Attachment 6 - Standard Contract - Macias Gini and O'Connell LLP (MGO).pdf

CITY OF RICHMOND

STANDARD CONTRACT
Department: City Project Manager:

City Project Manager E-mail: City Project Manager Phone No:

Vendor No: Contract No:

Description of Services:

The parties to this STANDARD CONTRACT do mutually agree and promise as follows:

1. Parties. The parties to this Contract are the City of Richmond, a municipal corporation (“the City”), and the following named Contractor:

Contractor Name:

Street Address:

City, State, Zip Code:

Contact Person:

Telephone: Email:

Business License No:
☐ A California corporation, ☐ limited liability corporation ☐ general partnership, ☐ limited partnership, ☐ individual, ☐ non-profit corporation, ☐ individual dba as [specify:] ____________________ ☐ other [specify:] _______________________________

2. Term. The effective date of this Contract is _______________________ and terminates _________________ unless terminated earlier as set forth herein.

3. Payment Limit. City’s total payments to Contractor under this Contract shall not exceed $______________ (“Contract Payment Limit”) unless a Contract Amendment has been approved by the City Council or City Manager. If this amount includes a contingency, Contractor acknowledges that any use of such contingency shall be for work beyond the original scope of services and requires prior written authorization by the City. If noted below, Compensation for work done under this Contract, shall not exceed as follows:

FY _________ total compensation shall not exceed $_________________ FY _________ total compensation shall not exceed $_________________ FY _________ total compensation shall not exceed $_________________

4. Contractor’s Obligations. Contractor agrees to perform all work at its own cost and expense, to furnish all labor, tools, equipment, materials, except as otherwise specified, in accordance with the Service Plan set forth in Exhibit A, attached hereto and incorporated herein.

5. City Obligations. City shall make payments to the Contractor in accordance with the Payment Provisions set forth in Exhibit B, attached hereto and incorporated herein.

6. Authorized Representatives and Notices. This Contract is subject to the Authorized Representatives and Notices Provisions (Exhibit C), attached hereto and incorporated herein.

7. General Conditions. This Contract is subject to the General Conditions (Exhibit D), which are attached hereto and incorporated herein.

8. Special Conditions. This Contract is subject to the Special Conditions (Exhibit E) (if any), which are attached hereto and incorporated herein.

9. Insurance Provisions. This Contract is subject to the Insurance Provisions (Exhibit F), which are attached hereto and incorporated herein.

10. Sanctuary City Compliance Statement. This Contract is subject to the Sanctuary City Compliance Statement (Exhibit G), which is attached hereto and incorporated herein.

11. Signatures. These signatures attest the parties' agreement hereto:

CITY OF RICHMOND,
a municipal corporation [BUSINESS NAME]
(* The Corporation Chairperson of the Board, President, or Vice President should sign below)

By: _________________________ By: ___________________________ Title: ________________________ Title: __________________________ Date Signed: _________________ Date Signed: ___________________

I hereby certify that this Contract (* The Corporation Chief Financial Officer or Assistant has been approved by City Council Treasurer, or Secretary or Assistant Secretary should or the City Manager. sign below)

By: _________________________ By: ___________________________ City Clerk Title: __________________________
Date Signed: ____________________
Approved as to form:
(NOTE: Pursuant to California Corporations Code Section By: _________________________ 313, if Contractor is a corporation or nonprofit organization, City Attorney this Contract (1) must be signed by (a) the Chairperson of the Board, President, or Vice-President and (b) the
Chief Financial Officer or Assistant Treasurer, or
Secretary or Assistant Secretary)

LIST OF ATTACHMENTS:

Service Plan Exhibit A
Payment Provisions Exhibit B
Authorized Representatives and Notices Exhibit C
General Conditions Exhibit D
Special Conditions Exhibit E
Insurance Provisions Exhibit F
Sanctuary City Compliance Statement Exhibit G

Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT A

SERVICE PLAN

Contractor shall, to the satisfaction of the Project Manager ( set forth in Exhibit B) , perform the following services and be compensated as outlined below [or attach service plan if necessary]:

Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT B

PAYMENT PROVISIONS

1. COMPENSATION TO CONTRACTOR:

a. Provided Contractor is not in default under this Contract, Contractor shall be compensated in the manner set forth herein.

b. All payments made pursuant to this Contract shall be subject to the Contract Payment Limit. The Payment Limit includes expenses (phones, photocopying, meals and travel, etc.). Invoices shall be adequately detailed, based on accurate records, and be in a form reasonably satisfactory to the City. Contractor may be required to provide back-up material upon request.

c. All City vendors receiving new contracts shall sign up to receive electronic payments through the City’s Automated Clearinghouse (ACH) payments service/provider.

2. SUBMISSION OF INVOICES:

Contractor shall submit timely invoices by email to
[email protected] and/or to the following address:

Attention: City of Richmond Finance/Account Payable
Project Manager: _______________________
P.O. Box 4046
Richmond, CA 94804

3. All invoices that are submitted by Contractor shall be subject to the approval of the City Project Manager, _______________________, before payments shall be authorized.

a. The City will pay invoice(s) within 45 days after completion of services to the City’s satisfaction. The City shall not pay late fees or interest.

b. All appropriate permits, certificates, and licenses, including a City business license shall be obtained and maintained for the duration of this Contract before any payment is authorized.

4. All insurance coverage required by this Contract shall be provided by the Contractor before this Contract is executed by the City. The insurance coverage required by this Contract shall be maintained by Contractor for the duration of this Contract and must be in place before any payment is authorized.

Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT C

AUTHORIZED REPRESENTATIVES AND NOTICES

1. All required written notices shall be delivered: (i) by hand; or (ii) sent by registered, express, or certified mail, with return receipt requested or with delivery confirmation requested from the U.S. postal service; or (iii) sent by overnight or same day courier service at the party’s respective address listed in this Section.

2. Each notice shall be deemed to have been received on the earlier to occur of:
actual delivery or the date on which delivery is refused; or three (3) days after notice is deposited in the U.S. mail or with a courier service in the manner described above (Sundays and City holidays excepted).

3. Either party may, at any time, change its notice address (other than to a post office box address) by giving the other party three (3) days prior written notice of the new address.

4. All notices, demands, requests, or approvals from Contractor to the City shall be addressed to the City at:

City of Richmond
450 Civic Center Plaza
Richmond, CA 94804
Email: ________________________________________________

5. All notices, demands, requests, or approvals from the City to Contractor shall be addressed to Contractor at:

Attn:

Email: ________________________________________________ Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT D

GENERAL CONDITIONS

1. INDEPENDENT PARTIES:

Contractor hereby declares that Contractor is engaged as an independent business and Contractor agrees to perform the services as an independent contractor.

The manner and means of conducting the services and tasks are under the control of Contractor except to the extent they are limited by statute, rule or regulation and the express terms of this Contract. No civil service status or other right of employment will be acquired by virtue of Contractor’s services. None of the benefits provided by the City to its employees, including but not limited to unemployment insurance, workers’ compensation plans, vacation and sick leave, are available from the City to Contractor, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments, or other purposes normally associated with an employer-employee relationship from any compensation due to Contractor. Payments of the above items, if required, are the responsibility of Contractor.

2. TIME IS OF THE ESSENCE:

Contractor and the City agree that time is of the essence regarding the performance of this Contract.

3. STANDARD OF CARE:

Contractor agrees to perform all services hereunder in a manner commensurate with the prevailing standards of like professionals or service Contractors, as applicable, in the San Francisco Bay Area and agrees that all services shall be performed by qualified and experienced personnel who are not employed by the City.

4. IMMIGRATION REFORM AND CONTROL ACT (IRCA):

Contractor assumes all responsibility for verifying the identity and employment authorization of all of its employees performing work hereunder, pursuant to all applicable IRCA or other federal, or state rules and regulations. Contractor shall indemnify, defend, and hold the City harmless from and against any loss, damage, liability, costs or expenses arising from any noncompliance of this provision by Contractor.

5. NON-DISCRIMINATION:

Consistent with the City’s policy and state and federal law that harassment and discrimination are unacceptable conduct, Contractor and its employees, contractors, and agents shall not harass or discriminate against any job applicant, City employee, or any other person on the basis of any kind of any statutorily (federal, state or local) protected class, including but not limited to: race, religious creed, color, national origin, ancestry, Contract No: ________ For the Contract between the City of Richmond and
_____________________________
disability (both mental and physical) including HIV and AIDS, medical condition (e.g. cancer), genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, pregnancy, political affiliation, military and veteran status or legitimate union activities. Contractor agrees that any violation of this provision shall constitute a material breach of this Contract.

6. CITY PROPERTY:
a. Each and every report, draft, work product, map, record, applicable plans, drawings, calculation, data, specification, video, graphic, or any other material or document produced, prepared or caused to be prepared by Contractor pursuant to or in connection with this Contract shall be the exclusive property of the City.

b. Notwithstanding the foregoing, Contractor shall not be obligated to provide to City proprietary software or data which Contractor has developed or had developed for Contractor's own use; provided, however, that Contractor shall, pursuant to Section 11 below, indemnify, defend and hold the City harmless from and against any discovery or Public Records Act request seeking the disclosure of such proprietary software or data.

c. No report, information or other data given to or prepared or assembled by Contractor pursuant to this Contract shall be made available to any individual or organization by Contractor without prior approval of the City Manager or their designee.

d. Contractor shall, at such time and in such form as City Manager or their designee may require, furnish reports concerning the status of services and tasks required under this Contract.

7. RECORDS:

a. Contractor shall maintain complete and accurate records with respect to the services, tasks, work, documents and data in sufficient detail to permit an evaluation of Contractor’s performance under the Contract, as well as maintain books and records related to sales, costs, expenses, receipts and other such information required by the City that relate to the performance of the services and tasks under this Contract (collectively the “Records”).

b. All Records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Contractor shall provide free access to the Records to the representatives of the City or its designees during regular business hours upon reasonable prior notice. The City has the right to examine and audit the Records, and to make copies or transcripts therefrom as necessary, and to allow inspection of all proceedings and activities related to this Contract. Such Records, together with supporting documents, shall be kept separate from other documents and records and shall be maintained by Contractor for a period of five (5) years after receipt of final payment.

Contract No: ________ For the Contract between the City of Richmond and
_____________________________
c. If supplemental examination or audit of the Records is necessary due to concerns raised by the City’s preliminary examination or audit of records, and the City’s supplemental examination or audit of the records discloses a failure to adhere to appropriate internal financial controls, or other breach of this Contract or failure to act in good faith, then Contractor shall reimburse the City for all reasonable costs and expenses associated with the supplemental examination or audit.

8. PERMITS AND LICENSES:

Contractor, at its sole expense, shall obtain and maintain during the term of this Contract, all appropriate permits, certificates and licenses, including a City business license, required in connection with the performance of the services and tasks hereunder.

The failure to obtain such permits and licenses shall be a material breach of this Contract and grounds for immediate termination by City; provided, however, that City may waive the business license requirement in writing under unusual or extraordinary circumstances without necessitating any modification of this Contract to reflect such waiver.

9. TERMINATION:

a. Termination Without Default. Notwithstanding any provision herein to the contrary, the City may, in its sole and absolute discretion and without cause, terminate this Contract at any time prior to completion by Contractor of the project or services hereunder immediately upon transmission of written notice to Contractor as provided in Exhibit C “Authorized Representatives and Notices”.

b. Termination in the Event of Default. Should Contractor fail to perform any of its obligations hereunder, within the time and in the manner provided or otherwise violate any of the terms of this Contract, City may immediately terminate this Contract by giving written notice of such termination, stating the reasons for such termination. Contractor shall be compensated as provided in Exhibit B; provided, however, there shall be deducted from such amount the amount of damage, including attorney's fees, expert witness fees and costs, if any, sustained by City by virtue of Contractor's breach of this Contract. Additionally, in the event of such termination, the City may proceed with the work in any reasonable manner it chooses.

