Addendum Full Package (PDF) — Orinda City Council, June 16, 2026

CITY COUNCIL
REGULAR MEETING AGENDA

ADDENDUM
Tuesday, June 16, 2026
07:00 PM
Orinda Library Auditorium
26 Orinda Way, Orinda, CA
Zoom Webinar Link: https://www.tinyurl.com/OrindaCityCouncil YouTube: https://www.youtube.com/@cityoforinda9535/streams HOW TO PARTICIPATE IN THE MEETING:

In-Person Speaker Cards: If you would like to speak during the public forum or on an item listed on the agenda, you are invited to submit a speaker card to the City Clerk. You will be permitted to speak even if you choose not to submit a speaker card or decline to provide the requested information on the card. After the City Council has heard from everyone who submitted a speaker card, anyone who has not submitted a speaker card may form a line at the lectern. Public comment is generally limited to 3 minutes per speaker per agenda item.

Written Comments: You may also submit a public comment in advance of the meeting by following the instructions below:

Deliver to City Hall at 22 Orinda Way or send an e-mail to [email protected] by 3 pm on the day of the meeting. Those comments will be forwarded to the City Council. They will also be part of the public record and available for viewing in the public review binder at Orinda City Hall, located at 22 Orinda Way. In addition, they will be available electronically by 5 pm on the day of the meeting by selecting the date of the meeting in this Box account link: https://tinyurl.com/Orinda-Public-Comment-Folder Remote Comments: Remote Public Comments have been discontinued for the foreseeable future. This does not include teleconference locations.

Assisted Listening Devices: Assisted listening devices are available on the table in the rear of the Auditorium.

CONSENT CALENDAR
California Consulting, Townsend Public Affairs, and Tripepi Smith Agreements

Page 3 ends

The City Council will consider amending agreements with California Consulting, I.
*I.6
Townsend Public Affairs, and Tripepi Smith for grant-writing, legislative advocacy, and communications services, respectively. These firms provide specialized support that advances a variety of City priorities, including securing external funding, monitoring and influencing state and federal legislation, supporting community outreach efforts, and promoting economic development initiatives and wildfire preparedness. The proposed amendments would extend these services through June 30, 2027.

RECOMMENDATION:

Adopt Resolution No. 39-26 Approving Amendment No. 2 to the Professional Services Agreement with California Consulting, Resolution No. 54-26 Approving Amendment No. 2 to the Professional Services Agreement with Townsend Public Affairs., and Resolution No. 34-26 Approving Amendment No. 2 to the Professional Services Agreement with Tripepi Smith and Associates, Inc.

CITY COUNCIL STAFF REPORT
Department: Administration
Meeting Date: June 16, 2026
SUBJECT:

California Consulting, Townsend Public Affairs, and Tripepi Smith Agreements EXECUTIVE SUMMARY:

The City Council will consider amending agreements with California Consulting, Townsend Public Affairs, and Tripepi Smith for grant-writing, legislative advocacy, and communications services, respectively. These firms provide specialized support that advances a variety of City priorities, including securing external funding, monitoring and influencing state and federal legislation, supporting community outreach efforts, and promoting economic development initiatives and wildfire preparedness. The proposed amendments would extend these services through June 30, 2027.

RECOMMENDATION:

BACKGROUND:

In August 2024, the City entered into agreements with Tripepi Smith for strategic communication support and Townsend Public Affairs for legislative advocacy and support. In September 2024, the City entered into an agreement with California Consulting, Inc. for grant research, writing, and administration services. These agreements are set to expire at the end of this month.

California Consulting
California Consulting is a grant-writing firm with which the City of Orinda has been collaborating since 2021. The firm conducts grant research, identification, writing, and administration/reporting to secure a diverse range of grants. Due to the efforts of both City staff and California Consulting, the City of Orinda has received grants from the Metropolitan Transportation Commission, the Department of Parks and Recreation, Caltrans, and a grant from the California Office of Traffic Safety. The total amount from these grant efforts since 2023 is $2,177,083.

Item I.6
Townsend Public Affairs
The City has retained Townsend Public Affairs since August 2024 to provide legislative advocacy services, including monitoring state and federal legislation, coordinating with elected officials and agency staff, and assisting the City in advancing its legislative priorities. During this time, Townsend Public Affairs has supported the City on a variety of matters, including federal funding requests, legislative position letters, regulatory monitoring, and coordination with regional and statewide coalitions. Recent efforts have included advocating for legislation related to wildfire preparedness and insurance reform, coordinating the submission of City position letters on key legislative proposals, and assisting the City in securing federal appropriations funding for the Camino Pablo Pathway Project and the North Orinda Shaded Fuel Break.

The proposed Amendment No. 2 would extend the agreement through June 30, 2027, and establish a not-to-exceed compensation amount of $48,000 for Fiscal Year 2026-27.

This amount represents a $12,000 reduction from the previous annual agreement amount and reflects efficiencies achieved through the City's participation in the Lamorinda Regional Legislative Coalition, which separately retains Townsend Public Affairs for coalition-related advocacy services. The amendment also provides that, should the coalition agreement terminate, compensation under the City's individual agreement would revert to a not-to-exceed amount of $60,000 to reflect the loss of these shared-service efficiencies. Staff recommends approval of the amendment to ensure continuity of legislative advocacy services while maintaining a reduced cost to the City.

Tripepi Smith
Tripepi Smith is a marketing, technology, and public affairs firm that has been assisting the City with communications, social media, and graphic design since 2021. Their work has supported staff with community education materials, including the Community Education postcard, the Red Flag Day mailer, the Evacuation Brochure, digital ads, and some social media posts. As of the end of the current agreement year, the scope of Tripepi Smith's work has expanded to include general communications support for the City and to work with the City Manager to develop an economic development platform for the Downtown Orinda website and marketing materials to support the revitalization of the Downtown and promote restaurants.

