BACKGROUND AND APPROACH
The City of San Clemente (City) Utilities Division provides water, recycled water, sewer, storm drain, and solid waste services to a population of approximately 66,250 across 18.45 square miles in Orange County in Southern California. The current water rate structure consists of a monthly fixed water service charge by meter size, and a consumption rate per unit of water for each customer class. The last rate study, completed in 2017, implemented five years of rate adjustments through January 1, 2022.
The City is seeking a qualified consultant to conduct a water costͲofͲservice study to establish a proposed water and recycled water rate schedule over the next five years spanning from calendar years 2026 through 2030. The study is to include the development of tenͲyear financial plan projections, a water costͲofͲservice analysis, and proposed fiveͲyear rate calculations. Additionally, the study will include a detailed rate structure evaluation, including wholesale water passͲthroughs, to ensure that the City’s proposed rates align with key policy objectives, supported by actual customer data, as well as the development of demand management rates to provide revenue stability during periods of reduced water sales. The consultant shall also provide additional assistance to City staff throughout Proposition 218 public hearing process to ensure successful adoption of the proposed water and recycled water rates.
METHODOLOGY
WRE proposes to conduct the proposed scope of work based on industryͲstandard methodology outlined in the M1 Principles of Water Rates, Fees, and Charges, Seventh Edition manual published by the American Water Works Association (AWWA). More specifically, we will utilize the BaseͲExtra Capacity method to ensure that proposed rates recover sufficient revenues in proportion to customers’ use of the City’s water system, as required by Proposition 218. The BaseͲExtra Capacity method allocates costs associated with water demand under both peak and average water demand conditions based on actual water use characteristics attributable to each customer class. The overall goal is to develop a sufficient nexus between costs incurred by the City and rates charged to customers, as required by Proposition 218.
WRE is an expert in conducting such studies and is wellͲqualified to develop water and recycled water rates and fees that comply with regulatory requirements (such as Proposition 218), sufficiently funds operating cost and longͲterm capital investments, and meets the City’s financial performance targets.
Maintaining healthy reserve balances and adequate debt coverage is critical to secure debt financing to fund capital improvements. Effective communication with stakeholders and sensitivity to the potential burden on customers is crucial to garner support for these necessary investments. Our scope of work, outlined below, details the tasks we believe are required to successfully conduct this important study. 1010
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WORK PLAN
Based on our experience conducting the City’s prior rate study as well as similar studies for other agencies, WRE has organized the tasks outlined in the RFP’s scope of work. These tasks best describe our proposed approach and will help ensure a successful rate study outcome. TASK 1: PROJECT MANAGEMENT AND INITIATION
Project KickͲoff
A successful project starts with an organized and effective kickͲoff meeting. WRE will conduct a virtual kickͲoff to review the financial, legal, and political landscape of adopting water rates and to define the City’s goals and challenges. Prior to the meeting, WRE will provide a data request list describing data items needed to conduct the study. Topics to be discussed during the kickͲoff meeting include the scope of work, the project schedule, the City’s current rate structures, project roles and responsibilities, data items, and any other concerns that City staff may have.
Project Management
WRE’s project team has extensive experience guiding the rate study process successfully from start to finish. Sanjay Gaur, as Project Manager, will be ultimately accountable for the successful execution of the scope of work. Our project management approach stresses the importance of clearly defining project roles, expectations, and responsibilities at or before the kickͲoff meeting. Additionally, we believe that establishing frequent and open communication between City staff and the WRE project team via phone, email, and/or meetings is critical. To adhere to the project schedule, the WRE team will work to schedule meetings with City staff well in advance of the target meeting date. We will attend weekly and monthly progress meetings with City staff and provide biͲweekly project updates and monthly project invoices that detail the tasks completed and the remaining budget for each task and discuss any potential variance that occurs. Each task identifies the necessary meetings and deliverables to the City.
Quality Assurance Process
We pride ourselves on accurate, highͲquality work, and we achieve this through a rigorous quality assurance process. Each project has multiple checkpoints to ensure the accuracy and validity of the data, technical analyses, and methodologies we use to develop project deliverables. Our process includes rate revenue reconciliations to validate customer data, input summaries for City staff, and independent reviews of the financial plan, costͲofͲservice analysis, rate calculations, and reports.
Meetings:
x One virtual kickͲoff meeting with City staff
Deliverables:
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x Data request list in Microsoft Word
x KickͲoff meeting presentation in Microsoft PowerPoint x KickͲoff meeting minutes in Microsoft Word
x BiͲweekly progress reports and project updates (as requested) x Monthly invoices and cost billings (as requested)
TASK 2: FINANCIAL PLANNING
TenͲYear Financial Plan Projections
At the outset of the financial plan analysis, WRE will conduct a detailed review of the City’s current ordinances, policies, operations and maintenance (O&M) budgets, water supply costs, current water and recycled water rate structures, three years of customer accounts and usage data, and Capital Improvement Plan (CIP) costs, including the Doheny Ocean Desalination Project. Current and anticipated changes to standards and regulations will be considered during the evaluation of current and projected costs. We will work closely with City staff to identify the most accurate assumptions for projecting future costs.
WRE will create a tenͲyear financial plan model in Microsoft Excel to assess the financial health of the City’s water enterprise and then evaluate the level of revenue adjustments required to ensure longͲ term fiscal sustainability. Projecting revenue adjustments over a multiͲyear planning horizon illustrates future rate impacts and potential challenges to the enterprise’s financial health so the City can plan future expenses, monitor reserve balances, and/or schedule CIP to smooth rate impacts. As part of the process, we will evaluate up to three funding options for the capital costs of the future Membrane Filtration Reverse Osmosis (MFRO) and the resulting impacts to the recycled water revenue requirements. We strive for smooth revenue adjustments and minimal rate impacts while achieving financial sufficiency and resiliency. For example, strategic timing of capital expenditures and the use of debt funding and/or reserve funds can help mitigate rate fluctuations and avoid steep increases. WRE will evaluate financial plan scenarios that incorporate projected fluctuations to water and recycled water usage, as well as funding options for the MFRO capital project. The resulting financial plan scenario will allow the City to meet its longͲterm financial objectives, ensure adequate reserves and debt coverage, and sufficiently fund its operating and CIP costs throughout the study period. The ultimate goal of the financial plan task is to determine the total annual water and recycled water revenue requirements (the amount of revenue that water and recycled water rates must recover) over a multiͲyear rateͲsetting period.
Financial Model and Dashboard Functionality
WRE understands the importance of developing a userͲfriendly, transparent, and flexible ExcelͲbased model that City staff can use for future financial planning. Our financial model will be customͲbuilt for the City needs and will include a financial plan dashboard. The dashboard is an effective tool to visually assess how each assumption or scenario impacts the financial plan and is instrumental in the decisionͲ making process. The dashboard can:
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x Change various assumptions such as CIP spending, debt issuance, projected changes in water usage, magnitude and timing of revenue adjustments, etc. x Flag errors and problematic results such as failure to meet debt coverage, below target reserves, etc.
x Perform sensitivity analyses and various “whatͲif” scenarios, so that impacts can be viewed instantaneously with builtͲin screen graphics
WRE will conduct up to three virtual meetings with City staff to discuss the data needs, key assumptions, policy objectives, and preliminary financial plan scenarios for the water enterprise.
Meetings:
x Up to three virtual meetings with City staff
Deliverables:
x Meeting presentations in Microsoft PowerPoint
x Financial model in Microsoft Excel
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TASK 3: COSTͲOFͲSERVICE ANALYSIS
Water and Recycled Water CostͲofͲService Analysis
WRE will conduct a water and recycled water costͲofͲservice analysis in accordance with industry standards and methodologies outlined in the M1 Principles of Water Rates, Fees, and Charges, Seventh Edition manual published by the American Water Works Association (AWWA). More specifically, the water costͲofͲservice analysis will utilize the AWWAͲapproved BaseͲExtra Capacity method, which focuses on different water usage patterns (or peaking factors). The costͲofͲservice analysis is necessary to ensure a strong nexus between the costs incurred by the City’s water enterprise and the rates charged to customers for water service. The costͲofͲservice analysis will be utilized to allocate the water and recycled water rate revenue requirements to “cost causation components” and then to the associated rates and charges. This ensures that customers will be charged proportionally with the cost incurred by the City to provide water services, as required by Proposition 218. WRE will clearly distinguish between fixed and variable costs and work with City staff to determine the appropriate level of fixed cost recovery, recognizing the pros and cons of a higher fixed charge.
WRE will conduct up to two virtual meetings with City staff to discuss the cost allocation methodologies, and preliminary results of the costͲofͲservice analysis for the water enterprise.
Meetings:
x Up to two virtual meetings with City staff
Deliverables:
x Meeting presentations in Microsoft PowerPoint
x CostͲofͲservice analysis in Microsoft Excel
TASK 4: WATER RATE DESIGN
Water and Recycled Water Rate Design
This task includes detailed reviews of current rate structures, development of proposed rates, and comparisons with regional benchmarks to ensure competitiveness and fairness. The overall goal is to design proposed water and recycled water rates that are equitable, compliant, and minimize the financial burden on customers.
The rate design process will include a thorough review of the customer water usage patterns based on historical data, both by customer class and by season, to ensure that the calculated rates are based on actual costs and usage patterns to comply with Proposition 218 requirements. In addition, WRE will review the wholesale water supply passͲthrough rate structure and update the current passͲthrough rate and propose any changes to future passthrough rate adjustments to ensure sufficient revenue recovery in the future. In addition, WRE will explore different options for the City to address affordability assistance to lowͲincome customers given the requirements of Proposition 218. 1014
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WRE will develop proposed rates for potable water and recycled water in compliance with Proposition 218 (California Constitution Articles XIII C & D) and relevant industry standards. An ExcelͲbased rate model will be developed to calculate proposed water and recycled water rates, based on the rate revenue requirement determination under both the current and alternative rate structures selected for consideration. Proposed rates will be calculated for a fiveͲyear period. The rate model will include sample customer bill comparisons to evaluate the impact of the proposed water and recycled water rate changes on various types of customers. These calculations will illustrate the impacts on customers due to changes in the financial plan, costͲofͲservice allocations, and rate structure, aiming to design rates that avoid “rate shock” or steep initial increases.
Rate Survey
WRE will conduct a water rate survey of up to five neighboring and/or similar agencies. We will work with City staff to finalize the list of agencies to survey during the project. The goal of the rate survey is to provide a regional comparison of customer costs for water service and to provide context for potential rate changes.
Meetings:
x Up to three virtual meetings with City staff
Deliverables:
x Meeting presentations in Microsoft PowerPoint
x Water and recycled water rate model in Microsoft Excel x Rate survey in Microsoft Excel
TASK 5: DEMAND MANAGEMENT RATES DEVELOPMENT
WRE will also develop proposed water demand management rates that may be implemented during each of the three water shortage stages: 5Ͳ10% reduction, 11Ͳ20% reduction, and greater than 20% reduction. Reductions in water rate revenues during periods of reduced water demand can present water utilities with serious financial challenges. Water demand management rates are a proven strategy to mitigate this financial risk during periods of reduced water sales. WRE will work with City staff to identify alternative water shortage strategies and determine which rate structure is most appropriate. We will then develop proposed water demand management rates for a period of up to five years based on the selected rate structure. WRE will review preliminary water demand management rates with City staff during virtual meetings.
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Meetings:
x One virtual meeting with City staff
Deliverables:
x Demand management rate model in Microsoft Excel
TASK 6: REPORT DEVELOPMENT
Administrative Record
The rate study report will serve as the City’s administrative record to meet Proposition 218 requirements. An administrative record is a technical document that describes the assumptions, methodologies, results, cost allocations, and calculations that are used to develop the proposed water and recycled water rates. WRE’s reports are highly detailed and provide a clear nexus between the costs of providing water and recycled water service to the City’s customers and the water and recycled water rates that customers are charged for that service, which is a key requirement of Proposition 218.
Draft and Final Reports
WRE will draft a detailed rate study report that presents the proposed water and recycled water rate development process. The report will highlight the major issues and decisions reached during the rate study and will provide detailed explanations of the financial plan projections, any proposed rate and fee structure changes, and proposed water and recycled water rate calculations. City staff and legal counsel will review and provide input on the draft report, which WRE will incorporate into a final report version. If necessary, WRE will schedule one virtual meeting with City staff and legal counsel to discuss comments and feedback on the draft report.
Meetings:
x One virtual meeting with City staff
Deliverables:
x Draft and final report versions in Microsoft Word and/or PDF format TASK 7: PUBLIC WORKSHOPS
Public Workshops
We will attend up to two inͲperson City Council workshops and assist City staff with presenting recommended water and recycled water rates and study results. WRE will work with City staff to develop a schedule of stakeholder meetings as a part of the rate study process. We will conduct workshops with City staff, Council, the Community Advisory Team, and other stakeholders to solicit feedback, gather information, present preliminary and final results, and gain consensus on key decisions.
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Proposition 218 Public Hearing
WRE will attend an inͲperson Proposition 218 Public Hearing, during which the goal is for the City Council to adopt the proposed water and recycled water rates, and miscellaneous fees (if applicable).
WRE will prepare a presentation and assist City staff with presenting a summary of the rate study results. We will be available to answer any questions from the Council or the public that may arise during the meeting. In addition, WRE will provide guidance as requested on how to conduct and facilitate the Public Hearing based on best practices and past experiences with other agencies in California.
Meetings:
x Two inͲperson City Council workshops
x One inͲperson Public Hearing
Deliverables:
x Meeting presentations in Microsoft PowerPoint
TASK 8: MISCELLANEOUS FEES
Miscellaneous Fees Model
WRE will work with City staff to review and evaluate potential updates to the City’s existing miscellaneous waterͲrelated fees listed in the City’s Resolution 10Ͳ48. We will collaborate with staff to understand and determine the fully burdened hourly rate for staff time related to various tasks and other costs associated with such miscellaneous fees. The total cost of certain tasks (for example, Backflow Testing Administration Fee, Meter Installation Fees, Water Application Fee, Hydrant Meter Rentals, etc.) will be included in the fees calculation. WRE will meet with City staff virtually to discuss miscellaneous fees.
Meetings:
x Up to two virtual meetings with City staff
Deliverables:
x Miscellaneous User Fees and Penalties Model in Microsoft Excel 1017
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PROJECT ORGANIZATION AND STAFFING
Project Staffing
Our proposed project team for this engagement consists of four team members. Sanjay will serve as Project Manager, and Charles, Hannah, and/or Nancy will assist as Project Analyst. Our team is small by design: we can work efficiently and provide a highͲtouch client experience to ensure a successful study for the City. We specialize in conducting costͲofͲservice rate studies for water and wastewater utilities in California. Please refer to our resumes at the end of the proposal for more detailed qualifications.
In addition to our project team, we will need support from City staff to gather the necessary data and information to complete the study. City staff will also need to be available during virtual and inͲperson meetings during the study process.
Sanjay Gaur, Project Manager
Key Tasks: Serve as main contact for City staff, manage project schedule and budget, lead project tasks and analyses, review and evaluate project deliverables, and ensure successful execution of scope of work
Availability: Sanjay will be available for the duration of the project. Estimated hours spent will be 78 hours, as shown in the Cost Proposal.
Sanjay Gaur
[Project Manager]
Nancy Phan
[Project Analyst]
Charles Diamond
[Project Analyst]
Hannah Phan
[Project Analyst]
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Statement of Qualifications: Sanjay has more than 25 years of financial and rate consulting experience with water and wastewater utilities and has served as a consultant to more than 100 agencies in California, Arizona, Nevada, and the Caribbean. He has provided his insight into utility rate and conservationͲrelated matters through articles in Journal AWWA and other publications and served as an expert source on rates development quoted in the Los Angeles Times and New York Times. He has coͲauthored several industry guides, including AWWA’s Manual M1 Principles of Water Rates, Fees and Charges, 7th Edition; AWWA’s Water Rates, Fees, and the Legal Environment, Second Edition; and Water and Wastewater Finance and Pricing: The Changing Landscape. He is a member of AWWA’s Rates and Charges Committee. Sanjay was a Peace Corps volunteer in Bulgaria. He holds a master’s degree in Applied Economics from UC Santa Cruz and a Master in Public AdministrationͲInternational Development from the Kennedy School of Government, Harvard University. Nancy Phan, Project Analyst
Key Tasks: Perform financial and rate analyses, collect and analyze data, and work with Project Manager to complete project tasks
Availability: Nancy will be available for the duration of the project. Estimated hours spent will be up to 200 hours, as shown in the Cost Proposal.
Statement of Qualifications: Nancy has over nine years of utility rate and financial consulting experience, working with water, wastewater, stormwater, and solid waste utilities primarily along the West Coast. She has assisted agencies on over 80 rate studies throughout her career and specializes in distilling technical concepts into sophisticated, yet easyͲtoͲunderstand financial and rate models, stakeholder presentations, and technical reports. She has been published in the Journal AWWA (“The Power of Data to Improve Water Efficiency and Conservation”) and has presented at and organized several conferences, including the AWWA/WEF Young Professionals Summit, the Pacific Water Conference, and the Washington Association of Sewer & Water Districts Conference. She holds a Bachelor of Arts degree in Business Economics from UC Irvine.
Hannah Phan, Project Analyst
Key Tasks: Perform financial and rate analyses, collect and analyze data, and work with Project Manager to complete project tasks
Availability: Hannah will be available for the duration of the project. Estimated hours spent will be up to 200 hours, as shown in the Cost Proposal.
Statement of Qualifications: Hannah has more than 17 years of financial and rate consulting experience, working with over 50 water, wastewater, recycled water, and solid waste utilities. She is passionate about creating customized financial and rate models that best meet the needs of each individual agency. She has presented study findings and results at numerous public meetings and 1019
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attended several AWWA and WEF conferences throughout her career. Hannah holds a Master of Business Administration in Finance degree and a Bachelor of Science degree in International Business from CSU Los Angeles.
Charles Diamond, Project Analyst
Key Tasks: Perform financial and rate analyses, collect and analyze data, and work with Project Manager to complete project tasks
Availability: Charles will be available for the duration of the project. Estimated hours spent will be up to 200 hours, as shown in the Cost Proposal.
Statement of Qualifications: Charles has more than eight years of financial and rate consulting experience with water and wastewater utilities and has served as a consultant to more than 35 agencies in California. He has a passion for water management in California and has presented at multiple conferences, including the California Water Policy Conference and the AWWA CaliforniaͲ Nevada Section Annual Fall Conference. Before he began his consulting career, Charles worked for The Nature Conservancy in California. He holds a Bachelor of Science degree in Environmental Economics and Policy from UC Berkeley and a Master of Environmental Science and Management degree in Water Resources Management from UC Santa Barbara.
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RELATED EXPERIENCE
COASTSIDE COUNTY WATER DISTRICT
766 Main Street
Half Moon Bay, CA 94019
Reference(s):
Mary Rogren, General Manager
[email protected]
(650) 726Ͳ4405
Jeffrey Schneider
Assistant General Manager
[email protected]
(650) 867Ͳ1784
The Coastside County Water District (District) has worked with Sanjay since 2018 and Nancy since 2020. WRE staff have assisted the District with its last several water rate and water shortage rate studies, helping the District navigate significant reductions in customer demand, increases to operating and SFPUC water supply costs, substantial reinvestment into its capital program, water shortage emergencies. Despite high costs of water and a customer base with relatively low perͲcapita water usage, the District can maintain financial sufficiency and resiliency due to successful implementation of water rate increases over the past six years.
CITY OF NEWPORT BEACH
100 Civic Center Drive
Newport Beach, CA 92660
Reference(s):
Mark Vukojevic
Utilities Director
[email protected]
(949) 718Ͳ3401
The City of Newport Beach (City) provides water and wastewater service to over 26,000 service connections. Sanjay has assisted the City with numerous water and sewer financial plan and cost of service rate studies over the past decade since the early 2010s. During that time, the City has successfully implemented new water and sewer rates under Proposition 218 process. Sanjay has presented to City Council during each rate study to garner public support and understanding as well as showing different funding options and rate structures that would best meet the City’s needs. 1021
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CITY OF HUNTINGTON BEACH
2000 Main Street
Huntington Beach, CA 92648
Reference(s):
(formerly the Deputy Director of Public Works – Utilities) Alvin Papa
City of Cerritos
Director of Public Works
[email protected]
(562) 916Ͳ1220
The City of Huntington Beach (City) manages over 630 miles of water pipeline, 9 wells and 4 reservoirs, 360 miles of wastewater pipeline, 10,000 manholes, 27 wastewater lift stations, 114 miles of storm water pipeline, 5.3 miles of open channels and 16 flood control stations to provide water and sewer service for its residents. Sanjay served as the project manager for numerous water and wastewater rate studies for the City since the early 2000s. He evaluated different financial plan scenarios and different rate structures that would meet the City’s objectives as well as be defensible under Proposition 218. For each of the study, Sanjay met with the City Council to get their buyͲin for a successful implementation of the proposed rates.
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QUALIFICATIONS AND EXPERIENCE
Company Overview
Water Resources Economics, LLC (WRE) is a microͲbusiness consisting of five team members that specializes in conducting financial planning, costͲofͲservice rate studies, and connection fee studies for water and wastewater utilities in California. Our goal as a firm is to communicate and promote the value of water service. Sanjay Gaur, the proposed Project Manager, has successfully assisted over 100 water and wastewater agencies in California with financial planning and rateͲsetting consulting engagements for over 25 years. He will ultimately be responsible for the success of the study. Either Hannah Phan, Nancy Phan, and/or Charles Diamond will provide key support as Project Analysts. Experience and Qualifications
Our proposed project team has extensive experience conducting rate studies and capacity fee studies in California. We understand the regulatory, political, and financial constraints that most agencies face when adopting new rates. Sanjay Gaur has extensive experience facilitating and presenting at inͲ person public meetings with elected officials at all stages of the rateͲsetting process. This includes customer outreach sessions, rate workshops with elected officials, and public hearings to comply with Proposition 218 requirements. All of our consultants have experience in distilling complex, technical concepts into easyͲtoͲunderstand presentations, financial and rate models, and reports. Our approach puts the client first: we prioritize clear and effective communication with staff, elected officials, and the public throughout the rate study process. We take great pride in our highͲquality work and in our ability to help agencies navigate a changing utility rate landscape.
Relevant Projects
Below is a partial list of water, recycled water, and sanitation (or wastewater) financial planning, cost of service rate studies, or capacity fee studies that at least one project member served in the role of Project Manager or Project Analyst.