10. CONFLICT OF INTEREST:

Contractor acknowledges, represents and warrants that Contractor shall avoid all conflicts of interest (as defined under any federal, state or local statute, rule or regulation, or at common law) with respect to this Contract. Contractor further acknowledges, represents and warrants that no City official or employee has any economic interest, as defined in Title 2, California Code of Regulations §§ 18703.1 through 18703.5, with Contractor that would invalidate this Contract. Contractor acknowledges that in the event that Contractor shall be found by any judicial or administrative body to have any conflict of interest (as defined above) with respect to this Contract, all consideration received under Contract No: ________ For the Contract between the City of Richmond and
_____________________________
this Contract shall be forfeited and returned to City forthwith. This provision shall survive the termination of this Contract for one (1) year.

11. HOLD HARMLESS:

a. To the fullest extent permitted by law, Contractor shall indemnify, defend (with counsel acceptable to the City) and hold harmless the City, its City Council, boards, commissions, officials, employees, agents and volunteers (“Indemnitees”) from and against any and all loss, damages, liability, obligations, claims, suits, judgments, costs and expenses whatsoever, including attorney’s fees and costs of litigation (“Claims”), arising from or in any manner connected to Contractor’s performance of its obligations under this Contract or failure to comply with any of its obligations under this Contract or out of the operations conducted by Contractor even if the City is found to have been negligent. If the Claims filed against Indemnitees allege negligence, recklessness or willful misconduct on the part of Contractor, Contractor shall have no right of reimbursement against Indemnitees for the costs of defense even if negligence, recklessness or willful misconduct is not found on the part of Contractor. Contractor shall not have any obligations to indemnify Indemnitees if the loss or damage is found to have resulted solely from the negligence or the willful misconduct of the City. The defense and indemnification obligations of this Contract are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Contract.

b. This indemnification obligation shall survive this Contract and shall not be limited by any term of any insurance policy required under this Contract; provided however, that if this Contract is for design professional services, this indemnity provision is limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional (as defined in California Civil Code section 2782.8).

12. LIMITATIONS UPON SUBCONTRACTING AND ASSIGNMENT:

a. This Contract binds the heirs, successors, assigns and representatives of Contractor. The Contractor shall not enter into subcontracts for any work contemplated under this Contract and shall not assign this Contract, nor any portion hereof or monies due or to become due, without the prior written consent of the City Council or its designee.

b. Contractor shall not assign, sublease, hypothecate, or transfer this Contract, or any interest therein, directly or indirectly, by operation of law or otherwise, without prior written consent of the City Manager. Contractor shall submit a written request for consent to transfer to the City Manager at least thirty (30) days in advance of the desired transfer.

The City Manager or their designee may consent or reject such request in their sole and absolute discretion. Any attempt to do so without said consent shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. However, claims for Contract No: ________ For the Contract between the City of Richmond and
_____________________________
money against the City under this Contract may be assigned by Contractor to a bank, trust company or other financial institution without prior written consent.

c. The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Contractor (if applicable), or of the interest of any general partner or joint venturer or syndicate member if Contractor is a partnership or joint- venture or syndicate, which shall result in a change of control of Contractor, shall be deemed an assignment. For this purpose, control shall mean fifty percent or more of the voting power or twenty-five percent or more of the assets of the corporation, partnership or joint-venture.

d. Only those persons and/or businesses whose names and resumés are attached to this Contract shall be used in the performance of this Contract. However, if after the start of this Contract, Contractor wishes to use sub-contractors, at no additional costs to the City, then Contractor shall submit a written request for consent to add sub- contractors including the names of the sub-contractors and the reasons for the request to the City Manager at least five (5) days in advance. The City Manager may consent or reject such requests in their sole and absolute discretion.

e. Each sub-contractor shall be required to furnish proof of workers’ compensation insurance and shall also be required to carry general, automobile and professional liability insurance (as applicable) in reasonable conformity to the insurance carried by Contractor.

f. In addition, any tasks or services performed by sub-contractors shall be subject to each provision of this Contract. Contractor shall include the following language in their Contract with any sub-contractor: “Sub-Contractors hired by Contractor agree to be bound to Contractor and the City in the same manner and to the same extent as Contractor is bound to the City.”

g. The requirements in this Section 12 shall not apply to persons who are merely providing materials, supplies, data or information that Contractor then analyzes and incorporates into its work product.

13. SAFETY:

a. Contractor acknowledges that the City is committed to the highest standards of workplace safety. Contractor will be solely and completely responsible for conditions of all vehicles owned or operated by Contractor, including the safety of all persons and property during performance of the services and tasks under this Contract.

Contractor shall assume sole and complete responsibility for the safety of Contractor's employees and any of subcontractor's employees This requirement will apply continuously and not be limited to normal working hours. In addition, Contractor will comply with all safety provisions in conformance with U.S. Department of Labor Occupational Safety and Health Act, any equivalent state law, and all other applicable Contract No: ________ For the Contract between the City of Richmond and
_____________________________
federal, state, county and local laws, ordinances, codes, and any regulations that may be detailed in other parts of the Contract. Where any of these are in conflict, the more stringent requirements will be followed. Contractor’s failure to thoroughly familiarize itself with the aforementioned safety provisions will not relieve it from compliance with the obligations and penalties set forth herein.

b. Contractor will immediately notify the City (in no event less than 24 hours) of any incident of death, serious personal injury or substantial property damage that occurs in connection with the performance of this Contract. Contractor will promptly submit to the City a written report of all incidents that occur in connection with this Contract. This report must include the following information: (i) name and address of injured or deceased person(s); (ii) name and address of Contractor’s employee(s) involved in the incident; (iii) name and address of Contractor’s liability insurance carrier; (iv) a detailed description of the incident; and (v) a police report.

c. Contractor acknowledges that the City shall have the right to impose, at the City’s sole discretion, requirements that it deems are necessary to protect the health and safety of the City employees, residents, and visitors. Contractor agrees to comply with all such requirements, including, but not limited to, mandatory vaccinations, the use of personal protective equipment (e.g. masks), physical distancing, and health screenings.

Contractor also agrees to make available to the City, at the City’s request, records to demonstrate Contractor’s compliance with this Section.

14. INSURANCE:

Insurance requirements are set forth in Exhibit F to this Contract. Contractor shall abide by the insurance requirements set forth in said Exhibit F.

15. COMPLIANCE WITH ALL APPLICABLE LAWS:

a. During the term of this Contract, Contractor shall keep fully informed of all existing and future state and federal laws and all municipal ordinances and regulations of the City of Richmond which affect the manner in which the services or tasks are to be performed by Contractor, as well as all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Contractor shall comply with all applicable laws, state and federal and all ordinances, rules and regulations enacted or issued by the City. Compliance under this provision includes compliance with all provisions of the Richmond Municipal Code ("Municipal Code"), including Chapters 2.50,

2.52, 2.56, and 2.60, if applicable.

b. Contractor acknowledges that under § 2.60.070 of the Municipal Code ("Living Wage Ordinance"), Contractor is required to provide the City with documents and information verifying its compliance with the Living Wage Ordinance. Contractor shall notify each of its affected employees with regards to the wages that are required to be paid pursuant to the Living Wage Ordinance as prescribed in § 2.60.070 of the Municipal Code.

Contract No: ________ For the Contract between the City of Richmond and
_____________________________

c. Contractor shall comply with § 2.28.030 of the Municipal Code, obligating every Contractor or sub-Contractor under an agreement or sub-agreement with the City for public works, goods or services to refrain from discriminatory employment or practices on the basis of race, color, sex, sexual orientation, religious creed, national origin or ancestry of any employee, any applicant for employment or any potential sub-contractor.

d. Contractor acknowledges that the City’s Drug Free Workplace Policy, Violence in the Workplace Policy and the Policy Against Workplace Harassment, are available on the City’s website at http://www.ci.richmond.ca.us/workplacepolicies.

Contractor agrees to abide by the terms and conditions of said policies.

16. INTEGRATED CONTRACT:

The Recitals and exhibits are a material part of this Contract and are expressly incorporated herein. This Contract represents the full and complete understanding of every kind or nature whatsoever between the parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions hereof. Any modification of this Contract will be effective only by written execution signed by both the City and Contractor.

17. CONFLICTING PROVISIONS:

In the event of a conflict between these General Conditions and those of any Exhibit or attachment hereto, these General Conditions shall prevail; provided, however, that any Special Condition as set forth in Exhibit E shall prevail over these General Conditions. In the event of a conflict between the terms and conditions of any two or more Exhibits or attachments hereto, those prepared by City shall prevail over those prepared by the Contractor, and the terms and conditions preferred by the City shall prevail over those preferred by the Contractor.

18. FORCE MAJEURE:

Neither party hereto shall be considered in default in the performance of its obligations hereunder to the extent that the performance of such an obligation is prevented or delayed by reason of acts of God, strikes, boycotts, lock-outs, inability to procure materials not related to the price thereof, failure of power, restrictive governmental laws and regulations enacted after the date of this Contract, riots, civil unrest, acts of terrorism, insurrection, war, declaration of a state or national emergency or other reasons of a like nature not within the reasonable control of such party.

19. CONFLICT OF LAW:

This Contract shall be interpreted under, and enforced by the laws of the State of Contract No: ________ For the Contract between the City of Richmond and
_____________________________
California without regard to any choice of law rules which may direct the application of laws of another jurisdiction. The Contract and obligations of the parties are subject to all valid laws, orders, rules, and regulations of the authorities having jurisdiction over this Contract (or the successors of those authorities). Any suits brought pursuant to this Contract shall be filed with the courts of the County of Contra Costa, State of California.

20. CLAIMS:

Any claim by Contractor against City hereunder shall be subject to Government Code §§ 800 et seq. The claims presentation provisions of said Act are hereby modified such that the presentation of all claims hereunder to the City shall be waived if not made within six months after accrual of the cause of action.

21. INTERPRETATION:

This Contract shall be interpreted as if drafted by both parties.

22. WARRANTY:

If any product is be provided to the City as part of this Contract, Contractor warrants as follows: Contractor possesses good title to the product and the right to transfer the product to City; the product shall be delivered to the City free from any security interest or other lien; the product meets any specifications contained herein; the product shall be free from material defects in materials and workmanship under normal use for a period of one (1) year from the date of delivery; and the product shall be fit for its intended purpose(s). Notwithstanding the foregoing, consumable and maintenance items (such as light bulbs and batteries) shall be warranted for a period of one hundred and eighty (180) days from the date of delivery. All repairs during the warranty period shall be promptly performed by Contractor, at Contractor's expense, including shipping.

23. SEVERABILITY:

In the event that any of the provisions or portions or applications thereof of this Contract are held to be unenforceable or invalid by any court of competent jurisdiction, City and Contractor shall negotiate an equitable adjustment in the provisions of the Contract with a view toward effecting the purpose of this Contract, and the validity and enforceability of the remaining provisions or portions or applications thereof, shall not be affected thereby.

24. AUTHORITY:

City warrants and represents that the signatory hereto (the Mayor of the City of Richmond or the City Manager) is duly authorized to enter into and execute this Contract on behalf of City. The party signing on behalf of Contractor warrants and represents that they are duly authorized to enter into and execute this Contract on behalf of Contractor, Contract No: ________ For the Contract between the City of Richmond and
_____________________________
and shall be personally liable to City if they are not duly authorized to enter into and execute this Contract on behalf of Contractor.

