Cities Index.
Agenda packet, regular meeting

South Gate City Council
February 13, 2024

Document
Agenda packet, regular meeting
Meeting
February 13, 2024
Body
South Gate City Council
Pages
119
Original file
32.5 MB
Text extracted from the city's file for reading and search. Open the original on d3n9y02raazwpg.cloudfront.net. That file is the official record.

Deliverables:
* DWR Certificate of Project Completion
* Record Drawings
Task 11 : Construction
Construction activities are outlined below.
11 (a): Mobilization and demobilization activities include transportation of equipment and materials to and from the project site.
11 (b): Installation of collectors to wirelessly communicate with water meters and receive meter data through secure connection to offsite services. Installation and configuration of server software to manage network and meter data remotely. The meter data management system (MDMS) will be installed, and various software functions will be developed, deployed, and delivered to BWP's users and customers.

BWP's utility billing system representative will integrate network information and MDMS with CIS, including uploading mass information on meter exchanges. The MDMS will also be integrated with the MDMS of Record, the utility billing portal, and the customer portal, WaterSmart. The AMI/MDMS analytical tools will translate complex data into easily understood information, allowing customers to analyze their water use for improved water conservation.

Deliverables:
* Photographic Documentation of Progress
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Project 12: La Crescenta Green Improvement Project
IMPLEMENTING AGENCY: Los Angeles County Public Works PROJECT DESCRIPTION: The project will construct approximately 30 drywells, 15,000 square feet of bioswales, and 19,000 square feet of permeable pavement to capture, treat, and infiltrate all urban runoff and up to the 85th percentile, 24-hour storm runoff volume from a 1 50-acre drainage area in the Los Angeles River Watershed. In addition to the stormwater and flood management benefits, the project will also provide a water supply benefit of 40 AFY by removing more than 60% of total metals and 64% of bacteria and nutrients that are currently discharged to Arroyo Seco Reach 2. Stormwater and dry weather runoff will be recharged in the Verdugo Groundwater Basin, which will help replenish local water supplies for the region.

Budget Category (a): Project Administration
Task 1 : Project Manaqement
Manage Grant Agreement including compliance with grant requirements, and preparation and submission of supporting grant documents and coordination with IRWM regional manager. Prepare invoices including relevant supporting documentation for submittal to DWR via the Grantee. This task also includes administrative responsibilities associated with the project such as coordinating with partnering agencies and managing consultants/contractors.

Deliverables:
* Invoices and associated backup documentation
Task 2: Reportinq
Prepare progress reports detailing work completed during reporting period as outlined in Exhibit F of this Agreement. Submit reports to DWR.

Prepare Project Completion Report and submit to DWR no later than 90 days afier project completion for DWR Project Manager's comment and review. The report shall be prepared and presented in accordance with guidance as outlined in Exhibit F.

Deliverables:
* Quarterly Project Progress Reports
* Project Completion Report
* Documentation (e.g., photo) of "Acknowledgment of Credit & Signage" per Standard Condition D.2 Budget Category (b): Land Purchase/Easement
Task 3: Land Purchase
No land purchase or easement acquisition is required for this project.

Deliverables: N/A
Budget Category (c): Planning/Design/Engineering/Environmental Documentation Task 4: Feasibility Studies
Two Feasibility Studies were completed as part of the project development process. A geotechnical investigation was completed to assess the project location for suitability of infiltration. A hydrology study was completed to classify the overall project drainage area as well as pertinent design criteria related to planned runoff volumes. Additional feasibility studies will be completed. 66'146
DocuSign Envelope ID: E79AF50E-FD48-4744-9BF8-2896DD200960 Deliverables:
@ Geotechnical Investigation
* Hydrology Study
* Relevant Feasibility Studies
Task 5: CEQA Documentation
GrantAgreementNo. 4600015405

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Complete environmental review pursuant to CEQA. Prepare all necessary environmental documentation.

Prepare letter stating no legal challenges (or addressing legal challenges).

Deliverables:
* All completed CEQA documents as required
* Legal Challenges Letter
Task 6: Permittinq
The following permits are anticipated to be acquired for this project: Permit to Enter from property owners; Encroachment Permit from the CA Department of Transportation; Traffic Control Permit from the City of Glendale.

Deliverables:
* Permits as required
Task 7: Desiqn
The Project design will be developed.

Deliverables:
* Basis of Design Report
* 1 00% Design Plans and Specifications
Task 8: Project Monitorinq Plan
Develop and submit a Project Monitoring Plan per Paragraph 16 for DWR's review and approval.

Deliverables:
* Project Monitoring Plan
Budget Category (d): Construction/Implementation
Task 9: Contract Services
This task must comply with the Standard Condition D.11 - Competitive Bidding and Procurements. Activities necessary (as applicable) to secure a contractor and award the contract, including: develop bid documents, prepare advertisement and contract documents for construction contract bidding, conduct pre-bid meeting, bid opening and evaluation, selection of the contractor, award of contract, and issuance of notice to proceed.

Deliverables:

Bid Documents
Proof of Advertisement
Award of Contract
Notice to Proceed
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Task 10: Construction Administration
This task includes managing contractor submittal review, answering requests for information, and issuing work directives. A full-time engineering construction observer will be on site for the duration of the project.

Construction observer duties include documenting of pre-construction conditions, daily construction diary, preparing change orders, addressing questions of contractors on site, reviewing/ updating project schedule, reviewing contractor log submittals and pay requests, forecasting cash flow, notifying contractor if work is not acceptable. Upon completing the project, the DWR Certificate of Project Completion and record drawings will be provided to DWR.

Deliverables:
@ DWR Certificate of Project Completion
* Record Drawings
Task 11 : Construction
Construction activities are outlined below.
11 (a): Mobilization and demobilization activities include: mobilization of equipment and materials; site cleanup and site restoration (e.g., final grading, landscaping); and removal of all temporary facilities. 11 (b): Site preparation will include setting up temporary facilities (e.g., field office, construction barriers) and site clean-up prior to construction.
11 (c): Construction activities will include the installation of 30 drywells, 15,000 square feet of bioswales, and approximately 19,000 square feet of permeable pavement.

Deliverables:
* Photographic Documentation of Progress
6?148
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Project 13: Whitsett Fields Park North Stormwater Capture Project IMPLEMENTING AGENCY: Los Angeles Department of Water and Power PROJECT DESCRIPTION: The project will install a diversion structure, a storm drainpipe alignment, a hydrodynamic separator, and a subsurface infiltration gallery to divert stormwater and urban runoff from a 78" storm drain at Raymer Street into an underground infiltration gallery at Whitsett Fields Park (Park), a 30-acre park located in North Hollywood. Urban and stormwater runoff from an approximately 303-acre drainage area will be infiltrated to replenish the San Fernando Groundwater Basin (Basin), a source of local water supply for the region. The project will provide a primary water supply benefit of approximately 185 AFY.

Budget Category (a): Project Administration
Task 1 : Project Manaqement
Manage Grant Agreement including compliance with grant requirements, and preparation and submission of supporting grant documents and coordination with IRWM regional manager. Prepare invoices including relevant supporting documentation for submittal to DWR via the Grantee. This task also includes administrative responsibilities associated with the project such as coordinating with partnering agencies and managing consultants/contractors.

Deliverables:
* Invoices and associated backup documentation
Task 2: Reportinq
Prepare progress reports detailing work completed during reporting period as outlined in Exhibit F of this Agreement. Submit reports to DWR.

Prepare Project Completion Report and submit to DWR no later than 90 days affer project completion for DWR Project Manager's comment and review. The report shall be prepared and presented in accordance with guidance as outlined in Exhibit F.

Deliverables:
* Quarterly Project Progress Reports
* Project Completion Report
* Documentation (e.g., photo) of "Acknowledgment of Credit & Signage" per Standard Condition D.2 Budget Category (b): Land Purchase/Easement
Task 3: Land Purchase
No land purchase or easement acquisition is required for this project.

Deliverables: N/A
Budget Category @: Planning/Design/Engineering/Environmental Documentation Task 4: Feasibility Studies
The 2018 Whitsett Fields Park North Stormwater Capture Study was completed as part of the Project development process.

Deliverables:
* 2018WhitsettFieldsParkNorthStormwaterCaptureStudy
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Task 5: CEQA Documentation
A Mitigated Negative Declaration was filed for this project with the State Clearinghouse (SCH) in September of 2021 (SCH 2021010053). Prepare letter stating no legal challenges (or addressing legal challenges).

Deliverables:
* All completed CEQA documents as required
* Legal Challenges Letter
Task 6: Permitting
The following permits are anticipated to be acquired for this project: Construction Stormwater General Permit from the State Water Resources Control Board; Encroachment Permit from the California Department of Transportation; Flood Control Permit from the Los Angeles County Public Works.

Deliverables:
* Permits as required
Task 7: Desiqn
Final designs for the Project have been completed.

Deliverables:
* 1 00% Design Plans and Specifications
Task 8: Project Monitorinq Plan
Develop and submit a Project Monitoring Plan per Paragraph 16 for DWR's review and approval.

Deliverables:
@ Project Monitoring Plan
Budget Category (d): Construction/Implementation
Task 9: Contract Services
This task must comply with the Standard Condition D. 11- Competitive Bidding and Procurements. Activities necessary (as applicable) to secure a contractor and award the contract, including: develop bid documents, prepare advertisement and contract documents for construction contract bidding, conduct pre-bid meeting, bid opening and evaluation, selection or the contractor, award of contract, and issuance of notice to proceed.

Deliverables:
* Bid Documents
* Proof of Advertisement
* Award of Contract
@ Notice to Proceed
Task 10: Construction Administration
This task includes managing contractor submittal review, answering requests for information, and issuing work directives. A full-time engineering construction observer will be on site for the duration of the project.

Construction observer duties include documenting of pre-construction conditions, daily construction diary, preparing change orders, addressing questions of contractors on site, reviewing/ updating project schedule, 150
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reviewing contractor log submittals and pay requests, forecasting cash flow, notifying contractor if work is not acceptable. Upon completing the project, the DWR Certificate of Project Completion and record drawings will be provided to DWR.

Deliverables:

DWR Certificate of Project Completion
Record Drawings
Task 11 : Construction
Construction activities are outlined below.
11 (a): Mobilization and demobilization activities include: mobilization of equipment and materials; site cleanup and site restoration (e.g., final grading, landscaping); and removal of all temporary facilities. 11 (b): Site preparation activities will include setting up temporary facilities (e.g., field office, construction barriers) and site clean-up prior to construction.
11 (c): Construction activities will include the installation of a diversion structure located at the 78-inch storm pipe on Raymer Street, a storm drainpipe alignment along Raymer Street and Whitsett Avenue, a hydrodynamic separator located on Raymer Street outside the park area and upstream of the infiltration gallery, and one subsurface infiltration gallery located underneath the open field and baseball diamonds with an approximate area of 39,640 square-feet. The depth below ground to the top of the infiltration gallery will be approximately 11 feet.
ll (d): Upgrade park irrigation system; addition of approximately 70 trees and accent landscaping to be around the park perimeter; addition of educational signage that will engage the community and promote sustainability awareness, and a new hydration station.

Deliverables:
* Photographic Documentation of Progress
';'-O151
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Project 14: Bowtie Demonstration Project
IMPLEMENTING AGENCY: The Nature Conservancy
PROJECT DESCRIPTION: The project is a multi-benefit stormwater management and habitat enhancement demonstration project that is located on approximately 3 acres of the Bowtie Parcel's northern-most area.

The project will daylight a storm drain that lies beneath the site and will divert water from the storm drain onto the site through a natural arroyo. A seasonal wetland will be created to slow and capture water. The existing infrastructure for the storm drain will remain in place, underground, to enable conveyance of larger storms, preventing the site from being eroded by fast-moving waters under the most intense storm conditions. The project will improve water quality, create green space in an urban area, reduce greenhouse gas emissions, promote community engagement and education, restore native habitat, and increase community resilience to climate change. The project will implement natural infrastructure to treat an estimated 481 AFY of dry weather flows from a 2,775-acre drainage area for onsite reuse.

Budget Category (a): Project Administration
Task 1 : Project Manaqement
Manage Grant Agreement including compliance with grant requirements, and preparation and submission of supporting grant documents and coordination with IR\/VM regional manager. Prepare invoices including relevant supporting documentation for submittal to DWR via the Grantee. This task also includes administrative responsibilities associated with the project such as coordinating with partnering agencies and managing consultants/contractors.

Deliverables:
* Invoices and associated backup documentation
Task 2: Reportinq
Prepare progress reports detailing work completed during reporting period as outlined in Exhibit F of this Agreement. Submit reports to DWR.

Prepare Project Completion Report and submit to DWR no later than 90 days after project completion for DWR Project Manager's comment and review. The report shall be prepared and presented in accordance with guidance as outlined in Exhibit F.

Deliverables:
* Quarterly Project Progress Reports
* Project Completion Report
* Documentation (e.g., photo) of "Acknowledgment of Credit & Signage" per Standard Condition D.2 Budget Category (b): Land Purchase/Easement
Task 3: Land Purchase
No land purchase or easement acquisition is required for this project.

Deliverables: N/A
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Budget Category @: Planning/Design/Engineering/Environmental Documentation Task 4: Feasibility Studies
The Los Angeles River: Stormwater Management and Habitat Enhancement Conceptual Designs feasibility study was completed as part of the Project development process.