# Agency Study
1 Amador Water Agency (CA) Water and Wastewater Rate and Connection Fee Study 2 Central Contra Costa Sanitation
District (CA)
Wastewater Cost of Service and Rate Study Update,
Capacity Fee Calculation
3 City of Brentwood (Northern CA) Water and Wastewater Rate Study 4 City of Calexico (CA) Water and Sewer Rate Study
5 City of Camarillo (CA) Water and Wastewater Rate Study 6 City of Carpinteria (CA) Sewer Rate and Fee Study
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# Agency Study
7 City of Chowchilla (CA) Water and Wastewater Rate Study 8 El Dorado Irrigation District (CA) Water, Recycled Water, and Wastewater Facility Capacity Charge Update Study
9 City of Escondido (CA) Water and Wastewater Rate Study 10 City of Hayward (CA) Water and Wastewater Rate Study, Connection Fee Study
11 City of Hollister (CA) Sewer Rate Study
12 City of Huntington Beach (CA) Water and Sewer Rate Study 13 City of La Habra (CA) Water and Wastewater Rate Study 14 City of Long Beach (CA) Water, Recycled Water, and Wastewater Financial Plan Model
15 City of Malibu (CA) Wastewater and Recycled Water Rates Updates 16 City of Merced (CA) Water and Sewer Rate Study
17 City of Ontario (CA) Water, Wastewater, and Recycled Water Rate Study 18 City of Pleasanton (CA) Water, Wastewater, and Recycled Water Rate Study 19 City of Redlands (CA) Wastewater and NonͲPotable Water Rate Study 20 City of Rio Vista (CA) Water and Sewer Rate and Impact Fee Study 21 City of San Clemente (CA) Water and Wastewater Rate Study 22 City of Santa Cruz (CA) Water Rate Study, Connection Fee Study 23 City of Sierra Madre (CA) Water and Sewer Rate Study 24 City of Simi Valley (CA) Sewer Rate Study
25 City of Tacoma (WA) Wastewater, Stormwater, and Solid Waste Rate Study 26 City of Thousand Oaks (CA) Water and Wastewater Cost of Service and Financial Plan Studies
Water and Wastewater Connection Fee Study
27 City of Ventura (CA) Water and Wastewater Rate Study 28 City of Vista (CA) Sewer Rate and Connection Fee Study 29 City Watsonville (CA) Water, Sewer, and Solid Waste Rate Study 30 East Bay Municipal Utility District
(CA)
Water and Wastewater Cost of Service Rate Study
31 Elsinore Valley Municipal Water
District (CA)
Water and Recycled Water Rate Study, Capacity Fee
Study, and Wastewater Rate Study
32 Fallbrook Public Utilities District
(CA)
Water, Wastewater, and Recycled Water Rate Study
33 Imperial County Gateway County
Service Area (CA)
Water and Wastewater Rate Study
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# Agency Study
34 Jurupa Community Services
District (CA)
Water Budget Rate Study
35 Las Virgenes Municipal Water
District (CA)
Water, Recycled Water, and Wastewater Rate Study
38 Los Alamos Community Services
District (CA)
Water and Wastewater Rate Study
39 San Francisco Public Utilities
Commission (CA)
Water and Wastewater Rate Study
40 Scotts Valley Water District (CA) Water and Recycled Water Rate Study 41 Temescal Valley Water District
(CA)
Water, Recycled Water, and Wastewater Cost of Service
Study
42 Western Municipal Water District
(CA)
Financial Plan, Capacity Fees, and Water Budget Rate
Studies
43 Yorba Linda Water District (CA) Sewer and Water Budget Rate Study, Financial Plan Study, and Cost of Service Rate Study
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SCHEDULE
A proposed project schedule is shown below, assuming a notice to proceed in early April 2025 with finalized rates by October 1, 2025. The proposed timeline outlined below assumes 1) that all requested data items will be provided to WRE in a timely manner, and 2) that City staff will have sufficient availability for WRE to schedule virtual checkͲin meetings in a timely manner. The proposed rates and fees will be implemented March 1, 2026.
Task Key Deadlines
Task 1: Project Management
and Initiation
x Mid/EndͲMay 2025: KickͲoff meeting
x EndͲMay 2025: All requested data items received by WRE Task 2: Financial Planning x MidͲJune 2025: Review financial plan with City staff x Early July 2025: Finalize financial plan
Task 3: Cost of Service
Analysis
x Late July 2025: Review cost of service analysis with City staff Task 4: Water Rate Design x August 2025: Review proposed rates with City staff x End August 2025: Finalize rates
Task 5: Demand
Management Rates
Development
x August 2025: Review demand management rates with City staff
Task 6: Report Development x October 2025: Draft Report x Early November 2025: Final Report
Task 7: Public Workshops x September 2025: City Council workshop x November / December 2025: City Council workshop
x January / February 2025: Public Hearing
Task 8: Miscellaneous Fees x September 2025: Discuss miscellaneous fees methodology and review preliminary fees with City staff
x September 2025: Finalize fees
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Water Resources Economics
COST PROPOSALWRE proposes to complete the proposed scope of work based on the fee table shown below, with a lump sum fee of $73,465. WRE will invoice the City based on percentage completion. Sanjay Gaur will serve as the Project Manager with an hourly billing rate of $325 per hour.
Either Hannah Phan, Nancy Phan, and/or Charles Diamond will serve as the Project Analyst with an hourly billing rate of $210 per hour.
Fee Proposal
Task
Virtual
Meetings
In-person
Meetings
Project
Manager
Project
Analyst
Total
Fee
Task 1: Project Management & Initiation 1 0 8 12 $5,120Task 2: Financial Planning 3 0 16 40 $13,600Task 3: Cost of Service Analysis 2 0 8 24 $7,640Task 4: Water Rate Design 3 0 10 40 $11,650Task 5: Demand Management Rates Development 1 0 4 12 $3,820Task 6: Report Development 1 0 10 60 $15,850Task 7: Public Workshops 0 3 22 12 $10,285Task 8: Miscellaneous Fees 1 0 4 20 $5,500Total 12 3 82 220 $73,465Fee Details Hourly Billing Rate - Project Manager: $325Hourly Billing Rate - Project Analyst: $210 Number of Meetings Billable Hours Proposed Fee
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STATEMENT OF COMPLIANCE
This proposal is in strict compliance with the Request for Proposal and Draft Agreement and no exceptions to either are proposed.
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RESUMES
Resume – Sanjay Gaur, President
TECHNICAL SPECIALTIES
ͲFinancial analysis
ͲCost of service studies
ͲConservation rate structure design
ͲConnection fee studies
ͲPublic outreach
ͲProposition 218 rates
PROFESSIONAL HISTORY
Ͳ Water Resources Economics, LLC, President (2021Ͳpresent) Ͳ Raftelis Financial Consultants, Inc., Vice President (2015Ͳ2021); Senior Manager (2012Ͳ2014); Manager (2009Ͳ2012)
Ͳ Red Oak Consulting, Division of Malcolm Pirnie (2007Ͳ2009) Ͳ MuniFinancial (2005Ͳ2006)
Ͳ A & N Technical Services, (1999–2003)
Ͳ United States Peace Corps, Bulgaria (1995Ͳ1997)
EDUCATION
Ͳ Master in Public AdministrationͲInternational Development, Kennedy School of GovernmentͲ Harvard University (2003)
Ͳ Master of Science, Applied EconomicsͲUniversity of California, Santa Cruz (1994) Ͳ Bachelor of Arts, Economics and Environmental StudiesͲUniversity of California, Santa Cruz (1992)
PROJECT EXPERIENCE
Ͳ Alameda County Water District (CA)Ͳ
Financial Plan Study and Annual Updates,
Conservation Tiered Rate Feasibility
Analysis, Drought Rate Study, Water Cost of
Service and Rate Study, and other AdͲhoc
Support
Ͳ Amador Water District (CA) – Water and
Wastewater Rate Study
Ͳ American Water Company (CA)ͲWater
Rate Study
Ͳ City of Buckeye (AZ) – Water Rate Study
and Capacity fee
Ͳ Borrego Water District (CA) – Financial
Planning Study, Groundwater Sustainability
Plan, Water Rate Study, and Basin
Management Evaluation
Ͳ City of Calexico (CA)ͲWater and Sewer
Rate Study
Ͳ City of Camarillo (CA) – Water and
Wastewater Rate Study, Financial Plan
Study, and Cost of Service Study,
Ͳ Carpinteria Sanitary District (CA) – Sewer
Rate and Fee Study
Ͳ Castaic Lake Water Agency (CA) –
Wholesale Water Rate Study, Drought
Rates, Rate Analysis, and Facility Capacity
Fees
Ͳ Central Basin Municipal Water District (CA)
– Financial Plan
1029
Water Cost of Service Study
City of San Clemente
Ͳ City of Chino (CA) – Water Budget Rate
Design, Financial Plan Study and Cost of
Service and Rate Design
Ͳ City of Chowchilla (CA) – Water and
Wastewater Rate Study
Ͳ Coastside County Water District (CA) –
Water Rate Study
Ͳ Contra Costa Water District (CA) – Financial
Plan Study, Water Rate Study and Drought
Rates Study
Ͳ City of Corona (CA) – Water Budget Rate
Study, Wastewater Capacity Fees Study
Ͳ Cucamonga Valley Water District (CA) –
Financial Plan, Water Conservation Rate
Study, and Drought Rates
Ͳ East Bay Municipal Utility District (CA) –
Water and Wastewater Cost of Service and
Rate Study
Ͳ Eastern Municipal Water District (CA) –
Water Budget Study and Financial Plan
Study
Ͳ East Orange County Water District (CA)Ͳ
Water Budget Study, Sewer Capacity Fees
Study, and Financial Plan Study
Ͳ Elsinore Valley Municipal Water District
(CA) – Financial Model, Drought Rate
Analysis, Water and Recycled Water Rate
Study, Capacity Fee Study, and Wastewater
Rate Study
Ͳ El Toro Water District (CA) – Water Budget
Study and Recycled Water Financial Plan
Study
Ͳ City of Escondido (CA) – Water and
Wastewater Rate Study and Capacity Fees
Study
Ͳ Fallbrook Public Utilities District (CA) –
Water, Wastewater and Recycled Water
Rate Study
Ͳ City of Florence (AZ) – Water and
Wastewater Rate Study
Ͳ City of Gilbert (AZ) – Fire Financial Plan
Ͳ City of Glendora (CA) – Water Budget
Feasibility Study
Ͳ City of Gridley (CA) – Water Rate Study
Ͳ Helix Water District (CA) – Water Rate and
Cost of Service Study
Ͳ HiͲDesert Water District (CA) – Water Rate
Study
Ͳ City of Hollister (CA)ͲSewer Rate and
Impact Fee Study, Water Rates Study, and
Capacity Fee Study
Ͳ City of Huntington Beach (CA)ͲSewer Rate
Study, Water Budget Rate Study, and
Financial Plan Study
Ͳ Imperial County Gateway County Service
Area (CA) – Water and Wastewater Rate
Study
Ͳ Indio Water Authority (CA)ͲUser Fee Study
and Water Rate Study
Ͳ Inland Empire Utilities Agency (CA) –
Conservation Rate Structure Workshop and
Financial Plan Study
Ͳ Inyo County Water Department (CA) –
Water Rate Study
Ͳ Irvine Ranch Water District (CA)Ͳ
Conservation Study
Ͳ Jurupa Community Services District (CA) –
Water Budget Study
Ͳ La Habra Heights County Water District
(CA) – Wheeling Rate Study and Financial
Plan Study
Ͳ La Puente Valley County Water District
(CA) – Water Rate and Fee Study
Ͳ Las Virgenes Municipal Water District (CA)
– Water Budget Rate Study, Water, RW and
WW Financial Plan and Rate Studies,
Capacity Fees Study
Ͳ City of Livermore (CA) – Water Cost of
Service Study
Ͳ City of Livingston (CA)ͲWater Rate Study
Ͳ City of Lomita (CA)ͲWater Rate Workshop
1030
Water Cost of Service Study
City of San Clemente
Ͳ City of Long Beach (CA)ͲWater, Recycled
Water and Wastewater Financial Plan and
Rate Studies
Ͳ Los Alamos Community Services District
(CA) – Water and Wastewater Rate Study
Ͳ Los Angeles Department of Water and
Power (CA)ͲDaily Demand Estimates
Ͳ City of Lynwood (CA)ͲCost Allocation Plan
Ͳ City of Malibu (CA) – Wastewater and
Recycled Water Rate Study
Ͳ Mammoth Community Water District (CA)
– Water Rate Study
Ͳ City of Merced (CA)ͲWater and Sewer Rate
and Impact Fee Study
Ͳ Mesa Consolidated Water District (CA) –
Financial Plan Study, Cost Comparison
Study, Water and Recycled Water Cost of
Service and Rate Design Study
Ͳ Metropolitan Water District of Southern
California (CA) – Drought Allocation Model,
Long Range Financial Plan, and Cost of
Service Evaluation
Ͳ Mill ValleyͲTamalpais Community
Services District (CA) – Financial Plan Study
Ͳ Mojave Water Agency (CA) – Financial Plan
Study, Financial Impact Analysis for Water
Exchange and Leasing Programs and Water
Reliability Rate Development
Ͳ Modesto Irrigation District (CA) –
Stormwater Fee Study
Ͳ Monterey Peninsula Water Management
District (CA)ͲWater Budget Study
Ͳ Municipal Water District of Orange County
(CA)ͲConservation Potential Study and
Rate Study
Ͳ City of Newport Beach (CA) – Water Rate
Study
Ͳ City of Palo Alto (CA) – Water Cost of
Service and Rate Study
Ͳ Pasadena Water and Power (CA)ͲWater
Cost of Service and Rate Design Study
Ͳ Placer County Water Agency (CA) – Cost of
Service, Rate, and Financial Plan Study
Ͳ City of Pomona (CA) – Rate Study
Ͳ City of Port Hueneme (CA)ͲWater and
Solid Waste Rate Study
Ͳ City of Orange (CA) – Water and Sanitation
Rate Study
Ͳ Rancho California Water District (CA) –
Water Budget Rate Study, Water Demand
Offset Fees, Commercial Water Budget
Revision Study, Alternative Water Supply
Feasibility Analysis
Ͳ City of Reno (NV) – Wastewater Rate Study
Ͳ City of Rio Vista (CA)ͲWater and Sewer
Rate and Impact Fee Study
Ͳ Rubidoux Community Services District (CA)
– Rate Advisor
Ͳ Salton Community Services District (CA) –
Sewer Rate Study
Ͳ San Benito County Water District (CA) –
Water Rate Study
Ͳ City of San Clemente (CA) – Water and
Wastewater Rate Study
Ͳ San Diego County Water Authority (CA)Ͳ
Indexing Model and Wholesale Water Rate
Ͳ San Gorgonio Pass Water Agency (CA) –
Long Range Strategic Financial Plan
Ͳ City of San Juan Capistrano (CA) – Water
Rate Study
Ͳ Santa Clara Valley Water District (CA)Ͳ
Project EvaluationͲWater Conservation
Project
Ͳ Santa Clarita Water District (CA) – Retail
Water Rate Study
Ͳ City of Santa Cruz (CA)ͲFinancial Plan,
Water Budget Feasibility Analysis, Cost of
Service and Rate Study, Drought Rate Study,
Capacity Fees Update and Water Demand
Offset Fees Analysis, and Alternative Water
Supply Feasibility Analysis
Ͳ Scotts Valley Water District (CA) – Water
and Recycled Water Rate Study
1031
Water Cost of Service Study
City of San Clemente
Ͳ City of Shasta Lake (CA) – Water Rate Study
and Water and Wastewater Capacity Fee
Study
Ͳ City of Sierra Madre (CA) – Water and
Sewer Rate Study
Ͳ City of Signal Hill (CA) – Water Rate and
Cost of Service Study
Ͳ City of Simi Valley (CA) – Sewer Rate Study
Ͳ Soquel Creek Water District (CA) – Water
Rate Structure Study
Ͳ South Coast Water District (CA) – Water
Budget Assessment
Ͳ South Mesa Water Company (CA) – Rate
Structure and Recycled Water Rate Study
Ͳ City of South Gate (CA)ͲWater Impact Fee
Ͳ Sunnyslope County Water District (CA) –
Water Rates and Capacity Fees
Ͳ Temescal Valley Water District (CA) –
Water and Sewer Rate Study and Capacity
Fee Study
Ͳ Trabuco Canyon Water District (CA) –
Water Rate Study
Ͳ City of Thousand Oaks (CA) – Water and
Wastewater Cost of Service and Financial
Plan Study
Ͳ City of Ventura (CA) – Water and
Wastewater Rate Study
Ͳ City of Vista (CA)ͲSewer Rate and
Connection Fee Study
Ͳ Walnut Valley Water District (CA)ͲWater
Rate Study
Ͳ City of Watsonville (CA) – Utility Enterprise
Rate Study
Ͳ Western Municipal Water District (CA)Ͳ
Financial Plan, Capacity Fees, and Water
Budget Rate Studies
Ͳ Yorba Linda Water District (CA)ͲSewer and
Water Budget Rate Study, Financial Plan
Study, and Cost of Service Rate Study
Ͳ Zone 7 Water Agency (CA) – Cost of Service
Study and Water Rate Study Update
PUBLICATIONS
Ͳ Wittern, M., Gaur, S., “Protecting Against Water Rate Challenges with the Equivalent of Bear Spray,” Journal – American Water Works Association, March 2022, Volume 114, Issue 2 Ͳ Harmon, K., Mukherjee, M., Gaur, S., Atwater D., “Evaluating Water Saving from BudgetͲBased Tiered Rates in Orange County, California,” Water Economics and Policy, 2021, Volume 07, No. 2, 2150007
Ͳ Gaur, S., Smith, V., Kostiuk, K., “Mandates and Messaging: How Californians Responded to the State’s Historic Drought,” Journal – American Water Works Association, March 2019, Volume 111, Number 3.
Ͳ Gaur, S., Magu, D. “California Water Rate Trends: Maintaining Affordable Rates in a Volatile Environment,” Journal – American Water Works Association, September 2017, Volume 109, Number 9.
Ͳ Contributing Author to “M1 Principles of Water Rates, Fees and Charges” 7th Edition, American Water Works Association, 2017.
Ͳ Gaur, S., Giardina, R.D., Kiger, M.H., Zieburtz, W., “Committee Report: Ripples from the San Juan Capistrano Decision,” Journal – American Water Works Association, September 2016, Volume 108, Number 9.
1032
Water Cost of Service Study
City of San Clemente
Ͳ Gaur, S., Alikhan, A., Kostiuk, K. “The Drought is over – Now is the time to develop drought rates,” CSMFO Magazine, July 1, 2016.
Ͳ Gaur, S., Alikhan, A., Crea, J. “Developing Drought Rates: Why Agencies Should Prepare for a NotͲSoͲRainy Day,” January 2016, Volume 108, Number 1.
Ͳ Gaur, S., Isaac, Habib “There's Opportunity in the San Juan Capistrano Rates Decision,” Source CaliforniaͲNevada Section AWWA, Fall 2015, Volume 29, Number 4.
Ͳ Gaur, S., Atwater, D., “California Water Rate Trends,” Journal – American Water Works Association, January 2015, Volume 107, Number 1.
Ͳ Contributing Author to “Water and Wastewater Finance and Pricing: The Changing Landscape,” 4th Edition, 2015, CRC Press, Editor: George Raftelis.
Ͳ Gaur, S., Atwater, D., Cruz, J., “Why do Water Agencies need Reserves?” Journal – American Water Works Association, November 2014, Volume 106, Number 11.
Ͳ Gaur, S., Atwater, D., Lee, J., “Conservation Rates Offer Options,” CA/NV Section of American Water Works Association, Spring 2014, Volume 28, Number 2.
Ͳ Gaur, S., Lim, B., Phan, K., “California Water Rate Trends,” Journal – American Water Works Association, March 2013, Volume 105, Number 3.
Ͳ Contributing Author to “Water Rates, Fees and the Legal Environment,” 2nd Edition, American Water Works Association, 2010 Editor: C.(Kees) W. Corssmit.
Ͳ Hildebrand, M. Gaur, S. and Salt, K. “Water Conservation Made Legal: Water Budgets and California Law,” Journal of American Water Works, 101:4 April 2009, p.85Ͳ89.
Ͳ Gaur, S. “Policy Objectives in Designing Water Rates,” Journal of American Water Works, 99:5 May 2007, p.112Ͳ116.
Ͳ Gaur, S., "Adelman and Morris Factor Analysis of Developing Countries," The Journal of Policy Modeling, Vol. 19, Issue 4, pp. 407Ͳ415, August 1997.
