as required by the Labor Code of the State of California and Employers’ Liability limits of $1,000,000 per accident.
iv. Professional Liability (Errors and Omissions): $2,000,000 combined single limit per occurrence.
c. Deductibles and Self-Insured Retentions: Any deductibles or self-insured retentions must be declared to and approved by the City.
d. Other Insurance Provisions: The policies are to contain, or be endorsed to contain, the following provisions:
i. General Liability and Automobile Liability Coverages:
(1) The General Liability and Automobile Liability policies shall be written on an occurrence form and shall name City, its officers, officials, agents, employees and volunteers as additional insureds. Such policy(ies) of insurance shall be endorsed so that Attorney’s insurance shall be primary and any insurance or self-insurance maintained by City, its officials, employees or volunteers shall be in excess of Attorney’s insurance and shall not contribute with it.
(2) Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its officials, employees or volunteers. (3) Coverage shall state that Attorney’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.
ii. All Coverages:
(1) Each insurance policy required by this Agreement shall be endorsed to state that coverages shall not be canceled except after thirty (30) days prior written notice has #5..
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7 been given to City. In addition, Attorney agrees that it shall not reduce its coverage or limits on any such policy except after thirty (30) days prior written notice has been given to City and City approves the reduction in coverage or limits. Attorney further agrees that it shall not increase any deductibles or self-insured retentions on any such policy except after thirty (30) days prior written notice has been given to City and City approves such increase.
(2) In the event claims made forms are used for any Professional Liability coverage, either (i) the policy(ies) shall be endorsed to provide not less than a five (5) year discovery period, or (ii) the coverage shall be maintained for a minimum of five (5) years following the termination of this Agreement and the requirements of this section relating to such coverage shall survive termination or expiration of this Agreement. Attorney shall furnish City with the certificate(s) and applicable endorsements for ALL required insurance prior to City’s execution of this Agreement. e. Acceptability of Insurers: Insurance shall be placed with insurers with a Bests’ rating of no less than A:VII. This requirement may, however, be waived in individual cases for Errors and Omissions Coverages only; provided, however, that in no event shall a carrier with a rating below B:IX be acceptable.
f. Verification of Coverage: Attorney shall furnish City with certificates of insurance showing compliance with the above requirements and with original endorsements affecting all coverages required by this Agreement both prior to the execution of this Agreement, and during the pendency of this Agreement at any time upon request by City. The certificates and/or endorsements shall set forth a valid policy number for City, and shall indicate the Issue Date, Effective Date and Expiration Date. The certificates and endorsements for each insurance policy shall be signed by a person authorized by the insurer to bind coverage on its behalf. The certificates and endorsements shall be forwarded to the City Representative. g. Payment Withhold: City shall withhold payments to Attorney if the certificates of insurance and endorsements required in this section are canceled or Attorney otherwise ceases to be insured as required herein.
6. Indemnification.
a. Indemnity: Attorney shall fully indemnify and save harmless, City, its officers and employees, including without limitation the City Attorney, and each and every one of them, from and against all actions, damages, costs, liability, claims, losses, judgments, penalties and expenses of every type and description, including, but not limited to, any fees and/or costs reasonably incurred by City’s staff attorneys or outside attorneys and any fees and expenses incurred in enforcing this provision (hereafter collectively referred to as “Liabilities”), to which any or all of them may be subjected, to the extent such Liabilities are caused by or result from any negligent act or omission or willful misconduct of Attorney, #5..
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8 its subcontractors or agents, and their respective officers and employees, in connection with the performance or nonperformance of this Agreement, whether or not the City, its officers or employees reviewed, accepted or approved any service or work product performed or provided by the Attorney, and whether or not such Liabilities are litigated, settled or reduced to judgment.
b. Obligation to Defend: Attorney shall, upon City’s request, defend at Attorney’s sole cost any action, claim, suit, cause of action or portion thereof which asserts or alleges Liabilities to the extent such Liabilities are caused by or result from any negligent act or omission or willful misconduct of Attorney, its sub-attorneys, subcontractors or agents, and their respective officers and employees, in connection with the performance or nonperformance of this Agreement, whether such action, claim, suit, cause of action or portion thereof is well founded or not.
c. Insurance Policies; Intellectual Property Claims: The existence or acceptance by City of any of the insurance policies or coverages described in this Agreement shall not affect or limit any of City’s rights under this section, nor shall the limits of such insurance limit the liability of Attorney hereunder. This section shall not apply to any intellectual property claims, actions, lawsuits or other proceedings subject to the provisions of Section 4 (Confidentiality of City Information) above. The provisions of this section shall survive any expiration or termination of this Agreement.
7. Termination.
a. By City. City may terminate this Agreement at any time by written notice. After receiving such notice, Attorney will cease providing services. Attorney will cooperate with City in the orderly transfer of all related files and records to your new counsel. b. By Attorney. Attorney may terminate this Agreement at any time with City’s consent or for good cause. Attorney may terminate this Agreement for any reason by giving to City Attorney not less than thirty (30) days prior written notice of termination. The notice shall specify the effective date of and reason for the termination. Good cause exists if (a) any statement is not paid within ninety (90) days of its receipt; (b) City fails to meet any other obligation under this Agreement and continues in that failure for 15 days after Attorney sends written notice to City; (c) City has misrepresented or failed to disclose material facts to Attorney, refused to cooperate with Attorney, refused to follow Attorney’s advice on a material matter, or otherwise made Attorney’s representation unreasonably difficult; or (d) any other circumstance exists in which ethical rules of the legal profession mandate or permit termination, including situations where a conflict of interest arises. If Attorney terminates Services, City agree to execute a substitution of attorneys promptly and otherwise cooperate in effecting that termination.
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9 pay for services rendered and costs incurred before our services formally ceased.
8. General Provisions.
a. Independent Contractor.
i. It is understood and agreed that Attorney (including Attorney’s employees) is an independent contractor and that no relationship of employer-employee exists between the Parties hereto for any purpose whatsoever. Neither Attorney nor Attorney’s assigned personnel shall be entitled to any benefits payable to employees of City. City is not required to make any deductions or withholdings from the compensation payable to Attorney under the provisions of this Agreement, and Attorney shall be issued an IRS Form 1099 for its services hereunder. As an independent contractor, Attorney hereby agrees to indemnify and hold City harmless from any and all claims that may be made against City based upon any contention by any of Attorney’s employees or by any third party, including but not limited to any state or federal agency, that an employer-employee relationship or a substitute therefor exists for any purpose whatsoever by reason of this Agreement or by reason of the nature and/or performance of any Services under this Agreement.
ii. It is further understood and agreed by the Parties hereto that Attorney, in the performance of its obligations hereunder, is subject to the control and direction of City as to the designation of tasks to be performed and the results to be accomplished by the Services agreed to be rendered and performed under this Agreement, but not as to the means, methods, or sequence used by Attorney for accomplishing such results. To the extent that Attorney obtains permission to, and does, use City facilities, space, equipment or support services in the performance of this Agreement, this use shall be at the Attorney’s sole discretion based on the Attorney’s determination that such use will promote Attorney’s efficiency and effectiveness. Except as may be specifically provided elsewhere in this Agreement, the City does not require that Attorney use City facilities, equipment or support services or work in City locations in the performance of this Agreement.
iii. If, in the performance of this Agreement, any third persons are employed by Attorney, such persons shall be entirely and exclusively under the direction, supervision, and control of Attorney. Except as may be specifically provided elsewhere in this Agreement, all terms of employment, including hours, wages, working conditions, discipline, hiring, and discharging, or any other terms of employment or requirements of law, shall be determined by Attorney. It is further understood and agreed that Attorney shall issue W-2 or 1099 Forms for income and employment tax purposes, for all of Attorney’s assigned personnel and subcontractors.
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Legal Services Agreement
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10 b. Licenses; Permits, Etc.: Attorney represents and warrants that Attorney has all licenses, permits, City Business Operations Tax Certificate, qualifications, and approvals of whatsoever nature which are legally required for Attorney to practice its profession or provide any services under the Agreement.
______________ Attorney's Initial
Attorney represents and warrants that Attorney shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Attorney to practice its profession or provide such Services. Without limiting the generality of the foregoing, if Attorney is an out-of-state corporation, Attorney warrants and represents that it possesses a valid certificate of qualification to transact business in the State of California issued by the California Secretary of State pursuant to Section 2105 of the California Corporations Code. c. Conflicts of Interest. Attorney represents and warrants that they have made a diligent effort to determine whether there are any actual or potential conflicts of interest that would preclude or interfere with Attorney’s performance of this Agreement, and that no such conflict of interest exists. Attorney shall indemnify and hold harmless City from and against any and all liability, loss, expense and obligation arising directly or indirectly out of any breach of the foregoing representation and warranty. Attorney agrees to avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City at all times during the performance of this Agreement.
d. Confidentiality of City Information. Attorney understands and agrees that during the course performing the services required by this Agreement, or in contemplation thereof, Attorney may have access to private or confidential information which may be owned or controlled by City and that such information may contain proprietary or confidential details, the disclosure of which to third parties may be damaging to City. Attorneys agree that all information disclosed by City to Attorney shall be held in confidence and used only in performance of the services required by this Agreement. A violation of this section shall be a material violation of this Agreement and shall justify legal and/or equitable relief. e. Publicity. The City Representative shall serve as the point of contact for press information regarding all matters pertaining to Services performed by Attorney under this Agreement. Attorney will consult with and obtain approval of the City Representative before making any statement to any media outlet (whether radio, print, internet or television) about the Services.
f. Disqualification of Judges. At the option of the City Attorney, judges may be disqualified from hearing City litigation, and Attorney shall adhere to such decision of the City Attorney. In the event that Attorney is of the opinion that a judge ought to be disqualified, the City Attorney must be consulted in advance by Attorney, and Attorney must #5..
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Legal Services Agreement
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11 obtain the City Attorney’s written consent to such disqualification. g. Equal Employment Opportunity. During the performance of this Agreement, Attorney, for itself, its assignees and successors in interest, agrees as follows:
i. Compliance With Regulations: Attorney shall comply with the Executive Order 11246 entitled “Equal Opportunity in Federal Employment”, as amended by Executive Order 11375 and 12086, and as supplemented in Department of Labor regulations (41 CFR Chapter 60), hereinafter collectively referred to as the “Regulations.”
ii. Nondiscrimination: Attorney, with regards to the work performed pursuant to this Agreement, shall not discriminate on the ground of race, color, religion, sex, national origin, age, marital status, physical handicap or sexual orientation in selection and retention of subcontractors, including procurement of materials and leases of equipment. Attorney shall not participate either directly or indirectly in discrimination prohibited by the Regulations.
h. Severability. If any portion of this Agreement or the application thereof to any person or circumstance shall be held invalid or unenforceable, the remainder of this Agreement shall not be affected thereby and shall be enforced to the greatest extent permitted by law. i. Waiver. Neither City acceptance of, or payment for, any Service or Additional Service performed by Attorney, nor any waiver by either Party of any default, breach or condition precedent, shall be construed as a waiver of any provision of this Agreement, nor as a waiver of any other default, breach or condition precedent or any other right hereunder. j. Enforcement of Agreement. This Agreement shall be governed, construed and enforced in accordance with the laws of the State of California. Venue of any litigation arising out of or connected with this Agreement shall lie exclusively in the state trial court or Federal District Court located in Stanislaus County in the State of California, and the Parties consent to jurisdiction over their persons and over the subject matter of any such litigation in such courts, and consent to service of process issued by such courts. k. Attorneys’ Fees. In any action to enforce the terms of this Agreement, the prevailing Party shall recover its reasonable attorneys' fees.
l. Assignment Prohibited. The expertise and experience of Attorney are material considerations for this Agreement. City has a strong interest in the qualifications and capability of the persons and entities who will fulfill the obligations imposed on Attorney under this Agreement. In recognition of this interest, Attorney shall not assign any right or obligation pursuant to this Agreement without the written consent of the City. Any attempted or purported assignment without City’s written consent shall be void and of no #5..
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12 effect.
m. Notice. Any notice, demand, request, consent, approval, communication either Party desires or is required to give the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail to the address set forth below. Either Party may change its address by notifying the other Party of the change of address in writing. Notice shall be deemed communicated forty-eight (48) hours from the time of mailing if mailed as provided in this section.
To: City of Modesto To Attorney: Camille Pating
Attention: City Attorney Attention: Meyers Nave
1010 Tenth Street, 6th Floor
Modesto, CA 95353
1999 Harrison St., 9th Floor
Oakland, CA 94612
Phone: (209) 577-5288
Fax: (209) 544-8260
Phone: (510) 808-2000
Fax: (510) 444-1108
9. Entire Agreement. This document, including all Exhibits, contains the entire agreement between the Parties and supersedes whatever oral or written understanding they may have had prior to the execution of this Agreement. No alteration to the terms of this Agreement shall be valid unless approved in writing by Attorney, and by City, in accordance with applicable provision of the Modesto City Code.
10. Authority. The person signing this Agreement for Attorney hereby represents and warrants that he/she is fully authorized to sign this Agreement on behalf of Attorney and to bind Attorney to the performance of its obligations hereunder.
11. Exhibits. All exhibits referred to herein are attached hereto and are by this reference incorporated as if set forth fully herein.
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Legal Services Agreement
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13 IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates stated below.
CITY OF MODESTO,
A Municipal Corporation
By:___________________________________
Print name: Joseph P. Lopez
Title: City Manager
APPROVED TO AS FORM:
_______________________________
Jose M. Sanchez, City Attorney
ATTEST:
_______________________________
Diane Nayares-Perez, City Clerk
_______________________________
Matthew Braley, Risk Manager
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Legal Services Agreement
City of Modesto and Meyers Nave
14 ATTORNEY:
a Professional Corporation
______________________________________
Federal I.D. No.
______________________________________
State I.D. No.
______________________________________
City of Modesto Business Op. Tax Cert. No.
TYPE OF BUSINESS ENTITY (check one):
_____ Individual/Sole Proprietor
_____ Partnership
_____ Corporation
_____ Limited Liability Company
_____ Other (please specify:)
______________________________________
Signature of Authorized Person
______________________________________
Title
______________________________________
Additional Signature (if required)
______________________________________
Title
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1 STANDARD AGREEMENT
FOR CONSULTANT SERVICES
THIS AGREEMENT made and entered into in the City of Modesto, State of California, this ______ day of __________________, 20___, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "CITY", and Command Investigations, a Florida limited liability company, hereinafter referred to as "CONSULTANT".
This AGREEMENT is made with regard to the following recitals:
a. The CITY has determined that an The City has determined that a consultant is necessary to assist with internal administrative investigation services should be prepared for the CITY to Consultant represents that it is qualified, willing and able to provide the services to prepare said plan check(s).
b. CONSULTANT represents that it is qualified, willing, and able to provide the services to prepare said document(s).
NOW, THEREFORE, in consideration of this AGREEMENT, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:
1. TERM OF AGREEMENT.
The term of the AGREEMENT shall be for a period of two (2) years, with two (1) one-year extension options at the sole discretion of CITY, for a total of up to four (4) years.
Year 1: AUGUST 14, 2026 through AUGUST 13, 2027
Year 2: AUGUST 14, 2027 through AUGUST 13, 2028
Year 3: AUGUST 14, 2028 through AUGUST 13, 2029
Year 4: AUGUST 14, 2029 through AUGUST 13, 2030
Pricing shall remain firm for the first 2 (two) years of the agreement.
Price increases for subsequent AGREEMENT years three and four shall not exceed the Consumer Price Index (CPI) for West Urban Area in any one AGREEMENT year and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONSULTANT in writing, ninety (90) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.
2. SCOPE OF SERVICES.
CONSULTANT shall undertake and complete the preparation of the scope of work as set forth and described in the documents attached hereto and referred to as Exhibit (A) or “Project”. The #5..
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2 CONSULTANT shall perform the services as described in Exhibit (A) in a manner compatible with the standards of its profession and shall produce a fully complete project that is acceptable to the CITY.
3. COMPENSATION.
CONSULTANT agrees to the annual estimated amount of $12,000 and a sum not to exceed $48,000 (maximum compensation) as full remuneration for performing all services and furnishing all staffing and materials for CITY in accordance with Exhibit (A).
The Compensation shall be paid pursuant in the manner and at the times set forth below:
CITY shall pay CONSULTANT on a time and materials basis for CONSULTANT’s actual costs for all work called for in Exhibit (A) to this AGREEMENT. All work to be performed under this AGREEMENT shall be billed at the hourly rates set forth in Exhibit (B) attached hereto.
CONSULTANT shall submit monthly invoices to CITY which include detailed tasks, hours worked, and billable rates for all work completed, and detailed receipts for any out-of-pocket costs paid by CONSULTANT in connection with work performed on this project. Expenses for travel reimbursement shall comply with the City's Administrative Directive (AD) 1.2, as amended periodically. The City's AD 1.2 can be accessible at the link provided - https://www.modestogov.com/DocumentCenter/View/24156/Citys-Administrative-Directive12.
CITY shall pay CONSULTANT by Net 45 Days via manual check.
4. OBLIGATIONS OF CONSULTANT.
Throughout the term of this AGREEMENT, CONSULTANT shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business. CONSULTANT warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to provide the CITY with the services contemplated by this AGREEMENT. CONSULTANT further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project.
5. PERFORMANCE BY KEY EMPLOYEE.
CONSULTANT has represented to CITY that Eva Behner will be the person primarily responsible for the performance of the services referred to in this AGREEMENT. CITY has entered into this AGREEMENT in reliance on that representation by CONSULTANT. CONSULTANT therefore agrees that one hundred percent (100%) or more of the time to be devoted to the project that is the subject of this AGREEMENT will be that of the above-named person.
6. OWNERSHIP OF DOCUMENTS/TITLE TO DATA.
Ownership of Documents
All reports, drawings, designs, graphics, working papers and other incidental work or materials furnished hereunder shall become and remain the property of the CITY, and may be used by CITY as it may require #5..
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3 without any additional cost to CITY. No reports shall be used by the CONSULTANT for purposes other than this AGREEMENT without the express prior written consent of CITY.
Title to Data
If, as a part of the AGREEMENT, CONSULTANT is required to produce data such as, but not limited to, drawings, plans, specifications, calculations, models, flow diagrams, visual aids and other related materials, the originals of all such data generated under this AGREEMENT will be delivered to CITY upon the completion or termination of services under the AGREEMENT. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the CITY and are not necessarily suitable for any future or other use.
All materials, documents, data or information obtained from the CITY data files or any CITY medium furnished to CONSULTANT in the performance of this AGREEMENT will at all times remain the property of the CITY. Such data or information may not be used or copied for direct or indirect use by CONSULTANT after termination of this AGREEMENT without written consent of the CITY.
7. NEWS AND INFORMATION RELEASE.
CONSULTANT agrees that it will not issue any news releases in connection with either the award of this AGREEMENT, or any subsequent amendment of or efforts under this AGREEMENT, without first obtaining review and approval of said news releases from CITY through the CITY Manager.
8. CONFLICT OF INTEREST.
CONSULTANT warrants that it presently has no interest and shall not acquire any interest, direct or indirect, which would create a “conflict of interest”, as that term is defined in the Political Reform Act (Gov. Code § 81000 et seq), for the CONSULTANT in the performance of this AGREEMENT.
CONSULTANT warrants that, in performance of this AGREEMENT, CONSULTANT shall not employ any person having any such interest. CONSULTANT understands that, if this AGREEMENT is made in violation of Government Code § 1090 et seq., the entire AGREEMENT is void and CONSULTANT will not be entitled to any compensation for services performed. CONSULTANT agrees to file a Statement of Economic Interests with the City Clerk at the start and end of this AGREEMENT if so, required at the option of CITY.