Deliverables:
* Los Angeles River: Stormwater Management and Habitat Enhancement Conceptual Designs Task 5: CEQA Documentation
Complete environmental review pursuant to CEQA. Prepare all necessary environmental documentation.

Prepare letter stating no legal challenges (or addressing legal challenges).

Deliverables:
* All completed CEQA documents as required
* Legal Challenges Letter
Task 6: Permittinq
The following permits are anticipated to be acquired for this project: Removal Action Workplan Approval from the California Department of Toxic Substances Control; Construction Stormwater Permit from the Los Angeles Regional Water Quality Control Board; Flood Control Permit from the Los Angeles County; Encroachment Permit from the Los Angeles Department of Water and Power; Other permits as required.

Deliverables:
* Permits as required
Task 7: Desiqn
Early conceptual designs for the Project are included in the Los Angeles River: Stormwater Management and Habitat Enhancement Conceptual Designs. Final construction drawings and specifications will be completed in advance of construction.

Deliverables:
@ I 00% Design Plans and Specifications
Task 8: Project Monitorinq Plan
Develop and submit a Project Monitoring Plan per Paragraph 16 for DWR's review and approval.

Deliverables:
* Project Monitoring Plan
Budget Category (d): Construction/Implementation
Task 9: Contract Services
This task must comply with the Standard Condition D.1 1- Competitive Bidding and Procurements. Activities necessary (as applicable) to secure a contractor and award the contract, including: develop bid documents, prepare advertisement and contract documents for construction contract bidding, conduct pre-bid meeting, bid opening and evaluation, selection of the contractor, award of contract, and issuance of notice to proceed. -7,2,153
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Deliverables:
* Bid Documents
* Proof of Advertisement
* Award of Contract
* Notice to Proceed
Task 10: Construction Administration
This task includes managing contractor submittal review, answering requests for information, and issuing work directives. A full-time engineering construction observer will be on site for the duration or the project.

Construction observer duties include documenting of pre-construction conditions, daily construction diary, preparing change orders, addressing questions of contractors on site, reviewing/ updating project schedu!e, reviewing contractor log submittals and pay requests, forecasting cash flow, notifying contractor if work is not acceptable. Upon completing the project, the DWR Certificate of Project Completion and record drawings will be provided to DWR.

Deliverables:
* DWR Certificate of Project Completion
* Record Drawings
Task 11 : Construction
Construction activities are outlined below.
11 (a): Mobilization and demobilization activities include mobilization of equipment and materials; site cleanup and site restoration (e.g., final grading, landscaping); and removal of all temporary facilities. 11 (b): Site preparation will include setting up temporary facilities (e.g., field office, construction barriers) and site clean-up prior to construction.
ll (c): Construction will include daylighting the large storm drain from the existing pipeline and diverting the water onto State Parks property through a constructed wetland that meanders along the site. The wetland and surrounding areas will be planted with native vegetation that can withstand both times of high water and periods of dry weather conditions. A Contech Vortech Separator and a Contech Jellyfish Filtration Unit for treatment and filtration of flows will be installed.

Deliverables:
* Photographic Documentation of Progress
154
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Project 15: Advanced Meter Infrastructure
IMPLEMENTING AGENCY: Valley County Water District
PROJECT DESCRIPTION: The project will replace approximately 1,263 commercial, industrial, and institutional (Cll) water meters throughout the Valley County Water District (VCWD) service area, which serves the cities of Baldwin Park, Irwindale, West Covina, and Azusa. This will allow VCWD to measure customers' water usage more accurately and increase the ability to detect water leaks. The project also includes the installation of a meter testing stand to provide a better mechanism to test for nonfunctioning, leaking, or otherwise inefficient meters. This test will allow for more frequent, effective, in situ meter testing.

This will significantly cut down on unaccounted for water losses throughout the service area with much greater efficiency. The project will conserve approximately 200 AFY of water.

Budget Category (a): Project Administration
Task 1 : Project Manaqement
Manage Grant Agreement including compliance with grant requirements, and preparation and submission of supporting grant documents and coordination with IR\/VM regional manager. Prepare invoices including relevant supporting documentation for submittal to DWR via the Grantee. This task also includes administrative responsibilities associated with the project such as coordinating with partnering agencies and managing consultants/contractors.

Deliverables:
* Invoices and associated backup documentation
Task 2: Reportinq
Prepare progress reports detailing work completed during reporting period as outlined in Exhibit F of this Agreement. Submit reports to DWR.

Prepare Project Completion Report and submit to DWR no later than 90 days after project completion for DWR Project Manager's comment and review. The report shall be prepared and presented in accordance with guidance as outlined in Exhibit F.

Deliverables:
* Quarterly Project Progress Reports
* Project Completion Report
* Documentation (e.g., photo) of "Acknowledgment of Credit & Signage" per Standard Condition D.2 Budget Category (b): Land Purchase/Easement
Task 3: Land Purchase
No land purchase or easement acquisition is required for this project.

Deliverables: N/A
Budget Category @: Planning/Design/Engineering/Environmental Documentation Task 4: Feasibility Studies
Not applicable.

Deliverables: N/A
7'4155
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Task 5: CEQA Documentation
A Notice of Exemption was filed with the Los Angeles, County Clerk in November of 2022. Prepare letter stating no legal challenges (or addressing legal challenges).

Deliverables:
* All completed CEQA documents as required
* Legal Challenges Letter
Task 6: Permittinq
Not applicable.

Deliverables: N/A
Task 7: Desiqn
Design of the project is complete. An assessment of the existing meter conditions has also been completed.

The necessary research to identify available technologies has also already been completed; a pilot study was carried out using two different technologies.

Deliverables:
* Report on existing meter age; number of meters, size of meters, age of meters * Installation Plan
* Meter Cost Estimate
Task 8: Project Monitorinq Plan
Develop and submit a Project Monitoring Plan per Paragraph 16 For DWR's review and approval.

Deliverables:
* Project Monitoring Plan
Budget Categoiy (d): Construction/Implementation
Task 9: Contract Services
Not applicable.

Deliverables: N/A
Task 10: Construction Administration
All work will be completed in-house by VCWD staff.

Deliverables:
@ DWR Certificate of Project Completion
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Task 11 : Construction
Installation of advanced water meters will include removal of existing meters and replacement with new units at approximately 1,263 Cll meter locations. Existing units will be replaced with new advanced meters, receivers, and meter box lids. Meters will be field tested to validate system functionality. Purchase and installation of a meter test stand at existing District Facility. Plumbing of the test stand with a close loop water system, including installation of water tanks. Startup and testing of the meter test stand and corresponding soffware.

Deliverables:
* Photographic Documentation of Progress
157
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Project 16: Los Angeles County Rubber Dams Project IMPLEMENTING AGENCY: Los Angeles County Flood Control District PROJECT DESCRIPTION: The project will install approximately five rubber dams across Los Angeles County. Three of the five rubber dams are located within channels and divert water to existing spreading grounds. The two remaining rubber dams will be installed in the San Gabriel River and will primarily be used to hold, capture, and later release storm water to downstream spreading grounds. The project will divert approximately 3,500 AFY for groundwater recharge into the Main San Gabriel and Central Groundwater Basins and will conserve approximately 9,261,000-kilowatt hours (kWh) of energy per year.

Budget Category (a): Project Administration
Task 1 : Project Manaqement
Manage Grant Agreement including compliance with grant requirements, and preparation and submission of supporting grant documents and coordination with IR\/VM regional manager. Prepare invoices including relevant supporting documentation for submittal to DWR via the Grantee. This task also includes administrative responsibilities associated with the project such as coordinating with partnering agencies and managing consultants/contractors.

Deliverables:
* Invoices and associated backup documentation
Task 2: Reporting
Prepare progress reports detailing work completed during reporting period as outlined in Exhibit F of this Agreement. Submit reports to DWR.

Prepare Project Completion Report and submit to DWR no later than 90 days after project completion for DWR Project Manager's comment and review. The report shall be prepared and presented in accordance with guidance as outlined in Exhibit F.

Deliverables:
* Quarterly Project Progress Reports
* Project Completion Report
* Documentation (e.g., photo) of "Acknowledgment of Credit & Signage" per Standard Condition D.2 Budget Category (b): Land Purchase/Easement
Task 3: Land Purchase
No land purchase or easement acquisition is required for this project.

Deliverables: N/A
Budget Category (c): Planning/Design/Engineering/Environmental Documentation Task 4: Feasibility Studies
Not applicable.

Deliverables: N/A
?:i 158
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Task 5: CEQA Documentation
A Notice of Exemption was filed for the rubber dams in Citrus Spreading Grounds, Forbes Spreading Grounds, and Walnut Spreading Basin in September 2022 at the Los Angeles County Clerk. Complete environmental review pursuant to CEQA. Prepare all necessary environmental documentation. Prepare letter stating no legal challenges (or addressing legal challenges).

Deliverables:
* All completed CEQA documents as required
* Legal Challenges Letter
Task 6: Permittinq
Not applicable.

Deliverables: N/A
Task 7: Desiqn
Technical Specifications (T-Specs) are prepared for the fabrication and installation of new rubber dam bodies.

T-Specs will be prepared for each rubber dam.

Deliverables:
* Basis of Design Report
* Technical Specifications
Task 8: Project Monitorinq Plan
Develop and submit a Project Monitoring Plan per Paragraph 16 for DWR's review and approval.

Deliverables:
* Project Monitoring Plan
Budget Category (d): Construction/Implementation
Task 9: Contract Services
This task must comply with the Standard Condition D. 11 - Competitive Bidding and Procurements. Activities necessary (as applicable) to secure a contractor and award the contract, including: develop bid documents, prepare advertisement and contract documents for construction contract bidding, conduct pre-bid meeting, bid opening and evaluation, selection of the contractor, award of contract, and issuance of notice to proceed.

Deliverables:
* Bid Documents
* Proof of Advertisement
* Award of Contract
* Notice to Proceed
Task 10: Construction Administration
This task includes managing contractor submittal review, answering requests for information, and issuing work directives. A full-time engineering construction observer will be on site for the duration of the project.

Construction observer duties include documenting of pre-construction conditions, daily construction diary, preparing change orders, addressing questions of contractors on site, reviewing/ updating project schedule, s
159
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reviewing contractor log submittals and pay requests, forecasting cash flow, notifying contractor if work is not acceptable. Upon completing the project, the DWR Certificate of Project Completion and record drawings will be provided to DWR.

Deliverables:

DWR Certificate of Project Completion
Record Drawings
Task 11 : Construction
Construction activities are outlined below.
11 (a): Mobilization and Demobilization: The contractors will mobilize a crane onsite. Once performance testing has been signed off and approved, the contractors will demobilize. 1l (b): Site preparation: The crane will remove the existing rubber dam bladder and position the new rubber dam. The majority or the work will be completed with handheld tools and will require minimal clearing of debris from around the project site.
11 (c): Construction will involve removal and disposal of the old rubber dam bladders, and installation of the new rubber dam bladders in accordance with the plans and specifications. 11 (d): Performance Testing: After construction, performance reviews and monitoring will be conducted, and observations will be performed to determine any air leakage or minor adjustments necessary for optimal operation.

Deliverables:

Photographic Documentation of Progress
Performance Testing Observation Report
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Project I 7: Plymouth Neighborhood Stormwater Capture Project IMPLEMENTING AGENCY: Amigos de los Rios
PROJECT DESCRIPTION: The project will install new permeable pavement technology and establish new infiltration tree and shrub planters, bioswales, Low-Impact Development (LID) planters, and rain gardens as natural infrastructure elements that will reduce impervious land area at the Plymouth Elementary School campus to improve stormwater and runoff capture and infiltration. The project also includes strategic removal of water intensive grass field areas and the planting of over 90 trees and 800 shrubs. The project will provide stormwater and flood management benefits to the campus and along surrounding streets in the City of Monrovia by capturing and retaining approximately O.66 AFY of inflow stormwater volume.

Budget Category (a): Project Administration
Task 1 : Project Manaqement
Manage Grant Agreement including compliance with grant requirements, and preparation and submission of supporting grant documentsand coordination with IRWM regional manager. Prepare invoices including relevant supporting documentation for submittal to DWR via the Grantee. This task also includes administrative responsibilities associated with the project such as coordinating with partnering agencies and managing consultants/contractors.

Deliverables:
* Invoices and associated backup documentation
Task 2: Reportinq
Prepare progress reports detailing work completed during reporting period as outlined in Exhibit F of this Agreement. Submit reports to DWR.

Prepare Project Completion Report and submit to DWR no later than 90 days after project completion for DWR Project Manager's comment and review. The report shall be prepared and presented in accordance with guidance as outlined in Exhibit F.

Deliverables:
* Quarterly Project Progress Reports
* Project Completion Report
* Documentation (e.g., photo) of "Acknowledgment of Credit & Signage" per Standard Condition D.2 Budget Category (b): Land Purchase/Easement
Task 3: Land Purchase
No land purchase or easement acquisition is required for this project.

Deliverables: N/A
Budget Category (c): Planning/Design/Engineering/Environmental Documentation Task 4: Feasibility Studies
The Plymouth School Neighborhood Stormwater Capture Demonstration Project Feasibility Study Report was completed as part of the project development process. 161
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GrantAgreementNo. 4600015405

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* 2020 Plymouth School Neighborhood Stormwater Capture Demonstration Project Feasibility Study Report
Task 5: CEQA Documentation
Notice of Exemptions were filed for this project with Los Angeles County Clerk in June 2021 (SCH 2021060554) and March 2022 (SCH 2022030513). Prepare letter stating no legal challenges (or addressing legal challenges).