Costs
The following table includes the not-to-exceed (NTE) amounts for each of these services for Fiscal Year 2026-27:

Strategic Partner Not To Exceed Agreement Amount
Tripepi Smith $100,000
California Consulting $63,000
Townsend Public Affairs $48,000
FISCAL IMPACT:

Item I.6
The City Council appropriated funding for these services as part of its adopted Biennial Budget. Funding sources for these services include Fund 100 (General Fund) and Fund 106 (Measure R).

STRATEGIC PLAN INITIATIVE:

The services provided by each of these organizations support multiple goals and initiatives within the City’s Strategic Plan, making it difficult to attribute their work to a single priority area. Tripepi Smith’s services advance the City’s objectives related to communications, economic development, and wildfire preparedness through public outreach, community education, and marketing initiatives. California Consulting supports strategic priorities across the organization by helping secure external funding for a wide range of City projects and programs. While the Strategic Plan does not include a standalone legislative advocacy objective, the City’s partnership with Townsend Public Affairs supports numerous Council priorities through advocacy efforts and the pursuit of state and federal funding opportunities. Recent examples include assistance in securing federal appropriations funding for the North Orinda Shaded Fuel Break and the Camino Pablo Pathway Project.

ATTACHMENTS:

A. Resolution No. 39-26 California Consulting, Inc. Agreement B. Resolution No. 54-26 Amendment No. 2 to the Townsend Public Affairs Agreement
C. Resolution No. 34-26 Tripepi Smith and Associates, Inc. Agreement

Respectfully Submitted by,
Cole Haselip, Assistant to the City Manager
Approved By:

Linda Smith, City Manager
Item I.6
RESOLUTION NO. 39-26

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ORINDA
APPROVING AMENDMENT NO. 2 TO THE PROFESSIONAL SERVICES AGREEMENT WITH CALIFORNIA CONSULTING, INC. FOR GRANT RESEARCH, WRITING, AND

ADMINISTRATION SERVICES
WHEREAS, the City of Orinda (“City”) entered into a Professional Services Agreement with California Consulting, Inc. (“Provider”) effective September 13, 2024, for grant research, writing, and administration services; and WHEREAS, on June 17, 2025, the City Council approved Amendment No. 1 to the Agreement; and
WHEREAS, Section 18 of the Agreement provides that no waiver, modification, or termination of the Agreement is valid unless made in writing; and WHEREAS, the City and Provider desire to amend the Agreement to extend the term of services and increase compensation for Fiscal Year 2026/2027; and WHEREAS, the Second Amendment revises Section 3.c, “Time of Performance,” to provide that services shall continue until all work is approved by the City, with all work to be completed no later than June 30, 2027; and
WHEREAS, the Second Amendment revises Section 4.a, “Compensation,” to provide for compensation in an amount not to exceed $63,000 for all services performed under the Agreement during Fiscal Year 2026/2027; and
WHEREAS, in all other respects, the Agreement shall remain unchanged and in full force and effect.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Orinda hereby approves the Second Amendment to the Professional Services Agreement with California Consulting, Inc. for grant research, writing, and administration services.

BE IT FURTHER RESOLVED that the City Manager is authorized to execute the Second Amendment in substantially the form attached hereto and to take all actions necessary to implement the amendment.

Adopted by the City Council of the City of Orinda at a regular meeting on June 16, 2026, by the following vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

Item I.6
ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:
________________________
Brandyn Iverson, Mayor
ATTEST:
__________________________
Sheri Marie Smith, City Clerk
Item I.6
1 CITY OF ORINDA
AMENDMENT No. 2 TO SERVICES CONTRACT
California Consulting, Inc. (“Provider”) and the City of Orinda (“City”), a municipal corporation, previously entered into a contract with an effective date of September 13, 2024 relating to grant research, writing and administration. On June 17, 2025, the City Council approved Amendment No. 1 to the Agreement.

Section 18 of that agreement provides that “No waiver, modification or termination of this agreement is valid unless made in writing.”
City and Provider mutually agree to amend the agreement as follows:

1. Replace Section 3.c “Time of Performance” as follows:
c. The services of Provider shall begin no sooner than the effective date and shall continue until all work is approved by the City. All work shall be completed no later than June 30, 2027.

2. Replace Section 4. a “Compensation” as follows:
a. City agrees to pay Provider not to exceed a maximum contract price of $63,000 for all services performed under this agreement during Fiscal Year 2026-2027.

In all other respects, the agreement shall remain unchanged and in full force and effect.

Item I.6

Item I.6
1 CITY OF ORINDA
AMENDMENT No. 1 TO SERVICES CONTRACT
California Consulting, Inc. (“Provider”) and the City of Orinda (“City”), a municipal corporation, previously entered into a contract with an effective date of September 13, 2024 relating to grant research, writing and administration. Section 18 of that agreement provides, that “No waiver, modification or termination of this agreement is valid unless made in writing.” City and Provider mutually agree to amend the agreement as follows:

2. Replace Section 4.a “Compensation” as follows:
c. City agrees to pay Provider a not to exceed of $63,000 for all services performed under this agreement during Fiscal Year 2025-26.

In all other respects, the agreement shall remain unchanged and in full force and effect.

Item I.6
RESOLUTION NO. 54-26

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ORINDA
APPROVING AMENDMENT NO. 2 TO THE PROFESSIONAL SERVICES

AGREEMENT WITH TOWNSEND PUBLIC AFFAIRS
WHEREAS, the City of Orinda ("City") entered into a Professional Services Agreement with Townsend Public Affairs ("Provider") effective August 8, 2024, for the provision of legislative advocacy services; and
WHEREAS, the parties subsequently executed Amendment No. 1 to the Professional Services Agreement in June 2025, extending the term of the agreement through June 30, 2026, and adjusting compensation accordingly; and WHEREAS, the City desires to continue retaining Provider to assist the City in monitoring state and federal legislation, advocating on behalf of the City, and providing related governmental affairs services; and
WHEREAS, Amendment No. 2 would extend the term of the agreement through June 30, 2027, and establish compensation in an amount not to exceed Forty-Eight Thousand Dollars ($48,000) for Fiscal Year 2026-27, subject to the terms and conditions set forth therein; and
WHEREAS, the City Council finds that continuing the City's relationship with Provider is in the best interests of the City and its residents.

NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Orinda does hereby approve Amendment No. 2 to the Professional Services Agreement with Townsend Public Affairs.

BE IT FURTHER RESOLVED that the City Council authorizes the City Manager to make such non-substantive revisions, corrections, clarifications, and other minor modifications to Amendment No. 2 as may be necessary or appropriate to carry out the intent of this Resolution.

Adopted by the City Council of the City of Orinda at a regular meeting on June 16, 2026 by the following vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:

Item I.6
2 ________________________
Brandyn Iverson, Mayor
ATTEST:
__________________________
Sheri Marie Smith, City Clerk
Exhibit A: Amendment No. 2 to the Townsend Public Affairs Contract

CITY OF ORINDA
AMENDMENT No. 2 TO SERVICES CONTRACT
Item I.6
3 Townsend Public Affairs (“Provider”) and the City of Orinda (“City”), a municipal corporation, entered into an agreement effective August 8, 2024, for the provision of legislative advocacy services. The parties subsequently executed Amendment No. 1 to the Services Contract in June 2025, extending the term of the agreement through June 30, 2026, and adjusting compensation accordingly. Section 18 of the agreement provides that “No waiver, modification, or termination of this Agreement shall be valid unless made in writing.” City and Provider mutually agree to amend the agreement as follows:

2. Replace Section 4.a “Compensation” as follows:
a. City agrees to pay Provider at the rates described in Exhibit A, not to exceed amount of Forty-Eight Thousand Dollars ($48,000) for Fiscal Year 2026-27 for all services performed under this agreement.

The fee reflects a discounted rate that is contingent upon the continuation of the City’s agreement with the Provider for Lamorinda Regional Legislative Coalition dated September 1, 2025. In the event the second agreement is terminated for any reason, the fee under this Agreement shall automatically revert to a not-to-exceed amount of Sixty Thousand Dollars ($60,000).

In all other respects, the agreement shall remain unchanged and in full force and effect.

IN WITNESS WHEREOF, the parties hereto have executed this agreement.

City of Orinda
-__________________________________
City Manager Date
Attest
__________________________________
City Clerk
Approved as to form
__________________________________
City Attorney
Townsend Public Affairs
__________________________________
Date
__________________________________
Printed Title
__________________________________
Printed Name
Item I.6
RESOLUTION NO. 34-26

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ORINDA

APPROVING THE SECOND AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH TRIPEPI SMITH AND ASSOCIATES, INC. FOR

COMMUNICATION SUPPORT SERVICES
WHEREAS, the City of Orinda (“City”) entered into a Professional Services Agreement with Tripepi Smith and Associates, Inc. (“Provider”) effective August 29, 2024, for communication support services; and
WHEREAS, on June 17, 2025, the City Council approved Amendment No. 1 to the Agreement; and
WHEREAS, Section 18 of the Agreement provides that no waiver, modification, or termination of the Agreement is valid unless made in writing; and WHEREAS, the City and Provider desire to amend the Agreement to extend the term of services and increase compensation for Fiscal Year 2026/2027; and WHEREAS, the Second Amendment revises Section 3.c, “Time of Performance,” to provide that services shall continue until all work is approved by the City, with all work to be completed no later than June 30, 2027; and
WHEREAS, the Second Amendment revises Section 4.a, “Compensation,” to provide for compensation at the rates described in Exhibit A, attached to the amendment, in an amount not to exceed $100,000 for Fiscal Year 2026/2027 for all services performed under the Agreement.

WHEREAS, in all other respects, the Agreement shall remain unchanged and in full force and effect.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Orinda hereby approves the Second Amendment to the Professional Services Agreement with Tripepi Smith and Associates, Inc. for communication support services.

BE IT FURTHER RESOLVED that the City Manager is authorized to execute the Second Amendment in substantially the form attached hereto, and make any minor modifications to the amendment to carry out the intent of this Resolution.

Adopted by the City Council of the City of Orinda at a regular meeting on June 16, 2026, by the following vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

Item I.6
ABSTAIN: COUNCILMEMBERS:
________________________
Brandyn Iverson, Mayor
ATTEST:
__________________________
Sheri Marie Smith, City Clerk
Item I.6
1 CITY OF ORINDA
AMENDMENT No. 2 TO SERVICES CONTRACT
Tripepi Smith and Associates, Inc. (“Provider”) and the City of Orinda (“City”), a municipal corporation, previously entered into a contract with an effective date of August 29, 2024 relating to communication support services. On June 17, 2025, the City Council approved Amendment No. 1 to the Agreement.

Section 18 of that agreement provides that “No waiver, modification or termination of this agreement is valid unless made in writing.”
City and Provider mutually agree to the second amendment to the agreement as follows:

2. Replace Section 4. a “Compensation” as follows:
a. City agrees to pay Provider at the rates described in Exhibit A, attached hereto to this amendment, not to exceed a maximum contract price of $100,000 for Fiscal Year 2026/2027 for all services performed under this agreement.

In all other respects, the agreement shall remain unchanged and in full force and effect.

City of Orinda
__________________________________
City Manager Date
Attest
___________________________________
City Clerk
Approved as to form
___________________________________
City Attorney
Tripepi Smith and Associates, Inc.
__________________________________
Ryder Todd Smith Date
__________________________________
President
__________________________________
Printed Name
Item I.6
2026-27 Hourly Rates
Tripepi Smith will apply the following standard hourly rates and related fees for any authorized asneeded (Time & Materials) work. These rates remain unchanged from FY 2025-26. 2026-27 Hourly Rates Standard Reduced Retainer
Principal $380 $315
Director $265 $225
Art/Creative Director $265 $225
Senior Business Analyst $205 $180
Business Analyst $147 $125
Junior Business Analyst $115 $100
Senior Videographer/Animator $205 $175
Senior Photographer $175 $150
Videographer/Photographer $137 $120
Junior Videographer/Photographer $115 $100
Senior Graphic Designer $194 $165
Graphic Designer $137 $120
Junior Graphic Designer $115 $100
Web Developer $205 $185
Junior Web Developer $115 $100
Drone Operator $205 $180
Council Chamber A/V Operator $115 $100
Invoicing & Payment Terms
At Tripepi Smith, we bill on either a Retainer, Fixed Fee or Time & Materials basis, with each billing type following its own payment schedule. Regardless, terms are Net 30 days. • Fixed Fee work is billed upon defined milestones.
• Time & Materials work is billed in 15-minute increments (i.e. 4.0, 1.25, 6.5 or 0.75 hours) at the end of the month in which work is done.
• Retainer work is billed on the 15th of each month.