9. AMENDMENTS.
This AGREEMENT, including the Exhibits attached hereto, may be amended only by a writing signed by both Parties. CITY will not be responsible to pay any charges CONSULTANT may incur in performing services not identified in Exhibit (A) unless first authorized by the CITY in writing.
10. INDEPENDENT CONTRACTOR.
All acts of CONSULTANT, its agents, officers, and employees and all others acting on behalf of CONSULTANT relating to the performance of this AGREEMENT, shall be performed as independent contractors and not as agents, officers, or employees of CITY. Except as CITY may specify in writing, CONSULTANT has no authority to bind or incur any obligation on behalf of CITY. CONSULTANT has no authority or responsibility to exercise any rights or power vested in the CITY. It is understood by both #5..
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4 CONSULTANT and CITY that this AGREEMENT shall not under any circumstances be construed or considered to create an employer-employee relationship or a joint venture. CONSULTANT, its agents, officers and employees are and, at all times during the terms of this AGREEMENT, shall represent and conduct themselves as independent contractors and not as employees of CITY.
CONSULTANT shall determine and control the method, details and means of performing the work and services to be provided by CONSULTANT under this AGREEMENT. CONSULTANT shall be responsible to CITY only for the requirements and results specified in this AGREEMENT, and, except as expressly provided in this AGREEMENT, shall not be subjected to CITY's control with respect to the physical action or activities of the CONSULTANT in fulfillment of this AGREEMENT. CONSULTANT is permitted to provide services to others during the same period service is provided to CITY under this AGREEMENT. If necessary, CONSULTANT has the responsibility for employing other persons or firms to assist CONSULTANT in fulfilling the terms and obligations under this AGREEMENT.
If in the performance of this AGREEMENT any third persons are employed by CONSULTANT, such persons shall be entirely and exclusively under the direction, supervision, and control of CONSULTANT. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the CONSULTANT.
It is understood and agreed that as an independent contractor and not an employee of CITY neither the CONSULTANT or CONSULTANT's assigned personnel shall have any entitlement as a CITY employee, right to act on behalf of the CITY in any capacity whatsoever as an agent, or to bind the CITY to any obligation whatsoever. It is further understood and agreed that CONSULTANT must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of CONSULTANT's personnel. As an independent CONSULTANT, CONSULTANT hereby indemnifies and holds CITY harmless from any and all claims that may be made against CITY based upon any contention by any third party that an employer-employee relationship exists by reason of this AGREEMENT.
11. ASSIGNMENT.
Neither this AGREEMENT nor any portion thereof shall be subcontracted or assigned, without the express prior written consent of the CITY in each and every instance.
12. PATENT/COPYRIGHT MATERIALS.
Unless otherwise expressly provided in the AGREEMENT, CONSULTANT shall be solely responsible for obtaining the right to use any patented or copyrighted materials in the performance of this AGREEMENT. CONSULTANT shall furnish a warranty of such right to use to CITY at the request of CITY.
13. NOTICES.
Notice required by this AGREEMENT shall be given in writing and shall be deemed given and effective upon delivery provided that such are delivered in accordance with the provisions of this Section. Notices shall be delivered either by: (a) personal delivery; (b) overnight courier service which obtains confirmation of delivery; or (c) certified mail, return receipt requested, if delivery is confirmed by a return #5..
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5 receipt; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and received. Each such notice shall be sent to the parties at the address respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:
FOR
CONSULTANT:
Command Investigations
Attention: Eva Behner
1540 INTERNATIONAL PKWY, Suite
3070
LAKE MARY, FL 32746
(352) 818-1699
[email protected]
CITY: City of Modesto
Human Resources
Attention: Carmen Vargas
P.O. Box 642
Modesto, CA 95353
(209) 577-5409
[email protected]
14. INSURANCE REQUIREMENTS.
During the term of this AGREEMENT, CONSULTANT shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit (C) to this AGREEMENT and shall otherwise comply with the other provisions of Exhibit (C) to this AGREEMENT. CONSULTANT is responsible for uploading updated insurance documentation to the City's "PINS Advantage" program.
15. TERMINATION OF AGREEMENT.
Termination by CITY for Default of CONSULTANT
Should the CONSULTANT default in the performance of this AGREEMENT or materially breach any of its provisions, at its option, CITY may terminate this AGREEMENT by giving written notification to CONSULTANT. The termination date shall be the effective date of the notice. For the purposes of this section, material breach of this AGREEMENT shall include, but not limited to, any of the following:
failure to perform required services or duties, willful destruction of City's property by CONSULTANT, dishonesty or theft.
Termination by CITY for Convenience
The City may also terminate the CONSULTANT's performance under the AGREEMENT, either in whole or in part, at its own discretion, or when conditions encountered during the services make it impossible or impracticable to proceed, or when the City is prevented from proceeding with the AGREEMENT by act of God, by law, or by official action of a public authority, or upon a determination by the City that such termination is in the best interest and convenience of the City, or whenever the City is prohibited from completing the services for any reason. The City shall provide no less that ten (10) calendar days written #5..
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6 notice of its intent to terminate the AGREEMENT for convenience and shall endeavor to provide the CONSULTANT with consultation with the City prior to termination.
Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONSULTANT shall:
A. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subconsultants and agents are notified of such termination and act as specified in the notice of termination;
B. Terminate all orders and subconsultants except as necessary to complete any portion of the work that is not terminated;
C. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by any CONSULTANT or subconsultant include lost profits for portions of the work not completed or undertaken, including materials not delivered; D. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONSULTANT in performing the work whether completed or in process; E. Settle outstanding liabilities and claims, subject to the approval of CITY; F. Complete performance of such part of the work as has not been terminated; G. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the work and/or property related to the work; H. If CITY so requests, and at CITY's cost, CONSULTANT shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONSULTANT's work on the project.
I. The CONSULTANT understands and agrees that CITY may, in CITY's sole discretion, refuse to pay CONSULTANT for that portion of CONSULTANT's services which were performed by CONSULTANT on the project prior to the termination date and which remain unacceptable and/or not useful to CITY as of the termination date.
CITY will pay CONSULTANT an amount based on the percentage of satisfactory work completed in accordance with the notice or termination. The final payment to the CONSULTANT after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
J. The cost of settling and paying valid claims arising out of the termination of the work such as subconsultant AGREEMENTs or contracts for materials;
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7 K. The AGREEMENT price allocable to the portion of the work properly performed, or goods supplied to the work site by the CONSULTANT as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONSULTANT.
Authorization to Terminate Agreement
Termination of the AGREEMENT may be invoked by the City Manager, or his/her designee, subject to the right of the CONSULTANT to appeal the City Manager, or his/her designee's, decision to the City Council. The CONSULTANT shall appeal by notifying the City Clerk in writing within ten (10) calendar days of receipt of written notification from City of termination of the AGREEMENT. In the event that termination of this AGREEMENT is upheld by the City Council, any cessation of payment of delay claims, extended claims, Eichleay claims, or any other claims for delay shall be retroactive to the date of termination selected by the City Manager, or his/her designee.
16. INDEMNITY.
If CONSULTANT is Design Professional performing design professional services, as defined in California Civil Code section 2782.8, CONSULTANT agrees to indemnify, defend, and hold harmless the CITY, its agents, officers, officials, employees and volunteers, from and against any and all claims, demands, costs, or liability that arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT and its employees, officials, officers, agents or agents in the performance of services under this AGREEMENT, but this indemnity does not apply to liability for damages arising from the sole negligence, or willful misconduct of the CITY. The CITY agrees that in no event shall the cost to defend charged to the CONSULTANT exceed that CONSULTANT's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, the CONSULTANT shall meet and confer with other parties regarding unpaid defense costs. This duty to indemnify shall not be waived or modified by contractual AGREEMENT or acts of the parties.
If CONSULTANT is not a Design Professional performing Design Professional Services, the CONSULTANT shall hold the CITY, its agents, officers, employees, and volunteers harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONSULTANT, or its agents, officers, officials, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT, except for claims arising from the sole negligence of the CITY.
CONSULTANT's obligation to defend, indemnify, and hold the CITY, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONSULTANT to procure and maintain a policy of insurance.
In the event that CONSULTANT or any employee, agent, or subcontractor of CONSULTANT providing services under this AGREEMENT is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of CITY, CONSULTANT shall indemnify, defend, and hold harmless CITY for the payment of any employee and/or employer contributions for PERS benefits on behalf of CONSULTANT or its employees, #5..
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8 agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of CITY.
17. DISPUTE RESOLUTION.
Venue for all claims, controversies, or disputes arising out of, or relating to the formation of this AGREEMENT, or the breach, termination execution, enforcement, interpretation, or validity of this AGREEMENT, including the determination of the scope or applicability of this AGREEMENT provision shall be in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.
18. ATTORNEY'S FEES.
If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.
19. ENTIRE AGREEMENT.
This AGREEMENT and its exhibits contain the entire understanding between CONSULTANT and CITY. All previous proposals, offers and communications related to this AGREEMENT, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this AGREEMENT. No future waiver of or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by all the parties.
20. PARTIAL INVALIDITY.
If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.
21. WAIVER.
The waiver by any party to this AGREEMENT of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.
22. AUDIT.
The CITY's duly authorized representative shall have access at all reasonable times to all reports, contract records, contract documents, contract files, and personnel necessary to audit and verify CONSULTANT's charges to CITY under this AGREEMENT.
CONSULTANT agrees to retain reports, records, documents, and files related to charges under this AGREEMENT for a period of four (4) years following the date of final payment for CONSULTANT services. CITY's representative shall have the right to reproduce any of the aforesaid documents. #5..
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9 23. GOVERNING LAW.
This AGREEMENT shall be governed according to the laws of the State of California.
24. HEADINGS NOT CONTROLLING.
Headings used in the AGREEMENT are for reference purposes only and shall not be considered in construing this AGREEMENT.
25. COMPLIANCE WITH LAWS.
CONSULTANT shall insure compliance with all safety and hourly requirements for employees, in accordance with federal, state, and county safety and health regulations and laws. CONSULTANT shall fully comply with all applicable federal, state, and local laws, ordinances, regulations and permits.
26. CITY BUSINESS LICENSE.
CONSULTANT will have a City of Modesto business license.
IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this AGREEMENT by its City Manager and attested by its City Clerk under authority of Resolution No. 20___ - ______, adopted by the Council of the City of Modesto on the 14th day of July, 2026, and Command Investigations has caused this AGREEMENT to be duly executed as of the Effective Date. #5..
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1 STANDARD AGREEMENT
FOR CONSULTANT SERVICES
THIS AGREEMENT made and entered into in the City of Modesto, State of California, this ______ day of __________________, 20___, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "CITY", and CPS HR Consulting, a California limited liability company, hereinafter referred to as "CONSULTANT".
This AGREEMENT is made with regard to the following recitals:
a. The CITY has determined that an The City has determined that a consultant is necessary to assist with internal administrative investigation services should be prepared for the CITY to Consultant represents that it is qualified, willing and able to provide the services to prepare said plan check(s).
b. CONSULTANT represents that it is qualified, willing, and able to provide the services to prepare said document(s).
NOW, THEREFORE, in consideration of this AGREEMENT, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:
1. TERM OF AGREEMENT.
The term of the AGREEMENT shall be for a period of two (2) years, with two (1) one-year extension options at the sole discretion of CITY, for a total of up to four (4) years.
Year 1: AUGUST 14, 2026 through AUGUST 13, 2027
Year 2: AUGUST 14, 2027 through AUGUST 13, 2028
Year 3: AUGUST 14, 2028 through AUGUST 13, 2029
Year 4: AUGUST 14, 2029 through AUGUST 13, 2030
Pricing shall remain firm for the first 2 (two) years of the agreement.
Price increases for subsequent AGREEMENT years three and four shall not exceed the Consumer Price Index (CPI) for West Urban Area in any one AGREEMENT year and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONSULTANT in writing, ninety (90) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.
2. SCOPE OF SERVICES.
CONSULTANT shall undertake and complete the preparation of the scope of work as set forth and described in the documents attached hereto and referred to as Exhibit (A) or “Project”. The #5..
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2 CONSULTANT shall perform the services as described in Exhibit (A) in a manner compatible with the standards of its profession and shall produce a fully complete project that is acceptable to the CITY.
3. COMPENSATION.
CONSULTANT agrees to the annual estimated amount of $25,000 and a sum not to exceed $100,000 (maximum compensation) as full remuneration for performing all services and furnishing all staffing and materials for CITY in accordance with Exhibit (A).
The Compensation shall be paid pursuant in the manner and at the times set forth below:
CITY shall pay CONSULTANT on a time and materials basis for CONSULTANT’s actual costs for all work called for in Exhibit (A) to this AGREEMENT. All work to be performed under this AGREEMENT shall be billed at the hourly rates set forth in Exhibit (B) attached hereto.
CONSULTANT shall submit monthly invoices to CITY which include detailed tasks, hours worked, and billable rates for all work completed, and detailed receipts for any out-of-pocket costs paid by CONSULTANT in connection with work performed on this project. Expenses for travel reimbursement shall comply with the City's Administrative Directive (AD) 1.2, as amended periodically. The City's AD 1.2 can be accessible at the link provided - https://www.modestogov.com/DocumentCenter/View/24156/Citys-Administrative-Directive12.
CITY shall pay CONSULTANT by Net 30 terms via CITY's ePay Program.
4. OBLIGATIONS OF CONSULTANT.
Throughout the term of this AGREEMENT, CONSULTANT shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business. CONSULTANT warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to provide the CITY with the services contemplated by this AGREEMENT. CONSULTANT further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project.
5. PERFORMANCE BY KEY EMPLOYEE.
CONSULTANT has represented to CITY that Christina Batorski Peacock will be the person primarily responsible for the performance of the services referred to in this AGREEMENT. CITY has entered into this AGREEMENT in reliance on that representation by CONSULTANT. CONSULTANT therefore agrees that one hundred percent (100%) or more of the time to be devoted to the project that is the subject of this AGREEMENT will be that of the above-named person.
6. OWNERSHIP OF DOCUMENTS/TITLE TO DATA.
Ownership of Documents
All reports, drawings, designs, graphics, working papers and other incidental work or materials furnished hereunder shall become and remain the property of the CITY, and may be used by CITY as it may require #5..
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3 without any additional cost to CITY. No reports shall be used by the CONSULTANT for purposes other than this AGREEMENT without the express prior written consent of CITY.
Title to Data
If, as a part of the AGREEMENT, CONSULTANT is required to produce data such as, but not limited to, drawings, plans, specifications, calculations, models, flow diagrams, visual aids and other related materials, the originals of all such data generated under this AGREEMENT will be delivered to CITY upon the completion or termination of services under the AGREEMENT. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the CITY and are not necessarily suitable for any future or other use.
All materials, documents, data or information obtained from the CITY data files or any CITY medium furnished to CONSULTANT in the performance of this AGREEMENT will at all times remain the property of the CITY. Such data or information may not be used or copied for direct or indirect use by CONSULTANT after termination of this AGREEMENT without written consent of the CITY.
7. NEWS AND INFORMATION RELEASE.
CONSULTANT agrees that it will not issue any news releases in connection with either the award of this AGREEMENT, or any subsequent amendment of or efforts under this AGREEMENT, without first obtaining review and approval of said news releases from CITY through the CITY Manager.
8. CONFLICT OF INTEREST.
CONSULTANT warrants that it presently has no interest and shall not acquire any interest, direct or indirect, which would create a “conflict of interest”, as that term is defined in the Political Reform Act (Gov. Code § 81000 et seq), for the CONSULTANT in the performance of this AGREEMENT.
CONSULTANT warrants that, in performance of this AGREEMENT, CONSULTANT shall not employ any person having any such interest. CONSULTANT understands that, if this AGREEMENT is made in violation of Government Code § 1090 et seq., the entire AGREEMENT is void and CONSULTANT will not be entitled to any compensation for services performed. CONSULTANT agrees to file a Statement of Economic Interests with the City Clerk at the start and end of this AGREEMENT if so, required at the option of CITY.
9. AMENDMENTS.
This AGREEMENT, including the Exhibits attached hereto, may be amended only by a writing signed by both Parties. CITY will not be responsible to pay any charges CONSULTANT may incur in performing services not identified in Exhibit (A) unless first authorized by the CITY in writing.
10. INDEPENDENT CONTRACTOR.
All acts of CONSULTANT, its agents, officers, and employees and all others acting on behalf of CONSULTANT relating to the performance of this AGREEMENT, shall be performed as independent contractors and not as agents, officers, or employees of CITY. Except as CITY may specify in writing, CONSULTANT has no authority to bind or incur any obligation on behalf of CITY. CONSULTANT has no authority or responsibility to exercise any rights or power vested in the CITY. It is understood by both #5..
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4 CONSULTANT and CITY that this AGREEMENT shall not under any circumstances be construed or considered to create an employer-employee relationship or a joint venture. CONSULTANT, its agents, officers and employees are and, at all times during the terms of this AGREEMENT, shall represent and conduct themselves as independent contractors and not as employees of CITY.
CONSULTANT shall determine and control the method, details and means of performing the work and services to be provided by CONSULTANT under this AGREEMENT. CONSULTANT shall be responsible to CITY only for the requirements and results specified in this AGREEMENT, and, except as expressly provided in this AGREEMENT, shall not be subjected to CITY's control with respect to the physical action or activities of the CONSULTANT in fulfillment of this AGREEMENT. CONSULTANT is permitted to provide services to others during the same period service is provided to CITY under this AGREEMENT. If necessary, CONSULTANT has the responsibility for employing other persons or firms to assist CONSULTANT in fulfilling the terms and obligations under this AGREEMENT.
If in the performance of this AGREEMENT any third persons are employed by CONSULTANT, such persons shall be entirely and exclusively under the direction, supervision, and control of CONSULTANT. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the CONSULTANT.
It is understood and agreed that as an independent contractor and not an employee of CITY neither the CONSULTANT or CONSULTANT's assigned personnel shall have any entitlement as a CITY employee, right to act on behalf of the CITY in any capacity whatsoever as an agent, or to bind the CITY to any obligation whatsoever. It is further understood and agreed that CONSULTANT must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of CONSULTANT's personnel. As an independent CONSULTANT, CONSULTANT hereby indemnifies and holds CITY harmless from any and all claims that may be made against CITY based upon any contention by any third party that an employer-employee relationship exists by reason of this AGREEMENT.
11. ASSIGNMENT.
Neither this AGREEMENT nor any portion thereof shall be subcontracted or assigned, without the express prior written consent of the CITY in each and every instance.
12. PATENT/COPYRIGHT MATERIALS.
Unless otherwise expressly provided in the AGREEMENT, CONSULTANT shall be solely responsible for obtaining the right to use any patented or copyrighted materials in the performance of this AGREEMENT. CONSULTANT shall furnish a warranty of such right to use to CITY at the request of CITY.
13. NOTICES.
Notice required by this AGREEMENT shall be given in writing and shall be deemed given and effective upon delivery provided that such are delivered in accordance with the provisions of this Section. Notices shall be delivered either by: (a) personal delivery; (b) overnight courier service which obtains confirmation of delivery; or (c) certified mail, return receipt requested, if delivery is confirmed by a return #5..