25. WAIVER:

The waiver by City of any breach of any term or provision of this Contract shall not be construed as a waiver of any subsequent breach. Inspections or approvals, or statements by any officer, agent or employee of the City relating to the Contractor’s performance, or payment therefore, or any combination of these acts, shall not relieve the Contractor’s obligation to fulfill this Contract as prescribed; nor shall the City be thereby stopped from bringing any action for damages or enforcement arising from any failure to comply with any of the terms and conditions of this Contract.

26. COUNTERPARTS:

This Contract may be executed in any number of counterparts (including by fax, PDF, DocuSign, or other electronic means), each of which shall be deemed an original, but all of which shall constitute one and the same instrument.

27. SANCTUARY CITY CONTRACTING ORDINANCE (SCCO):

The Richmond Sanctuary City Contracting Ordinance No. 12-18 prohibits the City from granting and or retaining contracts with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor must submit the Sanctuary City Compliance Statement, attached hereto as Exhibit G.

Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT E

SPECIAL CONDITIONS

The General Conditions are hereby amended to include the following modifications and/or provisions (if applicable, otherwise please state “NONE”):

Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT F

INSURANCE PROVISIONS
☐ CHECK HERE IF RISK MANAGEMENT HAS APPROVED WAIVING INSURANCE REQUIREMENTS FOR THIS CONTRACT.

1. CERTIFICATES: Before the commencement of the terms of this Contract, and during the entire term of this Contract and any extension or modification thereof, Contractor shall furnish the City’s Risk Manager with certificates showing the type, amount, class of operations covered, effective dates and dates of expiration of insurance coverage in compliance with coverage requirements set forth by the City and incorporated herein.

Such certificates, which do not limit Contractor’s indemnification, shall also contain substantially the following statement:
“Should any of the above insurance covered by this certificate be canceled or coverage reduced before the expiration date thereof, the insurer affording coverage shall provide thirty (30) days’ advance written notice to the City of Richmond.

Attention: Risk Manager.”
Contractor shall maintain in force at all times during the performance of this Contract all appropriate coverage of insurance required by this Contract with an insurance company licensed to offer insurance business in the State of California with a current A.M. Best’s rating of no less than A:VII or Standard & Poor’s Rating (if rated) of at least BBB unless otherwise acceptable to the City. Contractor shall deliver updated insurance certificates to the City at the address set forth in Exhibit C prior to the expiration of the existing insurance certificate for the duration of the term of Contract.

Endorsements naming the City, its City Council, boards, commissions, officials, employees, agents, and volunteers as additional insured shall be submitted with the insurance certificates.

2. COVERAGE REQUIREMENTS: The City’s insurance requirements depend upon the type of service being provided and/or the provider. The City’s insurance requirements will fall into one of the following categories (unless otherwise provided by the City):

Consultants and Contractors – Type 1
Professional Services – Type 2
Environmental Risk/Hazardous Waste Material – Type 3
Lease of City Property – Type 4
Vendors, Suppliers, Small Grant Recipients & Nonprofit Organizations – Type 5 Transportation Providers – Type 6
Professional Services Pyrotechnics – Type 7
Cyber and I.T. Risks – Type 8
Contract No: ________ For the Contract between the City of Richmond and
_____________________________
The insurance requirements classification applicable to this Contract shall be attached to this Exhibit F and made a part hereof.

3. FAILURE TO SECURE: If Contractor at any time during the term hereof should fail to secure or maintain the foregoing insurance, the City shall be permitted to obtain such insurance in Contractor’s name or as an agent of Contractor and shall be compensated by Contractor for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is received that the premiums have not been paid.

4. SUFFICIENCY OF INSURANCE: The insurance limits required by the City are not represented as being sufficient to protect Contractor. Contractor is advised to consult Contractor’s insurance broker to determine adequate coverage for Contractor. The coverage and limits shall be (1) the minimum coverage and limits specified in this Contract; or (2) the broader coverage and maximum limits of the coverage carried by or available to Contractor; whichever is greater.

INSERT INSURANCE REQUIREMENTS CLASSIFICATION APPLICABLE TO THIS CONTRACT: (IF NECESSARY, CONFIRM WITH RISK MANAGER)
Contract No: ________ For the Contract between the City of Richmond and
_____________________________

EXHIBIT G

SANCTUARY CITY COMPLIANCE STATEMENT

The undersigned, (hereafter "Contractor"), has had an opportunity to review the requirements of City of Richmond Ordinance 12-18 (hereafter "Sanctuary City Contracting Ordinance" or “SCCO”).

Contractor understands and agrees that the City may choose with whom it will maintain business relations and may refrain from contracting with any person or entity that provides Data Broker or Extreme Vetting services to the U.S. Immigration and Customs Enforcement Division of the United States Department of Homeland Security (“ICE”). Contractor understands the meaning of the following terms used in the SCCO:

a. "Data Broker” means either of the following:

i. The collection of information, including personal information about consumers, from a wide variety of sources for the purposes of reselling such information to their customers, which include both private-sector business and government agencies;

ii. The aggregation of data that was collected for another purpose from that for which it is ultimately used.

b. “Extreme Vetting” means data mining, threat modeling, predictive risk analysis, or other similar services."

Contractor understands that it is not eligible to receive or retain a City contract if at the time the Contract is executed, or at any time during the term of the Contract, it provides Data Broker or Extreme Vetting services to ICE.

Contractor further understands and agrees that Contractor's failure to comply with the SCCO shall constitute a material default of the Contract and the City Manager may terminate the Contract and bar Contractor from bidding on future contracts with the City for five (5) years from the effective date of the contract termination.

By executing this statement, Contractor certifies that it complies with the requirements of the SCCO and that if at any time during the term of the Contract it ceases to comply, Contractor will promptly notify the City Manager in writing. Any person or entity who knowingly or willingly supplies false information in violation of the SCCO shall be guilty of a misdemeanor and subject to a $1,000 fine.

Based on the foregoing, the undersigned declares under penalty of perjury under the laws of the State of California that the foregoing is true and correct.

Printed Name: Title:

Signed: Date:

Business Entity:

PROPOSAL FOR ON CALL FINANCIAL &

GRANT AUDITING SERVICES FOR THE
City of Richmond
Submitted by
Macias Gini & O’Connell LLP

Annie Louie, CPA, CISA, CGMA
Partner
+1 (925) 395-2831
[email protected]

June 5, 2026
State and Local
Governments

The City of Richmond
Section A
Cover Letter ................................................................................................... 1 Section B
Firm Qualifications ....................................................................................... 4 Section C
Project Approach ......................................................................................... 19 Section D
Key Personnel .............................................................................................. 23 Section E
Relevant Experience .................................................................................... 38 Section F
Fee Structure ............................................................................................... 44 Section G
Value Added Services .................................................................................. 47 Section H
Contractor Assignment of Sub-Contract .................................................... 49 Section I
Previous Contracts ...................................................................................... 51 Section J
Exceptions ................................................................................................... 53

June 5, 2026

Jerry Chak, Accounting Manager
Finance Department
City of Richmond

Delivered electronically

Dear Mr. Chak:

Macias Gini & O’Connell LLP (MGO) is pleased to submit our proposal to provide on‑call financial and grant auditing services for the City of Richmond. We have carefully reviewed the Request for Proposals (RFP), including all attachments and requirements, and confirm our full understanding of the City’s needs, expectations, and scope of services.

Commitment to Perform Services
MGO intends to perform the services as outlined in the RFP and is prepared to deliver high- quality, responsive, and value-driven audit and advisory services tailored to the City’s needs.

Acceptance of Terms and Conditions
We confirm our willingness to enter into an agreement under the terms and conditions prescribed in the RFP, including the insurance requirements (Attachment A) and the sample Service Agreement (Attachment B), subject to any requested clarifications or minor revisions noted elsewhere in our proposal.

Firm Overview, Experience, and Qualifications
Founded in 1987, MGO is a nationally recognized CPA and advisory firm with more than 500 professionals across 11 U.S. offices and an international presence. Our client base includes a broad range of public sector entities, including cities, counties, state agencies, and special districts. Approximately one-third of our professionals are in Assurance, MGO has about 135 licensed CPAs across the firm, and 125 practitioners are dedicated exclusively to state and local government services year-round.

For more than 35 years, MGO has specialized in financial audits, Single Audits, grant compliance audits, internal audits, and advisory services for public agencies. We have served many of the largest and most complex governmental entities in California and nationwide, providing technical expertise alongside practical, actionable recommendations that strengthen internal controls, improve operations, and enhance transparency and accountability.

SECTION A | COVER LETTER

© Macias Gini & O’Connell LLP | 3
Local Office and Project Management Location
The City will be served primarily by MGO’s Walnut Creek office, located at 2121 N. California Boulevard, Suite 750, Walnut Creek, CA 94596, telephone (925) 274-0190. This office is located in close proximity to Richmond and will serve as the primary location from which the engagement will be managed. Our local leadership team will be directly accessible and actively involved in all aspects of service delivery.

Minimum Experience Requirement
MGO exceeds the RFP requirement of a minimum of three (3) years of verifiable experience, with decades of demonstrated success in providing the full range of audit and consulting services requested. Our team’s experience, combined with our scalable resources and commitment to client service, positions us to effectively support the City’s ongoing and as- needed audit needs.

Proposal Validity
We confirm that the pricing included in our proposal will remain valid for a period of at least 180 days from the date of submission.

Primary Contact for RFP Process
As an authorized representative, I, Annie Louie, have full authority to bind MGO contractually.

Additional details are provided in the subsequent sections of this proposal.

Closing
Thank you for your time reviewing our proposal. We appreciate the opportunity and are enthusiastic about the possibility of supporting the City of Richmond. If you have any questions or wish to discuss our proposal further, please do not hesitate to contact me at (925) 395-2831 or [email protected].

Sincerely,

Annie Louie, CPA, CISA, CGMA
Partner

© Macias Gini & O’Connell LLP | 5
Firm Overview
Founded in 1987, in Sacramento, California,
Macias Gini & O’Connell LLP (MGO) is one of the
fastest growing certified public accounting firms in
the United States. We combine deep industry
experience with well-established accounting and
advisory solutions to deliver tangible results. Our
clients range from global aerospace and technology
leaders to innovative startups and nonprofit
organizations — from the largest government
entities in the country, to the biggest names in entertainment.

Our state and local government industry practice is one of the largest in the country, offering significant resources to serve this highly complex sector. As the professional service provider for numerous public agencies throughout the country, we take our commitment to “good government” seriously and work hard to establish collaborative relationships with our clients, deliver valuable insights and outcomes in every engagement, and implement innovative practices to improve service delivery.

Our experience encompasses working with cities, counties, state agencies, special districts, private firms, and the world’s largest public pension system. In addition to general-purpose units of government, we serve districts, authorities, boards, and finance divisions.

At MGO, we’re committed to serving our clients and the profession through active engagement with national standards setters. Our participation in these groups helps us stay ahead of regulatory changes, keep our clients informed, and provide critical guidance and counsel on technical matters and other emerging issues.

MGO Today
35+
years of experience
500+
professionals who
are ready to serve
36 languages
spoken natively
11 U.S. cities
with offices
55+
partners
Approximately one-third of our professionals are in Assurance, MGO has about 135 licensed CPAs across the firm, and 125 practitioners are dedicated exclusively to state and local government services year-round. Our consulting and other practices are staffed by professionals certified in their respective disciplines. New and advancing professionals gain diverse experience through planned assignments across city, county, and special‑district audits; Single Audits; and enterprise fund engagements (e.g., utilities and transit), supplemented by SLG‑specific training and mentoring. This deliberate exposure builds technical depth and staffing flexibility, supporting continuity on multi‑year municipal engagements.