1033
Water Cost of Service Study
City of San Clemente
Resume – Nancy Phan, Principal
TECHNICAL SPECIALTIES
ͲExcelͲbased financial models
ͲCost of service studies
ͲWater and wastewater rate design
ͲTechnical report writing
ͲProposition 218 rates
ͲData analysis
PROFESSIONAL HISTORY
Ͳ Water Resources Economics, LLC, Principal (2023Ͳpresent) Ͳ Raftelis Financial Consultants, Inc., Manager (2022Ͳ2023); Senior Consultant (2020Ͳ2021); Consultant (2018Ͳ2019); Associate Consultant (2016Ͳ2017)
EDUCATION
Ͳ Bachelor of Arts, Business EconomicsͲUniversity of California, Irvine (2015)
PROJECT EXPERIENCE
Ͳ Amador Water Agency (CA) – Water and
Wastewater Cost of Service and Rate Study,
Water Capacity Fees
Ͳ Antelope Valley East Kern Water Agency
(CA) – Water Cost of Service and Rate Study
Update
Ͳ Carpinteria Valley Water District (CA) –
Water Cost of Service and Rate Study,
Water Cost of Service and Rate Study
Update
Ͳ Central Contra Costa Sanitation District
(CA) – Wastewater Cost of Service and Rate
Study Update, Capacity Fee Calculation
Ͳ Coastside County Water District (CA) –
Water Cost of Service and Rate Study and
Updates, Water Shortage Rate Study and
Updates
Ͳ Contra Costa Water District (CA) – Treated
and Untreated Water Cost of Service and
Rate Study
Ͳ City of Corona (CA) – Water Cost of Service
and Rate Study
Ͳ City of Covina (CA) – Water Cost of Service
and Rate Study
Ͳ City of Escondido (CA) – Water Cost of
Service and Rate Study, Wastewater Cost of
Service and Rate Study
Ͳ City of Hayward (CA) – Water Rate Study
and Update, Wastewater Rate Study, Water
and Sewer Connection Fees, Water Drought
Rates
Ͳ King County Wastewater Treatment
Division (WA) – Wastewater Financial
Model and Rate Design
Ͳ City of La Habra (CA) – Water Cost of
Service and Rate Study, Wastewater Cost of
Service and Rate Study
Ͳ City of La Habra Heights (CA) – Water Cost
of Service and Rate Study
Ͳ Madera County (CA) – Groundwater
Sustainability Agency Rate Study,
Groundwater Sustainability Agency Rate
Study Update
Ͳ Marin Municipal Water District (CA) –
Water Cost of Service and Rate Study,
Water Financial Plan Update
Ͳ Montecito Water District (CA) – Water Cost
of Service and Rate Study
1034
Water Cost of Service Study
City of San Clemente
Ͳ City of Monterey Park (CA) – Water Cost of
Service and Rate Study
Ͳ City of Ontario (CA) – Water and Recycled
Water Cost of Service and Rate Study and
Update, Wastewater Cost of Service and
Rate Study and Update
Ͳ City of Oxnard (CA) – Water Cost of Service
and Rate Study
Ͳ City of Palo Alto (CA) – Drought Rate Study
Update, OnͲCall Financial Services
Ͳ City of Pasadena (CA) – Water Cost of
Service and Rate Study
Ͳ City of Pleasanton (CA) – Water, Recycled
Water, and Wastewater Cost of Service and
Rate Study and Update
Ͳ City of Pomona (CA) – Water Cost of
Service and Rate Study
Ͳ City of Port Hueneme (CA) – Water Cost of
Service and Rate Study
Ͳ Rainbow Municipal Water District (CA) –
Wastewater Cost of Service and Rate Study
Ͳ City of Redlands (CA) – Water, Wastewater,
and NonͲPotable Water Cost of Service and
Rate Study
Ͳ City of Reno (NV) – Stormwater Financial
Plan and Rate Design
Ͳ City of San Gabriel (CA) – Wastewater
Property Tax Roll, Wastewater Property Tax
Roll Update
Ͳ City of Santa Cruz (CA) – Water Cost of
Service and Rate Study, Connection Fee
Study, Wheeling Charge Calculation
Ͳ City of Santa Fe Springs (CA) – Water Cost
of Service and Rate Study
Ͳ Seattle Public Utilities (WA) – Drainage and
Wastewater Financial Model, Water
Financial Model, Solid Waste Financial
Model
Ͳ SelmaͲKingsburgͲFowler County Sanitation
District (CA) – Wastewater Cost of Service
and Rate Study, Wastewater Cost of Service
and Rate Study Update
Ͳ Soquel Creek Water District (CA) –
Alternative Water Rate Design Evaluation
Ͳ City of South Pasadena (CA) – Water Cost
of Service and Rate Study
Ͳ Stanford University (CA) – Water and Sewer
Rate Analysis, Comprehensive
Benchmarking Study
Ͳ City of Tacoma (WA) – Wastewater Rate
Study, Solid Waste Rate Study, Solid Waste
Rate Study
Ͳ City of Torrance (CA) – Water Cost of
Service and Rate Study
Ͳ Vallejo Flood and Wastewater District (CA)
– Wastewater Cost of Service and Rate
Study Update, Property Tax Roll Update
Ͳ Valley Water / Santa Clarita Valley Water
District (CA) – Recycled Water Cost
Allocation Evaluation
Ͳ County of Ventura (CA) – Water Rate
Studies (for four Waterworks Districts)
Ͳ Walnut Valley Water District (CA) –
Domestic and Recycled Water Cost of
Service and Rate Study
Ͳ West Basin Municipal Water District (CA) –
Wholesale Drinking Water Rate Analysis
Ͳ Zone 7 Water Agency (CA) – Wholesale
Treated Rate Study and Updates, Wholesale
Untreated Rate Study and Updates
PUBLICATIONS
Ͳ Armstrong, J., Harmon, K., Phan, N., “The Power of Data to Improve Water Use Efficiency and Conservation,” Journal AWWA, June 2017, Volume 109, No. 6. 1035
Water Cost of Service Study
City of San Clemente
Page
29
Water Resources Economics
Resume – Hannah Phan, Principal
TECHNICAL SPECIALTIES
ͲExcelͲbased financial models
ͲCost of service rate studies
ͲLongͲterm financial plan and analysis
ͲCapacity fee studies
ͲRate structure designs
ͲProposition 218
PROFESSIONAL HISTORY
Ͳ Water Resources Economics, LLC, Principal Consultant (2024Ͳpresent) Ͳ Raftelis Financial Consultants, Inc., Manager (2017Ͳ2022); Senior Consultant (2009Ͳ2016); Consultant (2007Ͳ2009)
EDUCATION
Ͳ Master of Business Administration, Finance – California State University, Los Angeles (2007) Ͳ Bachelor of Science, International Business – California State University, Los Angeles (2006)
PROJECT EXPERIENCE
Ͳ City Of Anaheim (CA) – Water Cost of
Service and Rate Study
Ͳ City of Banning (CA) – Recycled Water
Revenue Program
Ͳ BeaumontͲCherry Valley Water District
(CA) – Water Rate and Connection Fee
Study
Ͳ City of Beverly Hills (CA) – Wastewater Cost
of Service and Rate Study
Ͳ City of Brentwood (CA) – Water and
Wastewater Rate Study
Ͳ Calleguas Municipal Water District (CA) –
Water Cost of Service and Rate Study
Ͳ Casitas Municipal Water District (CA) –
Water Cost of Service and Rate Study
Ͳ Castaic Lake Water Agency (CA) – Water
Cost of Service and Rate Study
Ͳ Carpinteria Sanitary District (CA) –
Wastewater Cost of Service and Rate Study
Ͳ Central Contra Costa Sanitation District
(CA) – Wastewater Cost of Service and Rate
Study
Ͳ City of Chino (CA) – Water Cost of Service
and Rate Study
Ͳ Clark County Water Reclamation District
(NV) – Wastewater Cost of Service and Rate
Study
Ͳ Contra Costa Water District (CA) – Treated
and Untreated Water Cost of Service and
Rate Study
Ͳ East Bay Municipal Utility District (CA) –
Water and Wastewater Cost of Service and
Rate Study & Capacity Fee Study
Ͳ City of Escondido (CA) – Water Cost of
Service and Rate Study, Wastewater Cost of
Service and Rate Study
Ͳ Goleta Water District (CA) – Water and
Wastewater Rates and Connection Fee
Study
Ͳ Goleta West Sanitary District (CA)Ͳ
Wastewater Cost of Service and Rate Study
Ͳ Jurupa Community Services District (CA) –
Water and Wastewater Cost of Service and
Rate Study
Ͳ Kinneloa Irrigation District (CA) – Water
Rate Study
Ͳ City of Livermore (CA) – Water Cost of
Service and Rate Study
1036
Water Cost of Service Study
City of San Clemente
Page
30
Water Resources Economics
Ͳ City of Livingston (CA) – Water,
Wastewater and Solid Waste Rate Study
Ͳ Los Angeles Department of Water and
Power (CA) – Water Rate Study and
Wheeling Charge Review
Ͳ Marin Municipal Water District (CA) –
Water Cost of Service and Rate Study,
Water Financial Plan Update
Ͳ Napa Sanitation District (CA) – Wastewater
Cost of Service and Rate Study
Ͳ City of North Las Vegas (NV) – Water and
Wastewater Rate Study
Ͳ Olivenhain Municipal District (CA) – Water,
Recycled Water, and Wastewater Rate
Study
Ͳ City of Ontario (CA) – Water, Wastewater,
and Solid Waste Cost of Service and Rate
Study
Ͳ Palmdale Water District (CA) – Water
Budget Rate Study
Ͳ City of Palo Alto (CA) – Water Cost of
Service and Rate Study
Ͳ City of Pleasanton (CA) – Water, Recycled
Water, and Wastewater Cost of Service and
Rate Study
Ͳ City of Redlands (CA) – Water Cost of
Service and Rate Study and Impact Fee
Study
Ͳ City of San Diego (CA) – Wastewater Rate
Study and Recycled Water Pricing Study
Ͳ City of Santa Barbara (CA) – Water,
Wastewater, and Recycled Water Cost of
Service and Rate Study
Ͳ City of South Pasadena (CA)Ͳ Water Cost of
Service and Rate Study and Water Budget
Rate Study
Ͳ City of Tacoma (WA) – Water, Wastewater,
and Solid Waste Cost of Service and Rate
Study
Ͳ Union Sanitary District (CA) – Wastewater
Cost of Service and Rate Study
Ͳ City of Vallejo (CA) – Water Cost of Service
and Rate Study
Ͳ Vallejo Flood and Wastewater District (CA)
– Wastewater Cost of Service and Rate
Study, Property Tax Roll Update,
Wastewater Cost of Service and Rate Study
Update
Ͳ City of Ventura (CA) – Water, Wastewater,
and Recycled Water Cost of Service and
Rate Study
Ͳ Ventura County Public Works Agency (CA)
– Water Cost of Service and Rate Study
Ͳ Zone 7 Water Agency (CA) – Cost of Service
Study and Water Rate Study Update
1037
Water Cost of Service Study
City of San Clemente
Page
31
Water Resources Economics
ResumeͲCharles Diamond, Principal
TECHNICAL SPECIALTIES
ͲLongͲterm financial plans
ͲCost of service studies
ͲRate design
ͲCapacity fee studies
ͲExcelͲbased financial models
ͲData analysis
PROFESSIONAL HISTORY
Ͳ Water Resources Economics, LLC, Principal (2023Ͳpresent) Ͳ Raftelis Financial Consultants, Inc., Manager (2023); Senior Consultant (2021Ͳ2022); Consultant (2019Ͳ2020); Associate Consultant (2017Ͳ2018)
Ͳ The Nature Conservancy, Science & Stewardship Practitioner (2013Ͳ2015)
EDUCATION
Ͳ Master of Environmental Science and Management – Water Resources Management, Bren School of Environmental Science & Management – University of California, Santa Barbara (2017) Ͳ Bachelor of Science, Environmental Economics and PolicyͲUniversity of California, Berkeley (2013)
PROJECT EXPERIENCE
Ͳ Alameda County Water District (CA)Ͳ
Financial Plan Study, Conservation Tiered
Rate Feasibility Analysis,
Ͳ Antelope ValleyͲEast Kern Water Agency
(CA) – Annual Water Rate Update Studies
Ͳ Antelope Valley State Water Contractors
Association (CA) – Replacement Water
Assessment Study
Ͳ Borrego Water District (CA) – Water Rate
Affordability Assessment
Ͳ City of Brentwood (CA) – Water and
Wastewater Rate Study
Ͳ City of Burbank (CA)ͲWater Rate Study
Ͳ Cucamonga Valley Water District (CA) –
Financial Plan, Water Conservation Rate
Study, and Drought Rates
Ͳ City of Dixon (CA) – Water Rate Study
Ͳ City of El Monte (CA) – Water Rate Study,
Water Cost Allocation Plan Study
Ͳ Goleta Water District (CA) – Water Rate
Study
Ͳ City of Huntington Beach (CA) – Water Rate
Study
Ͳ Inyo County Water Department (CA) –
Water Rate Study
Ͳ Jurupa Community Services District (CA) –
Inland Empire Brine Line Rate Study
Ͳ La Cañada Irrigation District (CA) (CA) –
Water Rate Study
Ͳ Las Virgenes Municipal Water District (CA)
–Water, RW, and WW Financial Plan and
Rate Studies
Ͳ City of Lincoln (CA) – Water Rate Study
Ͳ City of Long Beach (CA)ͲWater, Recycled
Water, and Wastewater Financial Plan,
Water and Wastewater Rate Survey
Ͳ Marin Municipal Water District (CA) –
Miscellaneous Fee Study
Ͳ Mojave Water Agency (CA) – Financial
Impact Analysis for Water Exchange and
Leasing Programs
Ͳ Municipal Water District of Orange County
(CA) – Core Service Charge Allocation Study
Ͳ National Water and Sewerage Authority of
Grenada (Eastern Caribbean) – Water and
Sewer Rate Study
1038
Water Cost of Service Study
City of San Clemente
Page
32
Water Resources Economics
Ͳ Olivenhain Municipal Water District (CA) –
Water Rate Study, Water PassͲThrough Rate
Annual Updates
Ͳ Placer County Water Agency (CA) – Cost of
Service, Rate, and Financial Plan Study,
Water Connection Charge Study
Ͳ Rancho California Water District (CA) –
Water Capacity Fee Study, Water Rate
Study
Ͳ Sacramento Suburban Water District (CA) –
Water Rate Study
Ͳ San Francisco Public Utilities Commission
(CA) – Water and Wastewater Rate Study
Ͳ Santa Ana Watershed Project Authority
(CA) – Inland Empire Brine Line Rate Model,
Inland Empire Brine Line Reserve Policy
Study
Ͳ Santa Clarita Valley Water Agency (CA) –
Water Capacity Fee Study
Ͳ Santa Rosa Plain, Sonoma Valley, &
Petaluma Valley Groundwater
Sustainability Agencies (CA)ͲGroundwater
Sustainability Agency Fee Analysis and Rate
Setting Services
Ͳ Scotts Valley Water District (CA) – Water
and Recycled Water Rate Study
Ͳ South Mesa Water Company (CA) – Water
Rate Study and Connection Fee Update
Ͳ City of Simi Valley/Ventura County
Waterworks District No. 8 (CA)ͲWater
Rate Study
Ͳ City of Sonoma (CA) – Water Rate Study
Ͳ City of Thousand Oaks (CA) – Water and
Wastewater Cost of Service and Financial
Plan Studies
Ͳ City of Ventura (CA) – Water and
Wastewater Rate Study, Water and
Wastewater Annual Financial Plan Updates,
Water Net Zero Fee Study
Ͳ Victor Valley Wastewater Reclamation
Authority (CA)ͲSewer Rate and Connection
Fee Study
Ͳ City of Watsonville (CA) – Utility Enterprise
Rate Study
1039
1 55452.01100\31193624.5
CITY OF SAN CLEMENTE
PROFESSIONAL CONSULTANT SERVICES AGREEMENT
1. PARTIES AND DATE.
This Agreement is made and entered into this _____ day of ________, 2025, by and between the City of San Clemente, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 910 Calle Negocio, San Clemente, California, 92673 ("City") and WATER RESOURCES ECONOMICS, LLC, a CALIFORNIA LIMITED LIABILITY COMPANY, with its principal place of business at 10830 Pickford Way, Culver City, CA 90230 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."
2. RECITALS.
2.1 Consultant.
Consultant desires to perform and assume responsibility for the provision of certain professional WATER UTILITY COST-OF-SERVICE STUDY consulting services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing professional WATER UTILITY COST-OF-SERVICE STUDY consulting services to public clients, is licensed in the State of California, if applicable, and is familiar with the plans of City.
2.2 Project.
City desires to engage Consultant to render such professional WATER UTILITY COSTOF-SERVICE STUDY consulting services for the COST-OF-SERVICE STUDY FOR THE CITY’S WATER UTILITY project ("Project") as set forth in this Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional WATER UTILITY COST-OF-SERVICE STUDY consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.
3.1.2 Term. The term of this Agreement shall be from MAY 6, 2025 until the services are completed to the satisfaction of the City. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines.
3.2 Responsibilities of Consultant.
3.2.1 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the Attachment 3
1040
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means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee.
Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control, the City being only concerned with the finished results of the work being performed. Neither City, nor any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be solely responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Neither Consultant nor Consultant's employees shall in any event be entitled to any benefits to which City employees are entitled, including, but not limited to, overtime, retirement benefits, workers’ compensation benefits, injury leave or other leave benefits. Consultant is solely responsible for all such matters, as well as compliance with social security and income tax withholding and all other regulations and laws governing such matters.
3.2.2 PERS Eligibility and Employee Payments Indemnification. In the event that Consultant's employee providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employer and employee contributions for PERS benefits on behalf of the employee as well as for payment of any penalties and interest on such contributions that would otherwise be the responsibility of the City. Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant's employees providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation and benefit including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contributions to be paid by City for employer contributions and/or employee contributions for PERS benefits. Consultant agrees to defend and indemnify the City for any obligation, claim, suit or demand for tax, retirement contribution including any contribution to the PERS, social security, salary or wages, overtime payment, or workers’ compensation payment that the City may be required to make for work done under this Agreement. The provisions of this section 3.2.2 are continuing obligations that shall survive expiration or termination of this Agreement.
3.2.3 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.
3.2.4 Endorsement on PS&E/ Other Data. Consultant shall sign all plans, specifications, estimates (PS&E) and engineering data furnished by Consultant, and where appropriate will indicate Consultant’s authorized signature and professional registration number.
3.2.5 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.
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3.2.6 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: SANJAY GAUR, PRESIDENT.
3.2.7 City's Representative. The City hereby designates DAVID REBENSDORF, PUBLIC WORKS DIRECTOR, or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Work or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Work or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.
3.2.8 Consultant's Representative. Consultant hereby designates SANJAY GAUR, PRESIDENT, or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.
3.2.9 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times.
3.2.10 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement.
As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub-consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed 1042
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from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.
3.2.11 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If Consultant performs any work knowing it to be contrary to such laws, rules and regulations, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.
3.2.12 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subconsultants, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.
3.2.13 Insurance. Consultant agrees to procure and maintain, at Consultant’s expense all insurance specified in Exhibit “C” attached hereto and by this reference incorporated herein. Consultant shall require all subconsultants to carry the same policies and limits of insurance that the Consultant is required to maintain, unless otherwise approved in writing by the City.
3.3 Fees and Payments.
3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "D" attached hereto and incorporated herein by reference. The total compensation shall not exceed SEVENTY-THREE THOUSAND FOUR HUNDRED AND SIXTY-FIVE DOLLARS ($73,465) without prior written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.
3.3.2 Payment of Compensation. Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services rendered by Consultant. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice.
City shall, within 30 days of receiving such invoice, review the invoice and pay all non-disputed and approved charges thereon. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein.
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3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "D" of this Agreement.
3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.
Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City.
3.3.5 Rate Increases. In the event that this Agreement is renewed pursuant to Section 3.1.2, the rate set forth in Exhibit “D” may be adjusted each year at the time of renewal as set forth in Exhibit “D.”
3.3.6 Labor Code Requirements.
3.3.6.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.
3.3.6.2 Registration. If the Services are being performed as part of an applicable “public works” or “maintenance” project, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the project and require the same of any subconsultants. This project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code sections 1725.5 and 1771.1 shall not apply to Services performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code sections 1725.5 and 1771.1.
3.4 Accounting Records.
3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of four (4) years from the date of final payment under this Agreement.
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3.5 General Provisions.
3.5.1 Termination of Agreement.
3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time, with or without cause, by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.
3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.
3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.
3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:
Consultant: WATER RESOURCES ECONOMICS
10830 PICKFORD WAY
CULVER CITY, CA 90230
ATTN: SANJAY GAUR, PRESIDENT
City: City of San Clemente
910 Calle Negocio
San Clemente, CA 92673
ATTN: LAURA CAMPAGNOLO, CITY CLERK AND
JULIE SCHMIDT, SR. MANAGEMENT ANALYST
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.
3.5.3 Ownership of Materials and Confidentiality.
3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for 1045
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any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data.
Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk.
3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.
3.5.3.3 Confidential Information. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information.
Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.
3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.
3.5.5 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action.
3.5.6 Indemnification.
3.5.6.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, 1046
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employees, subcontractors, consultants or agents in connection with the performance of the Consultant's Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses. Consultant’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.
3.5.6.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.
3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.
3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Orange County.
3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement.
3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.
3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.
3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.
3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.
3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 1047
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3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.
3.5.16 No Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.
3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City, state and federal grant requirements and related programs, policies and guidelines currently in effect or hereinafter enacted.
3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.
3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.
3.5.22 Counterparts/Electronic Signatures. This Agreement may be signed in counterparts, each of which shall constitute an original. This Agreement may be signed with the same force and effect as original ink signatures.
3.6 Subcontracting.
3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all 1048
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provisions stipulated in this Agreement.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be duly executed on the respective dates set forth opposite of their signatures.
CITY OF SAN CLEMENTE
By:________________________________
Andy Hall, City Manager
ATTEST: Dated: _________________________
______________________________
CITY CLERK of the City of
San Clemente, California
APPROVED AS TO FORM:
_____________________________
Elizabeth A. Mitchell, City Attorney
APPROVED AS TO AVAILABILITY
OF FUNDING:
_____________________________
Finance Authorization
WATER RESOURCES
ECONOMICS, LLC, a California
Limited Liability Company
(“CONSULTANT”)
By:_____________________________
Sanjay Gaur, General Manager
Dated: _________________________
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EXHIBIT "A"
SCOPE OF SERVICES
Consultant shall perform the following services for the City (collectively, the “Services”) to the City’s satisfaction:
TASK 1: PROJECT MANAGEMENT AND INITIATION
Project Kick-off
Consultant will conduct a virtual kick-off to review the financial, legal, and political landscape of adopting water rates and to define the City’s goals and challenges. Prior to the meeting, Consultant will provide a data request list describing data items needed to conduct the study.
Topics to be discussed during the kick-off meeting include the scope of work, the project schedule, the City’s current rate structures, project roles and responsibilities, data items, and any other concerns that City staff may have.
Project Management
Consultant represents and warrants that its project team has extensive experience guiding the rate study process successfully from start to finish. Sanjay Gaur, as Project Manager, will be ultimately accountable for the successful execution of the scope of work. Consultant’s project management approach will stress the importance of clearly defining project roles, expectations, and responsibilities at or before the kick-off meeting. Additionally, Consultant will establish frequent and open communications between City staff and the Consultant project team via phone, email, and/or meetings. To adhere to the project schedule, the Consultant team will work to schedule meetings with City staff well in advance of the target meeting date. Consultant will attend weekly and monthly progress meetings with City staff and monthly project invoices that detail the tasks completed Each task identifies the necessary meetings and deliverables to the City.
Quality Assurance Process
Each project has multiple checkpoints to ensure the accuracy and validity of the data, technical analyses, and methodologies we use to develop project deliverables. Consultant’s process will include rate revenue reconciliations to validate customer data, input summaries for City staff, and independent reviews of the financial plan, cost-of-service analysis, rate calculations, and reports.
Meetings:
• One virtual kick-off meeting with City staff
Deliverables:
• Data request list in Microsoft Word
• Kick-off meeting presentation in Microsoft PowerPoint • Kick-off meeting minutes in Microsoft Word
• Bi-weekly progress reports and project updates (as requested) • Monthly invoices and cost billings (as requested)
TASK 2: FINANCIAL PLANNING
Ten-Year Financial Plan Projections
At the outset of the financial plan analysis, Consultant will conduct a detailed review of the City’s current ordinances, policies, operations and maintenance (O&M) budgets, water supply costs, current water and recycled water rate structures, three years of customer accounts and usage 1050
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data, and Capital Improvement Plan (CIP) costs, including the Doheny Ocean Desalination Project. Current and anticipated changes to standards and regulations will be considered during the evaluation of current and projected costs. We will work closely with City staff to identify the most accurate assumptions for projecting future costs.
Consultant will create a ten-year financial plan model in Microsoft Excel to assess the financial health of the City’s water enterprise and then evaluate the level of revenue adjustments required to ensure long-term fiscal sustainability. Projecting revenue adjustments over a multi-year planning horizon illustrates future rate impacts and potential challenges to the enterprise’s financial health so the City can plan future expenses, monitor reserve balances, and/or schedule CIP to smooth rate impacts. As part of the process, Consultant will evaluate up to three funding options for the capital costs of the future Membrane Filtration Reverse Osmosis (MFRO) and the resulting impacts to the recycled water revenue requirements. Consultant will strive for smooth revenue adjustments and minimal rate impacts while achieving financial sufficiency and resiliency.