Deliverables:
* All completed CEQA documents as required
* Legal Challenges Letter
Task 6: Permittinq
The following permits are anticipated to be acquired for this project: Encroachment Permit from the City of Monrovia.

Deliverables:
* Permits as required
Task 7: Desiqn
1 00% of the design has been completed for the Project.

Deliverables:
* I 00% Design Plans and Specifications
Task 8: Project Monitorinq Plan
Develop and submit a Project Monitoring Plan per Paragraph 16 for DWR's review and approval.

Deliverables:
* Project Monitoring Plan
Budget Category (d): Construction/Implementation
Task 9: Contract Services
This task must comply with the Standard Condition D.11 - Competitive Bidding and Procurements. Activities necessary (as applicable) to secure a contractor and award the contract, including: develop bid documents, prepare advertisement and contract documents for construction contract bidding, conduct pre-bid meeting, bid opening and evaluation, selection of the contractor, award of contract, and issuance of notice to proceed.

Deliverables:

Bid Documents
Proof of Advertisement
Award of Contract
Notice to Proceed
162
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Task 10: Construction Administration
This task includes managing contractor submittal review, answering requests for information, and issuing work directives. A full-time engineering construction observer will be on site for the duration of the project.

Construction observer duties include documenting of pre-construction conditions, daily construction diary, preparing change orders, addressing questions of contractors on site, reviewing/ updating project schedule, reviewing contractor log submittals and pay requests, forecasting cash flow, notifying contractor if work is not acceptable. Upon completing the project, the DWR Certificate of Project Completion and record drawings will be provided to DWR.

Deliverables:
* DWR Certificate of Project Completion
* Record Drawings
Task 11 : Construction
Construction activities are outlined below.
1l (a): Mobilization and demobilization activities, including transport of equipment and materials to and from the Project site.
1l (b): Site preparation activities will include setting up temporary facilities (e.g., portable bathrooms, field office).
1l (c): Construction activities include implementing LID and Green Street design features in the Plymouth Elementary School parking lot and campus to capture, treat, and infiltrate stormwater runoff.

Improvements include permeable surfaces, trees, plants, infiltration planters, and pervious concrete gutter strips. Approximately 6,000 square feet of impervious surfaces in the parking lot/street and open pavement area will be replaced with permeable surfaces, and an additional 850 square feet of bioswales/raingardens will be installed. The project will also include educational signage and interpretive elements, tree wells and LID infiltration planter boxes in strategic locations, and landscaping with native trees.

Deliverables:
* Photographic Documentation of Progress
163
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EXHIBIT B
BUDGET
PROPOSITION I ROUND 2 GREATER LOS ANGELES COUNTY IRWM IMPLEMENT ATION GRANT

AGREEMENT BUDGET SUMMARY
PROJECTS Grant Amount
Required
Cost Share:

Non-State
Fund Source
Other Cost
Share
Total Cost
Cost Share
Required
%
1 Project 1 : Regional Recycled
Water Expansion Project
$3,372,600 $502,431 $143,213 $4,018,244 12.5%
2 Project 2: Water Main
Replacement to Improve Drinking
Water Quality & Fireflow Reliability
$2,342,400 $0 . $2,652,600 . $4,995,000
0%
3 Project 3: Las Virgenes Creek
Restoration Project Phase Ill $1 ,300,000 $1 ,800,000 $500,000 $3,600,000 50%
4 Project 4: Drought Resiliency
Water Conservation Program $630,000 $660,500 $30,500 $1 ,321 ,000 50%
5 Project 5: Malibu Civic Center
Water Treatment Facility - Phase
2 $500,000 $31 ,500,000 $31 ,000,000 $63,000,000
50%
6 Project 6: Emergency Source of
Water Supply Connection - Las
Virgenes Connection
11,000,000 $4,300,000 $3,300,000 $8,600,000
50%
7 Project 7: Van Ness Avenue Well
Field Project $1 ,300,000 $12,500,000 $11 ,200,000 $25,000,000 50%
8 Project 8: Manhattan Beach
Coastal Restoration and Resiliency
Project
$830,000 $1 ,268,003 $438,003 $2,536,006
50%
9 Project 9: Harbor South Bay Water
Recycling Project $1 ,300,000 $0 $4,900,000 $6,200,000 0%
10 Project 10: Healthy Pocket Parks
and Schools $900,000 $0 $2,081 ,075 $2,981 ,075
0%
11 Project 11 : City of Burbank
Advanced Metering Infrastructure
Upgrade
$250,000 $4,001 ,500 $3,751 ,500 $8,003,000
50%
12 . Project 12: La Crescenta Green
Improvement Project $1 ,000,000 $4,600,000 $3,600,000 $9,200,000 50%
13 Project 13: Whitsett Fields Park
North Stormwater Capture Project $1 ,000,000 $4,232,742 $28,629, 190 $33,861 ,932 12.5% 14 Project 14: Bowtie Demonstration
Project $1,180,000 $0 $8,035,575 $9,215,575 0%
15 Project 15: Advanced Meter $766,500 $766,500 $0 $1 ,533,000 50% 73164
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Infrastructure (Cll)
16 Project 16: Los Angeles County
Rubber Dams Project $2,478,500 $2,987,500 $509,000 $5,975,000 50% 17 Project I 7: Plymouth
Neighborhood Stormwater Capture
Project
$185,000 $172,500 $1 ,022,500 $1 ,380,000 12.5%
GRANDTOTAL $20,335,000 $69,291,676 $'l01,793,156 $191,419,832 PROJECT 1: Regional Recycled Water Expansion Project Implementing Agency: Gateway Water Management Authority BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $396,600 $0 $5,000 $401 ,600 (b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning / Design /Engineering /
Environmental Documentation $105,000 $0 $27,644 $132,644 (d) Construction / Implementation $2,871 ,000 $502,431 $110,569 $3,484,000 TOT AL COSTS $3,372,600 $502,431 $143,213 $4,018,244
NO-ES:
"The project received a 75% cost share waiver. Required Cost Share fund source(s): City of Downey in-kind contributions, Safe Clean Water Grant, City of Bell Gardens municipal funds.
"Other Cost Share fund source(s): City of Downey in-kind contributions, Safe Clean Water Grant, City of Bell Gardens municipal funds.
'S'4165
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PROJECT 2: Water Main Replacement to Improve Drinking Water Quality & Fireflow Reliability Implementing Agency: City of South Gate
BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $0 $0 $380,000 $380,000
(b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning/Design / Engineering /
Environmental Documentation $0 $0 $315,000 $315,000
(d) Construction / Implementation $2,342,400 $0 $1 ,957,600 $4,300,000 TOT AL COSTS $2,342,400 $0 $2,652,600 $4,995,000
NO-ES:
"The project received a 100% cost share waiver.
"Other Cost Share fund source(s): City of South Gate's Water Enterprise Fund PROJECT 3: Las Virgenes Creek Restoration Project Phase Ill Implementing Agency: City of Calabasas
BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $0 $0 $300,000 $300,000
(b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning/ Design / Engineering /
Environmental Documentation $0 $526,000 $74,000 $600,000 (d) Construction / Implementation $1 ,300,000 $1 ,27 4,000 $126,000 $2,700,000 TOT AL COSTS $1 ,300,000 $1 ,800,000 $500,000 $3,600,000 NO-ES:
"Required Cost Share fund source(s): Los Angeles County Safe, Clean Water Program (Measure W) and City General Funds. "Other Cost Share fund source(s): Los Angeles County Safe, Clean Water Program (Measure W) and City General Funds. 76'166
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PROJECT 4: Drought Resiliency Water Conseivation Program Implementing Agency: Las Virgenes Municipal Water District BUDGET CATEGORY Grant Amount
Required
CostShare:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $60,000 $16,000 $0 $76,000
(b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning / Design / Engineering /
Environmental Documentation $0 $6,200 $0 $6,200
(d) Construction/Implementation $570,000 $638,300 $30,500 $1 ,238,800 TOT AL COSTS $630,000 $660,500 $30,500 $1 ,321 ,000
NO-ES:
"Required Cost Share fund source(s): Las Virgenes Municipal Water District, West Basin Municipal Water District, and Los Angeles County Waterworks-District 29.
"Other Cost Share fund source(s): Las Virgenes Municipal Water District, West Basin Municipal Water District, and Los Angeles County Waterworks-District 29.

PROJECT 5: Malibu Civic Center Water Treatment Facility - Phase 2 Implementing Agency: City of Malibu
BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $0 $15,000 $15,000 $30,000
(b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning / Design / Engineering /
Environmental Documentation $0 $1 ,945,000 $1 ,945,000 $3,890,000 (d) Construction / Implementation $500,000 $29,540,000 $29,040,000 $59,080,000 TOT AL COSTS $500,000 $31 ,500,000 $31 ,000,000 $63,000,000 NO-ES:
"Required Cost Share fund source(s): State Revolving Funds. "Other Cost Share fund source(s): State Revolving Funds. 167
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PROJECT 6: Emergency Source of Water Supply Connection - Las Virgenes Connection Implementing Agency: Los Angeles County Waterworks District No. 29 BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $0 $150,000 $150,000 $300,000 (b) Land Purchase / Easement $0 $0 $0 $0
(C) Planning / Design / Engineering /
Environmental Documentation $0 $417,500 $417,500 $835,000 (d) Construction/Implementation $1 ,000,000 $3,732,500 $2,732,500 $7,465,000 TOTAL COSTS $1 ,000,000 $4,300,000 $3,300,000 $8,600,000 NO-ES:
"Required Cost Share fund source(s): Los Angeles County Waterworks District No.29 Accumulative Capital Outlay Funds. "Other Cost Share fund source(s): Los Angeles County Waterworks District No.29 Accumulative Capital Outlay Funds.

PROJECT 7: Van Ness Avenue Well Field Project
Implementing Agency: City of Torrance
BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $0 $0 $130,000 $130,000
(b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning/ Design /Engineering /
Environmental Documentation $0 $0 $2,235,000 $2,235,000 (d) Construction /Implementation $1 ,300,000 $12,500,000 $8,835,000 $22,635,000 TOTALCOSTS $1,300,000 $12,500,000 $11,200,000
NO-ES:
"Required Cost Share fund source(s): State Revolving Fund Loan and Bureau of Reclamation Grant "Other Cost Share fund source(s): City of Torrance. $25,000,000
8?-168
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PROJECT 8: Manhattan Beach Coastal Restoration and Resiliency Project Implementing Agency: City of Manhattan Beach
BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $0 $0 $230,000 $230,000
(b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning / Design / Engineering /
Environmental Documentation $0 $272,602 $35,403 $308,005 (d) Construction/Implementation $830,000 $995,401 $172,600 $1 ,998,001 TOTALCOSTS $830,000 $1,268,003 $438,003 $2,536,006
NO-ES:
"Required Cost Share fund source(s): Los Angeles County Safe, Clean Water Program (Municipal Measure W) and City Capital Improvement Funds and in-kind contributions.
"Other Cost Share fund source(s): Municipal Measure W and City Capital Improvement Funds and in-kind contributions.