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Geographic Presence
We operate through integrated offices nationwide, complemented by an international presence that enables us to serve clients consistently across borders.

United States
2121 N. California Boulevard
Suite 750
Walnut Creek, CA 94596
Phone: +1 (925) 274-0190
Fax: +1 (925) 274-3819
145 N. Redwood Drive
San Rafael, CA 94903
Phone: +1 (415) 499-9400
Fax: +1 (415) 499-1408
111 Pacifica
Suite 300
Irvine, CA 92618
Phone: +1 (949) 910-4255
Fax: +1 (949) 910-4256
2570 W. El Camino Real
Suite 150
Mountain View, CA 94040
Phone: +1 (650) 209-1800
Fax: +1 (650) 209-1895
Headquarters
500 Capitol Mall
Suite 2200
Sacramento, CA 95814
Phone: +1 (916) 928-4600
Fax: +1 (916) 706-0682
2121 Avenue of the Stars
Suite 2200
Los Angeles, CA 90067
Phone: +1 (310) 277-3373
Fax: +1 (310) 785-9035
12264 El Camino Real
Suite 402
San Diego, CA 92130
Phone: +1 (858) 792-2210
Fax: +1 (858) 509-3057
3550 Lenox Road
Suite 2075
Atlanta, GA 30326
Phone: none
Fax: none
445 Broadhollow Road
Suite 319
Melville, NY 11747
Phone: +1 (516) 409-5000
Fax: +1 (516) 409-0985
155 North Wacker Drive
Suite 4350
Chicago, IL 60606
Phone: +1 (312) 488-8294
Fax: none
9442 Capital of Texas
Highway North, Plaza 1
Suite 500
Austin, Texas 78759
Phone: +1 (512) 883-5901
Fax: none

India
Bangalore
72, Level – III,
Nitesh Lexington Avenue, Brigade Road,
Bengaluru – 560001
Gurgaon
10th Floor Tower B, DLF Building No. 10,
DLF Cyber City
Gurgaon – 122002

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© Macias Gini & O’Connell LLP | 7
Highlighting the Capabilities of Our Dedicated State and Local Government Practice
In today’s complex environment, we help you strengthen transparency, enhance accountability, and build public trust so you can better serve your constituents and deliver measurable results. Our team provides efficient audit and advisory solutions that simplify compliance, improve governance, and help you meet rising expectations with confidence.

Trusted by leading governments, agencies, and pension funds, we offer deep public sector expertise, practical insight, and a collaborative approach that helps you address challenges, strengthen financial oversight, and clearly communicate impact.

Let’s build a stronger, more transparent community together.

Audit and Attestation Experience
MGO brings unmatched expertise in auditing and attestation services, with a track record of success across complex public sector environments. Our professionals possess deep technical knowledge and hands-on experience with systems, processes, and procedures that support fiscal accountability and operational excellence.

We have led high-profile audits for:
• CalPERS, CalSTRS, and Covered California
• California Institute for Regenerative Medicine
• State of California’s federal compliance audit – the largest in the nation These engagements required mastery of fiduciary and proprietary fund structures, investment portfolios, actuarial valuations, and coordination across decentralized departments.

Our pension and OPEB audit experience spans employer/member contributions, benefit payments, and investment transactions for CalPERS, Oregon PERS, and Nevada PERS, ensuring compliance with GASB 67, 68, 74, and 75.

We have deep experience in auditing complex investment classes, including global equities, fixed income, mortgage- and asset-backed securities, real assets, private equity, derivatives, and collateralized lending. Our teams use valuation models, Bloomberg analytics, and custodian data to ensure accurate reporting aligned with GASB standards.

Our audit methodology includes:
• Rigorous risk assessments tailored to each agency
• Structured work plans prioritizing high-risk areas
• Continuous communication with client leadership
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MGO routinely evaluates internal controls, financial systems, and IT environments. Our CISA- certified auditors and IT specialists conduct cybersecurity and risk management reviews, identifying vulnerabilities and recommending improvements to safeguard public assets.

Our team includes CPAs, CFEs, CIAs, and CRMA-certified professionals, all meeting Yellow Book CPE requirements. We stay current through active involvement in AICPA, GFOA, ACFE, IIA, and CalCPA, and have contributed to GASB standard-setting.

We also provide training and technical assistance on Single Audit Act compliance, government accounting and financial reporting, and implementation of new GASB standards.

Quality is embedded in our culture. MGO’s internal quality control framework includes real- time supervision, independent technical reviews, and post-engagement inspections. Our technical partners provide expert guidance on complex accounting issues, ensuring every engagement meets the highest professional standards.

Providing a Range of Consultative Services
As a full-service advisory and CPA firm, MGO offers many services to our clients. Our experience in serving the public sector includes financial, performance, and compliance audits; internal audit, management consulting services; operational, performance, and organizational studies; business processes and internal controls evaluations; information technology audit; and more. Our deep-rooted investment in the industry positions us to provide internal audit and other advisory services to state and local governments. The following are our advisory service capabilities.

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© Macias Gini & O’Connell LLP | 9
The following table highlights some common areas of concern and the experience, subject- matter understanding, and practical strategies our team will provide in addressing them.

Support Needs MGO's Service Capabilities
Grant management and
compliance
We provide comprehensive grants management support to
help organizations stay compliant, streamline processes, and maximize the impact of awarded funds. Our team assists with pre‑ and post‑award activities, including application and budget development, reviews of opportunities for eligibility and subaward-contractor participation, indirect cost rate determinations and negotiations, allowability reviews,
reporting, internal controls, and financial reconciliations. With practical guidance and hands‑on support, we help clients manage grants efficiently and demonstrate compliance and accountability throughout the grant lifecycle.

Indirect cost rate
proposals
With decades of experience in public sector finance, programs, and operations, our team helps clients throughout the U.S. and abroad develop and manage effective indirect cost
strategies that align with federal and state requirements, optimize cost recovery, and mitigate risk. We assist with analyzing cost structures, preparing indirect cost rate proposals, allocating shared costs appropriately, and ensuring compliance with Uniform Guidance and agency-specific rules.

By providing clear methodologies and practical guidance, we help clients strengthen financial management, improve
transparency, and position themselves for sustainable
funding.

In addition, our team is frequently called upon to deliver training and provide or assist in developing analyses regarding indirect costs.

Limited scope audits and
agreed upon procedures
engagements
We have executed hundreds of ad hoc projects in close
collaboration with our government clients. Our focus on leading practices and applicable regulatory and reporting requirements helps organizations demonstrate compliance, improve operations, and foster transparency for constituents and stakeholders alike.

SECTION B | FIRM QUALIFICATIONS

© Macias Gini & O’Connell LLP | 10
Support Needs MGO's Service Capabilities
GASB implementation
As a Top 50 public accounting and consulting firm, our team of professionals is stacked with GASB specialists and those competent in the various implementation approaches for new and modified pronouncements and guidance. We routinely
provide training on GASB pronouncements to prepare our
clients for implementation, including organizing panel
presentations with representatives from standard-setting bodies and our clients to provide insights and practical advice on how new accounting pronouncements may impact the
operational processes as well as financial reporting. In addition, we may offer additional services beyond advising on financial reporting to assist our clients in adopting new standards.

Tax consulting support
With a broadly skilled team of professionals who focus on compliance, controversy support, credits and incentives, and other nuanced areas of tax policy, we help clients in virtually any industry reduce their tax burden, deduct major expenses, and submit complete, correct filings year after year.

Other consulting and
advisory support
Our State and Local Government Consulting practice can
provide a full range of internal audit, government operations advisory, and IT Risk and Cybersecurity services.

Highlighting our Experience as Consultants and Internal Auditors MGO’s State and Local Government Practice has significant experience in providing auditing and consulting services to state and local governments. With more than 35 years of experience in financial and single audit, internal audit, performance audit, agreed-upon procedures engagements, and consulting services, our team can execute projects efficiently and offer the County a fresh perspective to support the internal audit function in driving value organization-wide.

Internal Audits
MGO provides internal audit services to public sector clients via both co-sourcing and outsourcing arrangements. We are capable of performing work across the full lifecycle of the internal audit process – from risk assessment, audit execution, and board reporting to monitoring of corrective actions. Most of our time is spent executing the internal audit activities that make up our clients’ annual audit plans. Given the size of our firm and our deep industry specialization, we are able to tackle audits activities in traditional audit areas such as finance and accounting as well as in key areas of risk: human capital, cybersecurity, fiscal resilience, and more.

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© Macias Gini & O’Connell LLP | 11
The following list of audit areas we’re adept in demonstrates the breadth of our firm’s experience, as does the list of recent engagements we’ve included on the next page.

Our Consulting and Internal Audit Capabilities
Accounting & Finance:
• Billing & Accounts Receivable
• Budgeting & Financial Planning
• Employee Expenses
• Inventory & Materials Management
• Payroll
• Procurement & Payables

Grant Management & Regulatory
Compliance:
• Regulatory Compliance
• Pre-Award Cost Review
• Subrecipient Monitoring

Operational:
• Business Process Review
• Customer Service & Call Center
• Environmental Health & Safety
• Performance Audit
• Supply Chain

Fraud & Forensics:
• Fraud Risk Assessment
• Fraud Investigations
• Ethics Hotline Monitoring
Information Technology:
• Cybersecurity Assessment (e.g., NIST)
• Data Privacy
• Disaster Recover and Business
Continuity
• Information Technology General
Controls
• Information Technology Governance
• Software Development Lifecycle

Procurement & Vendor Management:
• Procurement Policy Audit
• Vendor Management
• Contract Management
• Contract Close-out

Human Capital:
• Recruitment
• Employee Retention
• Succession Planning

Construction Audit
• Construction Contract
• Construction Project Controls
• Contract Close-Out

SECTION B | FIRM QUALIFICATIONS

Client Audit Title/Topic
City and County of San Francisco GO Bond for Housing, Community Benefit Districts
City of Phoenix, AZ Housing Choice Voucher Program
County of Orange* Procurement Governance, Waste & Recycling Vendors, Auditor Controller’s Office, Tax
Redemption
Metropolitan Transportation
Commission
Fiscal Sustainability
Santa Clara Valley Transportation
Authority
Investment Program Controls, Succession
Planning, Hire to Retire, Unfunded Mandates,
Payroll Process, Absenteeism Policy
SamTrans Worker’s Compensation
Santa Clara Valley Water District Office of Emergency Services County of San Mateo Building fees
City of Portland Oregon Grant Management
WA Office of Financial Management Recording Fee Compliance Oregon Department of Administrative
Services
Operational Assessment of the Department of
Forestry
*Non-exhaustive list of projects

SECTION B | FIRM QUALIFICATIONS

© Macias Gini & O’Connell LLP | 13
Relevant Municipal Experience
Our firm’s state and local government industry practice offers unsurpassed resources in serving this complex sector, with professionals dedicated to year-round service. Our firm has worked extensively with public agency clients on operational, performance, compliance, and financial engagements. Our clients choose us because we combine the skills, attentiveness, and care of a local firm with the breadth of services you’d expect from a national firm.

The cities and counties shown below are among the many local governments we’ve proudly served.