For example, strategic timing of capital expenditures and the use of debt funding and/or reserve funds can help mitigate rate fluctuations and avoid steep increases.
Consultant will evaluate financial plan scenarios that incorporate projected fluctuations to water and recycled water usage, as well as funding options for the MFRO capital project. The resulting financial plan scenario will allow the City to meet its long-term financial objectives, ensure adequate reserves and debt coverage, and sufficiently fund its operating and CIP costs throughout the study period. The ultimate goal of the financial plan task is to determine the total annual water and recycled water revenue requirements (the amount of revenue that water and recycled water rates must recover) over a multi-year rate-setting period.
Financial Model and Dashboard Functionality
Consultant understands the importance of developing a user-friendly, transparent, and flexible Excel-based model that City staff can use for future financial planning. Consultant’s financial model will be custom-built for the City needs and will include a financial plan dashboard. The dashboard is an effective tool to visually assess how each assumption or scenario impacts the financial plan and is instrumental in the decision-making process. The dashboard can:
• Change various assumptions such as CIP spending, debt issuance, projected changes in water usage, magnitude and timing of revenue adjustments, etc. • Flag errors and problematic results such as failure to meet debt coverage, below target reserves, etc.
• Perform sensitivity analyses and various “what-if” scenarios, so that impacts can be viewed instantaneously with built-in screen graphics
Consultant will conduct up to three virtual meetings with City staff to discuss the data needs, key assumptions, policy objectives, and preliminary financial plan scenarios for the water enterprise.
Meetings:
• Up to three virtual meetings with City staff
Deliverables:
• Meeting presentations in Microsoft PowerPoint
• Financial model in Microsoft Excel
TASK 3: COST-OF-SERVICE ANALYSIS
Water and Recycled Water Cost-of-Service Analysis
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Consultant will conduct a water and recycled water cost-of-service analysis in accordance with applicable law, industry standards and methodologies, including as outlined in the M1 Principles of Water Rates, Fees, and Charges, Seventh Edition manual published by the American Water Works Association (AWWA). More specifically, the water cost-of-service analysis may utilize the AWWA-approved Base-Extra Capacity method, which focuses on different water usage patterns but only if that methodology can be supported by applicable law, including under Coziahr v. Otay Water District (2024) 103 Cal.App.5th 785. The cost-of-service analysis must establish a strong nexus between the costs incurred by the City’s water enterprise and the rates charged to customers for water service. The cost-of-service analysis will be utilized to allocate the water and recycled water rate revenue requirements to “cost causation components” and then to the associated rates and charges. This ensures that customers will be charged proportionally with the cost incurred by the City to provide water services, as required by Proposition 218. Consultant will clearly distinguish between fixed and variable costs and work with City staff to determine the appropriate level of fixed cost recovery, recognizing the pros and cons of a higher fixed charge.
Consultant will develop alternative methodologies if requested by the City.
Consultant will conduct up to two virtual meetings with City staff to discuss the cost allocation methodologies, and preliminary results of the cost-of-service analysis for the water enterprise.
Meetings:
• Up to two virtual meetings with City staff
Deliverables:
• Meeting presentations in Microsoft PowerPoint
• Cost-of-service analysis in Microsoft Excel
TASK 4: WATER RATE DESIGN
Water and Recycled Water Rate Design
This task includes detailed reviews of current rate structures, development of proposed rates, and comparisons with regional benchmarks to ensure competitiveness and fairness. The overall goal is to design proposed water and recycled water rates that are equitable, compliant, and minimize the financial burden on customers.
The rate design process will include a thorough review of the customer water usage patterns based on historical data, both by customer class and by season, and ensure that the calculated rates are based on actual costs and usage patterns and comply with Proposition 218 requirements. In addition, Consultant will review the wholesale water supply pass-through rate structure and update the current pass-through rate and propose any changes to future passthrough rate adjustments to ensure sufficient revenue recovery in the future. In addition, Consultant will explore different options for the City to address affordability assistance to lowincome customers given the requirements of Proposition 218.
Consultant will develop proposed rates for potable water and recycled water in compliance with Proposition 218 (California Constitution Articles XIII C & D) and relevant industry standards. An Excel-based rate model will be developed to calculate proposed water and recycled water rates, based on the rate revenue requirement determination under both the current and alternative rate structures selected for consideration. Proposed rates will be calculated for a five-year period. The rate model will include sample customer bill comparisons to evaluate the impact of the proposed water and recycled water rate changes on various types of customers. These calculations will illustrate the impacts on customers due to changes in the financial plan, cost-of-service 1052
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allocations, and rate structure, aiming to design rates that avoid “rate shock” or steep initial increases.
Rate Survey
Consultant will conduct a water rate survey of up to five neighboring and/or similar agencies.
Consultant will work with City staff to finalize the list of agencies to survey during the project. The goal of the rate survey is to provide a regional comparison of customer costs for water service and to provide context for potential rate changes.
Meetings:
• Up to three virtual meetings with City staff
Deliverables:
• Meeting presentations in Microsoft PowerPoint
• Water and recycled water rate model in Microsoft Excel • Rate survey in Microsoft Excel
TASK 5: DEMAND MANAGEMENT RATES DEVELOPMENT
Consultant will also develop proposed water demand management rates that may be implemented during each of the three water shortage stages: 5-10% reduction, 11-20% reduction, and greater than 20% reduction. Reductions in water rate revenues during periods of reduced water demand can present water utilities with serious financial challenges. Water demand management rates are a proven strategy to mitigate this financial risk during periods of reduced water sales. Consultant will work with City staff to identify alternative water shortage strategies and determine which rate structure is most appropriate. We will then develop proposed water demand management rates for a period of up to five years based on the selected rate structure.
Consultant will review preliminary water demand management rates with City staff during virtual meetings.
Meetings:
• One virtual meeting with City staff
Deliverables:
• Demand management rate model in Microsoft Excel
TASK 6: REPORT DEVELOPMENT
Administrative Record
The rate study report will serve as the City’s administrative record to meet Proposition 218 requirements. An administrative record is a technical document that describes the assumptions, methodologies, results, cost allocations, and calculations that are used to develop the proposed water and recycled water rates. Consultant’s reports are highly detailed and provide a clear nexus between the costs of providing water and recycled water service to the City’s customers and the water and recycled water rates that customers are charged for that service, which is a key requirement of Proposition 218.
Draft and Final Reports
Consultant will draft a detailed rate study report that presents the proposed water and recycled water rate development process. The report will highlight the major issues and decisions reached during the rate study and will provide detailed explanations of the financial plan projections, any 1053
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proposed rate and fee structure changes, and proposed water and recycled water rate calculations. City staff and legal counsel will review and provide input on the draft report, which Consultant will incorporate into a final report version. If necessary, Consultant will schedule one virtual meeting with City staff and legal counsel to discuss comments and feedback on the draft report.
Meetings:
• One virtual meeting with City staff
Deliverables:
• Draft and final report versions in Microsoft Word and/or PDF format TASK 7: PUBLIC WORKSHOPS
Public Workshops
Consultant will attend up to two in-person City Council workshops and assist City staff with presenting recommended water and recycled water rates and study results. Consultant will work with City staff to develop a schedule of stakeholder meetings as a part of the rate study process.
Consultant will conduct workshops with City staff, Council, the Community Advisory Team, and other stakeholders to solicit feedback, gather information, present preliminary and final results, and gain consensus on key decisions.
Proposition 218 Public Hearing
Consultant will attend an in-person Proposition 218 Public Hearing, during which the goal is for the City Council to adopt the proposed water and recycled water rates, and miscellaneous fees (if applicable). Consultant will prepare a presentation and assist City staff with presenting a summary of the rate study results. We will be available to answer any questions from the Council or the public that may arise during the meeting. In addition, Consultant will provide guidance as requested on how to conduct and facilitate the Public Hearing based on best practices and past experiences with other agencies in California.
Meetings:
• Two in-person City Council workshops
• One in-person Public Hearing
Deliverables:
• Meeting presentations in Microsoft PowerPoint
TASK 8: MISCELLANEOUS FEES
Miscellaneous Fees Model
Consultant will work with City staff to review and evaluate potential updates to the City’s existing miscellaneous water-related fees listed in the City’s Resolution 10-48. We will collaborate with staff to understand and determine the fully burdened hourly rate for staff time related to various tasks and other costs associated with such miscellaneous fees. The total cost of certain tasks (for example, Backflow Testing Administration Fee, Meter Installation Fees, Water Application Fee, Hydrant Meter Rentals, etc.) will be included in the fees calculation. Consultant will meet with City staff virtually to discuss miscellaneous fees.
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Meetings:
• Up to two virtual meetings with City staff
Deliverables:
• Miscellaneous User Fees and Penalties Model in Microsoft Excel 1055
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EXHIBIT "B"
SCHEDULE OF SERVICES
Consultant shall diligently perform the services to the City’s satisfaction and as set forth in the schedule below, with any changes approved by the City:
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18 EXHIBIT “C”
INSURANCE REQUIREMENTS
3.2.12 Insurance.
3.2.12.1 Time for Compliance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section.
3.2.12.2 Types of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, the Consultant, in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Consultant agrees to amend, supplement or endorse the policies to do so.
(A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 0001, or the exact equivalent, with limits of not less than $1,000,000 per occurrence and no less than $2,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability); or (3) containing any other exclusion(s) contrary to the terms or purposes of this Agreement. (B) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 0001 covering "Any Auto" (Symbol 1), or the exact equivalent, covering bodily injury and property damage for all activities with limits of not less than $1,000,000 combined limit for each occurrence. (C) Workers' Compensation: Workers' Compensation
Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease. (D) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance appropriate to Consultant’s profession with limits of not less than $1,000,000 per claim. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least three (3) years from termination or expiration of this Agreement. (E) Cyber Liability Insurance with limits not less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Contractor in this agreement and shall include, but not be limited to, claims involving security breach, system failure, data recovery, 1057
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19 business interruption, cyber extortion, social engineering, infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, and alteration of electronic information. The policy shall provide coverage for breach response costs, regulatory fines and penalties as well as credit monitoring expenses.
3.2.12.3 Insurance Endorsements. Required insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(A) Commercial General Liability:
(1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement.
Additional Insured Endorsements shall not (1) be
restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Consultant; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Consultant shall provide endorsements in the form of ISO CG 20 10 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement.
(2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Automobile Liability:
(1) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
3.2.12.4 Professional Liability (Errors & Omissions):
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Contractual Liability Exclusion Deleted: This insurance shall include contractual liability applicable to this Agreement. The policy must “pay on behalf of” the insured and include a provision establishing the insurer’s duty to defend.
3.2.12.5 Workers' Compensation:
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
3.2.12.6 Primary and Non-Contributing Insurance. All policies of Commercial General Liability and Automobile Liability insurance shall be primary and any other 1058
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20 insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.
3.2.12.7 Waiver of Subrogation. All policies of Commercial General Liability and Automobile Liability insurance shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against the City, its officials, officers, employees, agents, and volunteers, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
3.2.12.8 Deductibles and Self-Insured Retentions. Any deductible or selfinsured retention greater than $5,000 must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents, and volunteers in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention.
3.2.12.9 Evidence of Insurance. The Consultant, concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.
3.2.12.10 Failure to Maintain Coverage. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement effective upon notice.
3.2.12.11 Acceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A- VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.
3.2.12.12 Enforcement of Agreement Provisions (non estoppel).
Consultant acknowledges and agrees that actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.
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21 3.2.12.13 Requirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Appendix are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.
3.2.12.14 Insurance for Subconsultants. Consultant shall include all subconsultants engaged in any work for Consultant relating to this Agreement as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the subconsultant's policies. All policies of Commercial General Liability insurance provided by Consultant’s subconsultants performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Consultant shall not allow any subconsultant to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of subconsultant’s compliance with all insurance requirements under this Agreement, to the extent applicable. The Consultant shall provide satisfactory evidence of compliance with this section upon request of the City.
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22 EXHIBIT “D”
COMPENSATION
In full compensation for the Services rendered by the Consultant under the Agreement, the City shall pay the Consultant for actual work performed at the rates listed below.
Consultant shall complete the proposed scope of work based on the fee table shown below, for a not-to-exceed amount of $73,465. Consultant will invoice the City based on percentage completion. Sanjay Gaur will serve as the Project Manager with an hourly billing rate of $325 per hour. Either Hannah Phan, Nancy Phan, and/or Charles Diamond will serve as the Project Analyst with an hourly billing rate of $210 per hour.
Maximum compensation under this Agreement shall not exceed $73,465. There are no reimbursable expenses under this Agreement.
Fee Proposal
Task
Virtual
Meetings
In-person
Meetings
Project
Manager
Project
Analyst
Total
Fee
Task 1: Project Management & Initiation 1 0 8 12 $5,120 Task 2: Financial Planning 3 0 16 40 $13,600
Task 3: Cost of Service Analysis 2 0 8 24 $7,640
Task 4: Water Rate Design 3 0 10 40 $11,650
Task 5: Demand Management Rates Development 1 0 4 12 $3,820 Task 6: Report Development 1 0 10 60 $15,850
Task 7: Public Workshops 0 3 22 12 $10,285
Task 8: Miscellaneous Fees 1 0 4 20 $5,500
Total 12 3 82 220 $73,465
Fee Details
Hourly Billing Rate - Project Manager: $325
Hourly Billing Rate - Project Analyst: $210
Number of Meetings Billable Hours Proposed Fee
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23 WORKER’S COMPENSATION INSURANCE CERTIFICATION
WORKERS' COMPENSATION DECLARATION
I hereby affirm under penalty of perjury one of the following declarations:
(ONE OF THE BOXES BELOW MUST BE CHECKED)
I have and will maintain a certificate of consent from the California Labor Commission to self-insure for workers' compensation, as provided for by Section 3700 of the Labor Code, for the performance of the work to be performed under this contract.
I have and will maintain workers' compensation insurance, as required by Section 3700 of the Labor Code, for the performance of the work to be performed under this contract. My workers' compensation insurance carrier and policy number are:
Carrier____________________________________________________ Policy Number______________________________________________ I certify that, in the performance of the work under this Agreement, I shall not employ any person in any manner so as to become subject to the workers' compensation laws of California, and I hereby agree to indemnify, defend, and hold harmless the City of San Clemente and all of its officials, employees, and agents from and against any and all claims, liabilities, and losses relating to personal injury or death, economic losses, and property damage arising out of my failure to provide such worker’s compensation insurance. I further agree that, if I should become subject to the workers' compensation provisions of Section 3700 of the Labor Code, I shall forthwith comply with those provisions.
WARNING: FAILURE TO SECURE WORKERS’ COMPENSATION
COVERAGE IS UNLAWFUL, AND SHALL SUBJECT AN EMPLOYER TO
CRIMINAL PENALTIES AND CIVIL FINES UP TO ONE HUNDRED THOUSAND DOLLARS ($100,000), IN ADDITION TO THE COST OF COMPENSATION, DAMAGES AS PROVIDED FOR IN SECTION 3706 OF THE LABOR CODE, INTEREST, AND ATTORNEY’S FEES.
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24 Dated: _______________________________
________________________________
(“CONSULTANT”)
By: ________________________________
________________________________
Title
________________________________
Address
________________________________
1063
RESOLUTION NO. 25-54
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SAN CLEMENTE, CALIFORNIA, AWARDING A
PROFESSIONAL CONSULTING SERVICES AGREEMENT
FOR A COST-OF-SERVICE STUDY FOR THE CITY’S
WATER UTILITY TO WATER RESOURCES ECONOMICS,
LLC, AUTHORIZING THE CITY MANAGER TO EXECUTE
THE AGREEMENT IN AN AMOUNT NOT TO EXCEED
$73,465, AND APPROVING AN 8.9% PROJECT
CONTINGENCY OF $6,535
WHEREAS, a cost-of-service study is performed to examine the cost of providing water services with the objective of maintaining fair and equitable rates so that users pay in proportion to the cost of service and in compliance with Proposition 218 and other applicable law; and
WHEREAS, typically, a study is performed every five to ten years, and the City's most recent study was completed in 2017; and
WHEREAS, a Request for Proposals was prepared for a cost-of-service study for the City’s Water Utility and six (6) responsive proposals were received; and WHEREAS, after evaluation of the proposals received, and interviews conducted with all six firms, Water Resources Economics, LLC was the selected consultant based on their experience working with other water agencies in Southern California, their significant work experience in conducting cost-of-service studies, specifically in the area of establishing water rate structures, familiarity and prior experience with the City, staff resources, a record of success on similar projects and a fee that is fair and reasonable.
NOW, THEREFORE, the City Council of the City of San Clemente does hereby resolve as follows:
Section 1. That the above recitals are true and correct and incorporated herein fully by reference.
Section 2. That a Professional Services Agreement for a Cost-of-Service Study for the City’s Water Utility is hereby awarded to Water Resources Economics, LLC.
Section 3. That the City Manager is authorized and directed to execute a Professional Services Agreement with Water Resources Economics, LLC for an amount not to exceed $73,465 in a form substantially similar to that presented to City Council on May 6, 2025.
Section 4. That the City Manager is authorized to approve amendments to such Agreement up to an 8.9% project contingency of $6,535, if needed.
Section 5. That the City Manager or his designee are authorized and directed to take Attachment 4
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Resolution No. 25-54 Page 2
such other and further actions as may be necessary and proper to fulfill the purposes of this resolution.
Section 6. The City Clerk shall certify to the passage and adoption of this resolution and enter it into the book of original resolutions.
PASSED AND ADOPTED this _____ day of ____________________, _______.
ATTEST:
___________________________ __________________________
City Clerk of the City of Steve Knoblock, Mayor of the
San Clemente, California City of San Clemente, California 1065
Resolution No. 25-54 Page 3
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) §
CITY OF SAN CLEMENTE )
I, LAURA CAMPAGNOLO, City Clerk of the City of San Clemente, California, do hereby certify that Resolution No. 25-54 was adopted at a regular meeting of the City Council of the City of San Clemente held on the _______ day of _______________________, _________, by the following vote:
AYES:
NOES:
ABSENT:
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of San Clemente, California, this _____ day of _________________, ________. __________________________
CITY CLERK of the City of
San Clemente, California
Approved as to form:
____________________________
Elizabeth A. Mitchell, City Attorney
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Attachment 5
1067
1068
1069
1070
1071
910 Calle Negocio
2nd Floor
San Clemente, California
www.san-clemente.org
AGENDA REPORT
CITY OF SAN CLEMENTE
CITY COUNCIL MEETING
CITY OF SAN CLEMENTE 1
Meeting Date: May 6, 2025 Agenda Item: 10K.
Department: Planning Division
Prepared By Jonathan Lightfoot, City Planner
Subject:
..titl e
CONSIDERATION OF A RESOLUTION AWARDING TWO PROFESSIONAL SERVICES
AGREEMENTS FOR AS-NEEDED CONTRACTUAL PLANNING STAFF SUPPORT SERVICES
TO COMMUNITY COUNTERPART SERVICES AND VCA CODE AND AUTHORIZING THE CITY
MANAGER TO EXECUTE BOTH TWO-YEAR CONTRACTS IN AMOUNTS NOT TO EXCEED $50,000 ..body EACH PER YEAR
Fiscal Impact:
The proposed contracts are funded within the existing budget and by grant revenues. The City of San Clemente was awarded a grant by the California Coastal Commission to advance its work on the Local Coastal Program (LCP). One component of the grant is $350,000 of funding for staff support to supplement the time of Planning Division staff to dedicate towards work on the LCP. Of those funds, $150,000 was allocated towards initiating a Gateway Overlay project (via Resolution No. 25-02), and $69,000 was allocated towards augmenting the Geotechnical analysis component of the LCP work to be completed by EnGeo (via Resolution No. 25-19). The remaining grant funds of $131,000 will support these on-call contracts. The cost of both contracts (a combined total not to exceed $100,000 annually) will not exceed the combination of grant funds and existing budgeted amounts for contractual services in support of City Planning activities.
Summary:
Before the City Council is a request to consider approval of two professional services agreements to provide on-call (as needed) Planning services. Utilizing two companies for as-needed contractual planning staff support allows the Planning Division flexibility to ensure expected deadlines and turnaround times are met as the workload fluctuates. The proposed agreements with Community Counterpart Services Corp.
(Community Counterpart Services) and The Code Group, Inc. dba VCA Code (VCA Code) are each for a two-year term with a not-to-exceed contract amount of $50,000 each per year.
Background:
While the majority of project and plan reviews will be completed in-house, these contractual services free up staff capacity to work on the LCP, specifically in managing the on-going Parking and Transit Demand Management Study and the Geotechnical Study, which are both essential to ongoing work on the draft Implementation Plan. (The City has an adopted Local Coastal Plan; however, an adopted Implementation Plan, which serves as the Zoning Code for the Coastal Zone, is also required to achieve a certified LCP.) The contractual services will ensure that expected deadlines and turnaround times continue to be met, especially during busier periods. 1072
Meeting Date: May 6, 2025 Agenda Item: 10K.
CITY OF SAN CLEMENTE 2
Staff posted a Request for Proposals for building as-needed contractual planning staff support on Planet Bids on February 22, 2025 and reached out to local consultants. Two companies submitted proposals, one of which is a local vendor. Upon review of the proposals, staff interviewed both firms. Both were found to be qualified companies to provide the on-call plan and project review services that the City requires and their proposed pricing was found to be fair and reasonable.
Council Options:
Adopt Resolution No, 25-55, which would award professional services agreements to Community Counterpart Services and VCA Code for as-needed contractual planning staff support, and authorize the City Manager to execute both contracts for two-year terms not to exceed $50,000 per year each.
Modify and adopt Resolution No. 25-55.
Continue the item and direct staff to provide additional information. Do not award the contracts to Community Counterpart Services and VCA Code for on-call plan and project review services.
Environmental Review/Analysis
Approval of these contracts does not constitute a “project” under the California Environmental Quality Act Guidelines section 15378 (14 CCR section 15378). The approval of contracts for asneeded contractual planning staff support has no potential result in either a direct or physical change in the environment or a reasonably foreseeable indirect physical change in the environment.
Recommended Actions:
..recommendation
Staff recommends that the City Council Adopt Resolution No, 25-55, which would:
1. Award a professional services agreement to Community Counterpart Services and award a professional services agreement to VCA Code for as-needed contractual planning staff support; and
2. Accept grant revenues in the amount of $131,000 to Account No. 001-000-33446 (Coastal Grant Revenue); and
3. Approve a supplemental appropriation of $131,000 to Account No. 001-433-43890 (other contractual services) which will supplement existing budgeted funds for contract planning services; and
4. Authorize the City Manager to execute a professional services agreement (Attachment 2) with Community Counterpart Services, for a term of two (2) years in an amount not to exceed $50,000 annually; and
5. Authorize the City Manager to execute a professional services agreement (Attachment 3) with VCA Code, for a term of two (2) years in an amount not to exceed $50,000 annually. ..end
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Meeting Date: May 6, 2025 Agenda Item: 10K.