PROJECT 9: Harbor South Bay Water Recycling Project Implementing Agency: West Basin Municipal Water District BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $126,100 $0 $493,900 $620,000 (b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning /Design / Engineering/
Environmental Documentation $159,900 $0 $2,940,100 $3,100,000 (d) Construction /Implementation $1 ,014,000 $0 $1 ,465,400 $2,480,000 TOTALCOSTS $1,300,000 $0 $4,900,000
NO-ES:
"The project received a 1 00% cost share waiver.
"Other Cost Share fund source(s): u.s. Army Corps of Engineers and West Basin Municipal Water District. $6,200,000
169
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PROJECT 10: Healthy Pocket Parks and Schools
Implementing Agency: Los Angeles Neighborhood Land Trust BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $0 $0 $381 ,000 $381 ,000
(b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning / Design/Engineering/
Environmental Documentation $117,000 $0 $300,075 $417,075 (d) Construction / Implementation $783,000 $0 $1 ,400,000 $2, 183,000 TOTALCOSTS $900,000 $0 $2,081,075 $2,981,075
NO-ES:
"The project received a 1 00% cost share waiver.
"Other Cost Share fund source(s): SGC Transformative Climate Communities Program and Los Angeles Neighborhood Land Trust private fundraising
PROJECT 11: City of Burbank Advanced Metering Infrastructure Upgrade Implementing Agency: City of Burbank
BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $0 $0 $2,000 $2,000
(b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning / Design / Engineering /
Environmental Documentation $0 $0 $1 ,000 $1 ,000
(d) Construction / Implementation $250,000 $4,001 ,500 $3,751 ,500 $8,000,000 TOTALCOSTS $250,000 $4,001,500 $3,751,500 $8,003,000 NO-ES:
"Required Cost Share fund source(s): Burbank Water and Power and in-kind services from Burbank Water and Power staff. "Other Cost Share fund source(s): City of Burbank Water and Power FY 23-24 170
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PROJECT 12: La Crescenta Green Improvement Project Implementing Agency: Los Angeles County Public Works BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $0 $0 $250,000 $250,000
(b) Land Purchase / Easement $0 $0 $0 $0
(C) Planning / Design / Engineering /
Environmental Documentation $0 $0 $1 ,250,000 $1 ,250,000 (d) Construction / Implementation $1 ,000,000 $4,600,000 $2,100,000 $7,700,000 TOTALCOSTS $1,000,000 $4,600,000 $3,600,000 $9,200,000 NO-ES:
"Required Cost Share fund source(s): Los Angeles County General Funds and the Los Angeles County Safe, Clean Water Program (SCWP) Municipal Funds.
"Other Cost Share fund source(s): Los Angeles County General Funds and SCWP Municipal Funds PROJECT 13: Whitsett Fields Park North Stormwater Capture Project Implementing Agency: Los Angeles Department of Water and Power BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source'
Other Cost
Share"
Total Cost
(a) Project Administration $0 $0 $349,140 $349,140
(b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning /Design / Engineering /
Environmental Documentation $0 $0 $1 ,812,406 $1,812,406 (d) Construction /Implementation $1 ,000,000 $4,232,7 42 $26,467,644 $31 ,700,386 TOT AL COSTS $1 ,000,000 $4,232,7 42 $28,629, 190 $33,861 ,932 NO-ES:
"The project received a 75% cost share waiver. Required Cost Share fund source(s): Safe, Clean Water Program and Water Enterprise Fund- LADWP
"Other Cost Share fund source(s): City of Los Angeles Department of Water and Power, Water Enterprise Fund and County of Los Angeles Safe, Clean Water Program.
-70171
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PROJECT 14: Bomie Demonstration Project
Implementing Agency: The Nature Conservancy
BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $0 $0 $48,125 $48,125
(b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning/Design/Engineering /
Environmental Documentation $0 $0 $911 ,324 $911 ,324
(d) Construction / Implementation $1,180,000 $0 $7,076, i26 $8,256,126 TOT AL COSTS $1,180,000 $0 $8,035,575 $9,215,575
NO-ES:
'The project received a 1 00% cost share waiver.
"Other Cost Share fund source(s): California Natural Resources Agency Grant, Department of Toxic Substances Control Grant, California Santa Monica Mountains Conservancy Grant, California Wildlife Conservation Board Grant, Private Foundations & Donors Grant, and in-kind contributions by the Nature Conservancy.

PROJECT 15: Advanced Meter Infrastructure (Cll)
Implementing Agency: Valley County Water District
BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $0 $20,000 $0 $20,000
(b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning / Design/Engineering/
Environmental Documentation $0 $5,000 $0 $5,000
(d) Construction /Implementation $766,500 $741,500 $0 $1 ,508,000 TOTALCOSTS $766,500 $766,500 $0 $1,533,000
NO-ES:
'Required Cost Share fund source(s): Valley County Water Districfs adopted 2022-23 Capital Improvement (Cl) and General Operating (GO) Budgets
"Other Cost Share fund source(s): Valley County Water District staff in-kind services. 172
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PROJECT 16: Los Angeles County Rubber Dams Project Implementing Agency: Los Angeles County Flood Control District BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $0 $100,000 $0 $100,000
(b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning / Design/Engineering /
Environmental Documentation $0 $50,000 $0 $50,000
(d) Construction / Implementation $2,478,500 $2,837,500 $509,000 $5,825,000 TOT AL COSTS $2,478,500 $2,987,500 $509,000 $5,975,000 NO-ES:
"Required Cost Share fund source(s): Los Angeles County Flood Control District "Other Cost Share fund source(s): Los Angeles County Flood Control District PROJECT 17: Plymouth Neighborhood Stormwater Capture Project Implementing Agency: Amigos de los Rios
BUDGET CATEGORY Grant Amount
Required
Cost Share:

Non-State
Fund Source"
Other Cost
Share"
Total Cost
(a) Project Administration $0 $0 $140,000 $140,000
(b) Land Purchase/Easement $0 $0 $0 $0
(C) Planning / Design / Engineering /
Environmental Documentation $0 $0 $300,000 $300,000
(d) Construction / Implementation $185,000 $172,500 $582,500 $940,000 TOT AL COSTS $185,000 $172,500 $1 ,022,500 $1 ,380,000 NO-ES:
"The project received a 75% cost share waiver. Required Cost Share fund source(s): Safe Clean Water Program and Emerald Necklace Watershed Stewards (in-kind)
"Other Cost Share fund source(s): California Natural Resources Agency Urban Flood Protection Grant Program, the Los Angeles County Safe, Clean Water Program, and in-kind services from Emerald Necklace volunteers. 173
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EXHIBIT C

SCHEDULE
PROPOSITION 1 ROUND 2 GREATER LOS ANGELES COUNTY IRWM IMPLEMENT ATION GRANT PROJECT 1: Regional Recycled Water Expansion Project BUDGET CATEGORY Start Date End Date
a Project Administration 06/01/2023 09/30/2025
b Land Purchase/Easement N/A N/A
c Planning / Design/Engineering / Environmental Documentation 09/03/2019 03/31/2025" d Construction / Implementation 10/01/2023 06/30/2025
"Co istruction for the Downey site is expected to begin October 2023 and const-uction for the Bell Gardens site is expected to begin June 2024. The PMP portion for the Downey site will be completed first and then proceed to construction for this site. The PMP portion for the Bell Gardens site will be completed second requiring the time overlap before proceeding to construction for this site.

PROJECT 2: Water Main Replacement to Improve Drinking Water Quality & Fireflow Reliability BUDGET CATEGORY Start Date End Date
a Project Administration 03/01/2023 06/30/2025
b Land Purchase/Easement N/A N/A
c Planning/Design / Engineering/Environmental Documentation 06/01/2021 12/31/2023 d Construction / Implementation 01/01/2024 03/31/2025
PROJECT 3: Las Virgenes Creek Restoration Project Phase Ill BUDGET CATEGORY Start Date End Date
a Project Administration 03/01/2023 09/30/2027
b Land Purchase / Easement N/A N/A
c Planning/Design/Engineering/Environmental Documentation 05/23/2022 01/31/2026 d Construction / Implementation 02/01/2026 06/30/2027
42174
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PROJECT 4: Drought Resiliency Water Conservation Program BUDGET CATEGORY Start Date End Date
a Project Administration 06/01 /2023 12/31 /2026
b Land Purchase/Easement N/A N/A
c Planning/Design/Engineering/Environmental Documentation 06/01/2023 01/31/2024' d Construction / Implementation 06/01 /2023 09/30/2026 "Overlapping schedule explanation: The project will start Contract Services as soon as the project is awarded, so the filling of the Notice of Exemption under Task 5 will happen concurrently. Additionally, the Project Monitoring Plan will concurrently start with Construction/Implementation but will be finished before Construction/Implementation is complete since implementation of the project is dependent on customer participation.

PROJECT 5: Malibu Civic Center Water Treatment Facility - Phase 2 BUDGET CATEGORY Start Date End Date
a Project Administration 03/01/2023 09/30/2026
b Land Purchase/Easement N/A N/A
c Planning/Design / Engineering/Environmental Documentation 08/12/2019 5/31/2023 d Construction / Implementation 06/01 /2023 06/30/2026 PROJECT 6: Emergency Source of Water Supply Connection - Las Virgenes Connection BUDGET CATEGORY Start Date End Date
a Project Administration 03/01/2023 12/1 0/2026
b Land Purchase/Easement N/A N/A
c Planning / Design/Engineering/Environmental Documentation 01/26/2016 12/03/2024 d Construction/Implementation I2/04/2024 09/1 0/2026
M175
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PROJECT 7: Van Ness Avenue Well Field Project
BUDGET CATEGORY Start Date End Date
a Project Administration 03/01 /2023 03/31/2026
b Land Purchase/Easement N/A N/A
c Planning/Design/Engineering/Environmental Documentation 03/01/2013 06/30/2025' d Construction / Implementation 01 /01 /2024 12/30/2025 'Overlap between dates for Category c and Category d are due to the project being in two phases and the second phase being design-build.

PROJECT 8: Manhattan Beach Coastal Restoration and Resiliency Project BUDGET CATEGORY Start Date End Date
a Project Administration 03/01/2023 11 /30/2025
b Land Purchase/Easement N/A N/A
c Planning/Design/Engineering/Environmental Documentation 03/01 /2021 12/31/2023 d Construction / Implementation 01 /01 /2024 08/31/2025 PROJECT 9: Harbor South Bay Water Recycling Project BUDGET CATEGORY Start Date End Date
a Project Administration 03/01 /2023 07/31/2025
b Land Purchase/Easement N/A N/A
c Planning/Design/Engineering/Environmental Documentation 04/30/2023 07/31/2024 d Construction / Implementation 08/01/2024 04/30/2025
(?6'176
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PROJECT 10: Healthy Pocket Parks and Schools
BUDGET CATEGORY Start Date End Date
a Project Administration 07/01/2022 06/30/2025
b Land Purchase/Easement N/A N/A
c Planning/Design / Engineering/Environmental Documentation 07/01/2023 06/30/2024 d Construction / Implementation 07/01/2024 03/30/2025
PROJECT 1l : City of Burbank Advanced Metering Infrastructure Upgrade BUDGET CATEGORY Start Date End Date
A Project Administration 01/01/2022 05/01/2025
B Land Purchase/Easement N/A N/A
c Planning/Design/Engineering/Environmental Documentation 12/13/2021 01/31/2023 D Construction / Implementation 02/01/2023 02/01/2025
PROJECT 12: La Crescenta Green Improvement Project BUDGET CATEGORY Start Date End Date
a Project Administration 03/01/2023 10/3"l/2026
b Land Purchase/Easement N/A N/A
c Planning/Design/Engineering/Environmental Documentation 02/1 4/2023 12/18/2024 d Construction / Implementation 02/01 /2025 07/31/2026 177
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PROJECT 13: Whitsett Fields Park North Stormwater Capture Project BUDGET CATEGORY Start Date End Date
a Project Administration 03/01/2023 09/30/2027
b Land Purchase/Easement N/A N/A
c Planning / Design / Engineering / Environmental Documentation 01/01/2018 03/31 /2025" d Construction /Implementation 09/01/2024 06/30/2027
"Schedule Overlap Explanation: Various permits must be completed prior, or shortly affer construction start; therefore, an overlap occurs between construction and permitting, which results in an overlap between Category c and Category d.

PROJECT 14: Bowtie Demonstration Project
BUDGET CATEGORY Start Date End Date
a Project Administration 03/01/2023 03/31/2026
b Land Purchase / Easement N/A N/A
c Planning/Design/Engineering/Environmental Documentation 05/01/2017 10/01/2023 d Construction / Implementation I0/02/2023 12/31/2025
PROJECT 15: Advanced Meter Infrastructure (Cll)
BUDGET CATEGORY Start Date End Date
a Project Administration 01 /01 /2023 03/31/2025
b Land Purchase/Easement N/A N/A
c Planning/Design/Engineering/Environmental Documentation 06/01 /2022 03/31/2023 d Construction / Implementation 06/01/2023 12/31/2024
178
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PROJECT 16: Los Angeles County Rubber Dams Project BUDGET CATEGORY Start Date End Date
a Project Administration 11/01/2021 03/31 /2025
b Land Purchase/Easement N/A N/A
c Planning/Design/Engineering/Environmental Documentation 11/01/2021 05/01 /2024" d Construction/Implementation 02/01 /2022 12/31/2024
"Since the project is being performed in multiple phases, parts of the field construction will be performed before all parts of the project have been advertised for bids. During 2022, the replacement of the rubber dams at Citrus, Forbes, and Walnut spreading grounds were advertised and constructed. The replacements of Valley Rubber Dams 3 and 2 will be advertised and constructed in the years of 2023 and 2024, respectively.

PROJECT 17: Plymouth Neighborhood Stormwater Capture Project BUDGET CATEGORY Start Date End Date
a Project Administration 03/01/2023 03/31/2024
b Land Purchase/Easement N/A N/A
c Planning/Design/Engineering/Environmental Documentation 01/01/2019 06/01/2023" d Construction / Implementation 03/01/2023 12/31/2023
'There is an overlap between Category c and Category d because the project is shovel ready, so the project will start contract services as soon as the project is awarded. The Project Monitoring Plan will also be developed soon affer grant award, but before construction implementation.
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EXHIBIT D

ST ANDARD CONDITIONS
D.1. ACCOUNTINGANDDEPOSITOFFUNDINGDISBURSEMENT:

A. Separate Accounting of Funding Disbursements: Grantee shall account for the money disbursed pursuant to this Grant Agreement separately from all other Grantee funds. Grantee shall maintain audit and accounting procedures that are in accordance with generally accepted accounting principles and practices, consistently applied. Grantee shall keep complete and accurate records of all receipts and disbursements on expenditures of such funds. Grantee shall require its contractors or subcontractors to maintain books, records, and other documents pertinent to their work in accordance with generally accepted accounting principles and practices. Records are subject to inspection by State at any and all reasonable times.

B. Disposition of Money Disbursed: All money disbursed pursuant to this Grant Agreement shall be deposited in a non-interest bearing account, administered, and accounted for pursuant to the provisions of applicable law.

C. Remittance of Unexpended Funds: Grantee shall remit to State any unexpended funds that were disbursed to Grantee under this Grant Agreement and were not used to pay Eligible Project Costs within a period of sixty (60) calendar days from the final disbursement from State to Grantee of funds or, within thirty (30) calendar days of the expiration of the Grant Agreement, whichever comes first.