Item I.6
Other Cost Information
Annual Increase
Tripepi Smith will increase the hourly rates and retainer fees for all resources by 5% or the national CPI index — whichever is higher — each year on the anniversary of the contract, starting on the first anniversary of any contract when the contract duration is longer than one year. Otherwise, new rates will be negotiated with each new contract.

Retainer Discount
When a client’s retainer exceeds $7,500 per month, they gain access to our reduced retainer rates.

Travel Costs
Travel costs must be pre-authorized and then will be reimbursed by the client for any requested travel to complete a requested scope of work. Travel costs may include airfare, lodging, car rentals and gas.

Additionally, when client work requires that we be onsite, we will invoice for a resource’s travel time at 50% of the resource’s hourly rate.

Equipment Costs
Tripepi Smith offers some services that require equipment, such as drone operations and video production. As such, in those cases, the following rates apply:

Half Day (Under 4 Hours) Full Day (4+ Hours)
Video $450 $650
Drone $550 – Flat Fee
Music and Video Licensing
Sometimes, the client will want Tripepi Smith to apply music or use stock imagery/video while producing video. In these cases, we will need to apply licensing fees of approximately $100 per song and $200 if we use stock video imagery. This will provide a license for the use of the music and video footage to Tripepi Smith and its clients.

Meltwater Fee
Tripepi Smith offers a standard Meltwater package at a flat rate of $545 per month. This package includes a newsletter digest (of any frequency), up to three searches, unlimited search updates and a monthly dashboard. Custom Meltwater solutions are also available upon request.

Website Hosting Fees
If website hosting services are required, Tripepi Smith will charge a $630 website hosting fee and a $30 Domain Registration and DNS service fee, unless otherwise specified in this proposal. Fees will be billed upon commencement of hosting services, and annually thereafter.

Item I.6
Service Fees
Tripepi Smith prefers that clients pay service providers directly to avoid unnecessary administrative costs. You should also know, however, that we have no economic interest in service providers, unless otherwise specified in this proposal.

If a client asks Tripepi Smith to pay for a service provider bill, we will apply a 10% agency fee to the reimbursement expense. Typical service fees include, but are not limited to: print, mailing, digital advertising, media placements, voiceovers, translations and closed captions.

Item I.6
1 CITY OF ORINDA

SERVICES CONTRACT
Tripepi Smith and Associates, Inc (“Provider”) and the City of Orinda (“City”), a municipal corporation, agree as follows. City and Provider are sometimes individually referred to herein as “Party” and collectively as “Parties.”

1. Purpose of Contract.
a. City requires certain special services for the purpose of communication services related to fire safety, capital improvement projects, and other city related communications.
b. Provider is qualified to provide these services and is willing to provide them according to all of the terms of this agreement, including all insurance requirements set forth herein.

2. Duties of Provider.
a. Provider agrees to perform services described in Exhibit A, which is attached to this agreement and incorporated by this reference. Provider agrees to perform these services diligently in accordance with the standards of its profession and to City’s satisfaction.

Provider promises and agrees to furnish to City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately perform the services described in this agreement.
b. The parties may, from time to time, agree in writing that Provider, for additional compensation, shall perform additional services. c. Provider shall assign only competent personnel to perform services pursuant to this agreement. Provider shall notify City in writing of any changes in Provider’s staff assigned. City may, in its sole discretion, determine that a person assigned to perform services is not performing in accordance with the standards required herein. If the City makes such a determination, Provider shall replace such person immediately.

3. Time of Performance.
a. This agreement shall not be effective and no payments shall be made to Provider until:
(i) City has received satisfactory evidence that Provider has met all of the insurance requirements, and
(ii) All required signatures have been obtained.
b. The effective date of this agreement shall be the date on which the last signature is affixed or on receipt of satisfactory evidence of insurance, whichever is later.

Item I.6
2 c. The services of Provider shall begin no sooner than the effective date and shall continue until all work is approved by City. All work shall be completed no later than June 30, 2025.
d. Time is of the essence for the performance of the services. Provider must have sufficient time, resources, and qualified staff to deliver the services on time, according to any Schedule of Performance specified in Exhibit A.

4. Compensation.
a. City agrees to pay Provider at the rates described in Exhibit A, based on actual costs, not to exceed a maximum contract price of $80,000 for satisfactory performance of the services under this agreement.
b. Provider shall bill City using the following methods:
(i) For fixed price work, an agreed upon payment schedule will apply for that work and Provider will invoice per that schedule.
(ii) For retainer work, Provider will invoice on the 15th of each month for that month's retainer scope.
(iii) For ad hoc hourly work, Provider will invoice on a monthly basis for the work done in the preceding month. The billings shall contain, as a minimum, total hours worked on the project by position, hourly rates, total amount due for the period and a contract payment status summary showing total billed to date compared to total authorized contract amount. In addition, Provider shall describe work that was completed during the monthly billing period both in qualitative terms (e.g., listing project activities) and in quantitative terms (e.g., scope of work completion percentage). City, at its sole discretion, shall evaluate the billing and determine whether or not the amount billed is commensurate with the state of completion of the work. If City determines that the amount billed exceeds the status of completion of either an individual task or the entire project, then City may reduce the amount of the progress payment accordingly. c. The parties shall agree in writing to any changes in compensation due to changes in Provider’s services prior to performance of those changed services. d. To the extent that Provider’s insurance documentation is not in compliance with the requirements of this agreement and the City Attorney is required to intervene to explain and obtain the proper documentation from Provider’s insurer, the cost of the City Attorney’s services will be deducted from the contract price to which Provider would otherwise be entitled under the terms of this agreement.