CITY OF SAN CLEMENTE 3
Attachment:
1. Resolution No. 25-55
2. Professional Services Agreement with Community Counterpart Services
3. Professional Services Agreement with VCA Code
Notification:
All proposers.
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Attachment 1
RESOLUTION NO. 25-55
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SAN CLEMENTE, CALIFORNIA, AWARDING TWO
PROFESSIONAL SERVICES AGREEMENTS FOR ASNEEDED CONTRACTUAL PLANNING STAFF SUPPORT
SERVICES TO COMMUNITY COUNTERPART SERVICES
AND VCA CODE AND AUTHORIZING THE CITY MANAGER
TO EXECUTE BOTH TWO-YEAR CONTRACTS IN
AMOUNTS NOT TO EXCEED $50,000 EACH PER YEAR
WHEREAS, the Planning Division requires outside plan and project review services to augment City staff; and
WHEREAS, City of San Clemente was awarded a grant by the California Coastal Commission to advance its work on the Local Coastal Program (LCP), including approximately $300,000 for staff augmentation to allow senior full-time staff to allocate regular time towards work on the LCP; and
WHEREAS, contractual planning staff support will allow the Planning Division flexibility to ensure expected deadlines and turnaround times are met as the workload fluctuates; and
WHEREAS, a request for proposals was advertised for on-call (as-needed) building plan review services and two (2) responsive proposals were received; and WHEREAS, after evaluation of the proposals received and interviews of the proposing firms, Community Counterpart Services and VCA Code are both qualified companies to perform the services needed and have prices that are fair and reasonable; and
WHEREAS, utilizing both companies for on-call (as-needed) plan review services allows flexibility to ensure expected deadlines and turnaround times are met as the workload fluctuates and is in the best interests of the City and the public.
NOW, THEREFORE, the City Council of the City of San Clemente does hereby find, determine and resolve as follows:
SECTION 1. That the above recitations are true and correct and incorporated herein.
SECTION 2. That professional services agreements for on-call (as-needed) contract planning services are hereby awarded to Community Counterpart Services and VCA Code.
SECTION 3. That the City Manager is authorized and directed to execute a professional services agreement with Community Counterpart Services for a term of two years in an amount not to exceed $50,000 annually in a form substantially similar to that presented to City Council on May 6, 2025.
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Resolution No. 25-55 Page 2
SECTION 4. That the City Manager is authorized to and directed to execute a professional services agreement with VCA Code for a term of two years in an amount not to exceed $50,000 annually in a form substantially similar to that presented to City Council on May 6, 2025.
SECTION 5. The City Clerk shall certify to the passage and adoption of this resolution and enter it into the book of original resolutions.
PASSED AND ADOPTED this _____ day of ____________________, 2025.
ATTEST:
___________________________ __________________________
City Clerk of the City of Steve Knoblock, Mayor of the
San Clemente, California City of San Clemente, California 1076
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) §
CITY OF SAN CLEMENTE )
I, LAURA CAMPAGNOLO, City Clerk of the City of San Clemente, California, do hereby certify that Resolution No. 25-55 was adopted at a regular meeting of the City Council of the City of San Clemente held on the _______ day of _______________________, 2025, by the following vote:
AYES:
NOES:
ABSENT:
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of San Clemente, California, this _____ day of _________________, ________. __________________________
CITY CLERK of the City of
San Clemente, California
Approved as to form:
___________________________
Elizabeth A. Mitchell, City Attorney
1077
Attachment 2
CITY OF SAN CLEMENTE
PROFESSIONAL CONSULTANT SERVICES AGREEMENT
1. PARTIES AND DATE.
This Agreement is made and entered into this _____ day of ________, 2025, by and between the City of San Clemente, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 910 Calle Negocio, San Clemente, California, 92673 ("City") and Community Counterpart Services Corp., a California corporation, with its principal place of business at 313 ZORRO VISTA, SAN CLEMENTE, CA 92672 ("Consultant").
City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."
2. RECITALS.
2.1 Consultant.
Consultant desires to perform and assume responsibility for the provision of certain professional community development / planning consulting services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing professional community development / planning consulting services to public clients, is licensed in the State of California, if applicable, and is familiar with the plans of City.
2.2 Project.
City desires to engage Consultant to render such professional community development / planning consulting services for assistance with customer service, plan checks, and/or project management related to public hearing projects overseen by the Planning Division ("Project") as set forth in this Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional community development / planning consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.
3.1.2 Term. The term of this Agreement shall be from May 7, 2025 to May 6, 2027, or until completed to the City’s satisfaction, unless earlier terminated as provided herein.
Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines.
3.2 Responsibilities of Consultant.
3.2.1 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. 1078
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Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control, the City being only concerned with the finished results of the work being performed. Neither City, nor any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be solely responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Neither Consultant nor Consultant's employees shall in any event be entitled to any benefits to which City employees are entitled, including, but not limited to, overtime, retirement benefits, workers’ compensation benefits, injury leave or other leave benefits. Consultant is solely responsible for all such matters, as well as compliance with social security and income tax withholding and all other regulations and laws governing such matters.
3.2.2 PERS Eligibility and Employee Payments Indemnification. In the event that Consultant's employee providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employer and employee contributions for PERS benefits on behalf of the employee as well as for payment of any penalties and interest on such contributions that would otherwise be the responsibility of the City. Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant's employees providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation and benefit including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contributions to be paid by City for employer contributions and/or employee contributions for PERS benefits. Consultant agrees to defend and indemnify the City for any obligation, claim, suit or demand for tax, retirement contribution including any contribution to the PERS, social security, salary or wages, overtime payment, or workers’ compensation payment that the City may be required to make for work done under this Agreement. The provisions of this section 3.2.2 are continuing obligations that shall survive expiration or termination of this Agreement.
3.2.3 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.
3.2.4 Endorsement on PS&E/ Other Data. Consultant shall sign all plans, specifications, estimates (PS&E) and engineering data furnished by Consultant, and where appropriate will indicate Consultant’s authorized signature and professional registration number.
3.2.5 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.
3.2.6 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should 1079
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one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Johnathan Ciampa, CEO.
3.2.7 City's Representative. The City hereby designates Jonathan Lightfoot, City Planner, or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Work or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Work or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.
3.2.8 Consultant's Representative. Consultant hereby designates Johnathan Ciampa, CEO, or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.
3.2.9 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times.
3.2.10 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement.
As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub-consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.
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3.2.11 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If Consultant performs any work knowing it to be contrary to such laws, rules and regulations, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.
3.2.12 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subconsultants, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.
3.2.13 Insurance. Consultant agrees to procure and maintain, at Consultant’s expense all insurance specified in Exhibit “C” attached hereto and by this reference incorporated herein. Consultant shall require all subconsultants to carry the same policies and limits of insurance that the Consultant is required to maintain, unless otherwise approved in writing by the City.
3.3 Fees and Payments.
3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "D" attached hereto and incorporated herein by reference. The total compensation shall not exceed Fifty Thousand Dollars ($50,000) per year without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.
3.3.2 Payment of Compensation. Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services rendered by Consultant. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice.
City shall, within 30 days of receiving such invoice, review the invoice and pay all non-disputed and approved charges thereon. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein.
3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "D" of this Agreement.
3.3.4 Extra Work. At any time during the term of this Agreement, City may 1081
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request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.
Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City.
3.3.5 Rate Increases. In the event that this Agreement is renewed pursuant to Section 3.1.2, the rate set forth in Exhibit “D” may be adjusted each year at the time of renewal as set forth in Exhibit “D.”
3.3.6 Labor Code Requirements.
3.3.6.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.
3.3.6.2 Registration. If the Services are being performed as part of an applicable “public works” or “maintenance” project, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the project and require the same of any subconsultants. This project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code sections 1725.5 and 1771.1 shall not apply to Services performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code sections 1725.5 and 1771.1.
3.4 Accounting Records.
3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of four (4) years from the date of final payment under this Agreement.
3.5 General Provisions.
3.5.1 Termination of Agreement.
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3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time, with or without cause, by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.
3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.
3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.
3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:
Consultant: Community Counterpart Services Corp.
313 Zorro Vista
San Clemente, CA 92673
ATTN: Johnathan Ciampa, CEO
City: City of San Clemente
910 Calle Negocio
San Clemente, CA 92673
ATTN: Laura Campagnolo, City Clerk and Jonathan
Lightfoot, City Planner
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.
3.5.3 Ownership of Materials and Confidentiality.
3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data.
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City. City shall not be limited in any way in its use of the Documents & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk.
3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.
3.5.3.3 Confidential Information. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information.
Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.
3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.
3.5.5 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action.
3.5.6 Indemnification.
3.5.6.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant's Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses. Consultant’s obligation to indemnify shall not be restricted to insurance proceeds, if 1084
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any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.
3.5.6.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.
3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.
3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Orange County.
3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement.
3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.
3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.
3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.
3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.
3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.
3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.
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3.5.16 No Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.
3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.
3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.
3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.
3.5.22 Counterparts/Electronic Signatures. This Agreement may be signed in counterparts, each of which shall constitute an original. This Agreement may be signed with the same force and effect as original ink signatures.
3.6 Subcontracting.
3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed on the respective dates set forth opposite of their signatures. 1086
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CITY OF SAN CLEMENTE
By:________________________________
Andy Hall, City Manager
ATTEST: Dated: __________________, 2025
_____________________________
CITY CLERK of the City of
San Clemente, California
APPROVED AS TO FORM:
_____________________________
Elizabeth A. Mitchell, City Attorney
APPROVED AS TO AVAILABILITY
OF FUNDING:
_____________________________
Finance Authorization
Community Counterpart Services Corp.,
a California corporation
(“CONSULTANT”)
By:
Johnathan Ciampa, CEO
Dated: __________________, 2025
By:
Ray Oropeza, CFO, Secretary
Dated: __________________, 2025
EXHIBIT "A"
SCOPE OF SERVICES
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Consultant shall perform the following services for the City (collectively, the “Services”) at the City’s request and to the City’s satisfaction:
Complete building plan reviews for zoning compliance on a variety of single family residential, multifamily residential, commercial and industrial buildings and sites. Assist with customer service at the public counter and by phone and email. Process assigned Planning projects for entitlements, reviewing for compliance with current applicable state and local codes, including the City’s General Plan, Specific Plans, and Zoning Ordinance.
Assist with research or drafts on minor Zoning Amendments. Additional information on the typical education and experience needed as well as essential competencies and performance expectations of Planners can be seen by reviewing the City’s job descriptions for Planner classifications at this link1. Assistant/Associate Planner position, which provides additional information on experience and expectations that are also applicable to this contract placement.
Submit clear and concise correction lists for plan checks and distribute to project applicants/designers. The general format of Consultant’s correction list shall be reviewed and approved by the City.
Perform re-check reviews on projects to ensure plan corrections have been resolved satisfactorily.
Stamp plans “approved” for compliance with applicable codes. The City requires the following minimum review turnaround timeframes (or better) in order to maintain the desired customer service level:
o 1st plan check: 15 business days
o 2nd plan check: 10 business days
o Subsequent plan checks: 5 business days
Process entitlements as assigned. Contract planners at the Assistant Planner level may be assigned minor entitlements under the authority of the Zoning Administrator; more experienced planners may be assigned projects under the authority of the Planning Commission. Contract Administrator: Provide monthly invoices for work performed within 30 days of the end of each month. If any time is spent on discretionary projects that require a deposit account, the deposit account number and specific work performed shall be referenced on the invoice. Training and Oversight:
o Mr. Ciampa will personally provide advanced training to CCS personnel prior to their start date to educate them on key regulations and operations including the City’s Zoning Code, specific plans, coastal regulations, historic preservation, Central Square, routing plans, and DMT to ensure our staff makes an immediate impact supporting the Planning Division with the desired objectives.
o As the Project Director, Mr. Ciampa will review comment letters (for the first four weeks of assignment of any new contract staff) and all staff reports and resolutions prior to City staff review to ensure all work products are thoroughly vetted.
1 https://www.governmentjobs.com/careers/sanclemente/classspecs/719538?keywords=planner&pagetype =classSpecifications
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Consistency with San Clemente’s Planning Division protocols:
o Central Square - update projects in Central Square including actions in chronology, DMT reviews, project status, adding comment letters, approval documents, etc. o File Management - Ensure all files managed by CCS staff are organized based on the City’s filing system including project resubmittals, comment letters, working documents, public notifications, staff reports, and resolutions.
o Project Spreadsheet- track entitlements and building/grading plans including submittals and due dates to ensure reviews are completed within the required deadlines. o Plan/entitlement Review checklist - develop a checklist to ensure all key Zoning Code provisions are considered when reviewing a project and educate CCS staff in the City regulations.
o Cohesion with the City - collaborate with City staff, fostering strong communication channels and a shared understanding of project goals. Work seamlessly within the existing City framework.
o Professionalism – exhibit a professional appearance and demeanor at all times. Deposit Account Monitoring – Monitor deposit accounts for entitlements to ensure projects do not complete the review process with negative balances. 1089
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EXHIBIT "B"
SCHEDULE OF SERVICES
Consultant shall diligently perform the Services to the City’s satisfaction according to the timeframe requested by the City. Standard timeframes for typical tasks are referenced below:
Task Timeframe
Phone calls/emails 24 hours
1st Plan review 15 Business Days
2nd Plan review 10 Business Days
Subsequent reviews 5 business days
Entitlements (each review) 30 calendar days
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EXHIBIT “C”
INSURANCE REQUIREMENTS
3.2.12 Insurance.
3.2.12.1 Time for Compliance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section.
3.2.12.2 Types of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, the Consultant, in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Consultant agrees to amend, supplement or endorse the policies to do so.
(A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 0001, or the exact equivalent, with limits of not less than $1,000,000 per occurrence and no less than $2,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability); or (3) containing any other exclusion(s) contrary to the terms or purposes of this Agreement. (B) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 0001 covering "Any Auto" (Symbol 1), or the exact equivalent, covering bodily injury and property damage for all activities with limits of not less than $1,000,000 combined limit for each occurrence. (C) Workers' Compensation: Workers' Compensation
Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease. (D) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance appropriate to Consultant’s profession with limits of not less than $1,000,000 per claim. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least three (3) years from termination or expiration of this Agreement. (E) Cyber Liability Insurance with limits not less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Contractor in this agreement and shall include, but not be limited to, claims involving security breach, system failure, data recovery, 1091
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business interruption, cyber extortion, social engineering, infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, and alteration of electronic information. The policy shall provide coverage for breach response costs, regulatory fines and penalties as well as credit monitoring expenses.
3.2.12.3 Insurance Endorsements. Required insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(A) Commercial General Liability:
(1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement.
Additional Insured Endorsements shall not (1) be
restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Consultant; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Consultant shall provide endorsements in the form of ISO CG 20 10 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement.
(2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Automobile Liability:
(1) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
3.2.12.4 Professional Liability (Errors & Omissions):
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Contractual Liability Exclusion Deleted: This insurance shall include contractual liability applicable to this Agreement. The policy must “pay on behalf of” the insured and include a provision establishing the insurer’s duty to defend.
3.2.12.5 Workers' Compensation:
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
3.2.12.6 Primary and Non-Contributing Insurance. All policies of Commercial General Liability and Automobile Liability insurance shall be primary and any other 1092
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insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.
3.2.12.7 Waiver of Subrogation. All policies of Commercial General Liability and Automobile Liability insurance shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against the City, its officials, officers, employees, agents, and volunteers, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
3.2.12.8 Deductibles and Self-Insured Retentions. Any deductible or selfinsured retention greater than $5,000 must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents, and volunteers in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention.
3.2.12.9 Evidence of Insurance. The Consultant, concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.
3.2.12.10 Failure to Maintain Coverage. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement effective upon notice.
3.2.12.11 Acceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A- VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.
3.2.12.12 Enforcement of Agreement Provisions (non estoppel).
Consultant acknowledges and agrees that actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.
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3.2.12.13 Requirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Appendix are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.
3.2.12.14 Insurance for Subconsultants. Consultant shall include all subconsultants engaged in any work for Consultant relating to this Agreement as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the subconsultant's policies. All policies of Commercial General Liability insurance provided by Consultant’s subconsultants performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Consultant shall not allow any subconsultant to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of subconsultant’s compliance with all insurance requirements under this Agreement, to the extent applicable. The Consultant shall provide satisfactory evidence of compliance with this section upon request of the City.
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EXHIBIT “D”
COMPENSATION
In full compensation for the Services rendered by the Consultant under the Agreement, the City shall pay the Consultant for actual work performed at the following hourly rates:
CCS San Clemente Team Billing Rates
Name Classification Fee/Rate
John Ciampa Project Director/
Principal Planner
$130/per hour*
Kumail Raza Principal Planner $130/per hour
Arlen Beck Associate Planner $115/per hour
Karla Morales Associate Planner $115/per hour
Brendon Hanley Assistant Planner $100/per hour**
*The Principal Planner rate discounted to the Senior Planner rate of $125 per hour.
Maximum compensation under this Agreement shall not exceed $50,000 per year. There are no reimbursable expenses under this Agreement. The rates listed above are all inclusive. 1095
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WORKER’S COMPENSATION INSURANCE CERTIFICATION
WORKERS' COMPENSATION DECLARATION
I hereby affirm under penalty of perjury one of the following declarations:
(ONE OF THE BOXES BELOW MUST BE CHECKED)
I have and will maintain a certificate of consent from the California Labor Commission to self-insure for workers' compensation, as provided for by Section 3700 of the Labor Code, for the performance of the work to be performed under this contract.
I have and will maintain workers' compensation insurance, as required by Section 3700 of the Labor Code, for the performance of the work to be performed under this contract. My workers' compensation insurance carrier and policy number are:
Carrier____________________________________________________ Policy Number______________________________________________ I certify that, in the performance of the work under this Agreement, I shall not employ any person in any manner so as to become subject to the workers' compensation laws of California, and I hereby agree to indemnify, defend, and hold harmless the City of San Clemente and all of its officials, employees, and agents from and against any and all claims, liabilities, and losses relating to personal injury or death, economic losses, and property damage arising out of my failure to provide such worker’s compensation insurance. I further agree that, if I should become subject to the workers' compensation provisions of Section 3700 of the Labor Code, I shall forthwith comply with those provisions.
WARNING: FAILURE TO SECURE WORKERS’ COMPENSATION
COVERAGE IS UNLAWFUL, AND SHALL SUBJECT AN EMPLOYER TO
CRIMINAL PENALTIES AND CIVIL FINES UP TO ONE HUNDRED THOUSAND DOLLARS ($100,000), IN ADDITION TO THE COST OF COMPENSATION, DAMAGES AS PROVIDED FOR IN SECTION 3706 OF THE LABOR CODE, INTEREST, AND ATTORNEY’S FEES.
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Dated: ________________________, 20____
Community Counterpart Services Corp.
(“CONSULTANT”)
By: ________________________________
Johnathan Ciampa
Chief Executive Officer
Title
314 Zorro Vista, San Clemente, CA 92673
Address
________________________________
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Attachment 3
CITY OF SAN CLEMENTE
PROFESSIONAL CONSULTANT SERVICES AGREEMENT
1. PARTIES AND DATE.
This Agreement is made and entered into this _____ day of ________, 2025, by and between the City of San Clemente, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 910 Calle Negocio, San Clemente, California, 92673 ("City") and The Code Group, Inc. dba VCA Code, a California corporation, with its principal place of business at 1845 W. Orangewood Ave., Suite 210, Orange, CA 92868 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."
2. RECITALS.
2.1 Consultant.
Consultant desires to perform and assume responsibility for the provision of certain professional community development / planning consulting services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing professional community development / planning consulting services to public clients, is licensed in the State of California, if applicable, and is familiar with the plans of City.
2.2 Project.
City desires to engage Consultant to render such professional community development / planning consulting services for assistance with customer service, plan checks, and/or project management related to public hearing projects overseen by the Planning Division ("Project") as set forth in this Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional community development / planning consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.
3.1.2 Term. The term of this Agreement shall be from May 7, 2025 to May 6, 2027, or until completed to the City’s satisfaction, unless earlier terminated as provided herein.
Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines.
3.2 Responsibilities of Consultant.
3.2.1 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. 1098
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Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control, the City being only concerned with the finished results of the work being performed. Neither City, nor any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be solely responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Neither Consultant nor Consultant's employees shall in any event be entitled to any benefits to which City employees are entitled, including, but not limited to, overtime, retirement benefits, workers’ compensation benefits, injury leave or other leave benefits. Consultant is solely responsible for all such matters, as well as compliance with social security and income tax withholding and all other regulations and laws governing such matters.
3.2.2 PERS Eligibility and Employee Payments Indemnification. In the event that Consultant's employee providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employer and employee contributions for PERS benefits on behalf of the employee as well as for payment of any penalties and interest on such contributions that would otherwise be the responsibility of the City. Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant's employees providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation and benefit including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contributions to be paid by City for employer contributions and/or employee contributions for PERS benefits. Consultant agrees to defend and indemnify the City for any obligation, claim, suit or demand for tax, retirement contribution including any contribution to the PERS, social security, salary or wages, overtime payment, or workers’ compensation payment that the City may be required to make for work done under this Agreement. The provisions of this section 3.2.2 are continuing obligations that shall survive expiration or termination of this Agreement.
3.2.3 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.
3.2.4 Endorsement on PS&E/ Other Data. Consultant shall sign all plans, specifications, estimates (PS&E) and engineering data furnished by Consultant, and where appropriate will indicate Consultant’s authorized signature and professional registration number.
3.2.5 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.
3.2.6 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should 1099
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one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Bob Heinrich, Principal/President.
3.2.7 City's Representative. The City hereby designates Jonathan Lightfoot, City Planner, or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Work or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Work or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.
3.2.8 Consultant's Representative. Consultant hereby designates Bob Heinrich, Principal/President, or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.
3.2.9 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times.
3.2.10 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement.
As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub-consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.
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3.2.11 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If Consultant performs any work knowing it to be contrary to such laws, rules and regulations, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.
3.2.12 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subconsultants, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.
3.2.13 Insurance. Consultant agrees to procure and maintain, at Consultant’s expense all insurance specified in Exhibit “C” attached hereto and by this reference incorporated herein. Consultant shall require all subconsultants to carry the same policies and limits of insurance that the Consultant is required to maintain, unless otherwise approved in writing by the City.
3.3 Fees and Payments.
3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "D" attached hereto and incorporated herein by reference. The total compensation shall not exceed Fifty Thousand Dollars ($50,000) per year without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.
3.3.2 Payment of Compensation. Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services rendered by Consultant. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice.
City shall, within 30 days of receiving such invoice, review the invoice and pay all non-disputed and approved charges thereon. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein.
3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "D" of this Agreement.
3.3.4 Extra Work. At any time during the term of this Agreement, City may 1101
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request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.
Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City.