D.2. ACKNOWLEDGEMENT OF CREDIT AND SIGNAGE: Grantee shall include appropriate acknowledgement of credit to the State for its support when promoting the Project or using any data and/or information developed under this Grant Agreement. Signage shall be posted in a prominent location at Project site(s) (if applicable) or at the Grantee's headquarters and shall include the Department of Water Resources color logo and the following disclosure statement: "Funding for this project has been provided in full or in part from the Water Quality, Supply, and Infrastructure Improvement Act of 20al4 and through an agreement with the State Department of Water Resources." The Grantee shall also include in each of its contracts for work under this Agreement a provision that incorporates the requirements stated within this Paragraph.

D.3. AMENDMENT: This Grant Agreement may be amended at any time by mutual agreement of the Parties, except insofar as any proposed amendments are in any way contrary to applicable law.

Requests by the Grantee for amendments must be in writing stating the amendment request and the reason for the request. Requests solely for a time extension must be submitted at least 90 days prior to the work completion date set forth in Paragraph 2. Any other request for an amendment must be submitted at least 180 days prior to the work completion date set forth in Paragraph 2. State shall have no obligation to agree to an amendment.

D.4. AMERICANS WITH DISABILITIES ACT: By signing this Grant Agreement, Grantee assures State that it complies with the Americans with Disabilities Act (ADA) of 1990, (42 u.s.c. § 12101 et seq.), which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to the ADA.

D.5. . State reserves the right to conduct an audit at any time between the execution of this Grant Agreement and the completion of the Project, with the costs of such audit borne by State. Affer completion of the Project, State may require Grantee to conduct a final audit to State's specifications at Grantee's expense, such audit to be conducted by and a report prepared by an independent Certified Public Accountant. Failure or refusal by Grantee to comply with this provision shall be considered a breach of this Grant Agreement, and State may elect to pursue any remedies provided in Paragraph 12 or take any other action it deems necessary to protect its interests. The Grantee agrees it shall return any audit disallowances to the State. 44180
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Pursuant to Government Code section 8546.7, the Grantee shall be subject to the examination and audit by the State for a period of three (3) years after final payment under this Grant Agreement with respect of all matters connected with this Grant Agreement, including but not limited to, the cost of administering this Grant Agreement. All records of Grantee or its contractor or subcontractors shall be preserved for this purpose for at least three (3) years after receipt of the final disbursement under this Agreement. If an audit reveals any impropriety, the Bureau of State Audits or the State Controller's Office may conduct a full audit of any or all of the Grantee's activities. Code, § 79708, subd. (b) D.6. BUDGET CONTINGENCY: If the Budget Act of the current year covered under this Grant Agreement does not appropriate sufficient funds for this program, this Grant Agreement shall be of no force and effect. This provision shall be construed as a condition precedent to the obligation of State to make any payments under this Grant Agreement. In this event, State shall have no liability to pay any funds whatsoever to Grantee or to furnish any other considerations under this Grant Agreement and Grantee shall not be obligated to perform any provisions of this Grant Agreement. Nothing in this Grant Agreement shall be construed to provide Grantee with a right of priority for payment over any other Grantee. If funding for any fiscal year after the current year covered by this Grant Agreement is reduced or deleted by the Budget Act, by Executive Order, or by order of the Department of Finance, the State shall have the option to either cancel this Grant Agreement with no liability occurring to State, or offer a Grant Agreement amendment to Grantee to reflect the reduced amount.

D.7. CALIFORNIACONSERVATIONCORPS: GranteemayusetheservicesoftheCalifornia Conservation Corps or other community conservation corps as defined in Public Resources Code section 14507.5.

D.8. . Activities funded under this Grant Agreement, regardless of funding source, must be in compliance with the California Environmental Quality Act (CEQA). (Pub. Resources Code, § 21000 et seq.) Any work that is subject to CEQA and funded under this Agreement shall not proceed until documents that satisfy the CEQA process are received by the State's Project Manager and the State has completed its CEQA compliance. Work funded under this Agreement that is subject to a CEQA document shall not proceed until and unless approved by the Department of Water Resources. Such approval is fully discretionary and shall constitute a condition precedent to any work for which it is required. If CEQA compliance by the Grantee is not complete at the time the State signs this Agreement, once State has considered the environmental documents, it may decide to require changes, alterations, or other mitigation to the Project; or to not fund the Project. Should the State decide to not fund the Project, this Agreement shall be terminated in accordance with Paragraph 12, "Default Provisions."
D.9. CHILD SUPPORT COMPLIANCE ACT: The Grantee acknowledges in accordance with Public Contract Code section 7110, that:

A. The Grantee recognizes the importance of child and family support obligations and shall fully comply with all applicable state and federal laws relating to child and family support enforcement, including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Family Code section 5200 et seq.; and B. The Grantee, to the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department.

D.10. CLAIMSDISPUTE:AnyclaimthattheGranteemayhaveregardingperformanceofthisAgreement including, but not limited to, claims for additional compensation or extension of time, shall be submitted to the DWR Project Representative, within thirty (30) days of the Grantee's knowledge of the claim.

State and Grantee shall then attempt to negotiate a resolution of such claim and process an amendment to this Agreement to implement the terms of any such resolution. /eO181
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D. 11. COMPETITIVE BIDDING AND PROCUREMENTS: Grantee's contracts with other entities for the acquisition of goods and services and construction of public works with funds provided by State under this Grant Agreement must be in writing and shall comply with all applicable laws and regulations regarding the securing of competitive bids and undertaking competitive negotiations. If the Grantee does not have a written policy to award contracts through a competitive bidding or sole source process, the Department of General Services' State Contracting Manual rules must be followed and are available at: https://www.dqs.ca.qov/OLS/Resources/Paqe-ContenUOffice-of-Leqal-Services- Resources-List-Folder/State-Contractinq.

D.12. COMPUTERSOFTWARE:Granteecertifiesthatithasappropriatesystemsandcontrolsinplaceto ensure that state funds will not be used in the performance of this Grant Agreement for the acquisition, operation, or maintenance of computer software in violation of copyright laws.

D.13. CONFLICTOFINTEREST:AllparticipantsaresubjecttoStateandFederalconflictofinterestlaws.

Failure to comply with these laws, including business and financial disclosure provisions, will result in the application being rejected and any subsequent contract being declared void. Other legal action may also be taken. Applicable statutes include, but are not limited to, Government Code section 1090 and Public Contract Code sections 10410 and 10411, for State conflict of interest requirements.

A. Current State Employees: No State officer or employee shall engage in any employment, activity, or enterprise from which the officer or employee receives compensation or has a financial interest and which is sponsored or funded by any State agency, unless the employment, activity, or enterprise is required as a condition of regular State employment. No State officer or employee shal) contract on his or her own behalf as an independent contractor with any State agency to provide goods or services.

B. Former State Employees: For the two-year period from the date he or she left State employment, no former State officer or employee may enter into a contract in which he or she engaged in any of the negotiations, transactions, planning, arrangements, or any part of the decision-making process relevant to the contract while employed in any capacity by any State agency. For the twelve- month period from the date he or she left State employment, no former State officer or employee may enter into a contract with any State agency if he or she was employed by that State agency in a policy-making position in the same general subject area as the proposed contract within the twelve-month period prior to his or her leaving State service.

C. Employees of the Grantee: Employees of the Grantee shall comply with all applicable provisions of law pertaining to conflicts of interest, including but not limited to any applicable conflict of interest provisions of the California Political Reform Act. (Gov. Code, § 87100 et seq.) D. Employees and Consultants to the Grantee: Individuals working on behalf of a Grantee may be required by the Department to file a Statement of Economic Interests (Fair Political Practices Commission Form 700) if it is determined that an individual is a consultant for Political Reform Act purposes.

D.14. DELIVERY OF INFORMATION, REPORTS, AND DATA: Grantee agrees to expeditiously provide throughout the term of this Grant Agreement, such reports, data, information, and certifications as may be reasonably required by State.

D.15. DISPOSITION OF EQUIPMENT: Grantee shall provide to State, not less than thirty (30) calendar days prior to submission of the final invoice, an itemized inventory of equipment purchased with funds provided by State. The inventory shall include all items with a current estimated fair market value of more than $5,000.00 per item. Within sixty (60) calendar days of receipt of such inventory State shall provide Grantee with a list of the items on the inventory that State will take title to. All other items shall become the property of Grantee. State shall arrange for delivery from Grantee of items that it takes title to. Cost of transportation, if any, shall be borne by State.

D.16. DRUG-FREE WORKPLACE CERTIFICATION: Certification of Compliance: By signing this Grant Agreement, Grantee, its contractors or subcontractors hereby certify, under penalty of perjury under /O/182
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the laws of State of California, compliance with the requirements of the Drug-Free Workplace Act of 1990 (Gov. Code, § 8350 et seq.) and have or will provide a drug-free workplace by taking the following actions:

A. Publish a statement notifying employees, contractors, and subcontractors that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees, contractors, or subcontractors for violations, as required by Government Code section 8355.

B. Establish a Drug-Free Awareness Program, as required by Government Code section 8355 to inform employees, contractors, or subcontractors about all of the following:
i. The dangers of drug abuse in the workplace,
ii. Grantee's policy of maintaining a drug-free workplace, iii. Any available counseling, rehabilitation, and employee assistance programs, and iv. Penalties that may be imposed upon employees, contractors, and subcontractors for drug abuse violations.

C. Provide, as required by Government Code section 8355, that every employee, contractor, and/or subcontractor who works under this Grant Agreement:
i. Will receive a copy of Grantee's drug-free policy statement, and ii. Will agree to abide by terms of Grantee's condition of employment, contract or subcontract.

D.17. EASEMENTS:WheretheGranteeacquirespropertyinfeetitleorfundsimprovementstorealproperty using State funds provided through this Grant Agreement, an appropriate easement or other title restriction providing for floodplain preservation and agricultural and/or wildlife habitat conservation for the subject property in perpetuity, approved by the State, shall be conveyed to a regulatory or trustee agency or conservation group acceptable to the State. The easement or other title restriction must be in first position ahead of any recorded mortgage or lien on the property unless this requirement is waived by the State.

Where the Grantee acquires an easement under this Agreement, the Grantee agrees to monitor and enforce the terms of the easement, unless the easement is subsequently transferred to another land management or conservation organization or entity with State permission, at which time monitoring and enforcement responsibilities will transfer to the new easement owner.

Failure to provide an easement or other title restriction acceptable to the State may result in termination of this Agreement.

D.18. FINAL INSPECTIONS AND CERTIFICATION OF REGISTERED PROFESSIONAL: Upon completion of the Project, Grantee shall provide for a final inspection and certification by a California Registered Professional (i.e., Professional Civil Engineer, Engineering Geologist), that the Project has been completed in accordance with submitted final plans and specifications and any modifications thereto and in accordance with this Grant Agreement.

D.19. GRANTEE'S RESPONSIBILITIES: Grantee and its representatives shall:

A. Faithfully and expeditiously perform or cause to be performed all project work as described in Exhibit A and in accordance with Exhibits B and C.

B. Accept and agree to comply with all terms, provisions, conditions, and written commitments of this Grant Agreement, including all incorporated documents, and to fulfill all assurances, declarations representations, and statements made by Grantee in the application, documents, amendments and communications filed in support of its request for funding.

C, Comply with all applicable California, federal, and local laws and regulations.

D. Implement the Project in accordance with applicable provisions of the law.

E. Fulfill its obligations under the Grant Agreement and be responsible for the performance of the Project.

F. Obtain any and all permits, licenses, and approvals required for performing any work under this Grant Agreement, including those necessary to perform design, construction, or operation and maintenance of the Project. Grantee shall provide copies of permits and approvals to State. 183
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G. Be solely responsible for design, construction, and operation and maintenance of projects within the work plan. Review or approval of plans, specifications, bid documents, or other construction documents by State is solely for the purpose of proper administration of funds by State and shall not be deemed to relieve or restrict responsibilities of Grantee under this Agreement.

H. Be solely responsible for all work and For persons or entities engaged in work performed pursuant to this Agreement, including, but not limited to, contractors, subcontractors, suppliers, and providers of services. The Grantee shall be responsible for any and all disputes arising out of its contracts for work on the Project, including but not limited to payment disputes with contractors and subcontractors. The State will not mediate disputes between the Grantee and any other entity concerning responsibility for performance of work.

D.20. GOVERNING LAW: This Grant Agreement is governed by and shall be interpreted in accordance with the laws of the State of California.

D.21. INCOME RESTRICTIONS: The Grantee agrees that any refunds, rebates, credits, or other amounts (including any interest thereon) accruing to or received by the Grantee under this Agreement shall be paid by the Grantee to the State, to the extent that they are properly allocable to costs for which the Grantee has been reimbursed by the State under this Agreement. The Grantee shall also include in each of its contracts for work under this Agreement a provision that incorporates the requirements stated within this Paragraph.

D.22. INDEMNIFICATION: Grantee shall indemnify and hold and save the State, its officers, agents, and employees, free and harmless from any and all liabilities for any claims and damages (including inverse condemnation) that may arise out of the Project and this Agreement, including, but not limited to any claims or damages arising from planning, design, construction, maintenance and/or operation of levee rehabilitation measures for this Project and any breach of this Agreement. Grantee shall require its contractors or subcontractors to name the State, its officers, agents and employees as additional insureds on their liability insurance for activities undertaken pursuant to this Agreement.