City Governments
• Albany, CA
• Antioch, CA
• Arvin, CA
• Barstow, Ca
• Beaumont, CA
• Berkeley, CA
• Beverly Hills, CA
• Carson, CA
• Chico, CA
• Chowchilla, CA
• Chula Vista, CA
• Cleveland, OH
• Commerce, CA
• Compton, CA
• Covina, CA
• Cudahy, CA
• Cupertino, CA
• Davis, CA
• Dixon, CA
• Elk Grove, CA
• Encinitas, CA
• Fort Bragg, CA
• Foster City, CA
• Fremont, CA
• Fresno, CA
• Galt, CA
• Glendora, CA
• Hawaiian
Gardens, CA
• Hesperia, CA
• Huntington
Beach, CA
• Inglewood, CA
• Irvine, CA
• La Habra, CA
• Lake Forest, CA
• La Mesa, CA
• La Mirada, CA
• Lodi, CA
• Long Beach, CA
• Los Altos, CA
• Los Angeles, CA
• Martinez, CA
• Modesto, CA
• Monrovia, CA
• Moorpark, CA
• Morgan Hill, CA
• Mountain View, CA
• Needles, CA
• Oakland, CA
• Oxnard, CA
• Palo Alto, CA
• Pasadena, CA
• Pleasant Hill, CA
• Pleasanton, CA
• Phoenix, AZ
• Pittsburg, CA
• Portland, OR
• Riverside, CA
• Rohnert Park, CA
• Rolling Hills
Estates, CA
• Roseville, CA
• Sacramento, CA
• Salinas, CA
• San Carlos, CA
• San Diego, CA
• San Francisco, CA
• San José, CA
• San Ramon, CA
• Santa Ana, CA
• Santa Barbara, CA
• Santa Maria, CA
• Santa Monica
• Santa Rosa, CA
• Sebastopol, CA
• Simi Valley, CA
• South El Monte,
CA
• Stockton, CA
• Sunnyvale, CA
• Temple City, CA
• Tustin, CA
• Union City, CA
• Vacaville, CA
• Ventura, CA
• Vernon, CA
• Walnut Creek, CA
• Westlake, TX
• West Sacramento,
CA
• Winters, CA
• Woodland, CA
• Yorba Linda, CA
County Governments
• Alameda
• Butte
• Contra Costa
• El Dorado
• Fresno
• Glenn
• Los Angeles
• Merced
• Napa
• Orange
• Placer
• Riverside
• Sacramento
• San Bernardino
• San Diego
• San Francisco
• San Mateo
• Santa Clara
• Sonoma
• Stanislaus
• Tulare
• Tuolumne
• Ventura
• Yolo
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© Macias Gini & O’Connell LLP | 14
Single Audit Experience
MGO has conducted federal compliance audits for nearly 40 years, including large-scale engagements for state and local governments. Our experience with 2 CFR Part 200 (Uniform Guidance) includes audits for entities with federal expenditures exceeding $196 billion, positioning us among the most experienced firms nationally.

Our team has contributed to the development of national audit tools, including the OMB Compliance Supplement, through leadership roles on the AICPA Governmental Audit Quality Center Executive Committee and federal single audit roundtables. This involvement reflects our deep understanding of evolving federal requirements.

To further demonstrate MGO’s ability to successfully complete large federal compliance audits and familiarity with federal programs, the table below identifies select entities by federal expenditures of the most recently completed federal compliance audits.

California Government Federal Expenditures
State Agencies
State of California $181,345,132,318
State Bar of California 28,856,137
Local Governments
City and County of San Francisco 857,480,904
City of Los Angeles 761,125,000
City of Oakland 123,809,342
City of San Diego 334,454,460
City of San Jose 196,868,375
City of Santa Rosa 86,312,359
County of Alameda 517,388,250
County of Contra Costa 421,360,721
County of Los Angeles 4,096,801,090
County of Sacramento 724,604,905
County of San Diego 1,233,720,183
County of San Mateo 214,696,932
County of Santa Clara 826,098,897
California Affordable Housing Initiatives, Inc. 805,265,504 San Francisco Housing Authority 416,942,256
Oakland Housing Authority 333,940,000
Santa Clara County Housing Authority 554,956,241
These audits required coordination across decentralized departments and understanding complex systems. Our work has led to strengthened internal controls, improved audit readiness, and reduced findings.

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© Macias Gini & O’Connell LLP | 15
MGO has audited over $196 billion in federal expenditures across 169 major programs under 2 CFR Part 200, including engagements for cities, counties, and state agencies.

Examples of commonly audited programs include:
• HHS – Medicaid, Head Start, SAMHSA
• HUD – CDBG, Section 8
• DOE – Title I, IDEA
• DOT – Highway Planning and Construction
• DOL – WIOA
• USDA – SNAP, Child Nutrition Programs
We’ve conducted audits for the City and County of San Francisco, coordinating across 20+ departments with unique grant systems. Our work included procurement compliance, cost allowability, and subrecipient monitoring, while supporting ERP transitions involving 17 integrated modules.

Our three-phase audit approach—planning, execution, and reporting—ensures targeted, efficient audits. We use automated platforms, data mining tools, and secure cloud collaboration systems to streamline workflows and enhance audit quality.

Beyond audits, MGO provides training and consultation to help clients assess internal controls, prepare for program-specific audits, and implement best practices. Our professionals have contributed to the OMB Compliance Supplement and served on the AICPA Governmental Audit Quality Center Executive Committee, shaping national standards.

Lessons learned include the value of early SEFA validation, centralized documentation, and cross-functional coordination. Our work has led to improved audit readiness, reduced findings, and enhanced grant compliance.

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Representative Listing of Governmental ACFR Clients
The table below highlights our representative governmental clients. All referenced ACFRs received the GFOA Certificate of Achievement for Excellence in Financial Reporting.

CITIES
Fiscal Year of
Most Recent
Audit

ACFR (GFOA
Certificate)
Single Audit
Pension, OPEB
and Other
Benefit Plans
Successor
Agencies
Hospitals
Airports/
Seaports
Water/ Sewer/
Power Utilities
Audits of state
or local grants
Appropriations
Limit AUP
Fremont 2025 ✓ ✓ ✓ ✓
Los Angeles 2025 ✓ ✓ *1 ✓ *1 ✓ ✓
Mountain View 2023 ✓ ✓ ✓ ✓ ✓
Oakland 2025 ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Palo Alto 2025 ✓ ✓ ✓ ✓ ✓ ✓
Sacramento 2025 ✓ ✓ ✓ ✓
San Diego 2023 ✓ ✓ ✓ ✓ ✓ ✓
San Francisco 2025 ✓ ✓ ✓ ✓ ✓ *2 ✓ ✓ ✓
Pleasant Hill 2025 ✓ ✓ ✓ ✓
San José 2025 ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Santa Rosa 2025 ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
Sunnyvale 2022 ✓ ✓ ✓ ✓ ✓

COUNTIES
Fiscal Year of
Most Recent
Audit

ACFR (GFOA
Certificate)
Single Audit
Pension, OPEB
and Other
Benefit Plans
Successor
Agencies
Hospitals
Airports/
Seaports
Water/ Sewer/
Power Utilities
Audits of state
or local grants
Appropriations
Limit AUP
Alameda 2025 ✓ ✓ *1 *1 *1 ✓
Contra Costa 2025 ✓ ✓ *1 ✓ ✓ ✓ ✓
Los Angeles 2025 ✓ ✓ *1 ✓ ✓ ✓
Sacramento 2025 ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓
San Diego 2023 ✓ ✓ ✓ ✓ ✓ ✓
San Mateo 2025 ✓ ✓ *1 ✓ ✓ ✓ ✓
Santa Clara 2025 ✓ ✓ ✓ ✓ ✓ ✓
Tuolumne 2024 ✓ ✓ ✓ ✓ ✓ ✓
*1 – Audited by other auditors and included in the financial reporting entity. *2 – Airport was audited by other auditors and included in the financial reporting entity. Seaport was audited by MGO.

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© Macias Gini & O’Connell LLP | 17
Grant and Other Compliance Audits
Our experience includes compliance audits for state grants, Transportation Development Act (TDA) programs, voter-approved sales and bond measures, toll fund audits, and consulting engagements that support oversight boards and public reporting. In the past five years, we have audited the use of restricted funds for:

• City of Fremont – TDA funds, Measures B, BB, F
• City of Los Angeles – Department of Industrial Relations Workers' Rights Enforcement Grant (WREG) program
• City of Oakland – TDA funds, California Violence Intervention and Prevention Program (CalVIP), BSCC Prop 64 Public Health and Safety (Prop 64 PH&S) Grant, WREG program, Measures AA, B, BB, C, F, Z
• City of Palo Alto – TDA funds
• City of Pleasant Hill – TDA funds, Measure K
• City of Sacramento – Prop 64 PH&S Grant, Measure U
• City of San Jose – TDA funds
• City of Santa Rosa – TDA funds
• City of Sunnyvale – TDA funds
• City and County of San Francisco – TDA funds, Prop 64 PH&S Grant, CalVIP, WREG program • County of Contra Costa – Measure X
• County of San Mateo – WREG program, Measures A and W
• County of Santa Clara – Measure A
• County of Tuolumne – TDA funds

These audits were conducted in accordance with:

• Auditing Standards generally accepted in the United States of America (AICPA) • Government Auditing Standards (GAO, 2024 revision – Yellow Book) • Grant audit manuals, as applicable

Additionally, we serve as a consultant to a San Francisco Bay Area county, providing quarterly analysis of program implementation, budgets, and expenditures for a local bond measure. We help summarize key metrics and maintain a publicly accessible dashboard to promote transparency and accountability.

Commitment to thought leadership and standards
MGO actively participates in national standards-setting bodies, including:

• AICPA State and Local Government Expert Panel
• AICPA Governmental Audit Quality Center Executive Committee • AICPA Government Performance and Accountability Committee (GPAC) • Government Finance Officers Association (GFOA) advisory committees

This involvement helps our clients access the most current guidance and best practices in the field.

Our commitment to thought leadership provides valuable counsel on technical matters and emerging issues.

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Staffing Capacity
Number of staff available for on-call assignments
We maintain a deep bench of professionals to support on-call assignments, with a scalable pool of qualified staff available across assurance and specialty practices to meet engagement needs.

MGO combines locally delivered audit leadership with strong national resources in state and local government services. The City’s engagement will be led by professionals from our local office, providing direct access to accountable decision-makers, supported by firm-wide resources that enhance depth and responsiveness.

Ability to handle multiple concurrent assignments
Our integrated resourcing model and centralized scheduling allow us to efficiently manage multiple concurrent assignments. Engagement teams are structured with dedicated leadership and cross-trained staff to ensure consistent delivery without disruption.

Availability of specialized staff (e.g., IT auditors, forensic auditors) We have ready access to specialized professionals, including IT auditors, data analytics specialists, and forensic practitioners, who can be deployed as needed to support audit objectives and risk areas.

Surge capacity during peak periods
During peak periods, we leverage flexible staffing strategies, including reallocation of national resources and deployment of experienced personnel from our broader practice, to ensure continuity and timely delivery.

Subcontractors and their roles
We do not anticipate the use of subcontractors; all services will be performed by our in-house professionals.

We do not anticipate the use of subcontractors; all services will be performed by MGO professionals. If additional resources are needed, MGO can draw upon its membership in the BDO Alliance USA, a nationwide association of independent firms. This affiliation provides access to broader national and international resources while maintaining MGO’s direct oversight and accountability for all services delivered.

Scoping and initiating Work Authorizations (WAs)
MGO will work with the City to define each assignment through a clear Work Authorization (WA), outlining objectives, scope, deliverables, timeline, staffing, and budget. Each WA is initiated through discussions with City stakeholders to confirm priorities, risk areas, and success criteria before execution.