3.3.5 Rate Increases. In the event that this Agreement is renewed pursuant to Section 3.1.2, the rate set forth in Exhibit “D” may be adjusted each year at the time of renewal as set forth in Exhibit “D.”
3.3.6 Labor Code Requirements.
3.3.6.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.
3.3.6.2 Registration. If the Services are being performed as part of an applicable “public works” or “maintenance” project, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the project and require the same of any subconsultants. This project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code sections 1725.5 and 1771.1 shall not apply to Services performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code sections 1725.5 and 1771.1.
3.4 Accounting Records.
3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of four (4) years from the date of final payment under this Agreement.
3.5 General Provisions.
3.5.1 Termination of Agreement.
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3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time, with or without cause, by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.
3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.
3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.
3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:
Consultant: VCA Consultants, Inc.
1845 W. Orangewood Ave., Suite 210
Orange, CA 92868
ATTN: Bob Heinrich, Principal/President
City: City of San Clemente
910 Calle Negocio
San Clemente, CA 92673
ATTN: Laura Campagnolo, City Clerk and Jonathan
Lightfoot, City Planner
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.
3.5.3 Ownership of Materials and Confidentiality.
3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data.
Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the 1103
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City. City shall not be limited in any way in its use of the Documents & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk.
3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.
3.5.3.3 Confidential Information. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information.
Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.
3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.
3.5.5 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action.
3.5.6 Indemnification.
3.5.6.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant's Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses. Consultant’s obligation to indemnify shall not be restricted to insurance proceeds, if 1104
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any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.
3.5.6.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.
3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.
3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Orange County.
3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement.
3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.
3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.
3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.
3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.
3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.
3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.
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3.5.16 No Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.
3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.
3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.
3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.
3.5.22 Counterparts/Electronic Signatures. This Agreement may be signed in counterparts, each of which shall constitute an original. This Agreement may be signed with the same force and effect as original ink signatures.
3.6 Subcontracting.
3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed on the respective dates set forth opposite of their signatures. 1106
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CITY OF SAN CLEMENTE
By:________________________________
Andy Hall, City Manager
ATTEST: Dated: __________________, 2025
_____________________________
CITY CLERK of the City of
San Clemente, California
APPROVED AS TO FORM:
_____________________________
Elizabeth A. Mitchell, City Attorney
APPROVED AS TO AVAILABILITY
OF FUNDING:
_____________________________
Finance Authorization
The Code Group, Inc. dba VCA Code,
a California corporation
(“CONSULTANT”)
By: ____________________________
Thomas VanDorpe, Chief Executive
Officer, Secretary
Dated: __________________, 2025
By: ____________________________
Gina Birkett, Chief Financial Officer
Dated: __________________, 2025
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EXHIBIT "A"
SCOPE OF SERVICES
Consultant shall perform the following services for the City (collectively, the “Services”) at the City’s request and to the City’s satisfaction:
Complete building plan reviews for zoning compliance on a variety of single family residential, multifamily residential, commercial and industrial buildings and sites. Assist with customer service at the public counter and by phone and email. Process assigned Planning projects for entitlements, reviewing for compliance with current applicable state and local codes, including the City’s General Plan, Specific Plans, and Zoning Ordinance.
Assist with research or drafts on minor Zoning Amendments. Additional information on the typical education and experience needed as well as essential competencies and performance expectations of Planners can be seen by reviewing the City’s job descriptions for Planner classifications at this link1. Assistant/Associate Planner position, which provides additional information on experience and expectations that are also applicable to this contract placement.
Submit clear and concise correction lists for plan checks and distribute to project applicants/designers. The general format of Consultant’s correction list shall be reviewed and approved by the City.
Perform re-check reviews on projects to ensure plan corrections have been resolved satisfactorily.
Stamp plans “approved” for compliance with applicable codes. The City requires the following minimum review turnaround timeframes (or better) in order to maintain the desired customer service level:
o 1st plan check: 15 business days
o 2nd plan check: 10 business days
o Subsequent plan checks: 5 business days
Process entitlements as assigned. Contract planners at the Assistant Planner level may be assigned minor entitlements under the authority of the Zoning Administrator; more experienced planners may be assigned projects under the authority of the Planning Commission. Contract Administrator: Provide monthly invoices for work performed within 30 days of the end of each month. If any time is spent on discretionary projects that require a deposit account, the deposit account number and specific work performed shall be referenced on the invoice. Consistency with San Clemente’s Planning Division protocols:
o Central Square - update projects in Central Square including actions in chronology, DMT reviews, project status, adding comment letters, approval documents, etc. o File Management - Ensure all files managed by CCS staff are organized based on the City’s filing system including project resubmittals, comment letters, working documents, public notifications, staff reports, and resolutions.
o Project Spreadsheet- track entitlements and building/grading plans including submittals and due dates to ensure reviews are completed within the required deadlines.
1 https://www.governmentjobs.com/careers/sanclemente/classspecs/719538?keywords=planner&pagetype =classSpecifications
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o Plan/entitlement Review checklist - develop a checklist to ensure all key Zoning Code provisions are considered when reviewing a project and educate CCS staff in the City regulations.
o Cohesion with the City - collaborate with City staff, fostering strong communication channels and a shared understanding of project goals. Work seamlessly within the existing City framework.
o Professionalism – exhibit a professional appearance and demeanor at all times. Deposit Account Monitoring – Monitor deposit accounts for entitlements to ensure projects do not complete the review process with negative balances. 1109
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EXHIBIT "B"
SCHEDULE OF SERVICES
Consultant shall diligently perform the Services to the City’s satisfaction according to the timeframe requested by the City. Standard timeframes for typical tasks are referenced below:
Task Timeframe
Phone calls/emails 24 hours
1st Plan review 15 Business Days
2nd Plan review 10 Business Days
Subsequent reviews 5 business days
Entitlements (each review) 30 calendar days
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EXHIBIT “C”
INSURANCE REQUIREMENTS
3.2.12 Insurance.
3.2.12.1 Time for Compliance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section.
3.2.12.2 Types of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, the Consultant, in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Consultant agrees to amend, supplement or endorse the policies to do so.
(A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 0001, or the exact equivalent, with limits of not less than $1,000,000 per occurrence and no less than $2,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability); or (3) containing any other exclusion(s) contrary to the terms or purposes of this Agreement. (B) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 0001 covering "Any Auto" (Symbol 1), or the exact equivalent, covering bodily injury and property damage for all activities with limits of not less than $1,000,000 combined limit for each occurrence. (C) Workers' Compensation: Workers' Compensation
Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease. (D) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance appropriate to Consultant’s profession with limits of not less than $1,000,000 per claim. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least three (3) years from termination or expiration of this Agreement. (E) Cyber Liability Insurance with limits not less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Contractor in this agreement and shall include, but not be limited to, claims involving security breach, system failure, data recovery, 1111
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business interruption, cyber extortion, social engineering, infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, and alteration of electronic information. The policy shall provide coverage for breach response costs, regulatory fines and penalties as well as credit monitoring expenses.
3.2.12.3 Insurance Endorsements. Required insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(A) Commercial General Liability:
(1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement.
Additional Insured Endorsements shall not (1) be
restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Consultant; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Consultant shall provide endorsements in the form of ISO CG 20 10 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement.
(2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Automobile Liability:
(1) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
3.2.12.4 Professional Liability (Errors & Omissions):
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Contractual Liability Exclusion Deleted: This insurance shall include contractual liability applicable to this Agreement. The policy must “pay on behalf of” the insured and include a provision establishing the insurer’s duty to defend.
3.2.12.5 Workers' Compensation:
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
3.2.12.6 Primary and Non-Contributing Insurance. All policies of Commercial General Liability and Automobile Liability insurance shall be primary and any other 1112
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insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.
3.2.12.7 Waiver of Subrogation. All policies of Commercial General Liability and Automobile Liability insurance shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against the City, its officials, officers, employees, agents, and volunteers, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
3.2.12.8 Deductibles and Self-Insured Retentions. Any deductible or selfinsured retention greater than $5,000 must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents, and volunteers in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention.
3.2.12.9 Evidence of Insurance. The Consultant, concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.
3.2.12.10 Failure to Maintain Coverage. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement effective upon notice.
3.2.12.11 Acceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A- VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.
3.2.12.12 Enforcement of Agreement Provisions (non estoppel).
Consultant acknowledges and agrees that actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.
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3.2.12.13 Requirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Appendix are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.
3.2.12.14 Insurance for Subconsultants. Consultant shall include all subconsultants engaged in any work for Consultant relating to this Agreement as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the subconsultant's policies. All policies of Commercial General Liability insurance provided by Consultant’s subconsultants performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Consultant shall not allow any subconsultant to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of subconsultant’s compliance with all insurance requirements under this Agreement, to the extent applicable. The Consultant shall provide satisfactory evidence of compliance with this section upon request of the City.
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EXHIBIT “D”
COMPENSATION
In full compensation for the Services rendered by the Consultant under the Agreement, the City shall pay the Consultant for actual work performed at the following hourly rates:
VCA Code Billing Rates
Maximum compensation under this Agreement shall not exceed $50,000 per year. There are no reimbursable expenses under this Agreement. The rates listed above are all inclusive. 1115
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WORKER’S COMPENSATION INSURANCE CERTIFICATION
WORKERS' COMPENSATION DECLARATION
I hereby affirm under penalty of perjury one of the following declarations:
(ONE OF THE BOXES BELOW MUST BE CHECKED)
I have and will maintain a certificate of consent from the California Labor Commission to self-insure for workers' compensation, as provided for by Section 3700 of the Labor Code, for the performance of the work to be performed under this contract.
I have and will maintain workers' compensation insurance, as required by Section 3700 of the Labor Code, for the performance of the work to be performed under this contract. My workers' compensation insurance carrier and policy number are:
Carrier____________________________________________________ Policy Number______________________________________________ I certify that, in the performance of the work under this Agreement, I shall not employ any person in any manner so as to become subject to the workers' compensation laws of California, and I hereby agree to indemnify, defend, and hold harmless the City of San Clemente and all of its officials, employees, and agents from and against any and all claims, liabilities, and losses relating to personal injury or death, economic losses, and property damage arising out of my failure to provide such worker’s compensation insurance. I further agree that, if I should become subject to the workers' compensation provisions of Section 3700 of the Labor Code, I shall forthwith comply with those provisions.
WARNING: FAILURE TO SECURE WORKERS’ COMPENSATION
COVERAGE IS UNLAWFUL, AND SHALL SUBJECT AN EMPLOYER TO
CRIMINAL PENALTIES AND CIVIL FINES UP TO ONE HUNDRED THOUSAND DOLLARS ($100,000), IN ADDITION TO THE COST OF COMPENSATION, DAMAGES AS PROVIDED FOR IN SECTION 3706 OF THE LABOR CODE, INTEREST, AND ATTORNEY’S FEES.
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Dated: ________________________, 20____
The Code Group, Inc. dba VCA Code
(“CONSULTANT”)
By: ________________________________
Tom VanDorpe, S.E., President
Address:
1845 W. Orangewood Ave., Suite 210, Orange, CA 92868
1117
910 Calle Negocio
2nd Floor
San Clemente, California
www.san-clemente.org
AGENDA REPORT
CITY OF SAN CLEMENTE
CITY COUNCIL MEETING
CITY OF SAN CLEMENTE 1
Meeting Date: May 6, 2025 Agenda Item: 10L.
Submitted By: Beaches, Parks and Recreation
Prepared By: Samantha Wylie, Beaches, Parks & Recreation Director Subject:
..titl e
CONSIDERATION OF A RESOLUTION AWARDING A PROFESSIONAL SERVICES AGREEMENT TO HIRSCH ASSOCIATES, INC. FOR DESIGN SERVICES FOR THE VISTA HERMOSA SPORTS PARK MEADOWS DEVELOPMENT, PN 15108, AUTHORIZING THE
CITY MANAGER TO EXECUTE THE AGREEMENT IN AN AMOUNT NOT TO EXCEED $143,873, APPROVING A 10% PROJECT CONTINGENCY AND MAKING FINDINGS UNDER THE CALIFORNIA ENVIRONMENTAL QUALITY ACT ..body
Fiscal Impact:
Funding for this contract is available in the Capital Improvement Program budget allocated for the Vista Hermosa Sports Park Meadows Development. The proposed agreement with Hirsch & Associates, Inc. in an amount not to exceed $143,873 together with the 10% project contingency is within the approved budget allocation.
Summary:
Staff recommends that the City Council approve a professional services agreement with Hirsch & Associates, Inc. (HAI) for the design of the Vista Hermosa Sports Park Meadows Development Project. HAI submitted a comprehensive proposal that includes all required disciplines and represents the best overall value for the City.
Background:
Staff generally advertised and issued a Request for Proposals (RFP) to eight qualified design firms, including two based in San Clemente. The RFP included specific scopes of work encompassing landscape architecture, civil engineering, geotechnical analysis, and electrical engineering (Attachment 3).
Four proposals were received by the deadline. After a comprehensive review, staff determined that the proposal submitted by HAI is the most responsive and inclusive of the services required for successful project delivery. While not the lowest bid, HAI’s proposed fee is fair and reasonable (it was the second-lowest) and included all critical disciplines, notably geotechnical and electrical engineering services, which were absent from the lowest bid. 1118
Meeting Date: May 6, 2025 Agenda Item: 10L.
CITY OF SAN CLEMENTE 2
The proposal evaluation matrix is included below.
Evaluation Criteria
Weight
(%)
Summers
Murphy
HAI,
Inc. RJM RHA
Understanding of Project
Scope
20% 8 9 9 9
Relevant Experience 20% 8 9 10 9
Completeness of Project 15% 8 9 9 10
Fee Proposal / Value 15% 8 10 7 8
Project Approach &
Methodology
10% 9 9 9 9
Inclusion of Required Subs 10% 6 10 10 10
Team Qualifications 5% 8 9 9 9
Schedule 5% 8 9 8 9
Local Knowledge 5% 8 8 9 6
Total 100% 83 96.5 94 94
Staff evaluated proposals based on experience with similar projects, understanding of the scope, proposed team, project approach, and cost. The proposal from HAI demonstrated:
Extensive experience in designing public park and recreation facilities. A multidisciplinary team capable of completing the full scope of work. A clear, phased approach to project delivery with appropriate community engagement components.
Competitive pricing that offers strong value for the services included.
The lowest-cost proposal was found to be incomplete, lacking required geotechnical and electrical engineering services. Incorporating these services separately would have introduced cost and coordination challenges that could compromise project success.
Council Options:
Adopt Resolution No. 25-56, which would award a professional services agreement to Hirsch & Associates, Inc. for design services for the Vista Hermosa Sports Parks Meadows Development, PN 15108, authorize the City Manager to execute the agreement in an amount not to exceed $143,873, approve a 10% project contingency and make consistency findings under the California Environmental Quality Act.
Amend and adopt the Resolution.
Provide alternate direction to staff.
Take no action.
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Meeting Date: May 6, 2025 Agenda Item: 10L.
CITY OF SAN CLEMENTE 3
Environmental Review/Analysis:
Pursuant to the California Environmental Quality Act (CEQA), the proposed project is consistent with the previously adopted Mitigated Negative Declaration (MND) for the Vista Hermosa Sports Park, formerly known as the La Pata Vista Hermosa Park. The proposed Meadows Development does not constitute a substantial change from the approved project, nor does it involve new significant environmental effects or a substantial increase in the severity of previously identified significant effects. Therefore, no further environmental documentation is required under CEQA.
Recommended Actions:
Staff Recommendation ..recommendation
Staff recommends the City Council adopt Resolution No. 25-56, which would:
1. Make consistency findings under the California Environmental Quality Act;
2. Award a professional services agreement to Hirsch & Associates, Inc. for design services for the Vista Hermosa Sports Parks Meadows Development, PN 15108;
3. Authorize the City Manager to execute the agreement in an amount not to exceed $143,873; and
4. Approve a 10% project contingency.
..end
Attachment:
1. Resolution No. 25-56
2. Contract No. 25-23
3. Scope of Work Summary
Notification:
All bidders
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Attachment 1
RESOLUTION NO. 25-56
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SAN CLEMENTE, CALIFORNIA, AWARDING A
PROFESSIONAL SERVICES AGREEMENT TO HIRSCH &
ASSOCIATES, INC. FOR DESIGN SERVICES FOR THE
VISTA HERMOSA SPORTS PARK MEADOWS
DEVELOPMENT PROJECT, PN 15108, AUTHORIZING THE
CITY MANAGER TO EXECUTE THE AGREEMENT IN AN
AMOUNT NOT TO EXCEED $143,873, APPROVING A 10%
PROJECT CONTINGENCY AND MAKING FINDINGS UNDER
THE CALIFORNIA ENVIRONMENTAL QUALITY ACT
WHEREAS, the City of San Clemente desires to further develop the Vista Hermosa Sports Park by implementing the Meadows Development Project, PN 15108, to enhance recreational opportunities for the community; and
WHEREAS, staff issued a Request for Proposals (RFP) for professional design services and invited eight (8) qualified firms, including two based in San Clemente, to submit proposals; and
WHEREAS, the City received four (4) proposals in response to the RFP; and WHEREAS, staff conducted a thorough review of all submitted proposals, evaluating each firm based on qualifications, completeness, team expertise, approach, value, and inclusion of required subconsultant services; and
WHEREAS, Hirsch & Associates, Inc. submitted a responsive and complete proposal that includes all required disciplines—landscape architecture, civil, geotechnical, and electrical engineering—and was determined to represent the best value to the City and there fee is fair and reasonable; and
WHEREAS, although not the lowest bid, the lowest proposal received did not include critical services such as geotechnical and electrical engineering, which are essential for successful project delivery.
NOW, THEREFORE, the City Council of the City of San Clemente does hereby find, determine and resolve as follows:
Section 1. Based on a review of the record as a whole, the project is consistent with the previously adopted Mitigated Negative Declaration (MND) for the Vista Hermosa Sports Park. The project does not constitute a substantial change from the approved project, nor does it involve new significant environmental effects or a substantial increase in the severity of previously identified significant effects. Therefore, no further environmental documentation is required the California Environmental Quality Act.
Section 2. The City Council hereby awards a professional services agreement to Hirsch & Associates, Inc. in an amount not to exceed $143,873 for design services related 1121
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to the Vista Hermosa Sports Park Meadows Development Project.
Section 3. The City Manager is hereby authorized and directed to execute the Professional Services Agreement with Hirsch & Associates, Inc. in a form substantially similar to that presented to the City Council on May 6, 2025.
Section 4. The City Manager is further authorized to execute contract amendments up to a cumulative amount not to exceed 10% of the contract value, as may be necessary and appropriate to accommodate changes in the scope of work.
Section 5. The City Clerk shall certify to the passage and adoption of this resolution and enter it into the book of original resolutions.
PASSED AND ADOPTED this _____ day of ____________________, _______.
ATTEST:
___________________________ __________________________
City Clerk of the City of Steve Knoblock, Mayor of the
San Clemente, California City of San Clemente, California 1122
Resolution No. 25-56 Page 3
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) §
CITY OF SAN CLEMENTE )
I, LAURA CAMPAGNOLO, City Clerk of the City of San Clemente, California, do hereby certify that Resolution No. 25-56 was adopted at a regular meeting of the City Council of the City of San Clemente held on the _______ day of _______________________, _________, by the following vote:
AYES:
NOES:
ABSENT:
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of San Clemente, California, this _____ day of _________________, ________. __________________________
CITY CLERK of the City of
San Clemente, California
Approved as to form:
___________________________
Elizabeth A. Mitchell, City Attorney
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Attachment 2
CITY OF SAN CLEMENTE
PROFESSIONAL CONSULTANT SERVICES AGREEMENT
1. PARTIES AND DATE.
This Agreement is made and entered into this _____ day of ________, 2025 (“Effective Date”), by and between the City of San Clemente, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 910 Calle Negocio, San Clemente, California, 92673 ("City") and HIRSCH & ASSOCIATES, INC. (LANDSCAPE ARCHITECTS), a California Corporation with its principal place of business at 2221 EAST WINSTON ROAD, SUITE A, ANAHEIM, CA 92806 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."
2. RECITALS.
2.1 Consultant.
Consultant desires to perform and assume responsibility for the provision of certain professional landscape architectural consulting services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing professional landscape architectural consulting services to public clients, is licensed in the State of California, if applicable, and is familiar with the plans of City.
2.2 Project.
City desires to engage Consultant to render such professional landscape architectural consulting services for the Vista Hermosa Sports Park Meadows Development PN 15108, project ("Project") as set forth in this Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional landscape architectural consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.
3.1.2 Term. The term of this Agreement shall be from the Effective Date to December 31, 2026, or until the Services are completed to the City’s satisfaction, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines.
3.2 Responsibilities of Consultant.
3.2.1 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee.
Consultant retains the right to perform similar or different services for others during the term of 1124
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this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control, the City being only concerned with the finished results of the work being performed. Neither City, nor any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be solely responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Neither Consultant nor Consultant's employees shall in any event be entitled to any benefits to which City employees are entitled, including, but not limited to, overtime, retirement benefits, workers’ compensation benefits, injury leave or other leave benefits. Consultant is solely responsible for all such matters, as well as compliance with social security and income tax withholding and all other regulations and laws governing such matters.
3.2.2 PERS Eligibility and Employee Payments Indemnification. In the event that Consultant's employee providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employer and employee contributions for PERS benefits on behalf of the employee as well as for payment of any penalties and interest on such contributions that would otherwise be the responsibility of the City. Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant's employees providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation and benefit including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contributions to be paid by City for employer contributions and/or employee contributions for PERS benefits. Consultant agrees to defend and indemnify the City for any obligation, claim, suit or demand for tax, retirement contribution including any contribution to the PERS, social security, salary or wages, overtime payment, or workers’ compensation payment that the City may be required to make for work done under this Agreement. The provisions of this section 3.2.2 are continuing obligations that shall survive expiration or termination of this Agreement.
3.2.3 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.
3.2.4 Endorsement on PS&E/ Other Data. Consultant shall sign all plans, specifications, estimates (PS&E) and engineering data furnished by Consultant, and where appropriate will indicate Consultant’s authorized signature and professional registration number.
3.2.5 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.
3.2.6 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel 1125
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of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Samantha Wylie, Beaches, Parks & Recreation Director.
3.2.7 City's Representative. The City hereby designates Samantha Wylie, Beaches, Parks & Recreation Director, or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Work or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Work or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.
3.2.8 Consultant's Representative. Consultant hereby designates Chuck Foley, CEO, or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.
3.2.9 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times.
3.2.10 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement.
As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub-consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.
3.2.11 Laws and Regulations. Consultant shall keep itself fully informed of and in 1126
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compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If Consultant performs any work knowing it to be contrary to such laws, rules and regulations, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.
3.2.12 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subconsultants, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.
3.2.13 Insurance. Consultant agrees to procure and maintain, at Consultant’s expense all insurance specified in Exhibit “C” attached hereto and by this reference incorporated herein. Consultant shall require all subconsultants to carry the same policies and limits of insurance that the Consultant is required to maintain, unless otherwise approved in writing by the City.