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5 receipt; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and received. Each such notice shall be sent to the parties at the address respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:
FOR
CONSULTANT:
CPS HR Consulting
Attention: Karina Mendez
2450 Del Paso Road, Suite 220
Sacramento, CA 95834
(916) 471-3363
[email protected]
CITY: City of Modesto
Human Resources
Attention: Carmen Vargas
P.O. Box 642
Modesto, CA 95353
(209) 577-5409
[email protected]
14. INSURANCE REQUIREMENTS.
During the term of this AGREEMENT, CONSULTANT shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit (C) to this AGREEMENT and shall otherwise comply with the other provisions of Exhibit (C) to this AGREEMENT. CONSULTANT is responsible for uploading updated insurance documentation to the City's "PINS Advantage" program.
15. TERMINATION OF AGREEMENT.
Termination by CITY for Default of CONSULTANT
Should the CONSULTANT default in the performance of this AGREEMENT or materially breach any of its provisions, at its option, CITY may terminate this AGREEMENT by giving written notification to CONSULTANT. The termination date shall be the effective date of the notice. For the purposes of this section, material breach of this AGREEMENT shall include, but not limited to, any of the following:
failure to perform required services or duties, willful destruction of City's property by CONSULTANT, dishonesty or theft.
Termination by CITY for Convenience
The City may also terminate the CONSULTANT's performance under the AGREEMENT, either in whole or in part, at its own discretion, or when conditions encountered during the services make it impossible or impracticable to proceed, or when the City is prevented from proceeding with the AGREEMENT by act of God, by law, or by official action of a public authority, or upon a determination by the City that such termination is in the best interest and convenience of the City, or whenever the City is prohibited from completing the services for any reason. The City shall provide no less that ten (10) calendar days written notice of its intent to terminate the AGREEMENT for convenience and shall endeavor to provide the CONSULTANT with consultation with the City prior to termination. #5..
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6 Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONSULTANT shall:
A. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subconsultants and agents are notified of such termination and act as specified in the notice of termination;
B. Terminate all orders and subconsultants except as necessary to complete any portion of the work that is not terminated;
C. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by any CONSULTANT or subconsultant include lost profits for portions of the work not completed or undertaken, including materials not delivered; D. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONSULTANT in performing the work whether completed or in process; E. Settle outstanding liabilities and claims, subject to the approval of CITY; F. Complete performance of such part of the work as has not been terminated; G. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the work and/or property related to the work; H. If CITY so requests, and at CITY's cost, CONSULTANT shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONSULTANT's work on the project.
I. The CONSULTANT understands and agrees that CITY may, in CITY's sole discretion, refuse to pay CONSULTANT for that portion of CONSULTANT's services which were performed by CONSULTANT on the project prior to the termination date and which remain unacceptable and/or not useful to CITY as of the termination date.
CITY will pay CONSULTANT an amount based on the percentage of satisfactory work completed in accordance with the notice or termination. The final payment to the CONSULTANT after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
J. The cost of settling and paying valid claims arising out of the termination of the work such as subconsultant AGREEMENTs or contracts for materials;
K. The AGREEMENT price allocable to the portion of the work properly performed, or goods supplied to the work site by the CONSULTANT as of the date of termination, as determined in #5..
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7 accordance with the notice of termination, reduced by any sums previously paid to the CONSULTANT.
Authorization to Terminate Agreement
Termination of the AGREEMENT may be invoked by the City Manager, or his/her designee, subject to the right of the CONSULTANT to appeal the City Manager, or his/her designee's, decision to the City Council. The CONSULTANT shall appeal by notifying the City Clerk in writing within ten (10) calendar days of receipt of written notification from City of termination of the AGREEMENT. In the event that termination of this AGREEMENT is upheld by the City Council, any cessation of payment of delay claims, extended claims, Eichleay claims, or any other claims for delay shall be retroactive to the date of termination selected by the City Manager, or his/her designee.
16. INDEMNITY.
If CONSULTANT is Design Professional performing design professional services, as defined in California Civil Code section 2782.8, CONSULTANT agrees to indemnify, defend, and hold harmless the CITY, its agents, officers, officials, employees and volunteers, from and against any and all claims, demands, costs, or liability that arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT and its employees, officials, officers, agents or agents in the performance of services under this AGREEMENT, but this indemnity does not apply to liability for damages arising from the sole negligence, or willful misconduct of the CITY. The CITY agrees that in no event shall the cost to defend charged to the CONSULTANT exceed that CONSULTANT's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, the CONSULTANT shall meet and confer with other parties regarding unpaid defense costs. This duty to indemnify shall not be waived or modified by contractual AGREEMENT or acts of the parties.
If CONSULTANT is not a Design Professional performing Design Professional Services, the CONSULTANT shall hold the CITY, its agents, officers, employees, and volunteers harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONSULTANT, or its agents, officers, officials, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT, except for claims arising from the sole negligence of the CITY.
CONSULTANT's obligation to defend, indemnify, and hold the CITY, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONSULTANT to procure and maintain a policy of insurance.
In the event that CONSULTANT or any employee, agent, or subcontractor of CONSULTANT providing services under this AGREEMENT is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of CITY, CONSULTANT shall indemnify, defend, and hold harmless CITY for the payment of any employee and/or employer contributions for PERS benefits on behalf of CONSULTANT or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of CITY.
#5..
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8 17. DISPUTE RESOLUTION.
Venue for all claims, controversies, or disputes arising out of, or relating to the formation of this AGREEMENT, or the breach, termination execution, enforcement, interpretation, or validity of this AGREEMENT, including the determination of the scope or applicability of this AGREEMENT provision shall be in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.
18. ATTORNEY'S FEES.
If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.
19. ENTIRE AGREEMENT.
This AGREEMENT and its exhibits contain the entire understanding between CONSULTANT and CITY. All previous proposals, offers and communications related to this AGREEMENT, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this AGREEMENT. No future waiver of or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by all the parties.
20. PARTIAL INVALIDITY.
If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.
21. WAIVER.
The waiver by any party to this AGREEMENT of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.
22. AUDIT.
The CITY's duly authorized representative shall have access at all reasonable times to all reports, contract records, contract documents, contract files, and personnel necessary to audit and verify CONSULTANT's charges to CITY under this AGREEMENT.
CONSULTANT agrees to retain reports, records, documents, and files related to charges under this AGREEMENT for a period of four (4) years following the date of final payment for CONSULTANT services. CITY's representative shall have the right to reproduce any of the aforesaid documents.
23. GOVERNING LAW.
This AGREEMENT shall be governed according to the laws of the State of California. #5..
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9 24. HEADINGS NOT CONTROLLING.
Headings used in the AGREEMENT are for reference purposes only and shall not be considered in construing this AGREEMENT.
25. COMPLIANCE WITH LAWS.
CONSULTANT shall insure compliance with all safety and hourly requirements for employees, in accordance with federal, state, and county safety and health regulations and laws. CONSULTANT shall fully comply with all applicable federal, state, and local laws, ordinances, regulations and permits.
26. CITY BUSINESS LICENSE.
CONSULTANT will have a City of Modesto business license.
IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this AGREEMENT by its City Manager and attested by its City Clerk under authority of Resolution No. 20___ - ______, adopted by the Council of the City of Modesto on the 14th day of July, 2026, and CPS HR Consulting has caused this AGREEMENT to be duly executed as of the Effective Date. #5..
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1 STANDARD AGREEMENT
FOR CONSULTANT SERVICES
THIS AGREEMENT made and entered into in the City of Modesto, State of California, this ______ day of __________________, 20___, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "CITY", and DigiStream Investigations, a California limited liability company, hereinafter referred to as "CONSULTANT".
This AGREEMENT is made with regard to the following recitals:
a. The CITY has determined that an The City has determined that a consultant is necessary to assist with internal administrative investigation services should be prepared for the CITY to Consultant represents that it is qualified, willing and able to provide the services to prepare said plan check(s).
b. CONSULTANT represents that it is qualified, willing, and able to provide the services to prepare said document(s).
NOW, THEREFORE, in consideration of this AGREEMENT, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:
1. TERM OF AGREEMENT.
The term of the AGREEMENT shall be for a period of two (2) years, with two (1) one-year extension options at the sole discretion of CITY, for a total of up to four (4) years.
Year 1: AUGUST 14, 2026 through AUGUST 13, 2027
Year 2: AUGUST 14, 2027 through AUGUST 13, 2028
Year 3: AUGUST 14, 2028 through AUGUST 13, 2029
Year 4: AUGUST 14, 2029 through AUGUST 13, 2030
Pricing shall remain firm for the first 2 (two) years of the agreement.
Price increases for subsequent AGREEMENT years three and four shall not exceed the Consumer Price Index (CPI) for West Urban Area in any one AGREEMENT year and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONSULTANT in writing, ninety (90) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.
2. SCOPE OF SERVICES.
CONSULTANT shall undertake and complete the preparation of the scope of work as set forth and described in the documents attached hereto and referred to as Exhibit (A) or “Project”. The #5..
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2 CONSULTANT shall perform the services as described in Exhibit (A) in a manner compatible with the standards of its profession and shall produce a fully complete project that is acceptable to the CITY.
3. COMPENSATION.
CONSULTANT agrees to the annual estimated amount of $3,000 and a sum not to exceed $12,000 (maximum compensation) as full remuneration for performing all services and furnishing all staffing and materials for CITY in accordance with Exhibit (A).
The Compensation shall be paid pursuant in the manner and at the times set forth below:
CITY shall pay CONSULTANT on a time and materials basis for CONSULTANT’s actual costs for all work called for in Exhibit (A) to this AGREEMENT. All work to be performed under this AGREEMENT shall be billed at the hourly rates set forth in Exhibit (B) attached hereto.
CONSULTANT shall submit monthly invoices to CITY which include detailed tasks, hours worked, and billable rates for all work completed, and detailed receipts for any out-of-pocket costs paid by CONSULTANT in connection with work performed on this project. Expenses for travel reimbursement shall comply with the City's Administrative Directive (AD) 1.2, as amended periodically. The City's AD 1.2 can be accessible at the link provided - https://www.modestogov.com/DocumentCenter/View/24156/Citys-Administrative-Directive12.
CITY shall pay CONSULTANT by Net 45 Days via manual check.
4. OBLIGATIONS OF CONSULTANT.
Throughout the term of this AGREEMENT, CONSULTANT shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business. CONSULTANT warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to provide the CITY with the services contemplated by this AGREEMENT. CONSULTANT further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project.
5. PERFORMANCE BY KEY EMPLOYEE.
CONSULTANT has represented to CITY that Katelyn Codner will be the person primarily responsible for the performance of the services referred to in this AGREEMENT. CITY has entered into this AGREEMENT in reliance on that representation by CONSULTANT. CONSULTANT therefore agrees that one hundred percent (100%) or more of the time to be devoted to the project that is the subject of this AGREEMENT will be that of the above-named person.
6. OWNERSHIP OF DOCUMENTS/TITLE TO DATA.
Ownership of Documents
All reports, drawings, designs, graphics, working papers and other incidental work or materials furnished hereunder shall become and remain the property of the CITY, and may be used by CITY as it may require #5..
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3 without any additional cost to CITY. No reports shall be used by the CONSULTANT for purposes other than this AGREEMENT without the express prior written consent of CITY.
Title to Data
If, as a part of the AGREEMENT, CONSULTANT is required to produce data such as, but not limited to, drawings, plans, specifications, calculations, models, flow diagrams, visual aids and other related materials, the originals of all such data generated under this AGREEMENT will be delivered to CITY upon the completion or termination of services under the AGREEMENT. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this AGREEMENT are prepared specifically for the CITY and are not necessarily suitable for any future or other use.
All materials, documents, data or information obtained from the CITY data files or any CITY medium furnished to CONSULTANT in the performance of this AGREEMENT will at all times remain the property of the CITY. Such data or information may not be used or copied for direct or indirect use by CONSULTANT after termination of this AGREEMENT without written consent of the CITY.
7. NEWS AND INFORMATION RELEASE.
CONSULTANT agrees that it will not issue any news releases in connection with either the award of this AGREEMENT, or any subsequent amendment of or efforts under this AGREEMENT, without first obtaining review and approval of said news releases from CITY through the CITY Manager.
8. CONFLICT OF INTEREST.
CONSULTANT warrants that it presently has no interest and shall not acquire any interest, direct or indirect, which would create a “conflict of interest”, as that term is defined in the Political Reform Act (Gov. Code § 81000 et seq), for the CONSULTANT in the performance of this AGREEMENT.
CONSULTANT warrants that, in performance of this AGREEMENT, CONSULTANT shall not employ any person having any such interest. CONSULTANT understands that, if this AGREEMENT is made in violation of Government Code § 1090 et seq., the entire AGREEMENT is void and CONSULTANT will not be entitled to any compensation for services performed. CONSULTANT agrees to file a Statement of Economic Interests with the City Clerk at the start and end of this AGREEMENT if so, required at the option of CITY.
9. AMENDMENTS.
This AGREEMENT, including the Exhibits attached hereto, may be amended only by a writing signed by both Parties. CITY will not be responsible to pay any charges CONSULTANT may incur in performing services not identified in Exhibit (A) unless first authorized by the CITY in writing.
10. INDEPENDENT CONTRACTOR.
All acts of CONSULTANT, its agents, officers, and employees and all others acting on behalf of CONSULTANT relating to the performance of this AGREEMENT, shall be performed as independent contractors and not as agents, officers, or employees of CITY. Except as CITY may specify in writing, CONSULTANT has no authority to bind or incur any obligation on behalf of CITY. CONSULTANT has no authority or responsibility to exercise any rights or power vested in the CITY. It is understood by both #5..
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4 CONSULTANT and CITY that this AGREEMENT shall not under any circumstances be construed or considered to create an employer-employee relationship or a joint venture. CONSULTANT, its agents, officers and employees are and, at all times during the terms of this AGREEMENT, shall represent and conduct themselves as independent contractors and not as employees of CITY.
CONSULTANT shall determine and control the method, details and means of performing the work and services to be provided by CONSULTANT under this AGREEMENT. CONSULTANT shall be responsible to CITY only for the requirements and results specified in this AGREEMENT, and, except as expressly provided in this AGREEMENT, shall not be subjected to CITY's control with respect to the physical action or activities of the CONSULTANT in fulfillment of this AGREEMENT. CONSULTANT is permitted to provide services to others during the same period service is provided to CITY under this AGREEMENT. If necessary, CONSULTANT has the responsibility for employing other persons or firms to assist CONSULTANT in fulfilling the terms and obligations under this AGREEMENT.
If in the performance of this AGREEMENT any third persons are employed by CONSULTANT, such persons shall be entirely and exclusively under the direction, supervision, and control of CONSULTANT. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the CONSULTANT.
It is understood and agreed that as an independent contractor and not an employee of CITY neither the CONSULTANT or CONSULTANT's assigned personnel shall have any entitlement as a CITY employee, right to act on behalf of the CITY in any capacity whatsoever as an agent, or to bind the CITY to any obligation whatsoever. It is further understood and agreed that CONSULTANT must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of CONSULTANT's personnel. As an independent CONSULTANT, CONSULTANT hereby indemnifies and holds CITY harmless from any and all claims that may be made against CITY based upon any contention by any third party that an employer-employee relationship exists by reason of this AGREEMENT.
11. ASSIGNMENT.
Neither this AGREEMENT nor any portion thereof shall be subcontracted or assigned, without the express prior written consent of the CITY in each and every instance.
12. PATENT/COPYRIGHT MATERIALS.
Unless otherwise expressly provided in the AGREEMENT, CONSULTANT shall be solely responsible for obtaining the right to use any patented or copyrighted materials in the performance of this AGREEMENT. CONSULTANT shall furnish a warranty of such right to use to CITY at the request of CITY.
13. NOTICES.
Notice required by this AGREEMENT shall be given in writing and shall be deemed given and effective upon delivery provided that such are delivered in accordance with the provisions of this Section. Notices shall be delivered either by: (a) personal delivery; (b) overnight courier service which obtains confirmation of delivery; or (c) certified mail, return receipt requested, if delivery is confirmed by a return #5..
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5 receipt; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and received. Each such notice shall be sent to the parties at the address respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:
FOR
CONSULTANT:
DigiStream Investigations
Attention: Liam Murray
417 Mace Boulevard, Suite J-129
Davis, CA 95618
(530) 847-6446
[email protected]
CITY: City of Modesto
Human Resources
Attention: Carmen Vargas
P.O. Box 642
Modesto, CA 95353
(209) 577-5409
[email protected]
14. INSURANCE REQUIREMENTS.
During the term of this AGREEMENT, CONSULTANT shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit (C) to this AGREEMENT and shall otherwise comply with the other provisions of Exhibit (C) to this AGREEMENT. CONSULTANT is responsible for uploading updated insurance documentation to the City's "PINS Advantage" program.
15. TERMINATION OF AGREEMENT.
Termination by CITY for Default of CONSULTANT
Should the CONSULTANT default in the performance of this AGREEMENT or materially breach any of its provisions, at its option, CITY may terminate this AGREEMENT by giving written notification to CONSULTANT. The termination date shall be the effective date of the notice. For the purposes of this section, material breach of this AGREEMENT shall include, but not limited to, any of the following:
failure to perform required services or duties, willful destruction of City's property by CONSULTANT, dishonesty or theft.
Termination by CITY for Convenience
The City may also terminate the CONSULTANT's performance under the AGREEMENT, either in whole or in part, at its own discretion, or when conditions encountered during the services make it impossible or impracticable to proceed, or when the City is prevented from proceeding with the AGREEMENT by act of God, by law, or by official action of a public authority, or upon a determination by the City that such termination is in the best interest and convenience of the City, or whenever the City is prohibited from completing the services for any reason. The City shall provide no less that ten (10) calendar days written notice of its intent to terminate the AGREEMENT for convenience and shall endeavor to provide the CONSULTANT with consultation with the City prior to termination. #5..
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6 Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONSULTANT shall:
A. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subconsultants and agents are notified of such termination and act as specified in the notice of termination;
B. Terminate all orders and subconsultants except as necessary to complete any portion of the work that is not terminated;
C. If directed in writing by the CITY to do so, assign all right, title and interest in subcontracts and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by any CONSULTANT or subconsultant include lost profits for portions of the work not completed or undertaken, including materials not delivered; D. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the CONSULTANT in performing the work whether completed or in process; E. Settle outstanding liabilities and claims, subject to the approval of CITY; F. Complete performance of such part of the work as has not been terminated; G. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the work and/or property related to the work; H. If CITY so requests, and at CITY's cost, CONSULTANT shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONSULTANT's work on the project.
I. The CONSULTANT understands and agrees that CITY may, in CITY's sole discretion, refuse to pay CONSULTANT for that portion of CONSULTANT's services which were performed by CONSULTANT on the project prior to the termination date and which remain unacceptable and/or not useful to CITY as of the termination date.
CITY will pay CONSULTANT an amount based on the percentage of satisfactory work completed in accordance with the notice or termination. The final payment to the CONSULTANT after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
J. The cost of settling and paying valid claims arising out of the termination of the work such as subconsultant AGREEMENTs or contracts for materials;
K. The AGREEMENT price allocable to the portion of the work properly performed, or goods supplied to the work site by the CONSULTANT as of the date of termination, as determined in #5..
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7 accordance with the notice of termination, reduced by any sums previously paid to the CONSULTANT.
Authorization to Terminate Agreement
Termination of the AGREEMENT may be invoked by the City Manager, or his/her designee, subject to the right of the CONSULTANT to appeal the City Manager, or his/her designee's, decision to the City Council. The CONSULTANT shall appeal by notifying the City Clerk in writing within ten (10) calendar days of receipt of written notification from City of termination of the AGREEMENT. In the event that termination of this AGREEMENT is upheld by the City Council, any cessation of payment of delay claims, extended claims, Eichleay claims, or any other claims for delay shall be retroactive to the date of termination selected by the City Manager, or his/her designee.