Reviewing City-provided scope and refining deliverables Upon receipt of a draft scope, MGO performs a structured review to validate feasibility, alignment with applicable standards, and clarity of deliverables. We collaborate with City staff to refine scope elements, confirm assumptions, and establish measurable outcomes to ensure efficient execution.

The City will benefit from a planned, proactive service approach. By providing a detailed plan before the engagement begins, you will have a road map, which outlines the steps in the process with a corresponding timeline, including the delivery of client-prepared schedules.

Your senior engagement team members are closely involved in every aspect of the engagement, from the planning process through the issuance of final reports to helping with further efficiencies in the engagement.

Approach to pricing individual assignments
MGO offers flexible pricing structures based on the nature of each assignment, including time-and-materials or fixed-fee arrangements. Pricing is developed transparently based on scope, complexity, staffing mix, and timeline, with estimates provided as part of each WA for City approval.

Managing changes in scope and budget controls
MGO maintains disciplined change management procedures. Any scope, timeline, or budget changes are promptly communicated, evaluated, and documented through WA amendments.

No out-of-scope work is performed without prior City authorization, ensuring cost control and transparency.

Coordination with City staff and departments
MGO assigns a dedicated engagement lead for each WA who serves as the primary point of contact and coordinates closely with City personnel. We establish clear communication protocols, provide regular status updates, and align with departmental stakeholders to minimize disruption and ensure timely delivery of high-quality results.

SECTION C | PROJECT APPROACH

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Approach to Meeting Deadlines
MGO’s approach to meeting deadlines is
anchored in a structured, risk‑based
methodology. This phased approach enables
disciplined planning, real-time management,
and consistent delivery of high-quality results.

Project scheduling and timeline
management practices
Each assignment begins with a risk-informed
Assess and Design phase, where we develop a
comprehensive work plan and timeline aligned
with the City’s priorities, key milestones, and
regulatory deadlines. Our management team
actively oversees execution during the Execute
& Manage phase, tracking progress against milestones and adjusting staffing or sequencing as needed to maintain schedule adherence.

Tools or systems used to track progress and deliverables MGO leverages firm-standard project management and audit tools to monitor tasks, milestones, and deliverables in real time. These tools support streamlined workflows, integration of data analytics, and transparency into engagement status, enabling proactive management across concurrent assignments.

Communication protocols for status updates
Consistent with our emphasis on effective communication, we conduct standing weekly status meetings with City stakeholders. These meetings focus on progress updates, open items, risks, timeline adjustments, and preliminary observations. In addition, we maintain open lines of communication outside formal meetings and are available year-round to address questions and provide guidance.

Approach to handling delays or unforeseen issues
If issues arise, we promptly communicate impacts and work collaboratively with the City to implement mitigation strategies—such as reallocating resources, refining scope, or adjusting timelines. Any changes are clearly documented, and their potential impact is communicated early to maintain transparency and manage expectations.

SECTION C | PROJECT APPROACH

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Commitment to meeting regulatory or grant-related deadlines Regulatory and grant-driven deadlines are embedded into our planning during the Design phase and prioritized throughout execution. Our structured oversight, experienced team involvement, and disciplined review processes ensure that all deliverables are completed accurately and on time, even in complex or multi-departmental environments.

Overall, this structured, proactive approach—supported by hands-on leadership, continuous communication, and flexible resourcing—enables MGO to consistently meet deadlines while maintaining quality and responsiveness.

Section D
Key Personnel
SECTION D | KEY PERSONNEL

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Team Structure Based on Your Needs
For each assignment, MGO will assemble a project team aligned to the City’s specific service needs, drawing from our deep bench of more than 500 accounting and business professionals. Team composition will be tailored to the scope, risks, and objectives of each Work Authorization to ensure the appropriate mix of experience and skillsets is applied. The narrative below outlines our team structure and approach; resumes of key personnel who may serve as engagement leaders or project leads follow this section.

Our approach emphasizes assigning practitioners with relevant experience and a strong understanding of governmental auditing, financial reporting, and risk management.

Engagement teams are supported by firm-wide resources, enabling scalability and continuity across assignments of varying size and complexity.

Project team members will have the following roles and responsibilities:

• Engagement Partner – Executes the contract and engagement letter, finalizes scope, provides overall oversight, and is accountable for delivery and client satisfaction. The engagement partner remains actively involved throughout the engagement lifecycle. • Technical Review Partner – Performs an independent review of key deliverables to confirm compliance with professional standards and MGO quality requirements. • Project Manager – Oversees day-to-day execution, manages timelines and resources, coordinates team activities, and performs supervisory review of workpapers and deliverables.
• Managers, Staff, and Subject-Matter Advisors – Assigned based on the scope and complexity of each assignment, contributing technical execution, analysis, and documentation support.

Our objective is to field a team that collectively brings the right combination of experience, technical knowledge, and practical insight to meet the City’s objectives efficiently and effectively, while maintaining consistency and quality across all engagements.

Well-Established Experience
Each of the professionals on your proposed engagement team possesses a firm grasp of municipal operations and has the maturity, experience, and confidence required for this engagement. Before being assigned to an engagement, all personnel undergo an evaluation to confirm that their skills, knowledge, training, and agility are appropriate to the client's needs.

SECTION D | KEY PERSONNEL

Annie Louie, CPA, CGMA, CISA
Client Service Partner / Assurance Partner
Proposed role and responsibilities
• Lead and coordinate the overall delivery of the audit and technical assistance • Lead project strategy and planning efforts
• Work closely with management team
• Available throughout the year to proactively identify issues

Education and certifications
• University of California, Berkeley, B.A., Economics; Minor in Business Administration • Certified Public Accountant, California
• Chartered Global Management Accountant
• Certified Information Systems Auditor®

Associations
• American Institute of Certified Public Accountants
• California Society of CPAs
• AGA (San Francisco Chapter, past director of communications) • Information Systems Audit and Control Association
• Government Finance Officers Association's Special Review Committee for ACFR Awards (former member)
• Golden Gate University School of Accounting Advisory Board

My Experience
Leveraging more than 20 years of experience providing assurance and consulting services to the public sector, I specialize in value-added audit engagements that deliver confidence to regulators and constituencies and provide practical recommendations to improve your operational efficiencies. From monitoring the engagement budget and due dates, reviewing engagement documentation, and applying all engagement standards, I am with you every step of the way.

Passionate about growth in the state and local government industry, I also provide training on governmental accounting, auditing, and financial reporting, including developing and delivering curriculum on Single Audit Act requirements. I began my career at MGO as an intern and am proud to be with the firm today. My passion is for working with you to find the best, most efficient solutions to your problems.

SECTION D | KEY PERSONNEL

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Representative client experience
City governments and related entities
• Fremont, CA
• Oakland, CA
• San Francisco, CA
• San José, CA
• Westlake, TX
County governments and related entities
• Alameda, CA
• Contra Costa, CA
• Sacramento, CA
• San Francisco, CA
• San Mateo, CA
• Santa Clara, CA
• Tuolumne, CA
Other governmental agencies
• Contra Costa Transportation Authority
• Housing Authority of the City and County
of San Francisco
• Metropolitan Transportation
Commission
• New Mexico Department of Homeland
Security and Emergency Management
• Oakland - Alameda County Coliseum
Authority
• Oakland Police and Fire Retirement
System
• Port of Oakland ((including the Oakland
International Airport)
• Port of Stockton
• San Francisco Bay Oakland International
Airport
• San Francisco Bay Restoration Authority
• San Francisco County Transportation
Authority
• San Francisco Employees’ Retirement
System
• San Francisco Health Service System
• San Francisco International Airport
• San Francisco Public Utilities
Commission
• San Francisco Retiree Health Care Trust
Fund
• San Jose Federated City Employees’
Retirement System
• San Jose Police and Fire Department
Retirement Plan
• San Mateo County Flood and Sea Level
Rise Resiliency District
• San Mateo County Inmate Welfare Trust
Fund
• San Mateo County Joint Powers
Financing Authority
• State of California federal compliance
audits
• Westlake Academy, TX

SECTION D | KEY PERSONNEL

Linda C. Hurley, CPA
Technical Review Partner
Proposed role and responsibilities
• Consult with the engagement partner on technical accounting and auditing issues, including audit risk assessments
• Responsible for staying current on the engagement process • Participate in client discussions about complex technical issues • Review selected audit workpapers and reports for compliance with financial reporting, compliance, and auditing standards
• Available throughout the year to consult with the city on technical accounting and reporting matters

Education and certifications
• St. Mary’s College of California, B.S., Economics and Business Administration, Accounting • Certified Public Accountant, California

Associations
• American Institute of Certified Public Accountants
• California Society of CPAs
• California Municipal Finance Officers Association
• Government Finance Officers Association
• Government Finance Officers Association's Special Review Committee for ACFR Awards (former member)
• BDO Alliance Governmental Roundtable (Group Leader Team)

My experience
For nearly 30 years, I have provided auditing, accounting, and consulting services to the public and private sectors. I have served as the audit partner for the cities of Fresno, Los Angeles, Riverside, San Diego, San Francisco, and San José; the counties of Alameda, Contra Costa, Fresno, Los Angeles, Orange, and Santa Clara; and state agencies in California, Hawaii, and Oregon, many of which include agreed-upon procedures and operational assessments for a variety of subject matters.

I enjoy presenting to accounting and financial professionals on topics such as the AICPA’s Risk Assessment Standards, internal control, communicating audit findings, Single Audits, pension and OPEB accounting and reporting, and investment reporting and disclosures.

SECTION D | KEY PERSONNEL

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Representative client experience
City governments and related entities
• Antioch
• Encinitas
• Foster City
• Fresno
• Huntington Beach
• La Habra
• Los Angeles
• Pleasanton
• Riverside
• Rohnert Park
• San Diego
• San Francisco
• San Jose
• Santa Ana
• Santa Rosa
County governments and related entities
• Alameda
• Contra Costa
• Fresno
• Los Angeles
• Orange
• San Mateo
• Santa Clara
• Solano
• Yolo
Other governmental agencies
• California Public Employees' Retirement System (CalPERS) • Home Forward (formerly Portland Housing Authority)
• Housing Authority of the City of Los Angeles
• Orange County Employees Retirement System
• San Diego City Employees’ Retirement System
• State of California federal compliance audits
• State of Oregon, Department of Forestry

SECTION D | KEY PERSONNEL

Yongxin (Tina) Yuan, CPA
Assurance Manager
Proposed role and responsibilities
• Support engagement partner in planning and completing audit engagements. • Advise and supervise staff associates in executing audit procedures. • Review and analyze client processes to identify improvements. • Conduct research on technical accounting and audit-related issues. • Ensure timely completion of documentation and submission for review

Education and certifications
• University of California, Irvine, The Paul Merage School of Business – MAcc • University of California, Irvine – B.A., Accounting, Business/Management • Certified Public Accountant, California

Associations
• American Institute of Certified Public Accountants
• California Society of CPAs

My experience
With seven years of experience, I have supported audits for multiple municipalities and government entities across California. My core responsibilities include compiling financial statement data, preparing workpapers and supporting schedules, and performing detailed audit testing.

I have direct experience auditing key financial areas such as cash reconciliations, receipts and disbursements, capital assets, accounts payable, sales, and payroll. Additionally, I prepare adjusting entries and assist in closing processes.

As an engagement supervisor, I oversee the work of staff members, provide guidance, and ensure audit quality and compliance with standards. I currently support audits for major public sector clients including the City of Mountain View, City of San José, County of Santa Clara, and the Santa Clara Housing Authority.