5. Provider Status.
a. Provider is an independent contractor and is solely responsible for its acts and omissions. Provider is not City’s agent, employee, partner, joint venture, or representative

Item I.6
3 for any purpose. Provider has no power to incur any debt, obligation, or liability on behalf of City. Provider is solely responsible for the means and methods of performing the services under this agreement and for the persons hired to work under this agreement. Provider shall direct and control its personnel and shall pay all wages, salaries, and other amounts due such personnel in connection with this agreement and as required by law. Provider is responsible for all reports and obligations respecting such personnel. Provider shall pay of all taxes, fees, contributions or charges applicable to the conduct of Provider’s business, and shall provide City with proof of compliance upon request. Provider is not entitled to health benefits, worker’s compensation, or other benefits from the City.
b. Provider is solely responsible for the payment of employment taxes incurred under this agreement and any similar federal or state taxes. Provider and any of its employees, agents, and subcontractors shall not have any claim under this agreement or otherwise against City for seniority, vacation time, vacation pay, sick leave, personal time off, overtime, health insurance, medical care, hospital care, insurance benefits, social security, disability, unemployment, workers compensation or employee benefits of any kind. Provider shall be solely liable for and obligated to pay directly all applicable taxes, fees, contributions, or charges applicable to Provider’s business including, but not limited to, federal and state income taxes. City shall have no obligation whatsoever to pay or withhold any taxes or benefits on behalf of Provider. Should any court, arbitrator, or administrative authority, including but not limited to the Internal Revenue Service or the State Employment Development Division, determine that Provider, or any of its employees, agents, or subcontractors, is an employee for any purpose, then Provider agrees to a reduction in amounts payable under this agreement, or to promptly remit to City any payments due by the City as a result of such determination, so that the City’s total expenses under this agreement are not greater than they would have been had the determination not been made.

6. Conflict of Interest.

Provider understands that its professional responsibility is solely to City. Provider warrants that it presently has no interest, and will not acquire any direct or indirect interest, that would conflict with its performance of this agreement. Provider shall not employ a person having such an interest in the performance of this agreement.

Provider and its agents or employees working under this agreement shall submit statements of economic interest under the Political Reform Act (Government Code section 81000 et seq.) if requested to do so by City.

7. Work Product, Intellectual Property and Records.
a. Ownership. All documents furnished to Provider by City and all reports or work product (including electronically stored documents) prepared by Provider under this agreement are City’s property and shall be given to City at the completion of Provider’s services without restriction or limitation on use or dissemination by City. Provider grants City a royaltyfree, exclusive and irrevocable license to reproduce, publish and use all original computer programs, writing, sound recordings, pictorial reproductions, diagrams, charts, computations, drawings, and other works of similar nature produced in the course of the performance of this

Item I.6
4 agreement. Provider shall not publish any such material without the prior written consent of City.
b. Right to Use. Provider represents and warrants that it has the legal right to utilize all intellectual property it will utilize in the performance of this agreement. Provider further represents that it shall ensure City has the legal right to utilize all intellectual property involved in and/or resulting from Provider’s performance of this agreement. c. Confidential Information. In the performance of this agreement, Provider may be given access to confidential information owned or controlled by the City, which may contain proprietary or confidential details the disclosure of which to third parties may be damaging to City. Provider shall hold in confidence all City information provided by City to Provider and use it only to perform this agreement. Provider shall exercise the same standard of care to protect City information as a reasonably prudent contractor would use to protect its own proprietary data.
d. Recordkeeping. Provider shall maintain and make available to City accurate books and accounting records relating to its work under this agreement. Provider will permit City to audit, examine, and make excerpts and transcripts from such books and records, and to make audits of all invoices, materials, payrolls, records, or personnel and other data related to all other matters covered by this agreement, whether funded in whole or in part under this agreement. Provider shall maintain such data and records in an accessible location and condition for a period of not less than three years after final payment under this agreement or until after final audit has been resolved, whichever is later.

8. Assignment; Subcontracts.

Provider’s services are considered unique and personal. Provider shall not assign or transfer its interest or obligation under this agreement without City’s prior written consent.

Provider shall not subcontract its duties under this agreement without City’s prior written consent. Any attempt to do so shall be null and void, and any assignees, subcontractors or transferees shall acquire no right or interest by reason of such attempted assignment, subcontracting or transfer. Any changes related to the financial control or business nature of Provider as a legal entity is considered an assignment of this agreement and subject to City approval, which shall not be unreasonably withheld. Control means fifty percent (50%) or more of the voting power of the business entity.

9. Licenses.

Provider represents and warrants to City that it has all licenses, permits, qualifications, insurance, and approvals legally required for Provider to practice its profession and/or provide services under this agreement. Provider shall, at its sole cost and expense, keep in effect such licenses, permits, qualifications, insurance, and approvals at all times during the term of this agreement.

10. Insurance Types and Limits.

Item I.6
5 Provider shall procure and maintain for the duration of this agreement insurance against claims for injuries to persons or damages to property that may arise from or in connection with its performance under this agreement. Coverage shall be at least as broad as:
a. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis for bodily injury and property damage, including products-completed operations, personal injury and advertising injury, with a limit of 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 or the general aggregate limit shall be twice the required occurrence limit.
b. Automobile Liability: Insurance Services Office Form Number CA 0001 covering Code 1 (any auto), or if Provider has no owned autos, Code 8 (hired) and 9 (nonowned), with a limit of no less than $1,000,000 per accident for bodily injury and property damage.
c. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with a limit of no less than $1,000,000 per accident for bodily injury or disease. Workers’ Compensation insurance will not be required if Provider furnishes to City a written verification that it has no employees. d. Professional Liability (Errors and Omissions) Insurance appropriate to the Provider’s profession, with a limit of no less than $1,000,000 per occurrence or claim, $2,000,000 aggregate.