16. INDEMNITY.
If CONSULTANT is Design Professional performing design professional services, as defined in California Civil Code section 2782.8, CONSULTANT agrees to indemnify, defend, and hold harmless the CITY, its agents, officers, officials, employees and volunteers, from and against any and all claims, demands, costs, or liability that arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT and its employees, officials, officers, agents or agents in the performance of services under this AGREEMENT, but this indemnity does not apply to liability for damages arising from the sole negligence, or willful misconduct of the CITY. The CITY agrees that in no event shall the cost to defend charged to the CONSULTANT exceed that CONSULTANT's proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, the CONSULTANT shall meet and confer with other parties regarding unpaid defense costs. This duty to indemnify shall not be waived or modified by contractual AGREEMENT or acts of the parties.
If CONSULTANT is not a Design Professional performing Design Professional Services, the CONSULTANT shall hold the CITY, its agents, officers, employees, and volunteers harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONSULTANT, or its agents, officers, officials, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT, except for claims arising from the sole negligence of the CITY.
CONSULTANT's obligation to defend, indemnify, and hold the CITY, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONSULTANT to procure and maintain a policy of insurance.
In the event that CONSULTANT or any employee, agent, or subcontractor of CONSULTANT providing services under this AGREEMENT is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of CITY, CONSULTANT shall indemnify, defend, and hold harmless CITY for the payment of any employee and/or employer contributions for PERS benefits on behalf of CONSULTANT or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of CITY.
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8 17. DISPUTE RESOLUTION.
Venue for all claims, controversies, or disputes arising out of, or relating to the formation of this AGREEMENT, or the breach, termination execution, enforcement, interpretation, or validity of this AGREEMENT, including the determination of the scope or applicability of this AGREEMENT provision shall be in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.
18. ATTORNEY'S FEES.
If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.
19. ENTIRE AGREEMENT.
This AGREEMENT and its exhibits contain the entire understanding between CONSULTANT and CITY. All previous proposals, offers and communications related to this AGREEMENT, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this AGREEMENT. No future waiver of or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by all the parties.
20. PARTIAL INVALIDITY.
If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.
21. WAIVER.
The waiver by any party to this AGREEMENT of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.
22. AUDIT.
The CITY's duly authorized representative shall have access at all reasonable times to all reports, contract records, contract documents, contract files, and personnel necessary to audit and verify CONSULTANT's charges to CITY under this AGREEMENT.
CONSULTANT agrees to retain reports, records, documents, and files related to charges under this AGREEMENT for a period of four (4) years following the date of final payment for CONSULTANT services. CITY's representative shall have the right to reproduce any of the aforesaid documents.
23. GOVERNING LAW.
This AGREEMENT shall be governed according to the laws of the State of California. #5..
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9 24. HEADINGS NOT CONTROLLING.
Headings used in the AGREEMENT are for reference purposes only and shall not be considered in construing this AGREEMENT.
25. COMPLIANCE WITH LAWS.
CONSULTANT shall insure compliance with all safety and hourly requirements for employees, in accordance with federal, state, and county safety and health regulations and laws. CONSULTANT shall fully comply with all applicable federal, state, and local laws, ordinances, regulations and permits.
26. CITY BUSINESS LICENSE.
CONSULTANT will have a City of Modesto business license.
IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this AGREEMENT by its City Manager and attested by its City Clerk under authority of Resolution No. 20___ - ______, adopted by the Council of the City of Modesto on the 14th day of July, 2026, and DigiStream Investigations has caused this AGREEMENT to be duly executed as of the Effective Date.
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FINANCIAL INTEREST DISCLOSURE FORM
Any contract award to result from this RFP process and Proposer’s submission of a Proposal therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Proposer until all persons with a direct or indirect financial interest of greater than $2,000 in the Proposer are identified by name.
Proposer must therefore complete this Financial Interest Disclosure Form, listing by name all parties that have a material financial interest in the agreement, contract or development right.
PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda.
Financial Interest Disclosure to City of Modesto
Proposer shall identify any person with a financial interest in the Proposer by name, below.
For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.
Persons having an aggregate economic interest in the Proposer less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.
Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Proposer meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-
10.03(h) are satisfied.
It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Proposer is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.
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Print Names of Persons Having a Financial Interest in Proposer Receiving this Agreement:
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
By signing this document, I agree to the information contained within.
Proposer Company Name:
Name of Proposer Signatory:
Signature of Proposer Representative:
Incline Equity Partners
Command Investigations, LLC
Marci Reading Marci Reading Digitally signed by Marci Reading Date: 2026.03.31 17:50:17 -04'00'
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FINANCIAL INTEREST DISCLOSURE FORM
Any contract award to result from this RFP process and Proposer’s submission of a Proposal therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Proposer until all persons with a direct or indirect financial interest of greater than $2,000 in the Proposer are identified by name.
Proposer must therefore complete this Financial Interest Disclosure Form, listing by name all parties that have a material financial interest in the agreement, contract or development right.
PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda.
Financial Interest Disclosure to City of Modesto
Proposer shall identify any person with a financial interest in the Proposer by name, below.
For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.
Persons having an aggregate economic interest in the Proposer less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.
Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Proposer meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-
10.03(h) are satisfied.
It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Proposer is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.
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Print Names of Persons Having a Financial Interest in Proposer Receiving this Agreement:
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
By signing this document, I agree to the information contained within.
Proposer Company Name:
Name of Proposer Signatory:
Signature of Proposer Representative:
Garrett McGinn
Katelyn Codner
Paul Supal
Liam Murray
Casey Gibson
William Aaronson
DigiStream Investigations, Inc.
Katelyn Codner
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FINANCIAL INTEREST DISCLOSURE FORM
Any contract award to result from this RFP process and Proposer’s submission of a Proposal therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Proposer until all persons with a direct or indirect financial interest of greater than $2,000 in the Proposer are identified by name.
Proposer must therefore complete this Financial Interest Disclosure Form, listing by name all parties that have a material financial interest in the agreement, contract or development right.
PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda.
Financial Interest Disclosure to City of Modesto
Proposer shall identify any person with a financial interest in the Proposer by name, below.
For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.
Persons having an aggregate economic interest in the Proposer less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.
Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Proposer meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-
10.03(h) are satisfied.
It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Proposer is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.
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Print Names of Persons Having a Financial Interest in Proposer Receiving this Agreement:
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
By signing this document, I agree to the information contained within.
Proposer Company Name:
Name of Proposer Signatory:
Signature of Proposer Representative:
Not Applicable
CPS HR Consulting
Melissa Asher, Chief of Client Services
#5..
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FINANCIAL INTEREST DISCLOSURE FORM
Any contract award to result from this RFP process and Proposer’s submission of a Proposal therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Proposer until all persons with a direct or indirect financial interest of greater than $2,000 in the Proposer are identified by name.
Proposer must therefore complete this Financial Interest Disclosure Form, listing by name all parties that have a material financial interest in the agreement, contract or development right.
PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda.
Financial Interest Disclosure to City of Modesto
Proposer shall identify any person with a financial interest in the Proposer by name, below.
For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.
Persons having an aggregate economic interest in the Proposer less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.
Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Proposer meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-
10.03(h) are satisfied.
It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Proposer is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.
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Print Names of Persons Having a Financial Interest in Proposer Receiving this Agreement:
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
By signing this document, I agree to the information contained within.
Proposer Company Name:
Name of Proposer Signatory:
Signature of Proposer Representative:
Ellis Investigations Law Corporation
Leslie D. Ellis
N/A
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FINANCIAL INTEREST DISCLOSURE FORM
Any contract award to result from this RFP process and Proposer’s submission of a Proposal therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Proposer until all persons with a direct or indirect financial interest of greater than $2,000 in the Proposer are identified by name.
Proposer must therefore complete this Financial Interest Disclosure Form, listing by name all parties that have a material financial interest in the agreement, contract or development right.
PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda.
Financial Interest Disclosure to City of Modesto
Proposer shall identify any person with a financial interest in the Proposer by name, below.
For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.
Persons having an aggregate economic interest in the Proposer less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.
Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Proposer meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-
10.03(h) are satisfied.
It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Proposer is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.
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Print Names of Persons Having a Financial Interest in Proposer Receiving this Agreement:
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
By signing this document, I agree to the information contained within.
Proposer Company Name:
Name of Proposer Signatory:
Signature of Proposer Representative:
Oppenheimer Investigations Group LLP
Vida Thomas Vida Thomas Digitally signed by Vida Thomas Date: 2026.03.17 13:51:31 -07'00'
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FINANCIAL INTEREST DISCLOSURE FORM
Any contract award to result from this RFP process and Proposer’s submission of a Proposal therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Proposer until all persons with a direct or indirect financial interest of greater than $2,000 in the Proposer are identified by name.
Proposer must therefore complete this Financial Interest Disclosure Form, listing by name all parties that have a material financial interest in the agreement, contract or development right.
PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda.
Financial Interest Disclosure to City of Modesto
Proposer shall identify any person with a financial interest in the Proposer by name, below.
For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.
Persons having an aggregate economic interest in the Proposer less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.
Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Proposer meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-
10.03(h) are satisfied.
It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Proposer is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.
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Print Names of Persons Having a Financial Interest in Proposer Receiving this Agreement:
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
By signing this document, I agree to the information contained within.
Proposer Company Name:
Name of Proposer Signatory:
Signature of Proposer Representative:
N/A
Shaw Law Group, PC
Jennifer Shaw, President Jennifer Shaw Digitally signed by Jennifer Shaw Date: 2026.03.30 13:30:29 -07'00'
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FINANCIAL INTEREST DISCLOSURE FORM
Any contract award to result from this RFP process and Proposer’s submission of a Proposal therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Proposer until all persons with a direct or indirect financial interest of greater than $2,000 in the Proposer are identified by name.
Proposer must therefore complete this Financial Interest Disclosure Form, listing by name all parties that have a material financial interest in the agreement, contract or development right.
PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda.
Financial Interest Disclosure to City of Modesto
Proposer shall identify any person with a financial interest in the Proposer by name, below.
For the purposes of this disclosure, a “Financial Interest” shall have the meaning contained in Modesto Municipal Code section 2-10.02.
Persons having an aggregate economic interest in the Proposer less than two thousand dollars ($2,000.00) at all times prior to final Council action of the proposed contract are not required to be listed on the Financial Interest Disclosure.
Notwithstanding the foregoing, a Financial Interest Disclosure is not required for a Proposer meeting the financial criteria for listing on the New York or the Pacific Stock exchanges unless it is reasonably foreseeable that a City Council decision will increase or decrease that entity's gross revenues or expenses by one million dollars ($1,000,000) or more and the requirements of Modesto Municipal Code Section 2-
10.03(h) are satisfied.
It is the legal obligation of all applicants for approval of an agreement or of an application for development rights to verify in writing, under penalty of perjury, that the identity of each person having a material financial interest in the Proposer is true, correct and complete. By signing below, the applicant understands that this information is provided under penalty of perjury, and that intentionally supplying misinformation or deception may result in either invalidation of the agreement or application, or criminal prosecution for misdemeanor violation of the Modesto Municipal Code, or both. Negligent provision of misinformation shall be grounds for invalidation. In accordance with the Modesto Municipal Code, each applicant has a continuing obligation to maintain the truth, accuracy and completeness of the financial interest disclosure information provided below until after final consideration by the City Council of any matter arising out of or relating to the agreement or application.
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Print Names of Persons Having a Financial Interest in Proposer Receiving this Agreement:
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
First Name, Last Name
By signing this document, I agree to the information contained within.
Proposer Company Name:
Name of Proposer Signatory:
Signature of Proposer Representative:
Deborah Fox Amrit Kulkarni Adam Lindgren David Skinner Janice Brown Camille Hamilton Pating Eric Firstman Tyson Sohagi Nicole Gordon Shaye Diveley Russell Morse Doug McManamon David Mehretu Meyers Nave
Camille Hamilton Pating Camille Pating Digitally signed by Camille Pating Date: 2026.04.01 09:59:28 -07'00'
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California Levine Act Disclosure
California Government Code SecƟon 84308, also known as the "Levine Act", prohibits City “officers” from parƟcipaƟng in any acƟon related to a license, permit, or other enƟtlement for use (a “proceeding”) if such member accepts, solicits, or directs poliƟcal contribuƟons from a party to the proceeding or their agent totaling more than $500 while the proceeding is pending before the agency, and for twelve (12) months following the date a decision concerning the proceeding has been made. The Levine Act also requires disclosure of such contribuƟon by a party to the proceeding.
SecƟon 84308(a)(4) of the Levine Act defines an "officer" as follows: “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elecƟve office in an agency. The term “officer” is further defined 2 Cal. Code Regs. SecƟon 18438.1, which states:
An officer of an agency includes only those persons who make, parƟcipate in making, or in any way aƩempt to use their official posiƟon to influence a decision in the license, permit, or enƟtlement for use proceeding, or who exercise authority or budgetary control over the agency of officers who may do so, and:
(1) Serve in an elected posiƟon, including an official appointed to an elected posiƟon due to an interim vacancy or an elecƟon otherwise canceled because the official was the sole candidate for the posiƟon; (2) Serve as a member of a board or commission;
(3) Serve as the chief execuƟve of a state agency, or county, city or district of any kind; or (4)Have decision making authority with respect to the proceeding involving a license, permit, or other enƟtlement for use and is also a candidate for elected office or has been a candidate for elecƟve office in the 12 months prior to the proceeding.
A list of Modesto City Council Board Members can be found online at: Modesto City Council hƩps://modestogov.com/706/Council-Members (modestogov.com). The party making this cerƟficaƟon is responsible for determining whether a recipient of a poliƟcal contribuƟon is a City officer prior to answering the following quesƟons:
1. Have you, your company, or any agent on behalf of you or your company, made any poliƟcal contribuƟons of more than $500 to any City officer, in the twelve (12) months preceding the date of the submission of your proposals or the anƟcipated date of any Council acƟon related to this contract?
___ YES If yes, please idenƟfy the Council Member(s):
___ NO
2. Do you, or your company, or any agent on behalf of you or your company, anƟcipate or plan to make any poliƟcal contribuƟon of more than $500 to any City officer in the twelve (12) months following any Council acƟon related to this contract?
___ YES If yes, please idenƟfy the Council Member(s):
___ NO
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Answering YES to either of the quesƟons above does not preclude the City of Modesto from awarding a contract to your firm or taking any subsequent acƟon related to the contract. It may, however, preclude the idenƟfied City officer from parƟcipaƟng in any acƟons related to such contract.
HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
_________________ _____________________________
Date Signature of authorized individual
_____________________________
Company/Applicant Name
03/31/2026
DigiStream Investigations, Inc.
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- 411 -
California Levine Act Disclosure
California Government Code Section 84308, also known as the "Levine Act", prohibits City “officers” from participating in any action related to a license, permit, or other entitlement for use (a “proceeding”) if such member accepts, solicits, or directs political contributions from a party to the proceeding or their agent totaling more than $500 while the proceeding is pending before the agency, and for twelve (12) months following the date a decision concerning the proceeding has been made. The Levine Act also requires disclosure of such contribution by a party to the proceeding.
Section 84308(a)(4) of the Levine Act defines an "officer" as follows: “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. The term “officer” is further defined 2 Cal. Code Regs. Section 18438.1, which states:
An officer of an agency includes only those persons who make, participate in making, or in any way attempt to use their official position to influence a decision in the license, permit, or entitlement for use proceeding, or who exercise authority or budgetary control over the agency of officers who may do so, and:
(1) Serve in an elected position, including an official appointed to an elected position due to an interim vacancy or an election otherwise canceled because the official was the sole candidate for the position; (2) Serve as a member of a board or commission;
(3) Serve as the chief executive of a state agency, or county, city or district of any kind; or (4)Have decision making authority with respect to the proceeding involving a license, permit, or other entitlement for use and is also a candidate for elected office or has been a candidate for elective office in the 12 months prior to the proceeding.
A list of Modesto City Council Board Members can be found online at: Modesto City Council https://modestogov.com/706/Council-Members (modestogov.com). The party making this certification is responsible for determining whether a recipient of a political contribution is a City officer prior to answering the following questions:
1. Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $500 to any City officer, in the twelve (12) months preceding the date of the submission of your proposals or the anticipated date of any Council action related to this contract?
___ YES If yes, please identify the Council Member(s):
___ NO
2. Do you, or your company, or any agent on behalf of you or your company, anticipate or plan to make any political contribution of more than $500 to any City officer in the twelve (12) months following any Council action related to this contract?
___ YES If yes, please identify the Council Member(s):
___ NO
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- 412 -
Answering YES to either of the questions above does not preclude the City of Modesto from awarding a contract to your firm or taking any subsequent action related to the contract. It may, however, preclude the identified City officer from participating in any actions related to such contract.
HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
_________________ _____________________________
Date Signature of authorized individual
_____________________________
Company/Applicant Name
Marci Reading Digitally signed by Marci Reading
Date: 2026.03.31 17:48:34 -04'00' Command Investigations, LLC 3/30/26 #5..
- 413 -
California Levine Act Disclosure
California Government Code Section 84308, also known as the "Levine Act", prohibits City “officers” from participating in any action related to a license, permit, or other entitlement for use (a “proceeding”) if such member accepts, solicits, or directs political contributions from a party to the proceeding or their agent totaling more than $500 while the proceeding is pending before the agency, and for twelve (12) months following the date a decision concerning the proceeding has been made. The Levine Act also requires disclosure of such contribution by a party to the proceeding.
Section 84308(a)(4) of the Levine Act defines an "officer" as follows: “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. The term “officer” is further defined 2 Cal. Code Regs. Section 18438.1, which states:
An officer of an agency includes only those persons who make, participate in making, or in any way attempt to use their official position to influence a decision in the license, permit, or entitlement for use proceeding, or who exercise authority or budgetary control over the agency of officers who may do so, and:
(1) Serve in an elected position, including an official appointed to an elected position due to an interim vacancy or an election otherwise canceled because the official was the sole candidate for the position; (2) Serve as a member of a board or commission;
(3) Serve as the chief executive of a state agency, or county, city or district of any kind; or (4)Have decision making authority with respect to the proceeding involving a license, permit, or other entitlement for use and is also a candidate for elected office or has been a candidate for elective office in the 12 months prior to the proceeding.
A list of Modesto City Council Board Members can be found online at: Modesto City Council https://modestogov.com/706/Council-Members (modestogov.com). The party making this certification is responsible for determining whether a recipient of a political contribution is a City officer prior to answering the following questions:
1. Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $500 to any City officer, in the twelve (12) months preceding the date of the submission of your proposals or the anticipated date of any Council action related to this contract?
___ YES If yes, please identify the Council Member(s):
___ NO
2. Do you, or your company, or any agent on behalf of you or your company, anticipate or plan to make any political contribution of more than $500 to any City officer in the twelve (12) months following any Council action related to this contract?
___ YES If yes, please identify the Council Member(s):
___ NO
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- 414 -
Answering YES to either of the questions above does not preclude the City of Modesto from awarding a contract to your firm or taking any subsequent action related to the contract. It may, however, preclude the identified City officer from participating in any actions related to such contract.
HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
_________________ _____________________________
Date Signature of authorized individual
_____________________________
Company/Applicant Name
CPS HR Consulting 3/17/26
#5..