SECTION D | KEY PERSONNEL

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Representative client experience
City Governments and Related Entities
• Mountain View
• Oakland
• San Francisco

• San José
• Sunnyvale

County Governments and Related Entities
• San Francisco

• Santa Clara

Other Governmental Agencies
• State Bar of California federal compliance audits
• Santa Clara County Housing Authority

SECTION D | KEY PERSONNEL

Kyle O’Rourke, CIA, CRMA, CGAP
Consulting Partner
Proposed role and responsibilities
• Lead advisory and consulting engagements for public sector clients. • Provide strategic guidance on governance, risk management, and internal controls. • Collaborate with stakeholders to understand operational challenges and objectives. • Design and implement process improvements and risk mitigation frameworks. • Deliver actionable insights to enhance organizational performance and efficiency.

Education and certifications
• Indiana University – Master of Public Affairs (MPA)
• Indiana University – Bachelor’s degree
• Certified Internal Auditor (CIA)
• Certified in Risk Management Assurance (CRMA)
• Certified Government Auditing Professional (CGAP)

Associations
• Institute of Internal Auditors
• Institute of Internal Auditors – Chicago
• GovAI Coalition

My experience
I have experience working with municipalities, public utilities, Tribal governments, and nonprofit organizations on complex consulting engagements. My areas of expertise include internal audit, enterprise risk management, operational assessments, financial analysis, organizational studies, and technology enablement.

Throughout my career, I have supported initiatives such as outsourced internal audit functions, risk transformation programs, and operational improvement projects. My approach focuses on delivering practical, sustainable solutions with clear, actionable recommendations that drive measurable outcomes.

I take pride in acting as a trusted advisor, helping organizations build resilience, improve governance frameworks, and achieve strategic objectives.

SECTION D | KEY PERSONNEL

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Representative client experience
State Agencies and Departments
• Illinois Department of Commerce
• Illinois Racing Authority
• Illinois Toll Highway Authority Associations
• New Jersey School Development Authority

City and County Governments
• Dallas, Texas
• Lake County, Illinois
• Palo Alto, California
• Santa Clara, California
• Yolo County, California

Public Utilities
• Illinois Municipal Electric Agency
• Indiana Municipal Power Agency
• Riverside (CA) Public Utilities
• Wisconsin Public Power

Tribal governments
• Pueblo of Laguna • Southern Ute Indian Tribe

Other governments
• Chicago Housing Authority
• Chicago Public Schools
• City Colleges of Chicago
• Columbus City Schools
• New York City Board of Education
Retirement System

SECTION D | KEY PERSONNEL

Adam Wisnieski, CISA
IT Consulting Partner
Proposed role and responsibilities
• Engage with executive leadership to design practical and scalable technology solutions. • Oversee IT and cybersecurity risk assessments and guide remediation strategies. • Lead cross-functional teams in implementing enterprise risk management frameworks. • Align risk management programs with regulatory requirements and industry standards. • Advise boards and audit committees on emerging risks such as AI governance, third-party risk, and data privacy.

Education and certifications
• University of Kansas – B.S., Accounting.
• University of Kansas – B.S., Information Systems.
• Certified Information Systems Auditor (CISA).

Association
• Information Systems Audit and Control Association
• OCEG – Open Compliance and Ethics Group

My experience
I have experience in operational risk management, cybersecurity, regulatory compliance, and supply chain governance. My work includes leading internal and third-party audits, performing IT control testing, and conducting risk assessments aligned with frameworks such as NIST, ISO 27001, and SOX.

I have successfully built and enhanced Project Management Office (PMO) functions, implementing project lifecycle methodologies, improving resource planning, and strengthening audit readiness. My experience also includes delivering PMO health checks, assessing project risks, and guiding remediation strategies to improve execution and compliance.

Additionally, I regularly present to executive leadership, boards, and audit committees, translating complex technical risks into clear, business-focused strategies that support informed decision-making and long-term resilience.

SECTION D | KEY PERSONNEL

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Representative experience highlights
• Led over 400 technology and transformation projects annually in prior PMO leadership role, ranging from short-term initiatives to multi-year programs. • Delivered enterprise IT risk and cybersecurity assessments for diverse industries. • Designed and implemented governance, risk, and compliance (GRC) frameworks. • Executive leadership advised on regulatory compliance and cyber risk.

Recent Publications
• Wall Street Journal: “What is the Market Impact of SEC’s Cyber Disclosure Rules? Not Much.” – October 2024
• Wall Street Journal: “Companies Grapple with Expanding Cyber Rules” – August 2024 • Wall Street Journal: “SEC’s $10 Million Fine of NYSE Owner Shows Focus on Cyber Disclosures”

SECTION D | KEY PERSONNEL

Eric Russell, CIA, CGAP, CGMS, MPA
Consulting Director
Proposed role and responsibilities
• Lead consulting engagements focused on public sector organizations. • Provide guidance on regulatory compliance, internal audit, and grants management. • Assess operational risks and identify opportunities for process improvement. • Support organizations navigating federal oversight, grants, and contracts. • Deliver practical, actionable recommendations aligned with organizational goals.

Education and certifications
• The Ohio State University – Master of Public Administration (June 2008). • Stetson University – Bachelor of Business Administration (May 2006). • Certified Internal Auditor (CIA).
• Certified Government Auditing Professional (CGAP).
• Certified Grants Management Specialist (CGMS), NGMA.

My experience
I bring a collaborative and results-driven approach to every client’s engagement, combining strong technical expertise with a deep understanding of public sector operations. My work focuses on governmental audit, regulatory compliance, and management consulting across complex and highly regulated environments.

I have led internal audit and consulting engagements that drive measurable impact. For example, during an audit for a major public transit system, I directed a detailed analysis of indirect and fringe benefit cost allocations. This effort uncovered system-level issues and enabled the client to recover over $2 million in allowable reimbursable costs that would have otherwise been missed.

Throughout my career, I have supported organizations in restructuring and improving processes to align with legal, regulatory, and operational requirements. I am passionate about strengthening public outcomes while also mentoring professionals and fostering long- term organizational growth.

I began my career in the public sector, interning with Metro Nashville Government and the Columbus City Council, and continue to stay engaged through professional and community initiatives.

SECTION D | KEY PERSONNEL

Rebecca Haggerty, CPA, CIA, CFE
Consulting Senior Manager
Proposed role and responsibilities
• Perform and oversee activities within the consulting engagement work plan. • Lead day-to-day execution of consulting and audit engagements. • Prepare and review high-quality engagement deliverables. • Provide regular status updates on engagement progress to stakeholders. • Train, mentor, and supervise engagement staff.

Education and certifications
• San Jose State University – Bachelor’s Degree in Business Administration (Accounting). • Certified Public Accountant (CPA), California.
• Certified Fraud Examiner (CFE).
• Certified Internal Auditor (CIA

Associations
• Association of Certified Fraud Examiners (ACFE).
• Institute of Internal Auditors (IIA).
• Association of Government Auditors (AGA).

My experience
I joined MGO as a Consulting Senior Manager following leadership roles including Chief Audit Officer for the Port of Oakland and multiple senior positions with the County of Santa Clara, such as Internal Audit Manager, General Accounting Manager, and Senior Internal Auditor.

My audit experience spans comprehensive reviews across key functional areas including treasury, investments, cash handling, payroll, human resources, accounts payable, purchasing, internal service funds, and workers’ compensation programs.

I specialize in fraud prevention and detection, enterprise risk assessment, and technology- enabled auditing. I have deep expertise in applying government auditing standards (GAGAS) and frameworks from leading organizations such as COSO, ACFE, and the Institute of Internal Auditors.

Drawing on decades of experience, I provide actionable insights that enhance governance, strengthen compliance, and improve operational efficiency across complex organizations.

SECTION D | KEY PERSONNEL

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Representative client experience
• City of Belmont
• City of Martinez
• County of Humboldt
• County of Santa Clara
• County of Santa Clara General Accounting Manager
• County of Santa Clara Internal Audit, Manager/Chief Audit Executive • County of Santa Clara Systems Development Team
• Port of Oakland, Chief Audit Officer
• Santa Clara Valley Transit Authority
• Santa Clara Valley Water District
• State Tollway System

Section E
Relevant
Experience
SECTION E | RELEVANT EXPERIENCE

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Similar Projects
Client Name &
Type of Agency
City and County of San Francisco,
General-purpose government
Project Description & Scope
of Services

MGO was engaged by the Office of the City Attorney’s Office to perform an audit of the Schedule of Program
Expenditures for the Workers’ Rights Enforcement Grant
(WREG) for the period August 1, 2024 through July 31, 2025.

The grant is awarded by the California Department of
Industrial Relations
The scope includes conducting the audit in accordance with generally accepted auditing standards and Government
Auditing Standards, with the objective of expressing an opinion on whether the schedule is free from material
misstatement. This involves identifying and assessing risks of material misstatement, obtaining an understanding of internal control to design appropriate audit procedures, performing audit testing of grant expenditures and related disclosures, and testing compliance with applicable
requirements.

The engagement also includes coordination with City
personnel, review of supporting documentation, and
completion of the audit within the required timeline to support reporting to the California Labor Commissioner’s Office.

Type of Audit Performed Financial audit
Key Outcomes / Results

The audit resulted in an unmodified opinion, concluding that the Schedule of Program Expenditures for the WREG
grant was fairly presented in all material respects. Audit results were provided the City with independent assurance over the accuracy and allowability of grant expenditures, reinforcing accountability, strengthening confidence in controls, and supporting transparency to funding agencies and stakeholders.

Contract Amount & Duration $15,000. October – November 2025.

Role of Proposed Staff (if
applicable)
Annie Louie, Assurance Partner
SECTION E | RELEVANT EXPERIENCE

Client Name &
Type of Agency
City and County of San Francisco,
General-purpose government
Project Description & Scope
of Services

MGO performed an audit of the California Violence
Intervention and Prevention (CalVIP) Grant (BSCC 874‑20) administered by the City and County of San Francisco
Police Department for the period October 1, 2020 through June 30, 2023. The audit was conducted in accordance with generally accepted auditing standards and Government
Auditing Standards.

The scope focused specifically on grant-related activity. As part of the audit, we assessed risks of material
misstatement, obtained an understanding of internal
control to design appropriate audit procedures, performed audit testing of grant expenditures and related disclosures, and tested compliance with applicable requirements.

The engagement also includes coordination with City
personnel, review of supporting documentation, and
completion of the audit within the agreed-upon timeline.

Type of Audit Performed Financial audit
Key Outcomes / Results

The audit resulted in an unmodified opinion, concluding that the Schedule of Program Expenditures for the CalVIP grant was fairly presented in all material respects. Audit results were provided the City with independent assurance over the accuracy and allowability of approximately
$659,000 in grant expenditures, reinforcing accountability, strengthening confidence in controls, and supporting
transparency to funding agencies and stakeholders.

Contract Amount & Duration $25,000. November – December 2023.

Role of Proposed Staff (if
applicable)
Annie Louie, Assurance Partner

SECTION E | RELEVANT EXPERIENCE

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Client Name &
Type of Agency
Santa Clara Valley Transportation Authority (SCVTA),
Transit Agency
Project Description & Scope
of Services

MGO was contracted to serve in the capacity of the VTA
Auditor General, providing internal audit and business
advisory services, including performing annual risk
assessments using the COSO enterprise risk management
framework to develop a biennial internal audit work plan with associated resource planning and budget. Each year, MGO updated the risk assessment and audit plan based on the organization’s evolving risk profile, with projects varying in size and complexity. These engagements
included investigations of whistleblower hotline
complaints, cybersecurity assessments, long-term fiscal sustainability analyses, internal control evaluations,
reviews of capital project contract administration, and follow-up procedures to assess the status of prior audit recommendations.