If Provider maintains higher limits or broader coverage than the minimums shown above, City requires and shall be entitled to coverage for the higher limits or broader coverage maintained by the contractor.

11. Additional Insurance Requirements.

The insurance policies are to contain, or be endorsed to contain, the following provisions:
a. Additional Insured Status: City, its officers, officials, employees, and volunteers are to be covered as insureds on the Automobile Liability policy and on the Commercial General Liability policy.
b. Primary Coverage: For any claims related to this agreement, Provider’s insurance coverage shall be primary insurance as respects City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by City, its officers, officials, employees, or volunteers shall be excess of the Provider’s insurance and shall not contribute with it.
c. Notice of Cancellation. Provider shall not cancel, assign, or change any policy of insurance required by this agreement or engage in any act or omission that will cause

Item I.6
6 its insurer to cancel any insurance policy required by this agreement except after providing 30 days prior written notice to the City. If an insurance policy required by this agreement is unilaterally cancelled or changed by the insurer, the Provider shall immediately provide written notice to the City and obtain substitute insurance meeting the requirements of this agreement.

Nothing in this subsection relieves Provider of its obligation to at all times maintain all insurance required by this agreement.
d. Waiver of Subrogation: Provider hereby grants to City a waiver of any right to subrogation which any insurer of Provider may acquire against City by virtue of the payment of any loss under such insurance. Provider agrees to obtain any endorsement that may be necessary to effect this waiver of subrogation, but this provision applies regardless of whether or not City has received a waiver of subrogation endorsement from the insurer. e. Deductibles and Self-Insured Retentions: Any deductibles or self-insured retentions must be declared to and approved by City. City may require Provider to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention.
f. Acceptability of Insurers: Insurance is to be placed with insurers licensed to do business in the State of California and with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to City.
g. Claims Made Policies: If any of the required policies provide coverage on a claims-made basis:
(i) The retroactive date must be shown and must be before the effective date of this agreement or the beginning of work, whichever is earlier.
(ii) Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the of work. (iii) If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the effective date/beginning of work. Provider must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work.
h. Subcontractors: Provider shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein. i. Special Risks or Circumstances: City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

12. Verification of Insurance.

Item I.6
7 Provider shall furnish City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required herein.

Such evidence of insurance shall be attached hereto as Exhibit B and considered an integral part of this agreement, which shall not become effective until satisfactory evidence of insurance has been received by City. All evidence of insurance must be received and approved by City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive Provider obligation to provide them. City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.

13. Indemnification.

To the fullest extent allowed by law, including but not limited to Civil Code section 2782.8, Provider shall defend, indemnify, and hold harmless City and its officers, employees, agents, and volunteers from and against any and all liability, claims, suits, losses, injuries, damage, demands, expenses, and costs (including, without limitation, attorneys’ fees and expert fees) of every nature, arising out of, pertaining to, or relating to the negligence, recklessness, or willful misconduct of Provider’s in the performance of this agreement. Provider shall not be obligated to indemnify City against liability arising from the sole negligence or willful misconduct by City.

Acceptance by City of insurance certificates and endorsements required under this Agreement does not relieve Provider from liability under this indemnification and hold harmless clause. The obligations of Provider under this Section 13 will not be limited by the provisions of any workers’ compensation act or similar act.

Provider agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Section 13 from each and every subcontractor, or any other person or entity involved by, for, with, or on behalf of Provider in the performance of this Agreement.

The provisions of this section survive termination of this agreement.

14. Equal Employment Opportunity.

Provider is an equal opportunity employer and agrees to comply with applicable regulations governing equal employment opportunity. In the performance of this agreement, Provider shall not discriminate against any employee, subcontractor, or applicant for employment because of race, color, ethnicity, creed, religion, sex, gender, gender identity, marital status, sexual orientation, national origin, ancestry, age, pregnancy, physical or mental disability, or medical condition, or any other protected classification. Provider shall comply with all anti-discrimination laws, including Government Code Sections 12900 and 11135, and Labor Code Sections 1735, 1777, and 3077.5. Provider agrees to provide records and documentation to the City on request necessary to monitor compliance with this provision.

Item I.6
8 15. Compliance with Laws.
a. General Laws. Provider shall comply with all local, state, and federal laws and regulations applicable to this agreement. Provider will promptly notify City of changes in the law or other conditions that may affect the services or Provider’s ability to perform. b. Labor Laws. Provider shall comply with all labor laws applicable to this agreement. If the services include a “public works” component, Provider is required to comply with prevailing wage laws under Labor Code Section 1720 and other labor laws. c. Provider shall keep itself fully informed of and in compliance with all applicable laws affecting its performance under this agreement.

16. Notices.

Any notice to be given under this agreement shall be in writing and addressed to the parties as follows:

City
City Manager
City of Orinda
22 Orinda Way
Orinda, CA 94563
Provider
Tripepi Smith and
Associates, Inc
P.O. Box 52152
Irvine, CA 92619

17. Litigation.

If either party brings an action to enforce this agreement, the prevailing party is entitled to reasonable attorneys’ fees and costs (including, but not limited to, expert witness fees and discovery costs).

18. Waivers.

Waiver of a breach or default under this agreement shall not constitute a continuing waiver or a waiver of a subsequent breach of the same or any other provision of this agreement.

19. Modification.

No waiver, modification or termination of this agreement is valid unless made in writing.

20. Severability.

If any provision of this agreement is held invalid by a court of competent jurisdiction, the remainder of this agreement shall remain in effect to the greatest extent permitted by law.

Item I.6
9 21. Termination.
a. Termination Without Cause:
(i) At any time and without cause, either party may terminate this agreement by giving 10 days written notice. In the event of such termination without cause, City shall pay Provider for services rendered to date and Provider shall deliver to City any work product, whether complete or incomplete.
(ii) If the City terminates this agreement, the time spent in closing out the services will be compensated up to a maximum of ten percent (10%) of the total funds expended to date in the performance of the services, provided the City so approves in writing. b. Termination For Cause: In the event of Provider’s substantial failure to meet its obligations under this agreement, City may elect to give Provider 10 days written notice and an opportunity to cure. If Provider has not cured the defects in its performance within 10 days, City may terminate the agreement for cause. After termination for cause, City shall pay Provider for services satisfactorily rendered to date, and Provider shall deliver to City any work product, whether complete or incomplete.
c. Suspension: City may, at any time, temporarily suspend Provider’s performance, in whole or in part, by giving a written notice of suspension to Provider. If City gives such notice, Provider shall immediately suspend its activities under this agreement as specified.