- 415 -
California Levine Act Disclosure
California Government Code Section 84308, also known as the "Levine Act", prohibits City “officers” from participating in any action related to a license, permit, or other entitlement for use (a “proceeding”) if such member accepts, solicits, or directs political contributions from a party to the proceeding or their agent totaling more than $500 while the proceeding is pending before the agency, and for twelve (12) months following the date a decision concerning the proceeding has been made. The Levine Act also requires disclosure of such contribution by a party to the proceeding.
Section 84308(a)(4) of the Levine Act defines an "officer" as follows: “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. The term “officer” is further defined 2 Cal. Code Regs. Section 18438.1, which states:
An officer of an agency includes only those persons who make, participate in making, or in any way attempt to use their official position to influence a decision in the license, permit, or entitlement for use proceeding, or who exercise authority or budgetary control over the agency of officers who may do so, and:
(1) Serve in an elected position, including an official appointed to an elected position due to an interim vacancy or an election otherwise canceled because the official was the sole candidate for the position; (2) Serve as a member of a board or commission;
(3) Serve as the chief executive of a state agency, or county, city or district of any kind; or (4)Have decision making authority with respect to the proceeding involving a license, permit, or other entitlement for use and is also a candidate for elected office or has been a candidate for elective office in the 12 months prior to the proceeding.
A list of Modesto City Council Board Members can be found online at: Modesto City Council https://modestogov.com/706/Council-Members (modestogov.com). The party making this certification is responsible for determining whether a recipient of a political contribution is a City officer prior to answering the following questions:
1. Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $500 to any City officer, in the twelve (12) months preceding the date of the submission of your proposals or the anticipated date of any Council action related to this contract?
___ YES If yes, please identify the Council Member(s):
___ NO
2. Do you, or your company, or any agent on behalf of you or your company, anticipate or plan to make any political contribution of more than $500 to any City officer in the twelve (12) months following any Council action related to this contract?
___ YES If yes, please identify the Council Member(s):
___ NO
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- 416 -
Answering YES to either of the questions above does not preclude the City of Modesto from awarding a contract to your firm or taking any subsequent action related to the contract. It may, however, preclude the identified City officer from participating in any actions related to such contract.
HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
_________________ _____________________________
Date Signature of authorized individual
_____________________________
Company/Applicant Name
Ellis Investigations Law Corporation 3/23/26
#5..
- 417 -
California Levine Act Disclosure
California Government Code Section 84308, also known as the "Levine Act", prohibits City “officers” from participating in any action related to a license, permit, or other entitlement for use (a “proceeding”) if such member accepts, solicits, or directs political contributions from a party to the proceeding or their agent totaling more than $500 while the proceeding is pending before the agency, and for twelve (12) months following the date a decision concerning the proceeding has been made. The Levine Act also requires disclosure of such contribution by a party to the proceeding.
Section 84308(a)(4) of the Levine Act defines an "officer" as follows: “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. The term “officer” is further defined 2 Cal. Code Regs. Section 18438.1, which states:
An officer of an agency includes only those persons who make, participate in making, or in any way attempt to use their official position to influence a decision in the license, permit, or entitlement for use proceeding, or who exercise authority or budgetary control over the agency of officers who may do so, and:
(1) Serve in an elected position, including an official appointed to an elected position due to an interim vacancy or an election otherwise canceled because the official was the sole candidate for the position; (2) Serve as a member of a board or commission;
(3) Serve as the chief executive of a state agency, or county, city or district of any kind; or (4)Have decision making authority with respect to the proceeding involving a license, permit, or other entitlement for use and is also a candidate for elected office or has been a candidate for elective office in the 12 months prior to the proceeding.
A list of Modesto City Council Board Members can be found online at: Modesto City Council https://modestogov.com/706/Council-Members (modestogov.com). The party making this certification is responsible for determining whether a recipient of a political contribution is a City officer prior to answering the following questions:
1. Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $500 to any City officer, in the twelve (12) months preceding the date of the submission of your proposals or the anticipated date of any Council action related to this contract?
___ YES If yes, please identify the Council Member(s):
___ NO
2. Do you, or your company, or any agent on behalf of you or your company, anticipate or plan to make any political contribution of more than $500 to any City officer in the twelve (12) months following any Council action related to this contract?
___ YES If yes, please identify the Council Member(s):
___ NO
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- 418 -
Answering YES to either of the questions above does not preclude the City of Modesto from awarding a contract to your firm or taking any subsequent action related to the contract. It may, however, preclude the identified City officer from participating in any actions related to such contract.
HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
_________________ _____________________________
Date Signature of authorized individual
_____________________________
Company/Applicant Name
Camille Pating Digitally signed by Camille Pating
Date: 2026.04.01 10:01:53 -07'00' Meyers Nave 4/1/26
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- 419 -
California Levine Act Disclosure
California Government Code Section 84308, also known as the "Levine Act", prohibits City “officers” from participating in any action related to a license, permit, or other entitlement for use (a “proceeding”) if such member accepts, solicits, or directs political contributions from a party to the proceeding or their agent totaling more than $500 while the proceeding is pending before the agency, and for twelve (12) months following the date a decision concerning the proceeding has been made. The Levine Act also requires disclosure of such contribution by a party to the proceeding.
Section 84308(a)(4) of the Levine Act defines an "officer" as follows: “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. The term “officer” is further defined 2 Cal. Code Regs. Section 18438.1, which states:
An officer of an agency includes only those persons who make, participate in making, or in any way attempt to use their official position to influence a decision in the license, permit, or entitlement for use proceeding, or who exercise authority or budgetary control over the agency of officers who may do so, and:
(1) Serve in an elected position, including an official appointed to an elected position due to an interim vacancy or an election otherwise canceled because the official was the sole candidate for the position; (2) Serve as a member of a board or commission;
(3) Serve as the chief executive of a state agency, or county, city or district of any kind; or (4)Have decision making authority with respect to the proceeding involving a license, permit, or other entitlement for use and is also a candidate for elected office or has been a candidate for elective office in the 12 months prior to the proceeding.
A list of Modesto City Council Board Members can be found online at: Modesto City Council https://modestogov.com/706/Council-Members (modestogov.com). The party making this certification is responsible for determining whether a recipient of a political contribution is a City officer prior to answering the following questions:
1. Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $500 to any City officer, in the twelve (12) months preceding the date of the submission of your proposals or the anticipated date of any Council action related to this contract?
___ YES If yes, please identify the Council Member(s):
___ NO
2. Do you, or your company, or any agent on behalf of you or your company, anticipate or plan to make any political contribution of more than $500 to any City officer in the twelve (12) months following any Council action related to this contract?
___ YES If yes, please identify the Council Member(s):
___ NO
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- 420 -
Answering YES to either of the questions above does not preclude the City of Modesto from awarding a contract to your firm or taking any subsequent action related to the contract. It may, however, preclude the identified City officer from participating in any actions related to such contract.
HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
_________________ _____________________________
Date Signature of authorized individual
_____________________________
Company/Applicant Name
Vida Thomas Digitally signed by Vida Thomas
Date: 2026.03.17 13:54:15 -07'00' Oppenheimer Investigations Group LLP 3/31/26 #5..
- 421 -
California Levine Act Disclosure
California Government Code Section 84308, also known as the "Levine Act", prohibits City “officers” from participating in any action related to a license, permit, or other entitlement for use (a “proceeding”) if such member accepts, solicits, or directs political contributions from a party to the proceeding or their agent totaling more than $500 while the proceeding is pending before the agency, and for twelve (12) months following the date a decision concerning the proceeding has been made. The Levine Act also requires disclosure of such contribution by a party to the proceeding.
Section 84308(a)(4) of the Levine Act defines an "officer" as follows: “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. The term “officer” is further defined 2 Cal. Code Regs. Section 18438.1, which states:
An officer of an agency includes only those persons who make, participate in making, or in any way attempt to use their official position to influence a decision in the license, permit, or entitlement for use proceeding, or who exercise authority or budgetary control over the agency of officers who may do so, and:
(1) Serve in an elected position, including an official appointed to an elected position due to an interim vacancy or an election otherwise canceled because the official was the sole candidate for the position; (2) Serve as a member of a board or commission;
(3) Serve as the chief executive of a state agency, or county, city or district of any kind; or (4)Have decision making authority with respect to the proceeding involving a license, permit, or other entitlement for use and is also a candidate for elected office or has been a candidate for elective office in the 12 months prior to the proceeding.
A list of Modesto City Council Board Members can be found online at: Modesto City Council https://modestogov.com/706/Council-Members (modestogov.com). The party making this certification is responsible for determining whether a recipient of a political contribution is a City officer prior to answering the following questions:
1. Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $500 to any City officer, in the twelve (12) months preceding the date of the submission of your proposals or the anticipated date of any Council action related to this contract?
___ YES If yes, please identify the Council Member(s):
___ NO
2. Do you, or your company, or any agent on behalf of you or your company, anticipate or plan to make any political contribution of more than $500 to any City officer in the twelve (12) months following any Council action related to this contract?
___ YES If yes, please identify the Council Member(s):
___ NO
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- 422 -
Answering YES to either of the questions above does not preclude the City of Modesto from awarding a contract to your firm or taking any subsequent action related to the contract. It may, however, preclude the identified City officer from participating in any actions related to such contract.
HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT.
_________________ _____________________________
Date Signature of authorized individual
_____________________________
Company/Applicant Name
Jennifer ShawDigitally signed by Jennifer Shaw
Date: 2026.03.30 13:31:22 -07'00' Shaw Law Group, PC 3/30/26 #5..
- 423 -
1 INF-RFP-00073 - REQUEST FOR PROPOSALS:
INVESTIGATIVE SERVICES
PROPOSAL RELEASE: TUESDAY, MARCH 3, 2026
PROPOSAL DUE: BEFORE 11:00 AM ON APRIL 1, 2026
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- 424 -
2 PROJECT OVERVIEW
The City of Modesto is soliciting a proposal from Consulting Firms to retain services for their assistance related to the Personnel Investigations. It is the City's intent to select multiple investigative firms who would be available for a two-year agreement for various investigative services. In addition, there is a need for investigator applicants who can conduct investigations compliant with the Public Safety Officers Bill of Rights Act (PSOBRA) and the Firefighter Bill of Rights (FOBR) and/or who hold POST Certified Background Investigator or Certified Fraud Examiner credentials.
NOTICE IS HEREBY GIVEN that the City of Modesto, County of Stanislaus, State of California (“City”), will receive proposals (each, a "Proposal") electronically through its OpenGov Procurement portal from qualified Proposers (each, a “Proposer”) for the furnishing of Investigative Services services (the “Services”) for the City of Modesto, Human Resources Department, Human Resources Division. Proposals are due before 11:00 am on Wednesday, April 1, 2026. Proposals received in any other format will not be accepted.
TRANSMITTAL LETTER
Proposer shall provide a letter containing an expression of the proposer's interest in the work, a summary statement regarding the qualifications of the proposer to do the work, and a brief summary of any information about the project team or the proposer that may be useful or informative to the City.
The proposal should be signed by an officer authorized to bind the proposing firm. Indicate the name of the organization submitting the proposal, its mailing address, telephone number, and identify the primary point of contact.
Acknowledge that the proposer agrees to be bound by the representations in their proposal during the term of the agreement in addition to a statement that the proposal is valid for a period of one hundred twenty (120) days.
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3 SCOPE OF WORK
SCOPE OF WORK FOR INVESTIGATIVE SERVICES
For the scope of this project, the following services would be included:
• Conduct various types of personnel administrative investigative services, including but not limited to investigative research, interviews, Internet & E-mail tracing, social media research, surveillance, computer examinations as well as electronic surveillance countermeasures. • Consultant will perform services in compliance with state and federal laws, regulations and best practices.
• Consultant to provide the appropriate scope of services as determined based on City case goals. • Consultant is empowered to perform said services for and on behalf of the City, and to do all things necessary, appropriate, or advisable in performing services for and in the best interest of City. • The actual time and manner in which the following investigative services are conducted shall be left to the sole discretion of the City.
PROPOSAL EXPECTATIONS
CITY OF MODESTO EXPECTATIONS
The City reserves the right to amend, withdraw and cancel this RFP. The City reserves the right to reject all responses to this RFP at any time prior to contract execution. The City reserves the right to request or obtain additional information about any and all proposals.
The selected Consultant is expected to have a complete understanding of City, State, and Federal procedures and manuals and all applicable laws and regulations necessary to complete the Scope of Work.
This RFP provides guidance but may not represent the exact form of the final project scope, pending negotiations between the selected Consultant and the City. Experience in performing similar services will be a heavily weighted factor in the selection process. Quality of performance on public relation and marketing services, ability to meet schedules and budgets, and ability to communicate effectively with City staff, other consultants, community members and the public will be some of the attributes and factors considered. #5..
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4 COST OF RFP PREPARATION
The City shall not be liable for any pre-contractual expenses incurred by any consultant preparing a submittal or portions thereof or by any selected consultant. Each consultant shall protect, defend, indemnify, and hold harmless the City from any and all liability, claims, or expenses whosoever incurred by, or on behalf of, the entity participating in the preparation of its response to this RFP. Pre-contractual expenses are defined as expenses incurred by consultants, if any, in:
1. Preparing the Proposal and related information in response to this RFP.
2. Negotiations with the City of any matter related to this procurement.
3. Costs associated with interviews, meetings, travel, or presentations.
4. All other expenses incurred by a proposer/consultant prior to the date of award and a formal notice to proceed.
PROPOSAL FORMAT
Proposals should be submitted through the City's OpenGov Procurement portal. The Proposal shall contain an acknowledgment of receipt of all amendments and/or addenda to the RFP.
PROPOSAL EXPECTATION
The City requires the proposer to submit a concise proposal clearly addressing all the requirements outlined in this RFP; it must contain information covering the following topics:
COVER LETTER
The cover letter shall be signed by a person authorized by the Proposer to execute an agreement with the City. It shall include: the legal name of the company; the name, address and telephone number of the principal person representing the firm; the firm’s current annual dollar volume of work; and a summary of the Proposal, including a brief description of the proposed team. It shall make a commitment to accept the terms and conditions in the RFP and the Standard Agreement for Professional Services (Attachment A), including acknowledgment of receipt of all amendments and/or addenda to the RFP. #5..
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5 The letter shall also identify a single person for possible contact during the RFP review process regarding agreement language.
PROJECT UNDERSTANDING AND APPROACH
This section should demonstrate an understanding of the scope of services. It should describe the general approach, organization, and staffing required for the services requested. Also, describe the firm’s understanding of key issues and its approach to resolving those issues. All sub-consultants and their roles must be identified.
The consultant shall include an organizational chart identifying key personnel responsible for accomplishing all aspects of the work.
QUALIFICATIONS OF CONSULTANT STAFF AND SUBCONSULTANT STAFF This section should include a list of key personnel to be assigned to the proposed RFP and qualifications for each person to be used, including sub-consultant personnel. An organizational chart or similar graphic shall also be provided that clearly shows the function each person will be expected to fulfill. It is imperative that the key personnel providing the requested services have the background, experience, and qualifications to provide the services described in this RFP. The City reserves the right to approve all key personnel individually and all subconsultants for work on this agreement.
If sub-consultants or joint consultants are proposed, describe any relevant association with the proposed subconsultants. Provide examples of past projects on which the lead firm has worked with each sub-consultant.
Indicate the percentage of the fee allocated for each participating consultant and/or sub-consultant.
After the agreement is signed, the consultant may not replace key staff without written agreement by the City.
EXPERIENCE OF FIRM
This section should include the relevant experience of the principal firm. Include project descriptions, status of the services, costs and dollar value of services provided. Clearly identify the role of key staff identified herein and identify a minimum of three (3) current and recent client references including contact information (phone numbers and emails). The focus shall be on experience, analysis, and documentation for similar services. Only #5..
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6 recent similar services completed in the past ten years should be included in this section. During evaluation of proposals, completed services on which the key staff proposed for this RFP had a significant role in the project will be considered to have more weight than those that did not include such personnel. Any other details that the principal firm wishes to convey about itself or its proposed subcontractors should be placed in this section.
COST, SCHEDULE & DEADLINES
The following elements shall be included in describing the budget allocation in the Consultant Proposal:
1. Qualifications of the firm.
2. Professional fees and estimated out-of-pocket expenses.
3. Listo of previous clients.
4. Principal staff contacts.
5. Additional services. (Optional)
SAMPLE CITY AGREEMENT
A sample of the City agreement is included in Exhibit A which defines the City’s terms and conditions for these contractual services. Include in your proposal any proposed changes to these terms and conditions as part of your proposal.
INSURANCE REQUIREMENTS
Proposer, if awarded an agreement, will be required to hold harmless, defend and indemnify the city, its agents, officers, employees, and volunteers, against any and all claims, losses, liabilities, judgements or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of Proposer, its agents, officers, employees, and volunteers relating to or during the performance of its obligations under this Proposal. Consultants obligation to defend, indemnify, and hold the city, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Proposal for Proposer to procure and maintain a policy of insurance. With reference to the foregoing, the parties agree that all risk of loss, including #5..
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7 but not limited to damages, property losses and defense of third-party suits, arising out of or relation to the operation of city-owned vehicles by Consultant’s employees is apportioned to Consultant in accordance with the provisions contained in indemnity.
During the term of the Agreement, CONSULTANT shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit (C) to the Agreement and shall otherwise comply with the other provisions of Exhibit (C) to the Agreement. The city utilizes a software program “PINS Advantage” where vendor is responsible for uploading and maintaining updated insurance.
Insurance Type or Requirement Requirement
General Liability $1,000,000
Automobile $1,000,000
Worker's Compensation (if there are employees
of the business)
$1,000,000
Professional Liability or Errors and Omissions $2,000,000 and $2,000,000 aggregate Waiver of Subrogation Form Required
Additional Insured Endorsement Additional Named Insured language required: The City of Modesto, its officers, officials, employees, agents and volunteers are to be covered as additional insureds.
FINANCIAL INTEREST DISCLOSURE AND FINANCIAL REVIEW
Any agreement award to result from this RFP process and Proposer’s submission of a Proposal therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Proposer until all persons with a direct or indirect financial interest of greater than $2,000 in the Proposer #5..
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8 are identified by name.
Proposer must therefore complete this Financial Interest Disclosure Form listing by name all parties that have a material financial interest in the agreement, contract, or development right. This signed form must be submitted with the final proposal.
PLEASE NOTE, any Council action that requires a Financial Interest Disclosure cannot be considered by the City Council until the required reporting is made. That means that City Council agenda items without the disclosure will be removed from the Council agenda.
City staff will request financial statements from the proposer whose proposal is determined to best meet the City’s needs, as determined by the selection committee. Within two (2) business days of City request, proposer shall provide a copy of their company’s most recent professionally prepared Financial Statements (Income Statement and Balance Sheet). These statements, if un-audited, shall be accompanied by a cover letter that states the name and title of the preparer, the basis of the financial statement presentation (cash or accrual) and whether these statements have been prepared in accordance with Generally Accepted Accounting Principles for the most recent fiscal year end of the proposer. Audited financial statements shall be submitted in their entirety, including the auditor’s opinion and notes to the financial statements.
CONFIDENTIALITY
If any of the submittals, or any portion of the submittals, are considered confidential by the respondent, such uploads should be submitted in the space provided for Additional Information with the word "Confidential" in the file name(s).
All information and documents, excluding the confidential financial information, submitted in response to this RFP are subject to the California Public Records Act, https://www.ftb.ca.gov/your-rights/california-publicrecords-act.html, California Government Code §§ 6250 through 6276.48) (“CPRA”), which mandates the disclosure of documents in the possession of the City upon the request of any person, unless the content of the document falls within a specific exemption category of the CPRA. On each page that contains information that #5..