D.23. INDEPENDENT CAPACITY: Grantee, and the agents and employees of Grantees, in the performance of the Grant Agreement, shall act in an independent capacity and not as officers, employees, or agents of the State.

D.24. INSPECTION OF BOOKS, RECORDS, AND REPORTS: During regular office hours, each or the parties hereto and their duly authorized representatives shall have the right to inspect and to make copies of any books, records, or reports of either party pertaining to this Grant Agreement or matters related hereto. Each of the parties hereto shall maintain and shall make available at all times for such inspection accurate records of all its costs, disbursements, and receipts with respect to its activities under this Grant Agreement. Failure or refusal by Grantee to comply with this provision shall be considered a breach or this Grant Agreement, and State may withhold disbursements to Grantee or take any other action it deems necessary to protect its interests.

D.25. INSPECTIONS OF PROJECT BY STATE: State shall have the right to inspect the work being performed at any and all reasonable times during the term of the Grant Agreement. This right shall extend to any subcontracts, and Grantee shall include provisions ensuring such access in all its contracts or subcontracts entered into pursuant to its Grant Agreement with State.

D.26. LABOR CODE COMPLIANCE: The Grantee agrees to be bound by all the provisions of the Labor Code regarding prevailing wages and shall monitor all contracts subject to reimbursement from this Agreement to assure that the prevailing wage provisions of the Labor Code are being met. Current Department of Industrial Relations (DIR) requirements may be found at: http://www.dir.ca.qov/ Icp.asp.

For more information, please refer to DIR's Public Works Manual at: https://www.dir.ca.qov/ dlse/PWManualCombined.pdf. The Grantee affirms that it is aware of the provisions of section 3700 of the Labor Code, which requires every employer to be insured against liability for workers' 184
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compensation or to undertake self-insurance, and the Grantee affirms that it will comply with such provisions before commencing the performance of the work under this Agreement and will make its contractors and subcontractors aware of this provision.

D.27. MODIFICATION OF OVERALL WORK PLAN: At the request or the Grantee, the State may at its sole discretion approve non-material changes to the portions of Exhibits A, B, and C which concern the budget and schedule without formally amending this Grant Agreement. Non-material changes with respect to the budget are changes that only result in reallocation of the budget and will not result in an increase in the amount of the State Grant Agreement. Non-material changes with respect to the Project schedule are changes that will not extend the term of this Grant Agreement. Requests for non- material changes to the budget and schedule must be submitted by the Grantee to the State in writing and are not effective unless and until specifically approved by the State's Program Manager in writing.

D.28. NONDISCRIMINATION: During the performance of this Grant Agreement, Grantee and its contractors or subcontractors shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex (gender), sexual orientation, gender identity, race, color, ancestry, religion, creed, national origin (including language use restriction), pregnancy, physical disability (including HIV and AIDS), mental disability, medical condition (cancer/genetic characteristics), age (over 40), marital/domestic partner status, and denial of medical and family care leave or pregnancy disability leave. Grantee and its contractors or subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. Grantee and its contractors or subcontractors shall comply with the provisions of the California Fair Employment and Housing Act (Gov. Code, § "12990.) and the applicable regulations promulgated there under (Cal. Code Regs., tit. 2, § 11000 et seq.). The applicable regulations of the Fair Employment and Housing are incorporated into this Agreement by reference. Grantee and its contractors or subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement.

Grantee shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Grant Agreement.

D.29. OPINIONSANDDETERMINATIONS:WherethetermsofthisGrantAgreementprovideforactionto be based upon, judgment, approval, review, or determination of either party hereto, such terms are not intended to be and shall never be construed as permitting such opinion, judgment, approval, review, or determination to be arbitrary, capricious, or unreasonable.

D.30. PERFORMANCE BOND: Where contractors are used, the Grantee shall not authorize construction to begin until each contractor has furnished a performance bond in favor of the Grantee in the following amounts: faithful performance (1 00%) of contract value, and labor and materials (1 00%) of contract value. This requirement shall not apply to any contract for less than $25,000.00. Any bond issued pursuant to this paragraph must be issued by a California-admitted surety. (Pub. Contract Code, § 71 03; Code Civ. Proc., § 995.311.)
D.31. PRIORITY HIRING CONSIDERATIONS: If this Grant Agreement includes services in excess of $200,000, the Grantee shall give priority consideration in filling vacancies in positions funded by the Grant Agreement to qualified recipients of aid under Welfare and Institutions Code section 11200 in accordance with Public Contract Code section 10353.

D.32. PROHIBITION AGAINST DISPOSAL OF PROJECT WITHOUT STATE PERMISSION: The Grantee shall not sell, abandon, lease, transfer, exchange, mortgage, hypothecate, or encumber in any manner whatsoever all or any portion of any real or other property necessarily connected or used in conjunction with the Project, or with Grantee's service of water, without prior permission of State.

Grantee shall not take any action, including but not limited to actions relating to user fees, charges, and assessments that could adversely affect the ability of Grantee meet its obligations under this 185
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Grant Agreement, without prior written permission of State. State may require that the proceeds from the disposition of any real or personal property be remitted to State.

D.33. PROJECT ACCESS: The Grantee shall ensure that the State, the Governor of the State, or any authorized representative or the foregoing, will have safe and suitable access to the Project site at all reasonable times during Project construction and thereafter for the term of this Agreement.

D.34. REMAINING BALANCE: In the event the Grantee does not submit invoices requesting all of the funds encumbered under this Grant Agreement, any remaining funds revert to the State. The State will notify the Grantee stating that the Project file is closed and any remaining balance will be disencumbered and unavailable for further use under this Grant Agreement.

D.35. REMEDIES NOT EXCLUSIVE: The use by either party of any remedy specified herein for the enforcement of this Grant Agreement is not exclusive and shall not deprive the party using such remedy of, or limit the application of, any other remedy provided by law.

D.36. RETENTION: The State shall withhold ten percent (1 0%) of the funds, for each project, until the project is complete, and a Final Project Report is approved and accepted by DWR. If a project has multiple components (within a project), at the State's discretion and upon a written request by the Grantee, any retained amount attributable to a single component may be released when that component is complete and the Final Component Completion Report is approved. Upon approval of the Final Project Report and/or Final Component Completion Report, any retained amounts due to the Grantee will be promptly disbursed to the Grantee, without interest.

D.37. RIGHTS IN DATA: Grantee agrees that all data, plans, drawings, specifications, reports, computer programs, operating manuals, notes and other written or graphic work produced in the performance of this Grant Agreement shall be made available to the State and shall be in the public domain to the extent to which release of such materials is required under the California Public Records Act. (Gov.

Code, § 6250 et seq.) Grantee may disclose, disseminate and use in whole or in part, any final form data and information received, collected and developed under this Grant Agreement, subject to appropriate acknowledgement of credit to State for financial support. Grantee shall not utilize the materials for any profit-making venture or sell or grant rights to a third party who intends to do so. The State shall have the right to use any data described in this paragraph for any public purpose.

D.38. SEVERABILITY: Should any portion of this Grant Agreement be determined to be void or unenforceable, such shall be severed from the whole and the Grant Agreement shall continue as modified.

D.39. SUSPENSION OF PAYMENTS: This Grant Agreement may be subject to suspension of payments or termination, or both if the State determines that:

A. Grantee, its contractors, or subcontractors have made a false certification, or B. Grantee, its contractors, or subcontractors violates the certification by failing to carry out the requirements noted in this Grant Agreement.

D.40. SUCCESSORS AND ASSIGNS: This Grant Agreement and all of its provisions shall apply to and bind the successors and assigns of the parties. No assignment or transfer of this Grant Agreement or any part thereof, rights hereunder, or interest herein by the Grantee shall be valid unless and until it is approved by State and made subject to such reasonable terms and conditions as State may impose.

D.41. TERMINATION BY GRANTEE: Subject to State approval which may be reasonably withheld, Grantee may terminate this Agreement and be relieved of contractual obligations. In doing so, Grantee must provide a reason(s) for termination. Grantee must submit all progress reports summarizing accomplishments up until termination date.
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D.42. TERMINATIONFORCAUSE:SubjecttotherighttocureunderParagraph12,"DefaultProvisions," the State may terminate this Grant Agreement and be relieved of any payments should Grantee fail to perform the requirements of this Grant Agreement at the time and in the manner herein, provided including but not limited to reasons of default under Paragraph 12, "Default Provisions." D.43. TERMINATION WITHOUT CAUSE: The State may terminate this Agreement without cause on 30 days' advance written notice. The Grantee shall be reimbursed for all reasonable expenses incurred up to the date of termination.

D.44. THIRD PARTY BENEFICIARIES: The parties to this Agreement do not intend to create rights in, or grant remedies to, any third party as a beneficiary of this Agreement, or any duty, covenant, obligation or understanding established herein.

D.45. TIMELINESS:TimeisoftheessenceinthisGrantAgreement.

D.46. TRAVEL - DAC, EDA, TRIBES PROJECT: Travel is only an eligible reimbursable expense for projects providing at least 75'!/o of benefits to DACs, EDAs, and/or Tribes (based on population or geographic area). Only ground transportation and lodging are eligible for grant reimbursement. Per diem costs will not be eligible for grant reimbursement. Any reimbursement for necessary travel shall be at rates not to exceed those set by the California Department of Human Resources. These rates may be found at:
http://ww.calhr.ca.qov/employees/Paqes/travel-reimbursements.aspx. Reimbursement will be at the State travel amounts that are current as of the date costs are incurred. No travel outside of the IRWM region shall be reimbursed unless prior written authorization is obtained from the State.

D.47. UNION ORGANIZING: Grantee, by signing this Grant Agreement, hereby acknowledges the applicability of Government Code sections 16645 through 16649 to this Grant Agreement.

Furthermore, Grantee, by signing this Grant Agreement, hereby certifies that:

A. No State funds disbursed by this Grant Agreement will be used to assist, promote, or deter union organizing.

B. Grantee shall account for State funds disbursed for a specific expenditure by this Grant Agreement to show those funds were allocated to that expenditure.

C. Grantee shall, where State funds are not designated as described in (b) above, allocate, on a pro rata basis, all disbursements that support the program.

D. If Grantee makes expenditures to assist, promote, or deter union organizing, Grantee will maintain records sufficient to show that no State funds were used for those expenditures and that Grantee shall provide those records to the Attorney General upon request.

D.48. . The State and the Grantee hereby agree that any action arising out of this Agreement shall be filed and maintained in the Superior Court in and for the County of Sacramento, California, or in the United States District Court in and for the Eastern District of California. The Grantee hereby waives any existing sovereign immunity for the purposes of this Agreement. o.<g. WAIVER OF RIGHTS: None of the provisions of this Grant Agreement shall be deemed waived unless expressly waived in writing. It is the intention of the parties here to that from time to time either party may waive any of its rights under this Grant Agreement unless contrary to law. Any waiver by either party of rights arising in connection with the Grant Agreement shall not be deemed to be a waiver with respect to any other rights or matters, and such provisions shall continue in full force and effect. /bd-187
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EXHIBIT E

AUTHORIZING RESOLUTION

RESOLUTION OF THE BOARD OF SUPERVISORS OF THE

COUNTY OF LOS ANGELES, CALIFORNIA, ACTING AS THE GOVERNING BODY

OF THE LOS ANGELES COUNTY FLOOD CONTROL DISTRJCT

APPROVING THE FILING OF APPLICATIONS AND ACCEPT ANCE OF GRANT

AWARDS FOR

INTEGR ATED REGION AL WATER M ANAGEMENT PROPOSITION I

IMPLEMENT ATION GR ANT PROGRAM
WHEREAS, tlie Legislature and the Governor or the State of California have provided fcinds for the Integrated Regional Water Management (IRWM) Grant Pmgram pursuant to the Water Quality, Supply, and Infrastructure Improvement Act of 2 €)14 (Proposition 1); and
WHEREAS, this grant program is administered by the California Department of Water Resources (DWR); and
WHEREAS, DWR requires the governing body of a grant applicant to designate, by Resolution, an authorized representative for filing grant applications, accepting grant awards, and executing grant agreements; and
VVHEREAS, tlie Los Angeles County Flood Control District (District) intends to submit apptications for Proposition I Implementation Program Grant funds up to the maximum amount of $81,340,000 under the IRWM Grant Program on behalf of itself and other local entities in the Greater Los Angeles County (GLAC) IRWM Group; and l/VHEREAS, the GLAC IR'f/VM will identify projects to be included in the District's Implementation Grant Proposals.

NOW, THEREFORE, BE IT RESOLVED, by the Board of Supervisors of the County of Los Angeles, acting as the governing body of the District:

1. That the District will submit applications to DWR and accept grant awards on behalf of itself and other local entities in the GLAC IRWM Group to obtain IRWM !mplementation Grants pursuant to the Vl/ater Quaiity, Supply, and Infrastructure Improvement Ad of 20al4 for the implementation of projects and programs tl*at support and improve regional water self-reliance, provide incentives tliroughout waterst'ieds to collaboratively manage region's water resources, and/or assist water infrastructure systems in adapting to climate change.

2. Tliat the Board of Supervisors authorizes and directs the Chief Engineer of the District or his designee to file such applications to DWR and accept grant awards.