22. Entire Agreement.

This agreement, together with its attachments, sets forth the entire understanding between the Parties and supersedes any oral or written understanding they may have had prior to the execution of this agreement. No other contract, statement, or promise relating to the subject matter of this agreement shall be valid or binding. If there is any inconsistency between any term, clause, or provision of the main agreement and any term, clause, or provision of the attachments or exhibits thereto, the terms of the main agreement shall prevail and be controlling.

23. Governing Law and Venue.

The formation, interpretation, and performance of this agreement shall be governed by the laws of the State of California. Venue for all litigation relative to the formation, interpretation, and performance of this agreement shall be in Contra Costa County.

24. Authority to Enter Agreement.

Provider has all requisite power and authority to conduct its business and to execute, deliver, and perform the agreement. Each Party warrants that the individuals who have signed this agreement have the legal power, right, and authority to make this agreement and bind each respective Party.

25. Successors and Assigns.

Item I.6
10 This agreement shall be binding on the successors and assigns of the Parties.

26. Headings and Construction.

Headings appearing herein are descriptive only and for convenience in reference to this agreement. References to Provider include its agents, servants, and employees.

References to City include its officers, employees, agents, and volunteers.

Exhibit A – Proposal Documents: Scope of Services, Hourly Rates and Payment Schedule Exhibit B – Evidence of Insurance: Certificates, Endorsements and Policy Language

Item I.6
11 Exhibit A
Proposal Documents: Scope of Services, Hourly Rates and Payment Schedule (pages attached)

Item I.6
Proposal submitted for:

Continuation of Communication Support Services

CITY OF ORINDA
Submission Date: April 18, 2024
Revised: May 9, 2024
By: Ryder Todd Smith, Co-Founder & President
Kaitlyn Wu, Senior Business Analyst

Item I.6
City of Orinda / Continuation of Communication Support / Version 3 CREATIVE SERVICES • Communication • Web • Social Media • Photography • Video • Design 2 Cover Letter
Thank you for this opportunity to present our offerings for continued public outreach and engagement support for the City of Orinda.

Tripepi Smith has been honored to support the City on strategic communications efforts for several years, with recent outreach focused on emergency preparedness and wildfire prevention outreach. Educating residents on available resources, key responsibilities and City services helps to advance public safety within the Orinda community — and it’s our privilege to contribute to these initiatives.

This proposal includes a monthly retainer package along with hourly rates for Fiscal Year 2024-25. Should the City decide to pursue a multi-year agreement, details on annual increases can be found as well. The proposal is valid for 90 days after submission.

We appreciate the opportunity to continue our service to the City of Orinda and look forward to collaborating on additional communications efforts!
Regards,
Ryder Todd Smith
Co-Founder & President at Tripepi Smith
[email protected] • (626) 536-2173
PO Box 52152, Irvine, CA 92619

Item I.6
City of Orinda / Continuation of Communication Support / Version 3 3 PROPOSED SCOPE OF WORK
The City has requested a simplified retainer engagement with the option for additional ad hoc services.

Below, you’ll find our recommendations for a monthly retainer scope that will provide consistent communications support, along with hourly rates for ad hoc work.

Monthly Retainer Work
Tripepi Smith proposes a monthly retainer including the following deliverables:
• Monthly Check-In Calls: Up to 1 hour each.
• General Communications Advice: In addition to monthly calls, Tripepi Smith will provide one-onone advice, training or strategic guidance up to 90 minutes per quarter (with participation from 1 member of Tripepi Smith’s team). Quarters requiring more than 90 minutes will move into an Ad Hoc (Time & Materials) basis utilizing hourly rates outlined in the cost proposal below. • Monthly Dashboard Report: 1 metric report per month, highlighting key data from the City’s social media pages.
• Social Media Management: 6 posts per quarter (i.e. 2 posts per month), to be allocated to special campaigns or individual posts as needed. Includes development of copy and graphics with one round of revision per post. The City will share requests for specific topics/content during check-in calls or via email.
• Quarterly Article/Press Release: Includes written content development up to 600 words per article/release, with up to 2 rounds of revision. 1 written piece each quarter. • Quarterly Flyer/Postcard: Includes content development and design for a double-sided flyer or postcard. 1 flyer or postcard per quarter with up to 3 drafts (2 drafts and 1 final). • Monthly Graphic Design Support: In addition to quarterly flyers, Tripepi Smith will provide up to 6 hours of graphic design support per month in support of other needs/projects. • Annual Presentation: 1 virtual presentation per year for either the City Council or the Supplemental Sales Tax Oversight Commission (SSTOC), highlighting key deliverables and metrics from the City’s Measure R outreach.

Total Monthly Retainer Cost: $5,270
Additional Services
Tripepi Smith can provide additional support on an Ad Hoc (Time & Materials) basis. This allows the City to “ramp up” or “ramp down” outreach support according to budget and need.

These estimates are subject to change based on the level of support needed and the number of revisions; details on our approach to billing and hourly rates can be found on the following pages. The Creative Services products outlined on the next page (graphic design) assume 3 drafts: 2 drafts and 1 final. Our inhouse Spanish translators are also available to the City at an incremental cost, if needed.

Item I.6
City of Orinda / Continuation of Communication Support / Version 3 4 Deliverable Estimated
Cost
Notes
Press Release/Article $765 Content development for a press release or article to share key updates, events or successes relating to Measure R initiatives.

This estimate does not include distribution of the article/release, but Tripepi Smith is happy to assist with that on an ad hoc basis as well.

Social Media Post $245/post Creation of copy and graphics for social media posts, as needed by the City.