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9 the respondent believes is exempt from mandatory disclosure under CPRA, respondent shall include the following separate legend:
“CONFIDENTIAL – NOT FOR PUBLIC DISTRIBUTION”
“THIS PAGE CONTAINS INFORMATION THAT IS EXEMPT
FROM MANDATORY DISCLOSURE UNDER THE CALIFORNIA
PUBLIC RECORDS ACT.”
Should the City receive a request to review confidentially labeled information, the City will notify the respondent of the request and delay the access to the materials for seven (7) days after notification to respondent to allow respondent to act in protection of its labeled information. Failure to so act shall constitute a complete waiver.
All responses will be considered public records that are subject to public disclosure. In the event a respondent considers its submittal as a proprietary trade secret or otherwise exempt from disclosure under the CPRA, the respondent must designate its submittal as confidential. The City will withhold designated applications from public disclosure only if permitted by applicable law. The City will not be responsible or liable for disclosure of any information, including without limitation those marked confidential, if disclosure is deemed by the City to be required by law, or by a court of competent jurisdiction.
PROPOSAL EVALUATIONS
The following is an outline of the procedures the City will use in the selection process:
1. Establish a Screening and Selection Committee.
2. Screening and Selection Committee reviews and evaluates the proposals submitted by the prospective consultants.
3. Proposers may be required to participate in an oral interview. The oral interview will be a panel comprised of members of the selection committee.
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10 4. Negotiations may take place with the primary firm on the final scope of work, the final contract proposal, and the proposal price.
5. If an agreement cannot be negotiated for this service, the negotiations with the designated consultant shall be terminated in writing and negotiations shall be started with the next highest rated consultant.
6. The selection committee will make a recommendation to the awarding authority.
CONSULTANT EVALUATION CRITERIA
The City intends to engage the most qualified consultant available for this assignment. It is imperative the consultant’s proposal fully address all aspects of the RFP. It must provide the City staff with clearly expressed information concerning the consultant’s understanding of the City’s specific requirements and qualifying the proposer to conduct this study in a thorough and efficient manner.
The selection committee will make a recommendation to the awarding authority. The acceptance of the proposal will be evidenced by written Notice of Award from the City’s Director of Human Resources to the successful Proposer.
The following criteria shall be used in evaluation of the proposer’s offer of services:
No. Evaluation Criteria Scoring Method Weight (Points)
1. Qualifications Points Based 25
(25% of Total)
2. References Points Based 25
(25% of Total)
3. Principal staff contacts Points Based 25
(25% of Total)
4. Cost Reward Low Cost 25
(25% of Total)
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11 PROPOSAL
PROPOSAL INFORMATION
PROPOSAL (WITHOUT COST)*
Please Upload your Proposal here formatted in the manner required by this RFP. This upload here should NOT INCLUDE any pricing information as that will be uploaded separately. Before submitting the Proposal, make sure to review the file to avoid submitting duplicate Proposals. *Response required
PAYMENT TERMS AND METHODS*
Proposer is able to choose from either of the following payment methods and associated timings:
Option A (Preferred): City of Modesto ePay Payment: This secure payment methodology is preferred by an increasing number of the City’s suppliers. On Net 30-day timing, you will receive a single-use Master Card number with a detailed remittance for each payment. You will process the payment though your POS/Card terminal. The payment remittance will be sent from [email protected] via email and will contain the following information:
• 16-digit credit card number
• Expiration date
• Security code
• Total dollar amount of invoices to be paid
• Invoices reference numbers and corresponding amounts
ePay results in small percentage rebate of 1.0% to the City through the card issuer. That rebate amount will be considered by the City in its evaluation of Proposer’s pricing proposal hereunder. Information about enrolling in MasterCard ePay program can be obtained from the City’s contact listed on the Cover Page of this RFP.
Option B – Manual Check: On Net 45 Day timing, the City will mail a hardcopy check to Bidder. The payment will be deemed to have been made when the check envelope is mailed via US Postal Service First #5..
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12 Class Mail. The timing of the mailing will be at the end of the Net 45 Day period. Additional time should be estimated by the Bidder for the check to be in transit, and to await deposit and clearance by Bidder staff.
Please select which option for payment terms and method you accept. ☐ Option A - ePay (Preferred)
☐ Option B - Manual Check
*Response required
DID YOU CHOOSE THE PAYMENT TERM - OPTION A - EPAY?*
☐ Yes
☐ No
*Response required
When equals "Yes"
PLEASE ENTER THE PREFERRED EMAIL ADDRESS TO SET UP EPAY.* *Response required
SEPARATE COST FILE*
Please upload a breakdown of your pricing information here. This information should not be part of your main proposal upload which is why it is requested separately here. Before submitting the pricing information, make sure to review the file to avoid submitting duplicate pricing files. *Response required
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13 FINANCIAL INTEREST DISCLOSURE
Any contract award to result from this RFP process and Proposer’s submission of a Proposal therewith will require approval by a majority vote of the City of Modesto’s City Council. In order to have full transparency in any City of Modesto commercial actions, the City Council may not approve an agreement between the City and the Proposer until all persons with a direct or indirect financial interest of greater than $2,000 in the Proposer are identified by name.
• Financial_Interest_Disclosu...
CALIFORNIA LEVINE ACT DISCLOSURE*
Please download the below documents, complete, and upload. • Modesto_Levine_Act_Statemen...
*Response required
ADDITIONAL INFORMATION (IF NEEDED)
For any additional information requested or required by any of your previously provided answers or as stated within this RFP please upload the additional documentation here.
SUBMITTAL CONFIRMATION*
Proposer hereby certifies that all information provided within this proposal is accurate to the best of their knowledge. Proposer acknowledges that they have examined and carefully studied all Contract Documents and any Addenda and that they have provided any necessary proof of their authority to submit a proposal on behalf of the Company Name stated on the proposal thereby committing the Company to the information contained within.
By checking the "please confirm" box below, you certify the above statement. ☐ Please confirm
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14 *Response required
PROPOSED TIMELINE
RFP Issued: March 3, 2026
Questions Due via City's OpenGov
Procurement portal:
March 10, 2026, 5:00pm
Addendum Issued (if required): March 19, 2026
Proposal Due Date & Time: April 1, 2026, 11:00am
Approximate Award Date: May 2026
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15 The City of Modesto assumes no responsibility for delay in upload or submittal of any proposal(s). All costs associated with the preparation and upload/submittal of any proposal(s) shall be borne by the proposer(s).
Each proposal shall be submitted electronically through the City's OpenGov Procurement portal before 11:00 am on Wednesday, April 1, 2026.
All questions regarding the RFP shall be submitted through the Questions & Answer area of the City's OpenGov Procurement portal prior to 5:00 pm on Tuesday, March 10, 2026. The City will respond to questions through the OpenGov portal where answers can be found in the Question & Answer tab; however, if a response to a question elicits a change to the bid documents, an addendum will be posted through the OpenGov portal under the Addenda & Notices tab. All contact between Proposer and the City regarding the Proposal process shall be through the City Contact. Attempts by the Proposer to contact other City personnel regarding this RFP and associated process may result in disqualification of the Proposer. Notwithstanding the foregoing, information intentionally or unintentionally provided by any person other than the City Contact may not be correct and will be not be binding upon the City.
I hope this opportunity will be of interest to you and look forward to your response.
Sincerely,
Lynn Schmidt
Asst. Buyer
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16 EXHIBIT A: SAMPLE AGREEMENT
STANDARD AGREEMENT
FOR CONSULTANT SERVICES
THIS AGREEMENT made and entered into in the City of Modesto, State of California, this ______ day of _______________, 20___, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "CITY", and (CONSULTANT), a California corporation, hereinafter referred to as "CONSULTANT".
This AGREEMENT is made with regard to the following recitals:
a. The CITY has determined that an _______________ should be prepared for the CITY to _________________.
b. CONSULTANT represents that it is qualified, willing, and able to provide the services to prepare said document(s).
NOW, THEREFORE, in consideration of this AGREEMENT, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:
1. SCOPE OF SERVICES
CONSULTANT shall undertake and complete the scope of work as set forth and described in the documents attached hereto and referred to as Exhibit (A) or "Project". The CONSULTANT shall perform the services as described in Exhibit (A) in a manner compatible with the standards of its profession and shall produce a fully complete project that is acceptable to the CITY.
2. TERM OF AGREEMENT
The term of the AGREEMENT shall be for a period of one (1) year, with one (1) one-year extension options at the sole discretion of CITY, for a total of up to two (2) years. #5..
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17 Year 1: MONTH DD, 20___ through MONTH DD, 20___
Year 2: MONTH DD, 20___ through MONTH DD, 20___
Pricing shall remain firm for the first year of the AGREEMENT.
Price increases for subsequent AGREEMENT year two shall not exceed the Consumer Price Index (CPI) for West Urban Area in any one AGREEMENT year and shall be negotiated through the Purchasing Division. Requests for price increases shall be submitted by CONSULTANT in writing, ninety (90) days prior to the annual anniversary date of the AGREEMENT to be effective for the subsequent year.
3. COMPENSATION
CONSULTANT agrees to accept a sum not to exceed $_________ (maximum compensation) as full remuneration for performing all services and furnishing all staffing and materials for CITY in accordance with Exhibit (A) attached hereto and performance by CONSULTANT of all its duties and obligations under this AGREEMENT.
The Compensation shall be paid pursuant in the manner and at the times set forth below:
CITY shall pay CONSULTANT on a time and materials basis for CONSULTANT’s actual costs for all work called for in Exhibit (A) to this AGREEMENT. All work to be performed under this AGREEMENT shall be billed at the hourly rates set forth in Exhibit (B) attached hereto. CONSULTANT shall submit monthly invoices to CITY which include detailed tasks, hours worked, and billable rates for all work completed, and detailed receipts for any reimbursable expenses paid by CONSULTANT and identified in Exhibit (B) or approved by the CITY in writing. Expenses for travel reimbursement shall comply with the City's Administrative Directive (AD)
1.2, as amended periodically. The City's AD 1.2 can be accessible at the link provided - https://www.modestogov.com/DocumentCenter/View/24156/Citys-Administrative-Directive-12.
CITY shall pay CONSULTANT [TO BE DETERMINED BY RFQ RESPONSE IN FINAL AGREEMENT, EITHER “Net 30 terms via CITY’s ePay Program” or “Net 45 Days via manual check”.] #5..
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18 4. OBLIGATIONS OF CONSULTANT
Throughout the term of this AGREEMENT, CONSULTANT shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business. CONSULTANT warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to provide the CITY with the services contemplated by this AGREEMENT. CONSULTANT further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project.
5. PERFORMANCE BY KEY EMPLOYEE
CONSULTANT has represented to CITY that ______ will be the person primarily responsible for the performance of the services referred to in this AGREEMENT. CITY has entered into this AGREEMENT in reliance on that representation by CONSULTANT. CONSULTANT therefore agrees that ____ percent (___%) or more of the time to be devoted to the project that is the subject of this AGREEMENT will be that of the abovenamed person.
6. OWNERSHIP OF DOCUMENTS/TITLE TO DATA
Ownership of Documents
All reports, drawings, designs, graphics, working papers and other incidental work or materials furnished hereunder shall become and remain the property of the CITY, and may be used by CITY as it may require without any additional cost to CITY. No reports shall be used by the CONSULTANT for purposes other than this AGREEMENT without the express prior written consent of CITY.
Title to Data
If, as a part of the AGREEMENT, CONSULTANT is required to produce data such as, but not limited to, drawings, plans, specifications, calculations, models, flow diagrams, visual aids and other related materials, the #5..
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19 originals of all such data generated under this AGREEMENT will be delivered to CITY upon the completion or termination of services under the AGREEMENT.
All materials, documents, data or information obtained from the CITY data files or any CITY medium furnished to CONSULTANT in the performance of this AGREEMENT will at all times remain the property of the CITY. Such data or information may not be used or copied for direct or indirect use by CONSULTANT after termination of this AGREEMENT without written consent of the CITY.
7. NEWS AND INFORMATION RELEASE
CONSULTANT agrees that it will not issue any news releases in connection with either the award of this AGREEMENT, or any subsequent amendment of or efforts under this AGREEMENT, without first obtaining review and approval of said news releases from CITY through the CITY Manager.
8. CONFLICT OF INTEREST
CONSULTANT warrants that it presently has no interest and shall not acquire any interest, direct or indirect, which would create a “conflict of interest”, as that term is defined in the Political Reform Act (Gov. Code § 81000 et seq), for the CONSULTANT in the performance of this AGREEMENT. CONSULTANT warrants that, in performance of this AGREEMENT, CONSULTANT shall not employ any person having any such interest.
CONSULTANT understands that, if this AGREEMENT is made in violation of Government Code § 1090 et seq., the entire AGREEMENT is void and CONSULTANT will not be entitled to any compensation for services performed. CONSULTANT agrees to file a Statement of Economic Interests with the City Clerk at the start and end of this AGREEMENT if so, required at the option of CITY.
9. AMENDMENTS
Both parties to this AGREEMENT understand that it may become desirable or necessary during the execution of this AGREEMENT, for CITY or CONSULTANT to modify the scope of services provided under this AGREEMENT. Any material extension or change in the scope of work shall be discussed with CITY and the #5..
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20 change and cost shall be memorialized in a written amendment to the original AGREEMENT prior to the performance of the additional work.
10. INDEPENDENT CONTRACTOR
All acts of CONSULTANT, its agents, officers, and employees and all others acting on behalf of CONSULTANT relating to the performance of this AGREEMENT, shall be performed as independent contractors and not as agents, officers, or employees of CITY. CONSULTANT, by virtue of this AGREEMENT, has no authority to bind or incur any obligation on behalf of CITY. CONSULTANT has no authority or responsibility to exercise any rights or power vested in the CITY. No agent, officer, or employee of the CITY is to be considered an employee of CONSULTANT. It is understood by both CONSULTANT and CITY that this AGREEMENT shall not under any circumstances be construed or considered to create an employer-employee relationship or a joint venture. CONSULTANT, its agents, officers and employees are and, at all times during the terms of this AGREEMENT, shall represent and conduct themselves as independent contractor and not as employees of CITY.
CONSULTANT shall determine and control the method, details and means of performing the work and services to be provided by CONSULTANT under this AGREEMENT. CONSULTANT shall be responsible to CITY only for the requirements and results specified in this AGREEMENT, and, except as expressly provided in this AGREEMENT, shall not be subjected to CITY's control with respect to the physical action or activities of the CONSULTANT in fulfillment of this AGREEMENT. CONSULTANT has control over the manner and means of performing the services under this AGREEMENT. CONSULTANT is permitted to provide services to others during the same period service is provided to CITY under this AGREEMENT. If necessary, CONSULTANT has the responsibility for employing other persons or firms to assist CONSULTANT in fulfilling the terms and obligations under this AGREEMENT.
If in the performance of this AGREEMENT any third persons are employed by CONSULTANT, such persons shall be entirely and exclusively under the direction, supervision, and control of CONSULTANT. All terms of #5..
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21 employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the CONSULTANT.
It is understood and agreed that as an independent CONSULTANT and not an employee of CITY neither the CONSULTANT or CONSULTANT's assigned personnel shall have any entitlement as a CITY employee, right to act on behalf of the CITY in any capacity whatsoever as an agent, or to bind the CITY to any obligation whatsoever. It is further understood and agreed that CONSULTANT must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of CONSULTANT's personnel. As an independent contractor, CONSULTANT hereby indemnifies and holds CITY harmless from any and all claims that may be made against CITY based upon any contention by any third party that an employer-employee relationship exists by reason of this AGREEMENT.
11. ASSIGNMENT
Neither this AGREEMENT nor any portion thereof shall be subcontracted or assigned without the express prior written consent of the CITY in each and every instance.
12. PATENT/COPYRIGHT MATERIALS
Unless otherwise expressly provided in the AGREEMENT, CONSULTANT shall be solely responsible for obtaining the right to use any patented or copyrighted materials in the performance of this AGREEMENT.
CONSULTANT shall furnish a warranty of such right to use to CITY at the request of CITY.
13. NOTICES
Notice required by this AGREEMENT shall be given in writing and shall be deemed given and effective upon delivery provided that such are delivered in accordance with the provisions of this Section. Notices shall be delivered either by: (a) personal delivery; (b) overnight courier service which obtains confirmation of delivery; or (c) certified mail, return receipt requested, if delivery is confirmed by a return receipt; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and received. Each such notice shall #5..
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22 be sent to the parties at the address respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:
FOR CONSULTANT: Name:
Address:
Attention:
Phone: ()
Email:
CITY: Name:
Address:
Phone:
Email:
City of Modesto
Purchasing Division
P.O. Box 642
Modesto, CA 95353
(209)
14. INSURANCE REQUIREMENTS
During the term of this AGREEMENT, CONSULTANT shall maintain in full force and effect at its own cost and expense the insurance coverage as set forth in the attached Exhibit (C), attached hereto and incorporated herein, and shall otherwise comply with the other provisions of Exhibit (C). CONSULTANT is responsible for uploading updated insurance documentation to the City's "PINS Advantage" program.
15. TERMINATION OF AGREEMENT
Termination by CITY for Default of CONSULTANT
Should CONSULTANT default in the performance of this AGREEMENT or materially breach any of its provisions, at its option, CITY may terminate this AGREEMENT by given written notification to #5..
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23 CONSULTANT. The termination date shall be the effective date of the notice. For the purposes of this section, material breach of this AGREEMENT shall include, but not limited to, any of the following: failure to perform required services or duties, willful destruction of CITY's property by CONSULTANT, dishonesty or theft.
Termination by City for Convenience
The CITY may also terminate the CONSULTANT's performance under the AGREEMENT, either in whole or in part, at its own discretion, or when conditions encountered during the service make it impossible or impracticable to proceed, or when the CITY is prevented from proceeding with the AGREEMENT by act of God, by law, or by official action of a public authority, or upon a determination by the CITY that such termination is in the best interest and convenience of the CITY, or whenever the CITY is prohibited from completing the work for any reason. The CITY shall provide no less than ten (10) calendar days written notice of its intent to terminate the AGREEMENT for convenience and shall endeavor to provide the CONSULTANT with consultation with the CITY prior to termination.
Post-Termination Procedure
Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the CONSULTANT shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subconsultants and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and subconsultants except as necessary to complete any portion of the work that is not terminated;
c. If directed in writing by the CITY to do so, assign all right, title and interest in subconsultants and materials in progress to CITY, in which case the CITY will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by any CONSULTANT or subconsultant include lost profits for portions of the work not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the CITY all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by #5..
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24 the CONSULTANT in performing the work whether completed or in process; e. Settle outstanding liabilities and claims, subject to the approval of CITY; f. Complete performance of such part of the Service as has not been terminated; g. Take such other actions as may be necessary, or as may be directed by the CITY for the protection and preservation of the Services and/or property related to the Services; h. If CITY so requests, and at CITY's cost, CONSULTANT shall provide sufficient oral or written status reports to make CITY reasonably aware of the status of CONSULTANT's work on the project.
i. The CONSULTANT understands and agrees that CITY may, in CITY's sole discretion, refuse to pay CONSULTANT for that portion of CONSULTANT's services which were performed by CONSULTANT on the project prior to the termination date and which remain unacceptable and/or not useful to CITY as of the termination date.