To support this effort, MGO performed comprehensive risk evaluation procedures to understand the organization’s
risk landscape, including assessing the likelihood and
potential impact of identified risks and developing overall risk scoring. MGO conducted surveys of Board members,
executive leadership, and management, and facilitated
structured risk assessment workshops with key
stakeholders, including the Audit Committee. Using these inputs, MGO developed a risk heatmap and prioritized risk register, which served as the foundation for the annual internal audit plan.

Type of Audit Performed Internal audit
Key Outcomes / Results

The risk assessment report and audit plan were presented to the Governance & Audit Committee and the Board for
approval. Since then, the MGO team has worked to deliver each project and add value along the way.

Contract Amount & Duration Approximately $1 million per year. Since 2020 – present.

Role of Proposed Staff (if
applicable)
Kyle O’Rourke, Consulting Partner
Rebecca Haggerty, Consulting Senior Manager

SECTION E | RELEVANT EXPERIENCE

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References
City and County of San Francisco
Contact Name
& Title Winnie Woo, Internal Audit Manager
Phone Number (628) 652-9935
Email Address [email protected]
Description of
Services
Provided
We performed a variety of audit, attestation, and consulting engagements to assist the Office of the City Services Auditor in evaluating compliance with external requirements and internal policies and procedures.

On an annual basis, we conducted performance audits of concessions, airlines, and tenants to verify compliance with lease and permit agreements, including accurate payment of rent and landing fees. Other as-needed projects included an audit of pass-through operating costs for buildings leased by the City to verify whether such costs allocated by the landlord was determined in accordance with lease agreements; financial analyses of community benefit districts to determine whether the districts allocated spending in accordance with their management plans; and a Promoting Interoperability Security Risk Assessment to determine the Department of Public Health’s compliance with the Security Rule Provisions requirements to confirm confidentiality, integrity, and availability of electronic Protected Health Information (ePHI).

Dates of
Service 2014 – present

City of Fremont
Contact Name
& Title David Perselin, David Persselin, Finance Director and Treasurer Phone Number (510) 494-4631
Email Address [email protected]
Description of
Services
Provided
Audit of the City’s financial statements (ACFR), single audit, local tax measures (B, F, BB), Transportation Development Act (TDA) funds, and appropriations limit agreed-upon procedures.

Dates of
Service 2012 – present

SECTION E | RELEVANT EXPERIENCE

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County of Los Angeles
Contact Name
& Title Connie Yee, Chief Deputy Auditor Controller
Phone Number (213) 974-0681
Email Address [email protected]
Description of
Services
Provided
The County passed through CRF Grants to numerous governmental and community-based organizations, and thus was responsible for monitoring these organizations’ compliance with the use of such funds.

MGO was engaged to conduct agreed-upon procedures on 33 subrecipients to assist the County in evaluating whether the County’s subrecipients complied with the terms and conditions identified in the subrecipient agreements and applicable federal and State requirements related to the CRF Grant for the year ended June 30, 2021.

Dates of
Service 2021-2022

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Hourly Rates by Classification
At MGO, we foster long-term client relationships by offering quality service at fair and competitive rates. Our fees for professional services will be based on our standard hourly rates in effect during the year when additional services are requested, which vary according to the degree of responsibility involved and the level of experience of the personnel assigned to the task.

For audit, attestation, and consulting services:

Staff Position Description Fully Loaded Hourly Rate
Partner IT Consulting services $475.00
Partner Consulting services $400.00
Partner Audit and attestation services $400.00
Director All services $400.00
Senior Manager All services $330.00
Manager All services $280.00
Supervisor All services $245.00
Senior Associate All services $200.00
Experienced Associate All services $175.00
Associate All services $145.00
Administrative Support All services $120.00

For tax consulting services only:

Staff Position Description Fully Loaded Hourly Rate
Partner Tax consulting services $475.00
Director Tax consulting services $475.00
Senior Manager Tax consulting services $440.00
Manager Tax consulting services $355.00
Supervisor Tax consulting services $285.00
Senior Associate Tax consulting services $210.00
Experienced Associate Tax consulting services $185.00
Associate Tax consulting services $155.00
Administrative Support Tax consulting services $130.00

SECTION F | FEE STRUCTURE

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Sample Cost Estimate
MGO’s fees are tailored to the specific scope of each assignment and are driven by factors such as complexity, period of coverage, number of departments or programs involved, volume of transactions, level of coordination required with internal and external stakeholders, and reporting requirements. Because these variables can vary significantly across engagements, we develop pricing on a task‑order basis and are pleased to provide detailed, not‑to‑exceed quotes once scope parameters are defined.

For a typical non-complex financial audit, the general level of effort by classification is:

Partner / Engagement Lead: 5–10%
Senior Manager / Manager: 20–30%
Supervisors / Seniors: 30–40%
Experience Associates: 25–35%

Additional Fees
MGO’s proposed rates are all-inclusive and reflect normal local commuting costs, standard technology and software usage, and administrative support. As such, these costs are incorporated into our billing rates and are not billed separately.

We do not anticipate the need for additional or optional costs. However, in limited circumstances where specialized expertise is required and the assigned professional is not based within the Bay Area, travel may be necessary. In those instances, we would coordinate with the City in advance and, if appropriate, mutually agree on the reimbursement of reasonable out‑of‑pocket travel expenses.

Rate Stability and Escalation
Proposed fees apply to Fiscal Year 2026–2027 (through June 30, 2027). For subsequent years, fees will be adjusted annually based on the Consumer Price Index (CPI) applicable to the San Francisco-Oakland-Berkeley region, with any annual increase capped at a maximum of 5%.

These adjustments will ensure fees remain aligned with economic conditions while providing the City with predictability and cost control.

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Value-Added Services
MGO delivers value beyond core audit and compliance services by bringing the full breadth of our state and local government experience and capabilities to each engagement. With over 35 years of experience serving public agencies – including cities, counties, state agencies, and special districts – we provide the City with access to a broad perspective developed through work across complex organizations, diverse funding structures, and evolving regulatory environments.

Our approach is not limited to identifying issues; we focus on delivering practical, actionable recommendations that are informed by leading practices and tailored to the City’s operational realities. Because we routinely perform financial audits, grant audits, internal audits, and advisory services, we are able to connect insights across these areas and provide a more holistic view of risks, controls, and opportunities for improvement. This integrated perspective enables us to help the City strengthen internal controls, enhance compliance, improve operational efficiency, and better position itself for future audits and funding requirements.

As part of our commitment, we also provide value through ongoing technical guidance and knowledge sharing. This includes periodic updates and training on new accounting and reporting standards (e.g., GASB), grant compliance requirements, and emerging risks impacting public agencies. These services are designed to build internal capacity and support the City in maintaining audit readiness throughout the year.

In addition, MGO is available as a year-round resource to City staff, offering informal consultation and timely advice on accounting, reporting, and compliance matters as they arise. This proactive, collaborative approach helps address issues early, reduce audit risks, and support continuous improvement, ultimately delivering lasting value beyond each individual assignment.

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Section H
Contractor
Assignment of
Sub-Contract
SECTION H | CONTRACTOR ASSIGNMENT OF SUB-CONTRACT

© Macias Gini & O’Connell LLP | 50
Acknowledgement
We acknowledge the requirement that the resulting contract shall not be assigned, transferred, or sublet, in whole or in part, without prior written approval from the City of Richmond.

We do not anticipate the need for subcontractors. Should subcontracting be necessary for specific portions of the work, we will communicate the plan with the City and adopt a structured and transparent approach to ensure compliance and quality delivery.

Our subcontractor selection process includes identifying qualified vendors based on relevant experience, technical expertise, past performance, and demonstrated ability to meet project requirements. All subcontractors will be thoroughly evaluated and selected in alignment with our internal procurement and vendor governance standards.

To ensure quality and compliance, we will implement robust oversight and control measures, including:
• Clearly defined scope of work and expectations for each subcontractor • Regular performance monitoring and progress reviews
• Adherence to project timelines, quality standards, and contractual obligations • Continuous communication and coordination between our team and subcontractors • Periodic audits and quality checks to ensure alignment with City requirements We understand that full accountability for project delivery remains with us as the prime contractor. Accordingly, we will ensure that any subcontractor engaged strictly complies with all terms, conditions, and requirements outlined in our contract with the City.

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Previous Contracts with the City of Richmond
Over the past three (3) years, MGO has provided recurring tax preparation services to affiliated entities within the City of Richmond’s community, including the Richmond Housing Authority, Richmond Neighborhood Stabilization Corporation for $3,500, and Easter Hill Housing Corporation for $3,675. The primary City contact for the Richmond Neighborhood Stabilization Richmond Housing Authority and Richmond Neighborhood Stabilization Corporation is Rita Martinez. The primary City contact for the Richmond Neighborhood Stabilization Corporation is I Kuan Choi. These engagements involve the annual preparation and filing of tax returns, all of which have been completed in accordance with applicable requirements and established deadlines.

In addition, MGO is currently in the contracting process with the City to perform an audit of its California Violence Intervention and Prevention (CalVIP) grant program, with a contract value of $20,000. The primary City contact for this engagement is Angelica Howay, Associate Management Analyst with the Community Services Department’s Office of Neighborhood Safety.

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Exceptions to Standard Services Agreement
We respectfully request a revision to Item 11 of the Standard Services Agreement, as redlined below.

11. HOLD HARMLESS:
a. To the fullest extent permitted by law, Contractor shall indemnify, defend (with counsel acceptable to the City) and hold harmless the City, its City Council, boards, commissions, officials, employees, agents and volunteers (“Indemnitees”) from and against any and all loss, damages, liability, obligations, claims, suits, judgments, costs and expenses whatsoever, including attorney’s fees and costs of litigation (“Claims”), arising from or in any manner connected to Contractor’s performance of its obligations under this Contract or failure to comply with any of its obligations under this Contract or out of the operations conducted by Contractor even if the City is found to have been negligent. If the Claims filed against Indemnitees allege negligence, recklessness or willful misconduct on the part of Contractor, Contractor shall have no right of reimbursement against Indemnitees for the costs of defense even if negligence, recklessness or willful misconduct is not found on the part of Contractor. Contractor shall not have any obligations to indemnify Indemnitees if the loss or damage is found to have resulted solely from the negligence or the willful misconduct of the City. The defense and indemnification obligations of this Contract are undertaken in addition to, and shall not in any way be limited by, the insurance obligations contained in this Contract.

Rationale:

A provision like this that requires MGO to defend the City, in part, could likely compromise MGO's E&O insurance coverage as these types of claims are not considered covered claims under MGO's existing policies, specifically because the E&O policies do not cover claims or defense and indemnity rights that exceed the definition of a claim as provided under the terms of the policies. This provision would require MGO to defend and pay attorneys' fees for such a claim without coverage under an available policy to MGO.

Recommendation:

Strike the references to defend/defense and right to attorneys' fees as these provisions may compromise MGO's insurance coverage which serves to protect the City’s interests and would otherwise adhere to its coverage requirements.

In addition, MGO suggests inclusion of the following provision: “Contractor may be liable to the City for indemnification if Contractor is found to be liable in a legal finding, court order, or adjudication of Contractor negligence, fault, act, failure to act, omission, or violation of any state or federal law and/or regulation.”

MGO & You

We’re excited to explore the opportunities.

Annie Louie, CPA, CISA, CGMA
Partner
+1 (925) 395-2831
[email protected]
mgocpa.com

Richmond City CouncilJuly 21, 2026

Richmond City Council
July 21, 2026