This estimated cost does not include set-up of
Facebook/Instagram ads, but Tripepi Smith is happy to provide this additional support on an ad hoc basis.

Flyer $2,165 Estimate includes content writing and design, with up to 2 rounds of revision.

Print/mailing costs not included in this estimate.

Postcard/Doorhanger $1,680 Content writing and design for a postcard or doorhanger to highlight notable offerings or resources related to Measure R.

Postcards can be mailed directly to key audiences and/or used as handouts at events and key community spaces.

Print/mailing costs not included in this estimate.

Banner/Billboard
Design
$1,305 Design of 1 billboard or banner. This can promote key Measure R resources, the annual Wildfire Prevention and Safety Fair or other City services.

Estimate does not include time spent researching and
coordinating placement, but Tripepi Smith is happy to provide that at an incremental cost as needed.

E-Newsletter
Template
$1,110 Creation of a designated Measure R/Wildfire Prevention email template in Constant Contact, to be used for ongoing outreach.

Estimate assumes 8 hours of design. Tripepi Smith can also assist with written content for the newsletter on an ad hoc basis, if desired.

Item I.6
City of Orinda / Continuation of Communication Support / Version 3 5 Time & Materials (Ad Hoc) Work
Tripepi Smith is providing our hourly rates for the full array of our resources to support City communication efforts. These ad hoc projects include but are not limited to video production, photography services, virtual meetings/events, written content support, website development and a wide array of graphic design and branding services. The City will be subject to the standard hourly rates below.

FY 2024-25 Hourly Rates
Title Resource Standard Hourly Retainer Rates
Principal $370.00 $295.00
Director $255.00 $215.00
Art/Creative Director $255 $215
Senior Business Analyst $195 $165
Business Analyst $140 $115
Junior Business Analyst $115 $95
Senior Videographer/Animator $195 $165
Senior Photographer $170 $145
Videographer/Photographer $130 $110
Junior Videographer/Photographer $110 $95
Senior Graphic Designer $185 $155
Graphic Designer $130 $110
Junior Graphic Designer $110 $95
Web Developer $195 $175
Junior Web Developer $110 $95
Drone Operator $195 $170
Council Chamber A/V Operator $110 $95
Retainer Discount
Clients with a retainer of at least $7,150/month have access to the discounted “Retainer Rates” for Time & Materials ad hoc work.

Billing
Time at Tripepi Smith is billed in 15-minute increments — i.e., we invoice our time in the following examples:

1.25, 0.75, 4.0 or 6.5 hours. Fixed (One-Time) deliverables are billed on a previously agreed-upon payment schedule. Terms are net 30 days.

Item I.6
City of Orinda / Continuation of Communication Support / Version 3 6 Annual Increase
Tripepi Smith will increase the hourly rates and retainer fees for all resources by 5% or the national BLS Consumer Price Index — whichever is higher — each year on the anniversary of the contract, starting on the first anniversary of any contract when the contract duration is longer than one year. Otherwise, new rates will be negotiated with each new contract renewal period.

Other Costs
Tripepi Smith has related service fees that may come up during our engagement, each listed below.

Travel Costs
Our team will seek client authorization and reimbursement for travel necessary to complete a requested scope of work. Travel costs may include airfare, lodging, car rentals and gas. Additionally, when client work requires that we be onsite, Tripepi Smith invoices for travel time at half the resource’s hourly rate.

Equipment Costs
Tripepi Smith applies the following equipment fees, as applicable, when providing video services. We will seek client authorization prior to assessing any such expenses. Equipment fees are not inclusive of operator (staff) time, which is billed on an hourly basis.

Title Half Day (Under 4 Hours) Full Day (4+ Hours)
Video Equipment $400 $600
Drone Equipment $500 – Flat Fee
MEVO Equipment $400 – Flat Fee
Service Fees
Tripepi Smith prefers that clients pay service providers directly to avoid unnecessary administrative costs. You should also know that we have no economic interest in service providers, unless otherwise specified in this proposal.

Partner Access
Tripepi Smith has access to entities that may be relevant to our engagement. These partnerships allow Tripepi Smith to offer clients extra media reach or additional services at partner pricing. Partnerships include:
• PublicCEO: www.PublicCEO.com – Digital news about public affairs, reaching over 17,000 California government executives through a daily podcast, job board, video podcast and more. • Civic Business Journal: www.CivicBusinessJournal.com – Digital interest stories on the people, companies and solutions that make local government in California more effective.

Item I.6
City of Orinda / Continuation of Communication Support / Version 3 7 • FlashVote: www.FlashVote.com – Statistically valid surveying that helps leaders make decisions. o Disclaimer: Tripepi Smith President Ryder Todd Smith is an investor in FlashVote. • Tripepi Smith Talent Solutions: www.TSTalentSolutions.com – A multifaceted recruitment consultancy service, combining local government access with communications to advance talent quests and build culture warriors.
• Meltwater: www.TripepiSmith.com/Media-Intelligence – An enterprise-class, comprehensive media monitoring solution that is best combined with Tripepi Smith’s analytics team.

Item I.6
12 Exhibit B
Evidence of Insurance: Certificates, Endorsements and Policy Language (pages attached)
1576240.1

Item I.6
1 CITY OF ORINDA
AMENDMENT No. 1 TO SERVICES CONTRACT
Tripepi Smith and Associates, Inc. (“Provider”) and the City of Orinda (“City”), a municipal corporation, previously entered into a contract with an effective date of August 29, 2024 relating to communication support services. Section 18 of that agreement provides, that “No waiver, modification or termination of this agreement is valid unless made in writing.” City and Provider mutually agree to amend the agreement as follows:

2. Replace Section 4.a “Compensation” as follows:
a. City agrees to pay Provider at the rates described in Exhibit A, not to exceed amount of $100,000 for Fiscal Year 2025-26 for all services performed under this agreement.

In all other respects, the agreement shall remain unchanged and in full force and effect.

Item I.6

Orinda City CouncilJune 16, 2026

Orinda City Council
June 16, 2026