CITY will pay CONSULTANT an amount based on the percentage of satisfactory work completed in accordance with the notice of termination. The final payment to the CONSULTANT after termination for convenience shall be limited to amounts due and owing under the AGREEMENT at time of termination, including the following:
j. The cost of settling and paying valid claims arising out of the termination of the work such as subconsultant AGREEMENTS or AGREEMENTS for materials;
k. The AGREEMENT price allocable to the portion of the work properly performed, or goods supplied to the work site by the CONSULTANT as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the CONSULTANT.
Authorization to Terminate Agreement
Termination of the AGREEMENT may be invoked by the City Manager, or his/her designee, subject to the right of the CONSULTANT to appeal the City Manager, or his/her designee's, decision to the City Council. The CONSULTANT shall appeal by notifying the City Clerk in writing within ten (10) calendar days of receipt of written notification from CITY of termination of the AGREEMENT. In the event that termination of this AGREEMENT is upheld by the City Council, any cessation of payment of delay claims, extended claims, #5..
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25 Eichleay claims, or any other claims for delay shall be retroactive to the date of termination selected by the City Manager, or his/her designee.
16. INDEMNITY
If CONSULTANT is Design Professional performing design professional services, as defined California Civil Code 2782.8, CONSULTANT agrees to indemnify, defend, and hold harmless the CITY, its agents, officers, officials, employees and volunteers, from and against any and all claims, demands, costs, or liability that arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT and its employees, officials, officers, agents or agents in the performance of services under this AGREEMENT, but this indemnity does not apply to liability for damages arising from the sole negligence, or willful misconduct of the CITY. The CITY agrees that in no event shall the cost to defend charged to the CONSULTANT exceed that CONSULTANT’s proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, the CONSULTANT shall meet and confer with other parties regarding unpaid defense costs. This duty to indemnify shall not be waived or modified by contractual AGREEMENT or acts of the parties.
If CONSULTANT is not a Design Professional performing Design Professional Services, the CONSULTANT shall hold the CITY, its agents, officers, employees, and volunteers harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of CONSULTANT, or its agents, officers, officials, employees, or volunteers relating to or during the performance of its obligations under this AGREEMENT, except for claims arising from the sole negligence of the CITY.
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26 CONSULTANT's obligation to defend, indemnify, and hold the CITY, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this AGREEMENT for CONSULTANT to procure and maintain a policy of insurance.
In the event that CONSULTANT or any employee, agent, or subconsultant of CONSULTANT providing services under this AGREEMENT is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of CITY, CONSULTANT shall indemnify, defend, and hold harmless CITY for the payment of any employee and/or employer contributions for PERS benefits on behalf of CONSULTANT or its employees, agents, or subconsultants, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of CITY.
17. DISPUTE RESOLUTION
Venue for all claims, controversies, or disputes arising out of, or relating to the formation of this AGREEMENT, or the breach, termination execution, enforcement, interpretation, or validity of this AGREEMENT, including the determination of the scope or applicability of this contract provision shall be in the Superior Court of Stanislaus County or the United States District Court for the Eastern District of California.
18. ATTORNEY'S FEES
If a party to this AGREEMENT brings any action, including an action for declaratory relief, to enforce or interpret the provision of this AGREEMENT, the prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose.
19. ENTIRE AGREEMENT
This AGREEMENT and its exhibits contain the entire understanding between CONSULTANT and CITY. Additional or new terms contained in this AGREEMENT which vary from CONSULTANT's proposal are controlling and are deemed accepted by CONSULTANT by shipment of any article or other commencement #5..
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27 of performance hereunder. All previous proposals, offers and communications relative to this AGREEMENT, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this AGREEMENT. No future waiver of or exception to any of the terms, conditions, and provisions of this AGREEMENT shall be considered valid unless specifically agreed to in writing by all the parties.
20. PARTIAL INVALIDITY
If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.
21. WAIVER
The waiver by any party to this AGREEMENT of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.
22. AUDIT
The CITY's duly authorized representative shall have access at all reasonable times to all reports, contract records, contract documents, contract files, and personnel necessary to audit and verify CONSULTANT's charges to CITY under this AGREEMENT.
CONSULTANT agrees to retain reports, records, documents, and files related to charges under this AGREEMENT for a period of four (4) years following the date of final payment for CONSULTANT services. CITY's representative shall have the right to reproduce any of the aforesaid documents.
23. GOVERNING LAW
This AGREEMENT shall be governed according to the laws of the State of California. #5..
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28 24. HEADINGS NOT CONTROLLING
Headings used in the AGREEMENT are for reference purposes only and shall not be considered in construing this AGREEMENT.
25. COMPLIANCE WITH LAWS
CONSULTANT shall insure compliance with all safety and hourly requirements for employees, in accordance with federal, state, and county safety and health regulations and laws. CONSULTANT shall fully comply with all applicable federal, state, and local laws, ordinances, regulations and permits.
26. CITY BUSINESS LICENSE
CONSULTANT will have a City of Modesto business license. #5..
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29 IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this AGREEMENT by its City Manager and attestation by its City Clerk under authority of Resolution No. 20___- ______, adopted by the Council of the City of Modesto on the ______ day of ________________, 20___, and (CONSULTANT) has caused this AGREEMENT to be duly executed as of the Effective Date.
CITY OF MODESTO
a municipal corporation
(CONSULTANT)
a California corporation*
By ________________________________ By ________________________________ JOSEPH P. LOPEZ, City Manager Name Title
By ________________________________
ATTEST: Name Title
By ________________________________ (Seal)
DIANE NAYARES-PEREZ, CMC, City Clerk
CONSULTANT's Federal ID# ___________
APPROVED AS TO FORM:
By ________________________________
JOSE M. SANCHEZ, City Attorney
APPROVED AS TO FORM:
By ________________________________
MATTHEW BRALEY, Risk Manager
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30 EXHIBIT C: INSURANCE REQUIREMENTS FOR PROFESSIONAL SERVICES 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 and the results of that work by the Consultant, his agents, representatives, employees or subcontractors.
MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.
3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.
(Not required if consultant provides written verification, it has no employees)
4. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.
If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City of Modesto requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Modesto.
Umbrella or Excess Coverage
The Consultant may use Umbrella or Excess Policies to provide the liability limits as required in this agreement.
This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall #5..
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31 provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Consultant's primary and excess liability policies are exhausted.
The insurance policies are to contain, or be endorsed to contain, the following provisions:
Additional Insured Status
The City of Modesto, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant's insurance with coverage equal to ISO form CG 2010. If Completed Operations endorsement is required, a separate endorsement equal to ISO form CG 2037 is required.
Primary Coverage
The Additional Insured coverage under the Consultant's policy shall be “primary and non-contributory” and will not seek contribution from the City’s insurance or self-insurance and shall be at least as broad as CG 20 01 04 13.
The City of Modesto does not accept endorsements limiting the Consultant's insurance coverage to the sole negligence of the Named Insured.
Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.
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32 Waiver of Subrogation
Consultant hereby grants to City of Modesto a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City of Modesto by virtue of the payment of any loss under such insurance.
Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Modesto has received a waiver of subrogation endorsement from the insurer.
Self-Insured Retentions
All Self-insured retentions must be disclosed to Risk Management for approval and shall not reduce the limits of liability. The City of Modesto may require the Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Any and all deductibles and SIRs shall be the sole responsibility of Consultant or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties.
Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Modesto.
Claims Made Policies (applicable to Professional Liability only) If any of the required policies provide claims-made coverage:
1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.
2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.
3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work. #5..
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33 Verification of Coverage
Consultant shall furnish the City of Modesto with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements are to be received and approved by the City of Modesto Risk Services before work commences.
However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City of Modesto reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.
Subconsultants
Consultant shall require and verify that all subconsultants, or other parties hired for this work, purchase and maintain coverage for indemnity and insurance requirements as least as broad as specified in this agreement to the extent they apply to the scope of the subconsultant’s work with the same certificate of insurance requirements and naming as additional insureds all parties to this contract.
Special Risks or Circumstances
City of Modesto reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:
City of Modesto
Attn: Risk Management
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34 1010 10th Street
Modesto, CA 95354
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2026 RATE SHEET
DISCOUNTED PUBLIC SECTOR RATES
We will bill the City at our discounted public sector blended rate of $475 per hour, regardless of the investigator assigned.
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INF-RFP-00073 - Request For Proposals:
Investigative Services
PROPOSAL PREPARED FOR THE
CITY OF MODESTO
Camille Hamilton Pating, Principal & Chair
Workplace Investigations
[email protected]
Meyers Nave, a Professional Corporation
Harrison St., 9th Floor
Oakland, CA 94612
Tel: (510) 808-2000
Fax: (510) 444-1108
www.meyersnave.com
April 1, 2026
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INF-RFP-00073 - Request For Proposals: Investigative Services Proposal Prepared for the City of Modesto 2
Meyers Nave | April 1, 2026
Pricing
CONFIDENTIAL
Meyers Nave has built its reputation for integrity and client commitment by proposing hourly rates that provide the best value based on the experience, qualifications, and specific expertise of our proposed attorneys. We offer only highly experienced attorneys. We are happy to discuss specifics with the City and provide focused estimates as we do routinely.
Our rates reflect the fact that we offer significant value added. We keep our clients for decades—even generations—because ultimately we save our clients money and deliver industry-leading value through efficiency, accuracy, strategy, and staying within approved budgets. This helps our clients capitalize on opportunities and avoid costly litigation and mistakes.
Rates charged by attorneys and paralegals at Meyers Nave vary depending on the individual’s level of experience and their area of expertise. The discounted public agency rates below represent a substantial savings as compared to our rates for private clients and align with current rates Meyers Nave has executed with the City:
Title Hourly Rate
Principal $625
Of Counsel $595
Associate $500
Paralegal $300
Litigation Support Specialist $315
The rates above apply to the specific scope of services contemplated in this proposal, workplace investigation legal services, and represent our lowest standard rates for similar services. Any work beyond this scope not explicitly defined and quoted in this proposal will be subject to a separate discussion and agreement regarding applicable rates. We propose to increase all rates annually by the relevant local U.S. Department of Labor’s Consumer Price Index (CPI) increase over the prior 12-month period, or 3%, whichever is greater, rounded within $5.
Applicable rates reflect the individual’s seniority level and may be adjusted if titles change during the lifetime of the contract. All hourly rates are billed in 0.10-increments and include all administrative costs such as word processing, office support services, telephone, and facsimile.
Mileage will be charged at current IRS rates and travel at applicable rates from the nearest Meyers Nave office, postage will be charged at current USPS rates, and third-party expenses, such as expert witness fees, court reporter fees, and electronic legal research, will be billed at actual cost.
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INF-RFP-00073 - Request For Proposals: Investigative Services Proposal Prepared for the City of Modesto 3
Meyers Nave | April 1, 2026
Tracking and Managing Legal Costs/Budget
At Meyers Nave, our decades of experience in handling complex matters for hundreds of California public agencies enables us to provide these legal services with maximum efficiency and cost-effectiveness. Attention to team assignments and time management has been key to our success in representing public entities for 40 years. We do not need to “reinvent the wheel”. Our job is to work within the City’s budget for legal services and make sure that it is not surprised by costs.
We have developed specific protocols to meet clients’ expectations. For example, our billing department notifies the lead attorney when expenditures are at 60% and 80% of the budget, and we can tailor additional benchmarks. We also issue monthly billing statements that clearly state the type of activity performed and the length of time spent performing the activity.
We create and use different cost containment strategies, developed in coordination with the client. We strive for a proactive work approach with clients such that, if a client asks us to expand the scope of a matter, we may advise the client of possible approaches and costs so the client can decide the approach that best meets its needs. We also offer clients opportunities to enhance their understanding of legal issues and ability to handle them independently if appropriate.
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OIG Cost Proposal
Name and Role Public Sector/Non-Profit Rate
Vida Thomas, Managing Partner $600/hour
Tina Ro-Connolly, Partner
Zaneta Seidel, Partner
Alezah Trigueros, Partner
Danielle Drossel, Partner
Ilona Turner, Partner
$530/hour
Tracey Merwise, Partner
Jack Morse, Partner
Renee Jansen, Of Counsel
$480/hour
Supervision or SubstanPve Review $480/hour
Rachel Reddick, AQorney
Madeline Buitelaar, AQorney
Gorev Ahuja, AQorney
Erik Roper, AQorney
Rachael Melford, AQorney
Alisha Meyer, AQorney
Sean Znachko, AQorney
$430/hour
Maria Walker, AQorney
GarreQ Smith, AQorney
Neil BauPsta, AQorney
$380/hour
Paralegals & Writers/Editors:
Jean Perez, Jacob Block, Zack Rogow,
GarreQ Smith (when funcPoning as a
writer)
$220/hour
Legal Interns $150/hour
Addi=onal Cost Informa=on
• The rate for supervision/substanPve report review is the same, regardless of aQorney performing the work.
• Working at a reduced hourly rate, our skilled Writers and Paralegals are uPlized whenever possible to help keep costs down and provide Pmely reports. • Partners/supervisors supervise the lead invesPgators, who handle most of the work in a given maQer. An approximate percentage of work on a standard invesPgaPon is as follows, partner/supervisor – 10%; lead invesPgator – 70%; paralegal or writer/editor – 20%.
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• Travel Pme is billed at the hourly rate of the lead invesPgator. • In any further proceeding arising out of the services performed, OIG bills fees at the current hourly rate of the aQorney involved for any Pme spent responding to the subpoena or discovery, or acPng as a witness in deposiPon, court, administraPve, or other proceedings, including preparaPon Pme.
• Copying/prinPng documents will be billed at $0.35/page. • Other costs (e.g. shipping or transcription fees) will be charged at cost. #5..
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COST FILE FOR
INVESTIGATIVE SERVICES
Subject: Request for Proposals – Investigative Services Prepared for: City of Modesto
Prepared by: Ellis Investigations Law Corporation
Date: March 24, 2026
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Ellis Investigations Law Corporation Cost File for Investigative Services 2 I. FEES AND COSTS
The Firm strives to perform investigation services efficiently to reduce the overall costs. We do not charge administrative fees or bill any of our overhead costs to clients. The Firm recognizes that not all investigations are equal. We assign an attorney and an hourly billing rate that fits the scope of the investigation. The Firm provides discounted billing rates to public sector employers. Working with the City, we will staff investigations based on the complexity of the complaint. We evaluate the complexity and difficulty of the complaint using the following criteria:
• Number and complexity of issues
• Number of witnesses
• Volume and type of documents
• Organizational level of complainant
and respondent
• Urgency of investigation closure
• Related pending litigation
• Representation of the parties
• Political, media and other external
factors involved
The 2026 public sector hourly rates for the Firm’s attorney investigators are as follows:
Partners: $425 to $560
Associates: $360 to $425
Legal Specialists: $255
The Firm modestly increases rates each calendar year. However, the Firm will not increase rates more than once each calendar year. Rate increases will be communicated in writing each year.
Time is billed in increments of one-tenth of an hour, and these rates apply to all work performed during an investigation, including:
• Discussions with the client regarding the investigation • Investigation interviews and associated travel
• Document and data gathering and review
• Meetings with the client to present investigation findings • Report writing
• Work if called to testify, respond to discovery or defend the investigation confidentiality • All other work associated with conducting and completing the investigation II. OTHER COSTS
The Firm seeks reimbursement for expenses and direct costs incurred while rendering investigation services. Such costs include, for example, messenger delivery services, overnight mail delivery services and other incidental costs. The costs also include attorneys’ fees for the investigator’s separate counsel, such as in the event of the need to respond to discovery requests, prepare for and testify about the investigation or defend the investigation’s confidentiality.
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COST PROPOSAL
TM Comprehensive Background
Social Media Profile
Social Media Monitoring
Social Media Preservation
Small
Medium
Large
Alive and Well Checks
Activity Checks
Mileage
Travel
SIU, Anti-Fraud & Compliance Services
Feasibility Analysis & Review
Evidence Presentation
Fraud Referral Submission & Tracking
Audit Support
Training - per person
Field Investigations, Recorded Statements, and
Scene Investigations
Field Report
Mileage
Field Travel
Surveillance - Unmanned
*Smart Surveillance Pre-Investigation
Travel
Mileage
Report Prep
Remote Surveillance - 24 hours - Flat Rate
(3 day minimum - includes travel, mileage, and pre-deployment evaluation)
$805.00 Daily
$75.00
$78.00 Hourly
Gov’t Rate
$80.00 Hourly
$725.00 Daily
$425.00
$325.00
$395.00 Monthly
$125.00 Weekly
$325.00
$625.00
$750.00
$110.00 Hourly
$110.00 Hourly
Gov’t Rate
$110.00 Hourly
$410.00
$455.00
Gov’t Rate
$78.00 Hourly
$110.00 Hourly
$108.00 Hourly
$108.00 Hourly
$125.00
$108.00
PREPARED FOR:
RFP: INF-RFP-00073
Command Investigations, LLC
1540 International Parkway
Suite 3070
Lake Mary, FL 32746
P: 800.217.2464
F: 800.852.8754
[email protected]
*If applicable, a fuel surcharge, sales/gross receipts tax may be charged www.GoCommand.com
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466
CALIFORNIA
TEXAS
COLORADO
OHIO
COST FILE
City of Modesto
Investigative Services
INF-RFP-00073
Due: Wednesday, April 1, 2026
11:00 AM Pacific
Submitted by:
Melissa Asher
Chief of Client Services
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COST FILE to the City of Modesto
INF-RFP-00073 Investigative Services
Table of Contents
Cost File................................................................................................................... 1 Investigations ......................................................................................................... 1 Hourly Rates ................................................................................................................. 1 Expenses ....................................................................................................................... 1 #5..
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COST FILE to the City of Modesto
INF-RFP-00073 Investigative Services
Page | 1
Cost File
Investigations
Hourly Rates
Total cost for services will be determined at the inception of each investigation and will be based on the estimated hours as determined by the number of complainants, allegations, and witnesses, as well as expenses (mileage, parking, photocopies, etc.) associated with travel and supplies if applicable.
Classification/Staff Hourly/Unit Rate
Investigator $250
Technical Advisor (Report Review/Limited Activity) $250 Project Manager (Administration) $180
Court or hearing testimony $250
Travel (over 30 miles) $92.50
Expenses
Schedule of CPS HR Expenses**
Mileage (if greater than 30 miles) Applicable IRS Rate, currently $.655/mile Photo Expense $.25 each
Photocopies $.11/page
Background Check $350 - $550 per check
Transcription Services $2.95 per page for 10-working day turnaround, usually between $1,000 - $2,500 per investigation
**Passed through expenses, client will be billed for actual fees.
NOTES:
We use the current IRS Rate to calculate mileage (if greater than 30 miles), meals, and incidentals. Transcription services = $2.95 per page for 10-working day turnaround, higher cost for faster turnaround time.
Official Reports – Two hard copies of each investigation report are included in the cost of the investigation. An electronic report will also be provided. Additional copies are charged $.11/page and photo expense is $.25 each.
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FIELD INVESTIGATIONS
SURVEILLANCE $1330Y
• travel time to and from the assignment
• on-site investigative time
• all mileage
• use of a late-model, company-owned surveillance vehicle and cutting-edge surveillance equipment • incidental expenses
• Next Day Video® update
• a detailed surveillance report
INTELLIGENCE
SOCIALPRO® PLUS $740Y
An in-depth view into a subject’s social media and background, which includes:
• social media investigation report
• full-spectrum national background check from four top data providers • analysis of criminal, civil, property and other public records • Preservation of content featured in report
SOCIALPRO® ELITE $1375Y
Our most comprehensive investigative report. Designed as a turnkey solution for priority files, it includes:
• SocialPro®
report
• extended research analyst time on file and a signed affidavit by Research Analyst • targeted social media monitoring
• metadata preservation
GEOSOCIAL SWEEP starting at $1585
A location-based search of a specific area to uncover photos, videos or comments about the incident in question. The report supplies contact information for potential witnesses and can provide geographical context about the area where the incident occurred.