3.3 Fees and Payments.
3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "D" attached hereto and incorporated herein by reference. The total compensation shall not exceed One Hundred and Forty-Three Thousand, Eight Hundred and Seventy-Three Dollars ($143,873.00) without prior written approval of the City Council or City Manager as applicable.
Extra Work may be previously authorized in writing, as described below, and if so authorized, will be compensated at the rates and manner set forth in this Agreement.
3.3.2 Payment of Compensation. Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services rendered by Consultant. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice.
City shall, within 30 days of receiving such invoice, review the invoice and pay all non-disputed and approved charges thereon. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein.
3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless previously authorized in writing by City, or included in Exhibit "D" of this Agreement.
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3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.
Consultant shall not perform, nor be compensated for, Extra Work without prior written authorization from the City.
3.3.5 Rate Increases. In the event that this Agreement is renewed pursuant to Section 3.1.2, the rate set forth in Exhibit “D” may be adjusted each year at the time of renewal as set forth in Exhibit “D.”
3.3.6 Labor Code Requirements.
3.3.6.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.
3.3.6.2 Registration. If the Services are being performed as part of an applicable “public works” or “maintenance” project, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the project and require the same of any subconsultants. This project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code sections 1725.5 and 1771.1 shall not apply to Services performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code sections 1725.5 and 1771.1.
3.4 Accounting Records.
3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of four (4) years from the date of final payment under this Agreement.
3.5 General Provisions.
3.5.1 Termination of Agreement.
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3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time, with or without cause, by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.
3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.
3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.
3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:
Consultant: Hirsch & Associates, Inc.
2221 East Winston Road, Suite A
Anaheim, CA 92806
ATTN: Charles Foley, CEO
City: City of San Clemente
910 Calle Negocio
San Clemente, CA 92673
ATTN: Samantha Wylie, BPR Director; and Laura
Campagnolo, City Clerk
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.
3.5.3 Ownership of Materials and Confidentiality.
3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data.
Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the 1129
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City. City shall not be limited in any way in its use of the Documents & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk.
3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.
3.5.3.3 Confidential Information. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information.
Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.
3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.
3.5.5 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action.
3.5.6 Indemnification.
3.5.6.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant's Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses. Consultant’s obligation to indemnify shall not be restricted to insurance proceeds, if 1130
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any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.
3.5.6.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.
3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties.
3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Orange County.
3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement.
3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.
3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.
3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.
3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.
3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.
3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.
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3.5.16 No Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.
3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City, state and federal grant requirements and related programs, policies and guidelines currently in effect or hereinafter enacted.
3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.
3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.
3.5.22 Counterparts/Electronic Signatures. This Agreement may be signed in counterparts, each of which shall constitute an original. This Agreement may be signed with the same force and effect as original ink signatures.
3.6 Subcontracting.
3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be duly executed on the respective dates set forth opposite of their signatures. 1132
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CITY OF SAN CLEMENTE
By:________________________________
Andy Hall, City Manager
ATTEST: Dated: _________________________
______________________________
CITY CLERK of the City of
San Clemente, California
APPROVED AS TO FORM:
_____________________________
Elizabeth A. Mitchell, City Attorney
APPROVED AS TO AVAILABILITY
OF FUNDING:
_____________________________
Finance Authorization
HIRSCH & ASSOCIATES, INC.
(LANDSCAPE ARCHITECTS),
a California corporation
(“CONSULTANT”)
By:_____________________________
Charles E. Foley, CEO
Dated: _________________________
By:_____________________________
Mark Hirsch, Secretary
Dated: _________________________
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EXHIBIT "A"
SCOPE OF SERVICES
Consultant shall perform the following services for the City (collectively, the “Services”) to the City’s satisfaction:
Project Design Planning
Consultant shall develop preliminary designs for the improvement of the meadows at the Vista Hermosa Sports Park (Park) to better facilitate public usage, including designs for multi-purpose fields and optional improvements for Park event electrical power supply and performance.
Consultant’s designs for the multi-purpose fields shall include netting along Avenida Vista Hermosa, in a manner consistent with netting at the existing soccer fields. Consultant shall develop designs for construction of two (2) new ADA pathways to each new multi-purpose field.
Consultant shall develop designs for construction of vehicle pathways around the perimeter of the multi-purpose fields for maintenance purposes, including driveway access. Consultant shall include standard recreation and park facility furnishings such as benches, trash cans, bike racks, etc, in all designs for the Park. Consultant shall design new irrigation and drainage systems for the multi-purpose fields. Consultant shall design a new 50-amp service for public events at the Park with the option for the City to install additional services at its discretion. Consultant shall also generally review the necessity for upgrades of the existing electrical system and panels at the Park. Consultant shall evaluate and propose changes to landscaping improvements and signage at the Park, as needed.
Project Task List
Consultant shall perform the following tasks as part of its Services for the Project. Tasks may be altered to suit the repair and/or design approach and methodology proposed by the Consultant, subject to the City’s prior written authorization or direction.
1. Consultant shall review the available record and preliminary drawings provided by the City and make site visits to the Park to get familiar with the site.
2. Consultant shall prepare a written plan with up to three (3) alternatives for the renovation of the Park as described above. Items to be included, but are not limited to, in the design are:
A. Two (2) soccer practice fields (180’ x 280’), standard turf B. One (1) soccer practice field (115’ x 280’), standard turf C. Electrical upgrades to the existing infrastructure, including the following:
i. One (1) new 50-amp electrical service supply.
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ii. Optional: Additional two (2) 20-amp electrical service supplies and one (1) 50-amp electrical service supply for Park events.
D. New irrigation and drainage systems for the entire Park.
E. New ADA pathways connecting the existing parking lot and the existing restroom area to the multi-purpose field areas.
F. Landscaping designs for shrub and perennial planting, in alignment with the City-approved park plant palette.
G. Standard site furnishings for the entire Park (including, but not limited to, trash cans, benches, bike racks, etc.).
H. New wayfinding signage as-needed
I. Errant ball netting parallel to Avenida Vista Hermosa (to match existing netting behind adjacent soccer fields)
J. 4-foot high vinyl-coated black chain-link fencing around multi-purpose fields (to match existing fencing)
K. Maintenance vehicle access for field maintenance and emergency response, including driveway access.
L. Optional: Shade structures, both natural and man-made
3. Consultant shall prepare written design plans and documents, including the following:
A. Park Improvement Plan
B. Schedule of Best Management Practices (BMPs)
C. Project Specifications
D. Class 2 Cost Estimates for the alternative proposals E. Bid Support for construction bidding for the selected alternatives.
F. Record drawings of all plans and proposals.
4. Consultant shall prepare final plans and specifications that are sufficiently detailed to provide clear instructions and requirements at all stages from bidding through the completion of construction. Milestone submittals of plans and specifications by the Consultant for the City’s review shall be at the following times:
A. Submittal of Feasibility Plan to City
B. 60% design complete
C. 90% design complete
D. 100% design complete
E. Final Submittal of design plans to City
5. Consultant shall meet with the City as required and requested to answer questions, provide updates, and engage in general communication, including evidence of progress on the designs. Consultant shall provide written meeting minutes to City staff, which meetings shall not exceed a maximum of 8 (eight) hours.
6. Consultant shall provide pre-construction support services, as well as assistance as needed for pre-bid meetings, requests for information (RFI’s), submittals review, bidder questions, but such assistance shall not exceed a maximum of 12 (twelve) hours.
7. Consultant shall provide construction phase support services as follows: Consultant shall prepare and submit provisions for construction support services, including up to 15 hours of meeting time with the team project manager or engineer, project inspections, and progress construction meetings.
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8. Consultant shall perform regular construction site inspections during the Project's construction phase.
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EXHIBIT "B"
SCHEDULE OF SERVICES
Consultant shall diligently perform the Services to the City’s satisfaction and according to the timetable and all deadlines established by the City.
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EXHIBIT “C”
INSURANCE REQUIREMENTS
3.2.12 Insurance.
3.2.12.1 Time for Compliance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section.
3.2.12.2 Types of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, the Consultant, in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Consultant agrees to amend, supplement or endorse the policies to do so.
(A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 0001, or the exact equivalent, with limits of not less than $1,000,000 per occurrence and no less than $2,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits.
The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability); or (3) containing any other exclusion(s) contrary to the terms or purposes of this Agreement. (B) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 0001 covering "Any Auto" (Symbol 1), or the exact equivalent, covering bodily injury and property damage for all activities with limits of not less than $1,000,000 combined limit for each occurrence. If Consultant does not own any company vehicles or may not be able to purchase a Business Automobile Insurance Policy, the requirement may be satisfied by providing either of the following: (1) a Personal Automobile Liability policy for the Consultant's own vehicle stipulating "Automobile Liability Insurance with a limit of not less than $1,000,000 each accident"; and (2) a non-owned auto endorsement to the Commercial General Liability policy if Consultant uses vehicles of others (e.g., vehicles of employees). (C) Workers' Compensation: Workers' Compensation Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease.
(D) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance appropriate to Consultant’s profession with limits of not less than $1,000,000 per claim. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claimsmade basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least three (3) years from termination or expiration of this Agreement. 1138
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3.2.12.3 Insurance Endorsements. Required insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(A) Commercial General Liability:
(1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement.
Additional Insured Endorsements shall not (1) be
restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Consultant; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Consultant shall provide endorsements in the form of ISO CG 20 10 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement.
(2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Automobile Liability:
(1) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
3.2.12.4 Professional Liability (Errors & Omissions):
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Contractual Liability Exclusion Deleted: This insurance shall include contractual liability applicable to this Agreement. The policy must “pay on behalf of” the insured and include a provision establishing the insurer’s duty to defend.
3.2.12.5 Workers' Compensation:
(A) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
3.2.12.6 Primary and Non-Contributing Insurance. All policies of Commercial General Liability and Automobile Liability insurance shall be primary and any other insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.
3.2.12.7 Waiver of Subrogation. All policies of Commercial General Liability and Automobile Liability insurance shall specifically allow Consultant or others providing 1139
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insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against the City, its officials, officers, employees, agents, and volunteers, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
3.2.12.8 Deductibles and Self-Insured Retentions. Any deductible or selfinsured retention greater than $5,000 must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents, and volunteers in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention.
3.2.12.9 Evidence of Insurance. The Consultant, concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.
3.2.12.10 Failure to Maintain Coverage. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement effective upon notice.
3.2.12.11 Acceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A- VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.
3.2.12.12 Enforcement of Agreement Provisions (non estoppel). Consultant acknowledges and agrees that actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.
3.2.12.13 Requirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Appendix are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.
3.2.12.14 Insurance for Subconsultants. Consultant shall include all subconsultants engaged in any work for Consultant relating to this Agreement as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing subconsultants to purchase the appropriate insurance in compliance with the terms of these 1140
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Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the subconsultant's policies. All policies of Commercial General Liability insurance provided by Consultant’s subconsultants performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Consultant shall not allow any subconsultant to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of subconsultant’s compliance with all insurance requirements under this Agreement, to the extent applicable. The Consultant shall provide satisfactory evidence of compliance with this section upon request of the City.
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EXHIBIT “D”
COMPENSATION
In full compensation for the Services rendered by the Consultant under the Agreement, the City shall pay the Consultant the following lump sum, fixed price for each task:
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GRAND NOT-TO-EXCEED TOTAL: $143,873.00
Professional Fees
Professional fees for services stated are based upon the scope of work and include all costs for general overhead, profit, telephone, clerical, travel and incidental expenses. Fees shall be valid for the life of the contract.
There are no reimbursable expenses under this Agreement. 1143
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WORKER’S COMPENSATION INSURANCE CERTIFICATION
WORKERS' COMPENSATION DECLARATION
I hereby affirm under penalty of perjury one of the following declarations:
(ONE OF THE BOXES BELOW MUST BE CHECKED)
I have and will maintain a certificate of consent from the California Labor Commission to self-insure for workers' compensation, as provided for by Section 3700 of the Labor Code, for the performance of the work to be performed under this contract.
X I have and will maintain workers' compensation insurance, as required by Section 3700 of the Labor Code, for the performance of the work to be performed under this contract. My workers' compensation insurance carrier and policy number are:
Carrier_________Travelers___________________________________________ Policy Number_UB-8S799914-24-47-G
I certify that, in the performance of the work under this Agreement, I shall not employ any person in any manner so as to become subject to the workers' compensation laws of California, and I hereby agree to indemnify, defend, and hold harmless the City of San Clemente and all of its officials, employees, and agents from and against any and all claims, liabilities, and losses relating to personal injury or death, economic losses, and property damage arising out of my failure to provide such worker’s compensation insurance. I further agree that, if I should become subject to the workers' compensation provisions of Section 3700 of the Labor Code, I shall forthwith comply with those provisions.
WARNING: FAILURE TO SECURE WORKERS’ COMPENSATION COVERAGE
IS UNLAWFUL, AND SHALL SUBJECT AN EMPLOYER TO CRIMINAL
PENALTIES AND CIVIL FINES UP TO ONE HUNDRED THOUSAND DOLLARS ($100,000), IN ADDITION TO THE COST OF COMPENSATION, DAMAGES AS PROVIDED FOR IN SECTION 3706 OF THE LABOR CODE, INTEREST, AND ATTORNEY’S FEES.
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Dated: ____4-17-25___________________________
___Hirsch & Associates, Inc._____________________________ (“CONSULTANT”)
By: _Chuck Foley_______________________________
___President/CEO_____________________________
Title
____2221 E Winston Rd. Ste A____________________________ Address
____Anaheim, Ca. 92806____________________________
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Attachment 3
Scope of Work Summary PN. 15108
Vista Hermosa Sports Park Meadows Development Project – Design Services The scope of work for the Vista Hermosa Sports Park Meadows Development Project includes comprehensive design services for the development of three new turf soccer practice fields, supporting infrastructure, and associated amenities.
Key elements of the scope include:
Site Evaluation and Design Alternatives: Consultant will conduct site visits and review existing documentation to develop up to three design alternatives for the layout and configuration of the fields and site features. Field Design: Includes two (2) 180’ x 280’ soccer practice fields and one (1) 115’ x 280’ soccer practice field with standard turf.
Accessibility and Circulation: Design of ADA-compliant pedestrian pathways connecting the existing parking lot and restrooms to the new fields, as well as vehicle pathways and driveway access for maintenance and emergency vehicles. Electrical and Utility Improvements: Design includes a new 50 Amp electrical service for events, evaluation of existing electrical infrastructure, and optional additional 20 Amp and 50 Amp event services.
Irrigation and Drainage: New irrigation and drainage systems for the fields and surrounding landscaped areas.
Landscaping and Site Furnishings: Inclusion of landscaping consistent with the park’s approved plant palette, and site furnishings such as benches, trash cans, and bike racks.
Safety and Infrastructure: Installation of errant ball netting along Avenida Vista Hermosa, new chain-link fencing around the fields, and new wayfinding signage as needed.
Optional Elements: Consideration of natural or structural shade elements to enhance usability and comfort.
Deliverables: Full design documentation including improvement plans, BMPs, specifications, Class 2 cost estimates, and bid support materials. Plans will be submitted at major milestones including feasibility, 60%, 90%, 100%, and final. Coordination and Support: Ongoing coordination meetings with City staff, preconstruction support including RFIs and submittal review, and construction phase services including inspections and progress meetings.
1146
910 Calle Negocio
2nd Floor
San Clemente, California
www.san-clemente.org
AGENDA REPORT
CITY OF SAN CLEMENTE
CITY COUNCIL MEETING
CITY OF SAN CLEMENTE 1
Meeting Date: May 6, 2025 Agenda Item: 10M.
Submitted By: Finance and Administrative Services
Prepared By: Brian Brower, Chief Administrative Officer Sheryl Mariano, Finance Manager
Subject:
..titl e
CONSIDERATION OF A RESOLUTION APPROVING AN AMENDMENT TO THE AUDIT
SERVICES CONTRACT WITH LANCE, SOLL & LUNGHARD, LLP FOR TWO ADDITIONAL YEARS ..body
Fiscal Impact:
Audit service fees will not exceed $134,750 for FY 2024-25 and FY 2025-26. This total amount is inclusive of optional services, which may not be needed.
Summary:
Before the City Council is a resolution extending the contract with Lance, Soll & Lunghard, LLP (LSL) for continued audit services for FY 2024-25 and 2025-26.
Background:
Each year, an independent audit of the City’s accounting records is performed, and an opinion is rendered by the independent auditing firm with respect to the Annual Comprehensive Financial Report Audit, Single Audit of Coastal Animal Services Authority, and Issuance of Related Financial Reports.
In 2018, the City solicited proposals for audit services and awarded a five-year contract to LSL, and the contract was extended to cover the FY 2023-24 audit. The Government Finance Officers Association recommends that government entities enter into agreements of at least five years and the State Controller mandates rotation of the lead auditor every six years.
Analysis:
The proposed extension of the contract with LSL and engagement of a new lead auditor ensures compliance with these standards and promotes adherence to best practices. Additionally, this action supports the migration process to a new Enterprise Resource Planning (ERP) system. The City will benefit from LSL’s knowledge of current operations and expertise to navigate and assist with potential system migration challenges.
LSL’s proposed fees for a two-year extension are $50,100 for the FY 2024-25 audit and $51,610 for FY 2025-26 audit. The amendment also includes as needed services as may be necessary to facilitate synchronization with the ERP system project in an amount not to exceed $10,000 and offers optional report preparation services at approximately $12,000 annually, providing Staff the flexibility to obtain additional financial support if needed. 1147
Meeting Date: May 6, 2025 Agenda Item: 10M.
CITY OF SAN CLEMENTE 2
Council Options:
Adopt Resolution No. 25-57, which would authorize the City Manager to execute an amendment to the Professional Services Agreement with LSL extending the auditor services for the next two fiscal years for a total cumulative not to exceed amount of $134,750. Modify and adopt resolution 25-57.
Continue the item with direction to staff to provide additional information. Do not adopt Resolution No. 25-57.
Environmental Review/Analysis:
This is not a “project” under the California Environmental Quality Act.
Recommended Actions:
Staff Recommendation ..recommendation
Adopt Resolution No. 25-57, which would authorize the City Manager to execute an amendment to the Professional Services Agreement (Attachment 2) with LSL extending the auditor services for the next two fiscal years for a total cumulative not to exceed amount of $134,750. ..end
Attachment:
1. Resolution No. 25-57
2. Second Amendment to the Professional Services Agreement for Audit Services Notification:
None.
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Attachment 1
RESOLUTION NO. 25-57
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SAN CLEMENTE, CALIFORNIA, AUTHORIZING THE CITY
MANAGER TO EXECUTE THE SECOND AMENDMENT TO
THE PROFESSIONAL SERVICES AGREEMENT WITH
LANCE, SOLL & LUNGHARD, LLP TO PROVIDE
PROFESSIONAL AUDIT SERVICES FOR TWO
ADDITIONAL YEARS IN AN AMOUNT NOT TO EXCEED
$134,750
WHEREAS, on June 19, 2018, the City of San Clemente (“City”) and Lance, Soll & Lunghard, LLP entered into a Professional Services Agreement (“Agreement”) for Audit Services; and
WHEREAS, on April 16, 2024, the City of San Clemente (“City”) and Lance, Soll & Lunghard, LLP entered into a First Amendment to the Agreement for Audit Services; and WHEREAS, the Professional Services Agreement for Audit Services with Lance, Soll & Lunghard, LLP will expire on June 30, 2025; and
WHEREAS, the City wishes to continue Professional Audit Services with Lance, Soll & Lunghard, LLP for two additional years, which is in the best interest of the City and the public.
NOW, THEREFORE, the City Council of the City of San Clemente does hereby find, determine and resolve as follows:
SECTION 1. That the above recitations are true and correct and incorporated fully herein.
SECTION 2. That the City Manager is authorized and directed to execute a Second Amendment to the Professional Services Agreement for Auditing Services with Lance, Soll & Lunghard, LLP extending the term of the agreement through June 30, 2027 for a total cumulative amount during the extended term not to exceed $134,750 and in a form substantially similar to that presented to the City Council on May 6, 2025.
SECTION 3. That the City Clerk shall certify to the passage and adoption of this resolution and enter it into the book of original resolutions. 1149
Resolution No. 25-57 Page 2
PASSED AND ADOPTED this _____ day of _______, 2025.
ATTEST:
__________________________ _______________________
CITY CLERK of the City of Steve Knoblock, Mayor of
San Clemente, California the City of San Clemente,
California
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) §
CITY OF SAN CLEMENTE )
I, LAURA CAMPAGNOLO, City Clerk of the City of San Clemente, California, do hereby certify that Resolution No. 25-57 was adopted at a regular meeting of the City Council of the City of San Clemente held on _______ day of ______ 2025, by the following vote:
AYES:
NOES:
ABSENT:
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of San Clemente, California, this _____ day of _________________, ________. _______________________
CITY CLERK of the City of
San Clemente, California
Approved as to form:
____________________________
Elizabeth A. Mitchell, City Attorney
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Attachment 2
SECOND AMENDMENT TO
PROFESSIONAL SERVICES AGREEMENT FOR
AUDIT SERVICES
This Second Amendment to Professional Services Agreement for Audit Services (this “Second Amendment”) is made and entered into on this ____day of ________, 2025, by and between the CITY OF SAN CLEMENTE, a California municipal corporation (“City”), and Lance, Soll Lunghard, LLP (“Consultant”).
R E C I T A L S:
A. City and Consultant entered into that certain Professional Services Agreement for Audit Services to be performed at or in connection with Audit of the City’s Financial Records, Single Audit of Federal Grants, Audit of Coastal Animal Services Authority, and Issuance of related Financial Reports (the “Agreement”) on June 19, 2018.
B. City and Consultant entered into that certain First Amendment to the Professional Services Agreement for Audit Services (“First Amendment”) on April 16, 2024. The Original Agreement, as modified by the First Amendment, is hereinafter referred to as the “Agreement.”
C. City and Consultant desire to amend the Agreement in the manner provided herein.
C O V E N A N T S:
1. Section 1.1 of the Agreement is hereby amended by extending the term of the agreement through June 30, 2027. In addition to the services to be performed by Consultant as referenced in Exhibit A to the Agreement, Consultant shall also perform those services for the fee described in Exhibit “A” to this Second Amendment, which exhibit is attached hereto and incorporated fully herein by this reference.
2. Section 3.1 of the Agreement is hereby amended to allow the total compensation to not exceed $134,750 cumulatively for Fiscal Year 2024-25 and Fiscal Year 2025-26 combined.
3. This Second Amendment and the Agreement may be executed electronically with the same force and effect as original ink signatures.
4. Except as expressly amended by this Second Amendment, the remaining portions of the Agreement shall remain in full force and effect.
[SIGNATURES ON FOLLOWING PAGE]
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IN WITNESS WHEREOF, the Parties hereto have caused this Second Amendment to be duly executed on the respective dates set forth opposite of their signatures.