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3. That the Board of Supervisors authorizes and directs the Chief Engineer of the District or liis designee to act as the authorized representative of the District when conducting business with DWR, local entities within the GLAC IRWM Group, local project sponsors, and other entities on any and all matters related to Proposition 1 Implementation Grant fuiqds.

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The foregoing Resoiution was adopted on the day of, 201!! by the Board of Supervisors of the County of Los Angeles acting as the governing body of the Los Angeles County Flood Control District.

CELIA ZAV ALA
Executive Officer of the
Board of Supervisors of the
County of Los Angeles
B!/
Deputy L)
APPROVED AS TO FORM:

MARY C. WICKHAM
County Counsel
Deputy

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EXHIBIT F
GrantAgreementNo. 4600015405

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REPORT FORMATS AND REQUIREMENTS
The following reporting formats should be utilized. Please obtain State approval prior to submitting a report in an alternative format.

PROGRESS REPORTS
Progress reports shall generally use the following format. This format may be modified as necessary to effectively communicate information. For each project, discuss the following at the , as organized in Exhibit A:

Percent complete (by work)
Discussion of work accomplished during the reporting period.

Milestones or deliverables completed/submitted during the reporting period.

Meetings held or attended.

Scheduling concerns and issues encountered that may delay completion of the task.

For each project, discuss the following at the , as organized in Exhibit A:

Work anticipated for the next reporting period.

Photo documentation, as appropriate.

Budget projections for grant share for the next two quarters Any schedule or budget modifications approved by DWR during the reporting period.

PROJECT COMPLETION REPORT
The Project Completion Report (or a Component Completion Report, if a Project has multiple Components) shall generally use the following format provided below for each project after completion.

Executive Summary
The Executive Summary should include a brief summary of project information and include the following items:

Brief description of work proposed to be done in the original Grant application.

List any official amendments to this Grant Agreement, with a short description of the amendment.

Reports and/or Products
The following items should be provided, unless already submitted as a deliverable:
* A copy of any final technical report or study, produced for or utilized in this Project as described in the Exhibit A
* Electronic copies of any data collected, not previously submitted * Discussion of problems that occurred during the work and how those problems were resolved * Final project schedule showing actual progress versus planned progress as shown in Exhibit C Additional information that may be applicable for implementation projects includes the following:

Record drawings
Final geodetic survey information
Project photos
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Cost & Disposition of Funds
A list showing:

Summary of Project costs including the following items:
o Accounting of the cost of project expenditure;
o Include all internal and external costs not previously disclosed (i.e., additional cost share); and o A discussion of factors that positively or negatively affected the project cost and any deviation from the original Project cost estimate.

Additional Information
* Benefits derived from the Project, with quantification of such benefits provided. * If applicable, Certification from a California Registered Professional (Civil Engineer or Geologist, as appropriate), consistent with Exhibit D, that the project was conducted in accordance with the approved Work Plan in Exhibit A and any approved amendments thereto. * Submittal schedule for the Post-Performance Report.

GRANT COMPLETION REPORT
The Grant Completion Report shall generally use the following format. This format may be modified as necessary to effectively communicate information on the various projects funded by this Grant Agreement, and includes the following:
* ExecutiveSummary:consistingofamaximumoften(10)pagessummarizinginformationforthegrantas well as the individual projects.
* Brief discussion of: each project completed and how they achieved IRWM Plan objectives and/or Regional goals and whether the level, type, or magnitude of benefits of the project are comparable to the original project proposal; any remaining work to be completed and mechanism for their implementation; the benefits to DAC and/or EDA as part of this Grant Agreement if a DAC or EDA Cost Share Waiver was approved for a project; and a summary of final funds disbursement for each project.

Additional Information: Summary of the submittal schedule for the Post-Performance Reports applicable for the projects in this Grant Agreement.

POST-PERFORMANCE REPORT
The Post-Performance Report (PPR) should be concise and focus on how each project is performing compared to its expected performance; whether the project is being operated and maintained and providing intended benefits as proposed. A PPR template may be provided by the assigned DWR Grant Manager upon request. The PPR should follow the general format or the template and provide requested information as applicable. The following information, at a minimum, shall be provided:

Reports and/or products
* Header including the following:
o Grantee Name
o Implementing Agency (if different from Grantee)
o Grant Agreement Number
o Project Name
o Funding grant source (i.e., 2022 Proposition 1 IRWM Implementation Grant) o Report number
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* Post-Performance Report schedule
Time period of the annual report (e.g., January 2024 through December 2024) * Project Description Summary
Discussion of the project benefits
* An assessment of any differences between the expected versus actual project benefits as stated in the original application. Where applicable, the reporting should include quantitative metrics (e.g., new acre- feet of water produced that year, etc.).
* Summary of any additional costs and/or benefits deriving from the project since its completion, if applicable.
* Any additional information relevant to or generated by the continued operation of the project. 193
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EXHIBIT G

REQUIREMENTS FOR DATA SUBMITT AL
Surface and Groundwater Quality Data:

Groundwater quality and ambient surface water quality monitoring data that include chemical, physical, or biological data shall be submitted to the State as described below, with a narrative description of data submittal activities included in project reports.

Surface water quality monitoring data shall be prepared for submission to the California Environmental Data Exchange Network (CEDEN). The CEDEN data templates are available on the CEDEN website.

Inclusion of additional data elements described on the data templates is desirable. Data ready for submission should be uploaded to your CEDEN Regional Data Center via the CEDEN website. CEDEN website: http://www.ceden.orq.

If a project's Work Plan contains a groundwater ambient monitoring element, groundwater quality monitoring data shall be submitted to the State for inclusion in the State Water Resources Control Board's Groundwater Ambient Monitoring and Assessment (GAMA) Program Information on the GAMA Program can be obtained at: https://www.waterboards.ca.qov/water issues/proqrams/qama/. If further information is required, the Grantee can contact the State Water Resources Control Board (SWRCB) GAMA Program.

A listing of SWRCB staff involved in the GAMA program can be found at:
https://www.waterboards.ca.qov/water issues/proqrams/qama/contact.shtml.

Groundwater Level Data
For each project that collects groundwater level data, the Grantee will need to submit this data to DWR's Water Data Library (WDL), with a narrative description of data submittal activities included in project reports, as described in Exhibit F, "Report Formats and Requirements." Information regarding the WDL and in what format to submit data in can be found at: http://www.water.ca.qov/waterdatalibrary/. 194
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EXHIBIT H

ST ATE AUDIT DOCUMENT REQUIREMENTS AND COST SHARE GUIDELINES FOR THE GRANTEE The following provides a list of documents typically required by State Auditors and general guidelines for the Grantee. List of documents pertains to both State funding and the Grantee's Local Cost Share and details the documents/records that State Auditors would need to review in the event of this Grant Agreement is audited.

The Grantee should ensure that such records are maintained for each funded project.

State Audit Document Requirements
Internal Controls

1. Organization chart (e.g., Agency's overall organization chart and organization chart for the State funded Program/Project).

2. Writteninternalproceduresandflowchartsforthefollowing:
a) Receipts and deposits
b) Disbursements
c) State reimbursement requests
d) Expenditure tracking of State funds
e) Guidelines, policy, and procedures on State funded Program/Project

3. Audit repoThs of the Agency internal control structure and/or financial statements within the last two years.

4. Prior audit reports on the State funded Program/Project.

State Fundinq:

1. Original Grant Agreement, any amendment(s) and budget modification documents.

2. A listing of all bond-funded grants, loans, or subventions received from the State.

3. A listing of all other funding sources for each Program/Project.

Contracts:

1. All subcontractor and consultant contracts and related or partners' documents, if applicable.

2. Contracts between the Agency and member agencies as related to the State funded Program/Project.

Invoices:

1. Invoices from vendors and subcontractors for expenditures submitted to the State for payments under the Grant Agreement.

2. Documentation linking subcontractor invoices to State reimbursement, requests and related Grant Agreement budget line items.

3. Reimbursement requests submitted to the State for the Grant Agreement.

Cash Documents:

1. Receipts (copies of warrants) showing payments received from the State.

2. Deposit slips (or bank statements) showing deposit of the payments received from the State.

3. Cancelled checks or disbursement documents showing payments made to vendors, subcontractors, consultants, and/or agents under the grants or loans.

4. Bank statements showing the deposit of the receipts.

Accountinq Records:

1. Ledgers showing entries for funding receipts and cash disbursements.

2. Ledgers showing receipts and cash disbursement entries of other funding sources.

3. Bridging documents that tie the general ledger to requests for Grant Agreement reimbursement.

Administration Costs:

1. Supporting documents showing the calculation of administration costs. ;//4195
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Personnel:

1. List of all contractors and Agency staff that worked on the State funded Program/Project.

2. Payroll records including timesheets for contractor staff and the Agency personnel who provided services charged to the program
Project Files:

1. All supporting documentation maintained in the project files.

2. All Grant Agreement related correspondence.

Cost Share Guidelines
Cost Share consists of non-State funds, including in-kind services. In-kind services are defined as work performed (i.e., dollar value of non-cash contributions) by the Grantee (and potentially other parties) directly related to the execution of the funded project. Examples include volunteer services, equipment use, and use of facilities. The cost if in-kind service can be counted as cost share in-lieu of actual funds (or revenue) provided by the Grantee. Other cost share and in-kind service eligibility conditions may apply. Provided below is guidance for documenting cost share with and without in-kind services.

1. Although tracked separately, in-kind services shall be documented and, to the extent feasible, supported by the same methods used by the Grantee for its own employees. Such documentation should include the following:
a. Detailed description of the contributed item(s) or service(s) b. Purpose for which the contribution was made (tied to project work plan) c. Name of contributing organization and date of contribution d. Real or approximate value of contribution. Who valued the contribution and how was the value determined? (e.g., actual, appraisal, fair market, etc.). Justification of rate. (See item #2, below) e. Person's name and the function of the contributing person f. Number of hours contributed
g. If multiple sources exist, these should be summarized on a table with summed charges h. Source of contribution if it was provided by, obtained with, or supported by government funds

2. Rates for volunteer or in-kind services shall be consistent with those paid for similar work in the Grantee's organization. For example, volunteer service of clearing vegetation performed by an attorney shall be valued at fair market value for this service, not the rate for professional legal services. In those instances, in which the required skills are not found in the recipient organization, rates shall be consistent with those paid for similar work in the labor market. Paid fringe benefits that are reasonable, allowable, and allocable may be included in the valuation.

3. Cost share contribution (including in-kind services) shall be for costs and services directly attributed to activities included in the GrantAgreement. These services, furnished by professional and technical personnel, consultants, and other skilled labor may be counted as in-kind if the activities are an integral and necessary part of the project funded by the Grant Agreement.

4. Cash contributions made to a project shall be documented as revenue and in-kind services as expenditures. These costs should be tracked separately in the Grantee's accounting system.

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EXHIBIT I

LOCAL PROJECT SPONSORS AND PROJECT LOCATIONS
The Grantee has assigned, for each project, a Local Project Sponsor (LPS) according to the roles of the participating agencies identified in the IRWM Plan. LPSs may act on behalf of the Grantee for the purposes of individual project management, oversight, compliance, and operations and maintenance. LPSs are identified for each sponsored Project below:

Local Project Sponsor Agency Designation
Sponsored Project: Project 1: Regional Recycled Water Expansion Project SponsorAgency: Gateway Water Management Authority
AgencyAddress: 16401 Paramount Blvd, Paramount, CA 90723 ProjectLocation: Bell Gardens, California (33.95916667,118.15527778) ;A -.