• The GeoSocial PLUS examines content over time (i.e. previous accidents at the same intersection) • The GeoSocial ELITE is for high exposure incidents where there is a high volume of media, events are unfolding in real time, etc.
MEDICAL & SPECIALTY SWEEP $425 per 15 facilities searched Provides locations and often dates of treatment at hospitals, chiropractors, urgent care facilities, or gyms around a given radius.
RESEARCH & RECORD RETRIEVAL $135 per hour
Tailored investigations leveraging the full capabilities of DigiStream’s intelligence network and team of trained Research Analysts.
STATEMENTS $115 per hour ($.64 per mile)
Covers an array of services including recorded statements, person locates and scene investigations.
Each investigation is tailored to the specific needs of our clients and their unique case goals.
NATIONAL COVERAGE • LOCAL OWNERSHIP
SERVICE PORTFOLIO
The services listed below are DigiStream’s most core offerings and are intended for Marketing purposes only.
Please contact a DigiStream consultant for additional services and corresponding pricing. 800•747•4329
updated 12/3/2025 digistream.com
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1 INF-RFP-00073 - REQUEST FOR PROPOSALS:
INVESTIGATIVE SERVICES
PROPOSAL RELEASE: TUESDAY, MARCH 3, 2026
PROPOSAL DUE: BEFORE 11:00 AM ON APRIL 1, 2026
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2 EXHIBIT C: INSURANCE REQUIREMENTS FOR PROFESSIONAL SERVICES 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 and the results of that work by the Consultant, his agents, representatives, employees or subcontractors.
MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $1,000,000 per accident for bodily injury and property damage.
3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.
(Not required if consultant provides written verification, it has no employees)
4. Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate.
If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City of Modesto requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Modesto.
Umbrella or Excess Coverage
The Consultant may use Umbrella or Excess Policies to provide the liability limits as required in this agreement.
This form of insurance will be acceptable provided that all of the Primary and Umbrella or Excess Policies shall #5..
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3 provide all of the insurance coverages herein required, including, but not limited to, primary and non-contributory, additional insured, Self-Insured Retentions (SIRs), indemnity, and defense requirements. The Umbrella or Excess policies shall be provided on a true “following form” or broader coverage basis, with coverage at least as broad as provided on the underlying Commercial General Liability insurance. No insurance policies maintained by the Additional Insureds, whether primary or excess, and which also apply to a loss covered hereunder, shall be called upon to contribute to a loss until the Consultant's primary and excess liability policies are exhausted.
The insurance policies are to contain, or be endorsed to contain, the following provisions:
Additional Insured Status
The City of Modesto, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant's insurance with coverage equal to ISO form CG 2010. If Completed Operations endorsement is required, a separate endorsement equal to ISO form CG 2037 is required.
Primary Coverage
The Additional Insured coverage under the Consultant's policy shall be “primary and non-contributory” and will not seek contribution from the City’s insurance or self-insurance and shall be at least as broad as CG 20 01 04 13.
The City of Modesto does not accept endorsements limiting the Consultant's insurance coverage to the sole negligence of the Named Insured.
Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City of Modesto.
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4 Waiver of Subrogation
Consultant hereby grants to City of Modesto a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City of Modesto by virtue of the payment of any loss under such insurance.
Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City of Modesto has received a waiver of subrogation endorsement from the insurer.
Self-Insured Retentions
All Self-insured retentions must be disclosed to Risk Management for approval and shall not reduce the limits of liability. The City of Modesto may require the Consultant to purchase coverage with a lower retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. Any and all deductibles and SIRs shall be the sole responsibility of Consultant or subcontractor who procured such insurance and shall not apply to the Indemnified Additional Insured Parties.
Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City of Modesto.
Claims Made Policies (applicable to Professional Liability only) If any of the required policies provide claims-made coverage:
1. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.
2. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.
3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work. #5..
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5 Verification of Coverage
Consultant shall furnish the City of Modesto with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause and a copy of the Declarations and Endorsements Pages of the CGL and any Excess policies listing all policy endorsements. All certificates and endorsements are to be received and approved by the City of Modesto Risk Services before work commences.
However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant's obligation to provide them. The City of Modesto reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time. City reserves the right to obtain a full certified copy of any insurance policy and endorsements. Failure to exercise this right shall not constitute a waiver of right to exercise later.
Subconsultants
Consultant shall require and verify that all subconsultants, or other parties hired for this work, purchase and maintain coverage for indemnity and insurance requirements as least as broad as specified in this agreement to the extent they apply to the scope of the subconsultant’s work with the same certificate of insurance requirements and naming as additional insureds all parties to this contract.
Special Risks or Circumstances
City of Modesto reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
Certificate Holder Address
Proper address for mailing certificates, endorsements and notices shall be:
City of Modesto
Attn: Risk Management
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6 1010 10th Street
Modesto, CA 95354
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Aggregate Scores Summary
Vendor Scores by Evaluation Criteria
Batza & Associates, Inc. 67.2 67.2 67.19
Command Investigations 94 90 92
CPS HR Consulting 86 86 86
DigiStream Investigations 77.1 77.1 77.07
Ellis Investigations Law … 81.8 81.8 81.79
Garcia Hernández Sawh… 57.5 57.5 57.53
JD Investigations Inc. 59 39 48.97
JL GROUP, LLC 53.2 40.2 46.7
Kramer Workplace Inves… 50.5 45.5 48
Kronick Moskovitz Tiede… 56.9 56.9 56.88
Meyers Nave 78.9 75.9 77.39
Municipal Resource Gro… 77.5 69.5 73.54
Nevins Professional Inve… 67.2 70.2 68.72
Nobility Forward Public … 39 21 30
Oppenheimer Investigati… 79.5 79.5 79.52
Palicon Group 66 70 68
Renne Public Law Group 75.1 66.1 70.56
Shaw Law Group, PC 80.8 80.8 80.79
Triangle Investigations 39.2 34.2 36.67
Wild 8 Security and Inve… 4.8 9.8 7.28
Vendor Christina Alger Carmen Vargas Total Score
(Max Score 100)
Vendor Qualifications
Points Based
25 Points (25%)
References
Points Based
25 Points (25%)
Principal staff co
Points Based
25 Points (25%)
Cost
Reward Low Cost
25 Points (25%)
Total Score
(Max Score 100)
6/5/26, 9:01 AM Aggregate Scores Summary
https://procurement.opengov.com/governments/9760209/projects/234375/evaluation/aggregate-evaluations 1/12 #5..
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Individual Response Scores
Batza & Associates, Inc.
Batza & Associ… 25 0 25 17.2 67.19
Command Inv… 21 25 21 25 92
CPS HR Cons… 25 25 25 11 86
DigiStream Inv… 25 25 25 2.1 77.07
Ellis Investigati… 25 25 25 6.8 81.79
Garcia Hernán… 25 0 25 7.5 57.53
JD Investigatio… 15 0 15 19 48.97
JL GROUP, LLC 18.5 0 19 9.2 46.7
Kramer Workpl… 25 0 17.5 5.5 48
Kronick Mosko… 25 0 25 6.9 56.88
Meyers Nave 25 21.5 25 5.9 77.39
Municipal Res… 20 25 20 8.5 73.54
Nevins Profess… 16.5 25 15 12.2 68.72
Nobility Forwar… 10 0 9 11 30
Oppenheimer I… 25 25 25 4.5 79.52
Palicon Group 16 25 16 11 68
Renne Public … 19 23.5 20 8.1 70.56
Shaw Law Gro… 25 25 25 5.8 80.79
Triangle Investi… 12.5 0 15 9.2 36.67
Wild 8 Security… 0 2.5 0 4.8 7.28
Evaluation Item Christina Alger Carmen Vargas
6/5/26, 9:01 AM Aggregate Scores Summary
https://procurement.opengov.com/governments/9760209/projects/234375/evaluation/aggregate-evaluations 2/12 #5..
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Command Investigations
CPS HR Consulting
Qualifications
Points Based
25 Points (25%)
25 25
References
Points Based
25 Points (25%)
0 0
Principal staff contacts
Points Based
25 Points (25%)
25 25
Cost
Reward Low Cost
25 Points (25%)
17.19 ($160) 17.19 ($160)
Total (Max Score 100) 67.2 67.2
Qualifications
Points Based
25 Points (25%)
22 20
References
Points Based
25 Points (25%)
25 25
Principal staff contacts
Points Based
25 Points (25%)
22 20
Cost
Reward Low Cost
25 Points (25%)
25 ($110) 25 ($110)
Total (Max Score 100) 94 90
Evaluation Item Christina Alger Carmen Vargas
Qualifications
Points Based
25 Points (25%)
25 25
Evaluation Item Christina Alger Carmen Vargas
6/5/26, 9:01 AM Aggregate Scores Summary
https://procurement.opengov.com/governments/9760209/projects/234375/evaluation/aggregate-evaluations 3/12 #5..
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DigiStream Investigations
Ellis Investigations Law Corporation
References
Points Based
25 Points (25%)
25 25
Principal staff contacts
Points Based
25 Points (25%)
25 25
Cost
Reward Low Cost
25 Points (25%)
11 ($250) 11 ($250)
Total (Max Score 100) 86 86
Qualifications
Points Based
25 Points (25%)
25 25
References
Points Based
25 Points (25%)
25 25
Principal staff contacts
Points Based
25 Points (25%)
25 25
Cost
Reward Low Cost
25 Points (25%)
2.07 ($1,330) 2.07 ($1,330)
Total (Max Score 100) 77.1 77.1
Evaluation Item Christina Alger Carmen Vargas
Qualifications
Points Based
25 Points (25%)
25 25
References
Points Based
25 Points (25%)
25 25
Evaluation Item Christina Alger Carmen Vargas
6/5/26, 9:01 AM Aggregate Scores Summary
https://procurement.opengov.com/governments/9760209/projects/234375/evaluation/aggregate-evaluations 4/12 #5..
- 480 -
Garcia Hernández Sawhney LLP
JD Investigations Inc.
Principal staff contacts
Points Based
25 Points (25%)
25 25
Cost
Reward Low Cost
25 Points (25%)
6.79 ($405) 6.79 ($405)
Total (Max Score 100) 81.8 81.8
Qualifications
Points Based
25 Points (25%)
25 25
References
Points Based
25 Points (25%)
0 0
Principal staff contacts
Points Based
25 Points (25%)
25 25
Cost
Reward Low Cost
25 Points (25%)
7.53 ($365) 7.53 ($365)
Total (Max Score 100) 57.5 57.5
Evaluation Item Christina Alger Carmen Vargas
Qualifications
Points Based
25 Points (25%)
20 10
References
Points Based
25 Points (25%)
0 0
Principal staff contacts
Points Based
25 Points (25%)
20 10
Evaluation Item Christina Alger Carmen Vargas
6/5/26, 9:01 AM Aggregate Scores Summary
https://procurement.opengov.com/governments/9760209/projects/234375/evaluation/aggregate-evaluations 5/12 #5..
- 481 -
JL GROUP, LLC
Kramer Workplace Investigations
Cost
Reward Low Cost
25 Points (25%)
18.97 ($145) 18.97 ($145)
Total (Max Score 100) 59 39
Qualifications
Points Based
25 Points (25%)
22 15
References
Points Based
25 Points (25%)
0 0
Principal staff contacts
Points Based
25 Points (25%)
22 16
Cost
Reward Low Cost
25 Points (25%)
9.2 ($299) 9.2 ($299)
Total (Max Score 100) 53.2 40.2
Evaluation Item Christina Alger Carmen Vargas
Qualifications
Points Based
25 Points (25%)
25 25
References
Points Based
25 Points (25%)
0 0
Principal staff contacts
Points Based
25 Points (25%)
20 15
Cost
Reward Low Cost
25 Points (25%)
5.5 ($500) 5.5 ($500)
Evaluation Item Christina Alger Carmen Vargas
6/5/26, 9:01 AM Aggregate Scores Summary
https://procurement.opengov.com/governments/9760209/projects/234375/evaluation/aggregate-evaluations 6/12 #5..
- 482 -
Kronick Moskovitz Tiedemann & Girard
Meyers Nave
Total (Max Score 100) 50.5 45.5
Qualifications
Points Based
25 Points (25%)
25 25
References
Points Based
25 Points (25%)
0 0
Principal staff contacts
Points Based
25 Points (25%)
25 25
Cost
Reward Low Cost
25 Points (25%)
6.88 ($400) 6.88 ($400)
Total (Max Score 100) 56.9 56.9
Evaluation Item Christina Alger Carmen Vargas
Qualifications
Points Based
25 Points (25%)
25 25
References
Points Based
25 Points (25%)
23 20
Principal staff contacts
Points Based
25 Points (25%)
25 25
Cost
Reward Low Cost
25 Points (25%)
5.89 ($467) 5.89 ($467)
Total (Max Score 100) 78.9 75.9
Evaluation Item Christina Alger Carmen Vargas
6/5/26, 9:01 AM Aggregate Scores Summary
https://procurement.opengov.com/governments/9760209/projects/234375/evaluation/aggregate-evaluations 7/12 #5..
- 483 -
Municipal Resource Group, LLC
Nevins Professional Investigations
Nobility Forward Public Safety Administration Consulting Qualifications
Points Based
25 Points (25%)
22 18
References
Points Based
25 Points (25%)
25 25
Principal staff contacts
Points Based
25 Points (25%)
22 18
Cost
Reward Low Cost
25 Points (25%)
8.54 ($322) 8.54 ($322)
Total (Max Score 100) 77.5 69.5
Evaluation Item Christina Alger Carmen Vargas
Qualifications
Points Based
25 Points (25%)
15 18
References
Points Based
25 Points (25%)
25 25
Principal staff contacts
Points Based
25 Points (25%)
15 15
Cost
Reward Low Cost
25 Points (25%)
12.22 ($225) 12.22 ($225)
Total (Max Score 100) 67.2 70.2
Evaluation Item Christina Alger Carmen Vargas
Evaluation Item Christina Alger Carmen Vargas
6/5/26, 9:01 AM Aggregate Scores Summary
https://procurement.opengov.com/governments/9760209/projects/234375/evaluation/aggregate-evaluations 8/12 #5..
- 484 -
Oppenheimer Investigations Group LLP
Palicon Group
Qualifications
Points Based
25 Points (25%)
15 5
References
Points Based
25 Points (25%)
0 0
Principal staff contacts
Points Based
25 Points (25%)
13 5
Cost
Reward Low Cost
25 Points (25%)
11 ($250) 11 ($250)
Total (Max Score 100) 39 21
Qualifications
Points Based
25 Points (25%)
25 25
References
Points Based
25 Points (25%)
25 25
Principal staff contacts
Points Based
25 Points (25%)
25 25
Cost
Reward Low Cost
25 Points (25%)
4.52 ($608) 4.52 ($608)
Total (Max Score 100) 79.5 79.5
Evaluation Item Christina Alger Carmen Vargas
Qualifications
Points Based
25 Points (25%)
15 17
Evaluation Item Christina Alger Carmen Vargas
6/5/26, 9:01 AM Aggregate Scores Summary
https://procurement.opengov.com/governments/9760209/projects/234375/evaluation/aggregate-evaluations 9/12 #5..
- 485 -
Renne Public Law Group
Shaw Law Group, PC
References
Points Based
25 Points (25%)
25 25
Principal staff contacts
Points Based
25 Points (25%)
15 17
Cost
Reward Low Cost
25 Points (25%)
11 ($250) 11 ($250)
Total (Max Score 100) 66 70
Qualifications
Points Based
25 Points (25%)
20 18
References
Points Based
25 Points (25%)
25 22
Principal staff contacts
Points Based
25 Points (25%)
22 18
Cost
Reward Low Cost
25 Points (25%)
8.06 ($341) 8.06 ($341)
Total (Max Score 100) 75.1 66.1
Evaluation Item Christina Alger Carmen Vargas
Qualifications
Points Based
25 Points (25%)
25 25
References
Points Based
25 Points (25%)
25 25
Evaluation Item Christina Alger Carmen Vargas
6/5/26, 9:01 AM Aggregate Scores Summary
https://procurement.opengov.com/governments/9760209/projects/234375/evaluation/aggregate-evaluations 10/12 #5..
- 486 -
Triangle Investigations
Wild 8 Security and Investigation Services Inc.
Principal staff contacts
Points Based
25 Points (25%)
25 25
Cost
Reward Low Cost
25 Points (25%)
5.79 ($475) 5.79 ($475)
Total (Max Score 100) 80.8 80.8
Qualifications
Points Based
25 Points (25%)
15 10
References
Points Based
25 Points (25%)
0 0
Principal staff contacts
Points Based
25 Points (25%)
15 15
Cost
Reward Low Cost
25 Points (25%)
9.17 ($300) 9.17 ($300)
Total (Max Score 100) 39.2 34.2
Evaluation Item Christina Alger Carmen Vargas
Qualifications
Points Based
25 Points (25%)
0 0
References
Points Based
25 Points (25%)
0 5
Principal staff contacts
Points Based
25 Points (25%)
0 0
Evaluation Item Christina Alger Carmen Vargas
6/5/26, 9:01 AM Aggregate Scores Summary
https://procurement.opengov.com/governments/9760209/projects/234375/evaluation/aggregate-evaluations 11/12 #5..
- 487 -
Cost
Reward Low Cost
25 Points (25%)
4.78 ($575) 4.78 ($575)
Total (Max Score 100) 4.8 9.8
6/5/26, 9:01 AM Aggregate Scores Summary
https://procurement.opengov.com/governments/9760209/projects/234375/evaluation/aggregate-evaluations 12/12 #5..
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CITY OF MODESTO
COMMITTEE AGENDA REPORT
DATE OF MEETING:
June 22, 2026
Date: May 11, 2026,
TO: Finance Committee
David Wright, Chair
Nick Bavaro, Vice-Chair
Rosa Escutia-Braaton, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: Patrick Crowley, Interim Director of Public Works DeAnna Christensen, Director of Finance
SUBJECT: Bulk Oil and Lubricants Agreements
CONTACT: Patrick Crowley, Interim Director of Public Works, [email protected], 209-342-2274
DESCRIPTION:
Consider Agreements for the furnishing of Bulk Oil and Lubricants to SC Fuels, Modesto, CA and Hunt Oil of California, Modesto, CA for a total combined amount not to exceed $2,250,000 over five (5) years; and forwarding to Council for approval. (Funding Source: Fleet Fund and Outside Service Agreements) STRATEGIC PLAN ELEMENT:
This item supports the City of Modesto 2025-2026 Strategic Plan focus of Governance and Service Delivery under Goal H: Achieve Long-Term Financial Sustainability.
BACKGROUND:
The Public Works Department, Fleet Services Division, and the Fire Department maintain storage tanks for bulk oils. Additionally, these departments maintain a stock of lubricants that are used in the maintenance of the City’s Fleet for over 1,600 vehicles and equipment. This count also includes our outside service agreements with Stanislaus Regional Transit Authority, Oakdale Fire Department, Oakdale Fire Authority, Ceres Fire Department, Salida Fire Department, Stanislaus Consolidated Fire and Turlock Fire.
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Finance Committee, June 22, 2026
Bulk Oil and Lubricants Agreements