CITY OF SAN CLEMENTE
By:________________________________
Andy Hall, City Manager
ATTEST: Dated: _________________________
_____________________________
CITY CLERK of the City of
San Clemente, California
APPROVED AS TO FORM:
_____________________________
Elizabeth A. Mitchell, City Attorney
APPROVED AS TO AVAILABILITY
OF FUNDING:
_____________________________
Finance Authorization
Lance, Soll & Lunghard, LLP
(“CONSULTANT”)
By:_____________________________
Ryan Domino, Partner
Dated: _________________________
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EXHIBIT A
TO SECOND AMENDMENT TO
PROFESSIONAL SERVICES AGREEMENT FOR
AUDIT SERVICES
Consultant shall perform the following services for Fiscal Year 2024-25 and Fiscal Year 2025-26 to the City’s satisfaction for the following fees in accordance with the terms and conditions of the Agreement:
HOURS FOR SCOPE OF WORK
The estimated hours to complete the scope of work are as follows:
TOTAL PROPOSED HOURS
Segment/Task
Partners/
Director Manager Senior Staff Clerical Total
City's Annual Financial Audit
Interim test work 0 0 20 40 0 60
Year-End test work 0 0 60 120 0 180
Report/Review/Supervision 10 40 0 0 10 60
Subtotal 10 40 80 160 10 300
CASA Annual Financial Audit
Test work 0 0 5 10 0 15
Report/Review/Supervision 1 3 0 0 1 5
Subtotal 1 3 5 10 1 20
Single Audit *
Test work 0 0 10 20 0 30
Report/Review/Supervision 2 6 0 0 2 10
Subtotal 2 6 10 20 2 40
Optional Service - ACFR Preparation
Report/Review/Supervision 4 10 21 0 5 40
Subtotal 4 10 21 0 5 40
Optional Service - State Controller's Report Preparation Report/Review/Supervision 0 2 0 38 0 40
Subtotal 0 2 0 38 0 40
TOTAL PROPOSED HOURS: 17 61 116 228 18 440
* Hours proposed are for one (1) major program.
Consultant shall also provided as needed services as requested by the City as the City deems necessary to facilitate synchronization with the new Enterprise Resource Planning (ERP) system project. Such services shall be performed at the following hourly rates. Total ERP system synchronization services shall not exceed $10,000. 1153
DOLLAR-COST
The total fee for fiscal year 2024-25 and 2025-26 services shall not exceed $134,750 and are broken down as follows:
As needed services to facilitate synchronization with the ERP system project shall not exceed $10,000. 1154
Hourly rates by level are as follows:
A progress bill will be sent not more than monthly with the final 10% of the fee payable upon completion of the project. Invoices are payable upon receipt.
Position
Standard
Rate
Quoted Rate
FY25
Quoted Rate
FY26
Partner $390 $312 $321
Director $320 $256 $264
Senior Manager $290 $232 $239
Manager $250 $200 $206
Supervisor $210 $168 $173
Senior Accountant $190 $152 $157
Experienced Staff $160 $128 $132
Staff Accountant $140 $112 $115
Clerical $120 $96 $99
1155
910 Calle Negocio
2nd Floor
San Clemente, California
www.san-clemente.org
AGENDA REPORT
CITY OF SAN CLEMENTE
CITY COUNCIL MEETING
CITY OF SAN CLEMENTE 1
Meeting Date: May 6, 2025 Agenda Item: 10N.
Submitted By: Beaches, Parks and Recreation
Prepared By: Samantha Wylie, Beaches, Parks & Recreation Director Subject:
..titl e
CONSIDERATION OF A RESOLUTION APPROVING A FIRST AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT FOR THE SUNDAY FARMERS MARKET (C20- 28), AUTHORIZING THE CITY MANAGER TO EXECUTE THE AMENDMENT AND FINDING
THE PROJECT CATEGORICALLY EXEMPT FROM THE CALIFORNIA ENVIRONMENTAL QUALITY ACT ..body
Fiscal Impact:
This proposed amendment increases monthly revenue. Under the amended agreement, Introductions Unlimited, Inc. will pay the City a monthly fee of $525.00, an increase from the current monthly rate of $390.00. This represents a $135.00 monthly increase in revenue, totaling an additional $1,620.00 annually over the one-year extension period.
Summary:
Before the City Council is a resolution approving a First Amendment to Professional Services Agreement No. 20-28 with Introductions Unlimited, Inc., extending the agreement for one (1) additional year, incorporating new financial reporting and compliance requirements for the operation of the San Clemente Sunday Farmers Market and increasing the monthly payment to the City.
Background:
On June 3, 2020, the City entered into a Professional Services Agreement (Contract No. 20-28) with Introductions Unlimited, Inc. (Operator) to oversee the management and operation of the weekly San Clemente Farmers Market, held each Sunday on Avenida Del Mar. (See Attachment
3.)
The current agreement is set to expire on June 4, 2025. The Operator has consistently performed its duties under the terms of the Agreement. Staff has reviewed the Operator’s performance and recommends renewal with the inclusion of additional financial oversight measures to ensure continued transparency and accountability.
The proposed First Amendment to the Agreement (Attachment 2) includes the following key changes:
Term Extension: The agreement will be extended for one (1) year, with a new term beginning June 4, 2025, and expiring June 3, 2026.
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Meeting Date: May 6, 2025 Agenda Item: 10N.
CITY OF SAN CLEMENTE 2
Monthly Compensation: The monthly fee paid by the Operator will be increased to $525.00 beginning with the new term.
Quarterly Financial Reporting: The Operator will be required to submit quarterly financial statements detailing Market operations. Reporting periods will be:
o June 1 – August 31
o September 1 – November 30
o December 1 – February 28/29
o March 1 – May 31
Historical Financial Reporting: The Operator will be required to submit two (2) years of historical financial statements (in the form of income statements, P&L statements, or earnings statements) on or before June 15, 2025.
Vendor Compliance: The Operator must ensure that all participating vendors maintain a valid City of San Clemente business license, with compliance documentation available upon request.
These changes are intended to improve administrative oversight and ensure alignment with the City’s business licensing and financial transparency goals while continuing to provide a valuable public service to San Clemente residents.
Council Options:
Adopt Resolution No. 25-58, which will approve a First Amendment to the Agreement to include a one-year extension and increase in monthly fees paid to the City and authorize the City Manager to execute the amendment.
Amend and adopt the Resolution.
Provide alternate direction to staff.
Take no action.
Environmental Review/Analysis:
The approval of this amendment is categorically exempt from the California Environmental Quality Act (CEQA) under Class 1 (Existing Facilities, 14 CCR § 15301), Section 15301 of the state CEQA Guidelines because it consists of the leasing of existing public facilities (namely, public right-of-way), involving negligible or no expansion of existing or former use in that the same farmers market operations will continue unchanged.
Recommended Actions:
Staff Recommendation ..recommendation
Staff recommends that the City Council adopt Resolution No 25-58, which will:
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Meeting Date: May 6, 2025 Agenda Item: 10N.
CITY OF SAN CLEMENTE 3
1. Find the project categorically exempt from the California Environmental Quality Act (CEQA) under Class 1 (Existing Facilities, 14 CCR § 15301), Section 15301 of the state CEQA Guidelines;
2. Approve the First Amendment to Professional Services Agreement No. 20-28 with Introductions Unlimited, Inc.; and
3. Authorize the City Manager to execute the Amendment. ..end
Attachment:
1. Resolution No. 25-58
2. First Amendment to Professional Services Agreement No. 20-28
3. Original Agreement (Contract No. 20-28)
Notification:
Introductions Unlimited, Inc.
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Attachment 1
RESOLUTION NO. 25-58
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SAN CLEMENTE, CALIFORNIA, APPROVING A FIRST
AMENDMENT TO PROFESSIONAL SERVICES
AGREEMENT NO. C20-28 WITH INTRODUCTIONS
UNLIMITED, INC. FOR THE OPERATION OF THE SAN
CLEMENTE SUNDAY FARMERS MARKET, AUTHORIZING
THE CITY MANAGER TO EXECUTE THE AMENDMENT AND
FINDING THE PROJECT CATEGORICALLY EXEMPT FROM
THE CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA)
UNDER CLASS 1 (EXISTING FACILITIES, 14 CCR § 15301),
SECTION 15301 OF THE STATE CEQA GUIDELINES
WHEREAS, the City of San Clemente (“City”) entered into Professional Services Agreement No. 20-28 (“Agreement”) with Introductions Unlimited, Inc. (“Operator”) on June 3, 2020, for the operation and management of the Sunday Farmers Market; and WHEREAS, the current term of the Agreement is set to expire on June 4, 2025; and WHEREAS, the City and Operator desire to extend the Agreement for one (1) additional year and include new provisions for financial reporting, vendor compliance, and an increased monthly fee paid to the City; and
WHEREAS, amending the Agreement is in the best interest of the City and the public.
NOW, THEREFORE, the City Council of the City of San Clemente does hereby find, determine and resolve as follows:
Section 1. Based on a review of the record as a whole, this project is categorically exempt from the California Environmental Quality Act (CEQA) under Class 1 (Existing Facilities, 14 CCR § 15301), Section 15301 of the state CEQA Guidelines because it consists of the leasing of existing public facilities (namely, public right-of-way), involving negligible or no expansion of existing or former use in that the same farmers market operations will continue unchanged.
Section 2. The City Council hereby approves the First Amendment to Professional Services Agreement No. 20-28 with Introductions Unlimited, Inc., extending the Agreement through June 3, 2026, and incorporating revised compensation, financial reporting, and vendor compliance terms.
Section 3. The City Council authorizes and directs the City Manager to execute the First Amendment to Professional Services Agreement No. 20-28 with Introductions Unlimited, Inc. in a form substantially similar to that presented to the City Council on May 6, 2025.
Section 4. The City Manager and his designee are hereby authorized to take such other and further actions as may be necessary and proper to accomplish the purposes of 1159
Resolution No. 25-58 Page 2
this resolution.
Section 5. The City Clerk shall certify to the passage and adoption of this resolution and enter it into the book of original resolutions.
PASSED AND ADOPTED this _____ day of ____________________, _______.
ATTEST:
___________________________ __________________________
City Clerk of the City of Steve Knoblock, Mayor of the
San Clemente, California City of San Clemente, California 1160
Resolution No. 25-58 Page 3
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) §
CITY OF SAN CLEMENTE )
I, LAURA CAMPAGNOLO, City Clerk of the City of San Clemente, California, do hereby certify that Resolution No. 25-58 was adopted at a regular meeting of the City Council of the City of San Clemente held on the _______ day of _______________________, _________, by the following vote:
AYES:
NOES:
ABSENT:
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of San Clemente, California, this _____ day of _________________, ________. __________________________
CITY CLERK of the City of
San Clemente, California
Approved as to form:
____________________________
Elizabeth A. Mitchell, City Attorney
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Attachment 2
4907-4832-8764 v1
FIRST AMENDMENT TO
PROFESSIONAL SERVICES AGREEMENT FOR
SUNDAY FARMERS MARKET
This First Amendment to Professional Services Agreement for the Sunday Farmers Market (this “First Amendment”) is made and entered into effective this 4th day of June, 2025 (“Effective Date”) by and between the CITY OF SAN CLEMENTE, a California municipal corporation (“City”), and Introductions Unlimited, Inc. (“Operator”).
R E C I T A L S:
A. City and Operator entered into that certain Professional Services Agreement for Sunday Farmers Market (the “Agreement”) on June 3, 2025; and B. City and Operator desire to amend the Agreement in the manner provided herein.
C O V E N A N T S:
1. Article 1 of the Agreement is hereby amended to add Sections 1.3, 1.4 and 1.5, which shall read as follows:
Section 1.3. Financial Reporting.
a. On or before June 15, 2025, Operator shall submit to the City two (2) years of historical financial statements, in the form of an income statement, profit and loss statement or earnings statement, for the two most recent years of Market operation. b. Operator shall submit to the City quarterly financial statements detailing the operations and financial status of the Market. These reports shall be submitted within fifteen (15) days of the end of each fiscal quarter and must include, at a minimum, an income statement, profit and loss statement or earnings statement.
For purposes of this section, the quarterly periods are defined as:
- June 1 – August 31
- September 1 – November 30
- December 1 – February 28/29
- March 1 – May 31
Section 1.4 Vendor Business License Compliance.
Operator shall ensure that each vendor participating in the Market obtains and maintains a current City of San Clemente business license. Operator shall collect and maintain documentation confirming each vendor’s compliance and shall provide such documentation to the City upon request.
Section 1.5 Operator Tax Liability.
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Operator shall be responsible, and shall ensure that each vendor participating in the Market is responsible, as appropriate, for any and all tax liabilities arising out of Market operations, including, but not limited to any possessory interest tax, sales, transactions and use taxes and/or income tax liability. Operator shall defend, indemnify and hold harmless the City from and against any such taxes, fines and penalties.
2. Section 4.1 of the Agreement is hereby deleted in its entirety and replaced with the following:
4.1 Fees.
The Operator shall pay City a monthly fee of Five Hundred Twenty-Five Dollars ($525.00) payable in accordance with the City’s standard payment procedures and schedule.
3. Article 7 of the Agreement is hereby amended to extend the Agreement for a period of one (1) year, commencing on June 4, 2025, and expiring on June 3, 2026, unless earlier terminated in accordance with the Agreement.
4. This First Amendment may be executed electronically with the same force and effect as original ink signatures.
5. Except as expressly amended by this First Amendment, the remaining portions of the Agreement shall remain in full force and effect.
[SIGNATURES ON FOLLOWING PAGE]
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4907-4832-8764 v1
IN WITNESS WHEREOF, the Parties hereto have caused this First Amendment to be duly executed on the respective dates set forth opposite of their signatures.
CITY OF SAN CLEMENTE
By:________________________________
Andy Hall, City Manager
ATTEST: Dated: _________________________
_____________________________
CITY CLERK of the City of
San Clemente, California
APPROVED AS TO FORM:
_____________________________
Elizabeth A. Mitchell, City Attorney
APPROVED AS TO AVAILABILITY
OF FUNDING:
_____________________________
Finance Authorization
Introductions Unlimited, Inc., a
California corporation
(“OPERATOR”)
By:________________________________
Richard Heil, Secretary
Dated: ___________________________
By:________________________________
Sandra Heil, CEO
Dated: ____________________________
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Attachment 3
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910 Calle Negocio
2nd Floor
San Clemente, California
www.san-clemente.org
AGENDA REPORT
CITY OF SAN CLEMENTE
CITY COUNCIL MEETING
CITY OF SAN CLEMENTE 1
Meeting Date: May 6, 2025 Agenda Item: 10O.
Submitted By: Public Works
Prepared By: David Rebensdorf, Public Work Director/City Engineer Subject:
..titl e
CONSIDERATION OF A RESOLUTION TO APPROVE A SECOND AMENDMENT TO THE
WASTE DISPOSAL AGREEMENT BETWEEN THE CITY OF SAN CLEMENTE AND THE
COUNTY OF ORANGE, AND FINDING THE AGREEMENT CATEGORICALLY EXEMPT FROM THE CALIFORNIA ENVIRONMENTAL QUALITY ACT ..body
Fiscal Impact:
The customer solid waste disposal rate component will increase 2.6% per the escalation formula in the current Waste Disposal Agreement (WDA). The latest rate increase calculation was noticed to customers in the fall of 2024 and approved by the City Council on November 19, 2024.
Summary:
Solid waste disposal at Orange County landfills is governed by a WDA under which cities/sanitary districts agreed to exclusively deposit waste at the County’s landfills in exchange for low and stable disposal rates. The current WDA was entered into in 2009 and was subsequently extended through June 30, 2025. The Orange County City Manager Association (OCCMA) is currently negotiating a successor agreement to the WDA with Orange County Waste and Recycling.
Additional time is needed to finalize mutually agreeable terms and disposal fees. To accommodate these negotiations, staff is recommending a Second Amendment to the WDA for a one-year extension.
Background:
To provide low and stable rates, cities, including San Clemente, entered into a Waste Disposal Agreement in 2009 with rates being increased annually by a consumer price index (CPI). The Agreement was extended in 2016 primarily to accept solid waste from outside the County of Orange to increase revenue, since disposal was decreasing due to landfill diversions from recycling and organics. The term of the current Agreement (as previously amended) expires on June 30, 2025.
The proposed Second Amendment to the WDA will extend the term by one year through June 30, 2026. Orange County Waste and Recycling are proposing a new agreement, titled the Waste Infrastructure System Enhancement (WISE). The WISE program takes into account legislative requirements, such as, Senate Bill 1383, which requires local governments to divert organic waste (food scraps and landscaping waste) away from landfills. The WISE agreement proposes increasing landfill disposal rates from $42.65 to $82 per ton (a 92.3% increase). It also proposes a rebate program for composted organic waste and an allocation of capital expenditures for organics recycling infrastructure at county landfills.
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Meeting Date: May 6, 2025 Agenda Item: 10O.
CITY OF SAN CLEMENTE 2
Since the County of Orange does not currently offer organics recycling, many cities, including San Clemente found other options to meet state-mandated diversions. The City’s organics are recycled through CR&R’s at its anaerobic digester in Perris. Processed organics from the facility produce natural gas and compost. Under the terms of the proposed Second Amendment, which generally provides a 12-month extension of the current WDA and a 2.6% disposal fee increase, per the escalation formula in the current WDA. The time extension will allow stakeholders to conduct due diligence on a successor agreement to the WDA as well as evaluate costs, infrastructure plans, and future fee adjustments. If the OCCMA committee and Orange County Waste and Recycling do not reach a mutually agreeable term by September 30, 2025, monthly updates will be provided to all cities/sanitary districts beginning in October 2025.
CR&R’s Perris Anarobic Digester for Organic Waste Recycling Council Options:
Adopt Resolution No. 25-59 (Attachment 1), extending the Agreement by one-year through June 30, 2026 allowing for continued negotiation between the OCCMA and Orange County Waste and Recycling for a new agreement, and finding the project categorically exempt from the California Environmental Quality Act under Class 1. Adopt Resolution No. 25-59 with modifications.
Continue the item with direction to provide additional information.
Environmental Review/Analysis:
This project is categorically exempt from the California Environmental Quality Act under Class 1 (Existing Facilities, 14 CCR 15301) of the state CEQA Guidelines because it involves an extension of the City’s current solid waste disposal agreement with the County and negligible or no expansion of existing or former use.
Recommended Actions:
..recommendation
Staff recommends that the City Council adopt Resolution No. 25-59, which will:
1. Find the project is categorically exempt from the California Environmental Quality Act under Class 1 (Existing Facilities, 14 CCR 15301) of the state CEQA Guidelines;
2. Authorize the City Manager to execute a Second Amended to the Waste Disposal Agreement between the City of San Clemente and the County of Orange. ..end
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Meeting Date: May 6, 2025 Agenda Item: 10O.
CITY OF SAN CLEMENTE 3
Attachments:
1. Resolution No. 25-59
2. Proposed Second Amendment to the Waste Disposal Agreement
3. First Amendment to the Waste Disposal Agreement
4. 2009 Waste Disposal Agreement
Notification:
None.
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4888-7080-6249 v2
RESOLUTION NO. 25-59
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
SAN CLEMENTE, CALIFORNIA, APPROVING AMENDMENT
NO. 2 TO THE AGREEMENT WITH THE COUNTY OF
ORANGE TO CONTINUE SOLID WASTE DISPOSAL FOR
ONE-YEAR, AUTHORIZING THE CITY MANAGER TO
EXECUTE THE AMENDMENT, AND FINDING THE
AGREEMENT CATEGORICALLY EXEMPT FROM THE
CALIFORNIA ENVIRONMENTAL QUALITY ACT
WHEREAS, the City has an existing Waste Disposal Agreement (the “Agreement”) with the County of Orange (the “County”) which requires the City to dispose of all specified solid waste generated within the City to County landfills and for the County to accept all such waste at a price agreed upon by the City and County; and WHEREAS, the Waste Disposal Agreement became effective on or about July 23, 2009; and
WHEREAS, an Amendment to the Waste Disposal Agreement (the “First Amendment”) was negotiated between the County and various cities throughout Orange County to provide for continuation of importation of waste from outside the County at County landfills in exchange for allocation to the cities of a portion of future importation revenues and to extend the terms of this activity within the Agreement to June 30, 2025; and WHEREAS, the Orange County City Manager Association and Orange County Waste and Recycling are currently negotiating a new agreement to ensure long term disposal of solid waste and potential processing for organics; and WHEREAS, Amendment No. 2 to the Agreement will allow for one year to finalize a new agreement, will memorialize disposal rates pursuant to the existing Agreement and is in the best interests of the City and the public.
NOW, THEREFORE, the City Council of the City of San Clemente does hereby find, determine and resolve as follows:
Section 1. That the above recitals are true and correct and incorporated herein as findings.
Section 2. That based on the record as a whole this project is categorically exempt from the California Environmental Quality Act (CEQA) under Class 1 (Existing Facilities, 14 CCR section 15301) of the State CEQA Guidelines because it consists of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of existing or former use, and there is no reasonable possibility that the activity will have a significant direct or foreseeable indirect effect on the environment.
Attachment 1
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Resolution No. 25-59 Page 2
4888-7080-6249 v2
Section 3. That the City Manager is authorized and directed to execute a Second Amended to the Waste Disposal Agreement between the City of San Clemente and the County of Orange in a substantially similar format to that presented to the City Council on May 6, 2025.
Section 4. That the City Clerk shall certify to the passage and adoption of this resolution and enter it into the book of original resolutions.
PASSED AND ADOPTED this _____ day of ____________________, 2025.
ATTEST:
___________________________ __________________________
City Clerk of the City of Steve Knoblock, Mayor of the
San Clemente, California City of San Clemente, California 1179
Resolution No. 25-59 Page 3
4888-7080-6249 v2
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) §
CITY OF SAN CLEMENTE )
I, LAURA CAMPAGNOLO, City Clerk of the City of San Clemente, California, do hereby certify that Resolution No. 25-59 was adopted at a regular meeting of the City Council of the City of San Clemente held on the _______ day of _______________________, _________, by the following vote:
AYES:
NOES:
ABSENT:
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of San Clemente, California, this _____ day of _________________, ________. __________________________
CITY CLERK of the City of
San Clemente, California
Approved as to form:
___________________________
Elizabeth A. Mitchell, City Attorney
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Attachment 2
SECOND AMENDMENT TO WASTE DISPOSAL AGREEMENT
Between
THE COUNTY OF ORANGE, CALIFORNIA
and the
THE CITY OF SAN CLEMENTE
June 30, 2025
County Amendment Authorization Date
_________________, 2025
County Notice Address:
Director, OC Waste & Recycling
601 N. Ross Street
5 th Floor
Santa Ana, CA 92701
City Amendment Authorization Date
____________________, 2025
City Notice Address:
The City of San Clemente
Attn: Laura Campagnolo, City Clerk
910 Calle Negocio
San Clemente, CA 92673
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