II)101j@l.: '
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Local Project Sponsor Agency Designation
Sponsored Project: Project 2: Water Main Replacement to Improve Drinking Water Quality & Fireflow Reliability SponsorAgency: City of South Gate
AgencyAddress: 16401 Paramount Blvd, Paramount, CA 90723 ProjectLocation: South Gate, California (33.96000000, -118.19972222) a) X
k laaai).iul*
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Local Project Sponsor Agency Designation
Sponsored Project: Project 3: Las Virgenes Creek Restoration Project Phase Ill SponsorAgency: City of Calabasas
Agency Address: 4 00 Civic Center Way, Calabasas, CA 91302 Project Location: Castaic, California (34.70472222, -118.70472222) 199
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Local Project Sponsor Agency Designation
Sponsored Project: Project 4: Drought Resiliency Water Conservation Program SponsorAgency: Las Virgenes Municipal Water District AgencyAddress: 4232 Las Virgenes Rd, Calabasas, CA 91302 Project Location: Calabasas, California (34. 13611111, -118.69972222) 200
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Local Project Sponsor Agency Designation
Sponsored Project: Project 5: Malibu Civic Center Water Treatment Facility - Phase 2 SponsorAgency: City of Malibu
AgencyAddress: 23825 Stuart Ranch Rd, Malibu, CA 90265 Project Location: Malibu, California (34.03611111, -118.69833333) 201
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Local Project Sponsor Agency Designation
Sponsored Project: Project 6: Emergency Source of Water Supply Connection - Las Virgenes Connection SponsorAgency: Los Angeles County Waterworks District No. 29 Agency Address: 1000 S Fremont Ave Ste 10, Alhambra, CA 91803 Project Location: Malibu, California (34.05277778,118.87000000) i ,1
l
:JGJ
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Local Project Sponsor Agency Designation
Sponsored Project: Project 7: Van Ness Avenue Well Field Project SponsorAgency: City of Torrance
Agency Address: 20500 Madrona Ave, Torrance, CA 90503 ProjectLocation: Torrance, California (33.82555556, -118.31416667) /Z-2-203
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Local Project Sponsor Agency Designation
Sponsored Project: Project 8: Manhattan Beach Coastal Restoration and Resiliency Project SponsorAgency: City of Manhattan Beach
AgencyAddress: 3621 Bell Ave, Manhattan Beach, CA 90266 Project Location: Manhattan Beach, California (33.88805556, -118.41388889) izA204
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Local Project Sponsor Agency Designation
Sponsored Project: Project 9: Harbor South Bay Water Recycling Project SponsorAgency: West Basin Municipal Water District AgencyAddress: 1935 S Hughes Way, EI Segundo, CA 90245 ProjectLocation: Carson, California (33.85138889, -118.25166667) iz4205
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Local Project Sponsor Agency Designation
SponsoredProject: Project 10: Healthy Pocket Parks and Schools: 52"d Street Elementary SponsorAgency: Los Angeles Neighborhood Land Trust
AgencyAddress: 1689 Beverly Blvd, Los Angeles, CA 90026 Project Location: Los Angeles, California (33.99638889,-118.28805556) /2" 206
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Local Project Sponsor Agency Designation
SponsoredProject: Project 11: City of Burbank Advanced Metering Infrastructure Upgrade SponsorAgency: City of Burbank
AgencyAddress: 150 N 3rd St, Burbank, CA 91502
ProjectLocation: Burbank, California (34.17805556, -118.31638889) 207
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Local Project Sponsor Agency Designation
Sponsored Project: Project 12: La Crescenta Green Improvement Project SponsorAgency: Los Angeles County Public Works
AgencyAddress: 900 S Fremont Avenue, Alhambra, CA 91803 Project Location: La Crescenta, California (34.23305556,-118.24000000) /2?208
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Local Project Sponsor Agency Designation
Sponsored Pmject: Project 13: Whitsett Fields Park North Stormwater Capture Project SponsorAgency: Los Angeles Department of Water and Power AgencyAddress: 1l1 N Hope St, Los Angeles, CA 90012 ProjectLocation: Los Angeles, California (34.19944, -118.40413) /2';[209
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Local Project Sponsor Agency Designation
Sponsored Project: Project 14: Bomie Demonstration Project SponsorAgency: The Nature Conservancy
AgencyAddress: 445 S Figueroa St, Los Angeles, CA 90071 Pmject Location: Los Angeles, California (34. 10888889, -I I 8.2461111 'l ) ! ..j
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Local Project Sponsor Agency Designation
Sponsored Project: Project 15: Advanced Meter Infrastructure (Cll) SponsorAgency: Valley County Water District
Agency Address: 51 2'l Lante St, Baldwin Park, CA 91706 ProjectLocation: Baldwin Park, California (34.10583333, il7.94638889) /30211
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Local Project Sponsor Agency Designation
SponsoredProject: Project 16: Los Angeles County Rubber Dams Project SponsorAgency: Los Angeles County Flood Control District AgencyAddress: 900 S Fremont Avenue, Alhambra, CA 91803 Project Location: Azusa, California (34. 10972222,-117.89222222) 212
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Local Project Sponsor Agency Designation
SponsoredProject: Project 17: Plymouth Neighborhood Stormwater Capture Project SponsorAgency: Amigos de los Rios
AgencyAddress: 908 E Altadena Dr, Altadena, CA 91001 Project Location: Monrovia, California (34.11583333, -118.00694444) ' *) If
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EXHIBIT J

APPRAISAL SPECIFICATIONS
For implementation projects that include Land Acquisition Only:

For property acquisitions funded by this Grant Agreement, the Grantee shall submit an appraisal for review and approval by the Department of General Services or DWR's Real Estate Branch prior to reimbursement or depositing State funds into an escrow account. This information should be submitted at least 90 days prior to a reimbursement request to account for review time. All appraisal reports, regardless of report format, shall include all applicable Appraisal Specifications below. Appraisals for a total compensation of $150,000 or more shall be reported as a Self-Contained Appraisal Report. Appraisals for a total compensation of less than $150,000 may be reported as a Summary Appraisal Report, which includes all information necessary to arrive at the appraiser's conclusion. Appraisal Specifications 14, 16, 21, 23-25, and 28 shall be a narrative analysis regardless of the reporting format.

1. Title page with sufficient identification of appraisal assignment.

2. Letter of transmittal summarizing important assumptions and conclusions, value estimate, date of value and date of report.

3. Table of contents.

4. Assumptions and Limiting Conditions, Extraordinary Assumptions, and Hypothetical Conditions as needed.

5. Description of the scope of work, including the extent of data collection and limitations, if any, in obtaining relevant data.

6. Definition of Fair Market Value, as defined by California Code of Civil Procedure, § 1263.320.

7. Photographs of subject property and comparable data, including significant physical features and the interior of structural improvements, if applicable.

8. Copies of Tax Assessor's plat map with the subject marked along with all contiguous assessor's parcels that depict the ownership.

9. A legal description of the subject property, if available.

10. For large, remote or inaccessible parcels, provide aerial photographs or topographical maps depicting the subject boundaries.

11. Three (3) year subject property history, including sales, listings, leases, options, zoning, applications for permits, or other documents or facts that might indicate or affect use or value.

12. Discussion of any current Agreement of Sale, option, or listing of subject property. This issue required increased diligence since state agencies offen utilize non-profit organizations to quickly acquire sensitive habitat parcels using Option Agreements. However, due to confidentiality clauses, the terms of the Option are often not disclosed to the State. If the appraiser discovers evidence of an Option or the possible existence of an Option, and the terms cannot be disclosed due to a confidentiality clause, then the appraiser is to cease work and contact the client.

13. Regional, area, and neighborhood analyses. This information may be presented in a summary format.

14. Market conditions and trends including identification of the relevant market area, a discussion of supply and demand within the relevant market area, and a discussion of the relevant market factors impacting demand for site acquisition and leasing within the relevant market area. This information may be presented in a summary format.
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15. Discussion of subject land/site characteristics (size, topography, current use, elevations, zoning and land use issues, development entitlements, General Plan designation, utilities, offsite improvements access, land features such as levees and creeks, offsite improvements, easements and encumbrances, covenants, conditions and restrictions, flood and earthquake information, toxic hazards, water rights, mineral rights, toxic hazards, taxes and assessments, etc.).

IB. Description of subject improvements including all structures, square footage, physical age, type of construction, quality of construction, condition of improvements and/or identification of any permanent plantings. Discussion of construction cost methodology, costs included and excluded, accrued depreciation from all causes, remaining economic life, items of deferred maintenance and cost to cure, and incurable items. Construction cost data shall include cost data source, date of estimate or date of publication of cost manual, section and page reference of cost manual, copies of cost estimate if provided from another source, replacement or reproduction cost method used, and supporting calculations including worksheets or spreadsheets.

17. Subject property leasing and operating cost history, including all items of income and expense.

18. Analysis and conclusion of the larger parcel for partial taking appraisals. For partial taking appraisals, Appraisal Specifications generally apply to the larger parcel rather than an ownership where the larger parcel is not the entire ownership.

19. Include a copy of a recent preliminary title report (within the past year) as an appraisal exhibit.

Discuss the title exceptions and analyze the effect of title exceptions on fair market value.

20. For appraisals of partial takings or easements, a detailed description of the taking or easement area including surface features and topography, easements, encumbrances or improvements including levees within the subject partial take or easement, and whether the take area is characteristic of the larger parcel. Any characteristics of the taking area, including existing pre-project levees that render the take area different from the larger parcel shall be addressed in the valuation.

21. Opinion of highest and best use for the subject property, based on an in-depth analysis supporting the concluded use which includes the detail required by the complexity of the analysis. Such support typically requires a discussion of the four criteria of tests utilized to determine the highest and best use of a property. If alternative feasible uses exist, explain and support market, development, cash flow, and risk factors leading to an ultimate highest and best use decision.

22. All approaches to market value applicable to the property type and in the subject market. Explain and support the exclusion of any usual approaches to value.

23. Map(s) showing all comparable properties in relation to the subject property.

24. Photographs and plat maps of comparable properties.

25. In-depth discussion of comparable properties, similarities and differences compared to the subject property, adjustments to the comparable data, and discussion of the reliability and credibility of the data as it relates to the indicated subject property value. Improved comparable sales which are used to compare to vacant land subject properties shall include an allocation between land and improvements, using methodology similar to methodology used in item 16 above to estimate improvement value when possible, with an explanation of the methodology used.

26. Comparable data sheets.
a. For sales, include information on grantor/Grantee, sale/recordation dates, listed or asking price as of the date of sale, highest and best use, financing, conditions of sale, buyer motivation, sufficient location information (street address, post mile, and/or distance from local landmarks such as bridges, road intersections, structures, etc.), land/site characteristics, improvements, source of any allocation of sale price between land and improvements, and confirming source. ig4215
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b. For listings, also include marketing time from list date to effective date of the appraisal, original list price, changes in list price, broker feedback, if available. c. For leases, include significant information such as lessor/lessee, lease date and term, type of lease, rent and escalation, expenses, size of space leased, tenant improvement allowance, concessions, use restrictions, options, and confirming source. When comparing improved sales to a vacant land subject, the contributory value of the improvements shall be segregated from the land value.

27. For appraisals of easements, a before and after analysis of the burden of the easement on the fee, with attention to how the easement affects highest and best use in the after condition. An Easement Valuation Matrix or generalized easement valuation references may be used ONLY as a reference for a secondary basis of value.

28. For partial taking and easement appraisals, valuation of the remainder in the after condition and analysis and identification of any change in highest and best use or other characteristics in the affer condition, to establish severance damages to the remainder in the after condition, and a discussion of special and general benefits, and cost to cure damages or construction contract work.

29. There are occasions where properties involve water rights, minerals, or salable timber that require separate valuations. If an appraisal assignment includes water rights, minerals, or merchantable timber that requires separate valuation, the valuation of the water rights, minerals, or merchantable timber shall be completed by a credentialed subject matter specialist.

30. For partial taking and easement appraisals, presentation of the valuation in California partial taking acquisition required format.

31. Implied dedication statement.

32. Reconciliation and final value estimate. Include analysis and comparison of the comparable sales to the subject and explain and support conclusions reached.

33. Discussion of any departures taken in the development of the appraisal.

34. Signed Certification consistent with the language found in Uniform Standards of Professional Appraisal Practice.

35. If applicable, in addition to the above, appraisals of telecommunication sites shall also provide:
a. A discussion of market conditions and trends including identification of the relevant market, a discussion of supply and demand within the relevant market area and a discussion of the relevant market factors impacting demand for site acquisition and leasing within the relevant market area. b. An analysis of other leases comparable to subject property. Factors to be discussed in the analysis include the latitude, longitude, type of tower, tower height, number of rack spaces, number of racks occupied, placement of racks, power source and adequacy, back-up power, vault and site improvements description and location on site, other utilities; access, and road maintenance costs. /3'i 216
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EXHIBIT K

INFORMATION NEEDED FOR ESCROW PROCESSING AND CLOSURE For implementation projects that include Land Acquisition Only:

The Grantee shall provide the following documents to the State Project Representative during the escrow process. Property acquisition escrow documents shall be submitted within the term of this Grant Agreement and affer a qualified appraisal has been approved. * Name and Address of Title Company Handling the Escrow * Escrow Number
* Name of Escrow Officer
* Escrow Officer's Phone Number
* Dollar Amount Needed to Close Escrow
* Legal Description of Property Being Acquired
* Assessor's Parcel Number(s) of Property Being Acquired * Copy of Title Insurance Report
* Entity Taking Title as Named Insured on Title Insurance Policy * Copy of Escrow Instructions in Draft Form Prior to Recording for Review Purposes * Copy of Final Escrow Instructions
* Verification that all Encumbrances (i.e., Liens, Back Taxes, and Similar Obligations) have been Cleared Prior to Recording the Deed to Transfer Title
* Copy of Deed for Review Purposes Prior to Recording * Copy of Deed as Recorded in County Recorder's Office * Copy of Escrow Closure Notice
/3k 217
DocuSign Envelope ID: E79AF50E-FD48-4744-9BF8-2896DD200960 GrantAgreementNo. 4600015405

Page 118 of 119 ends

EXHIBIT L

PROJECT MONITORING PLAN GUIDANCE
Introduction
For each project contained in Exhibit A, please include a brief description of the project (maximum -150 words) including project location, implementation elements, need for the project (what problem will the project address) and responds to the requirements listed below.

Project Monitoring Plan Requirements
The Project Monitoring Plan shall contain responses to the following questions:

What are the anticipated project physical benefits? What are the corresponding numeric targets for each project benefit? How will proposed numeric targets be measured?
What are baseline conditions?
When will the targets be met (e.g., upon project completion, five years after completion)? How often will monitoring be undertaken (e.g., monthly, yearly).

Where are monitoring point locations (e.g., meter located at..., at stream mile...)? Include relevant maps.

How will the project be maintained (e.g., irrigation, pest management, weed abatement)? What will be the frequency and duration of maintenance proposed activities? Are there any special environmental considerations (e.g., resource agency requirements, permit requirements, CEQA/NEPA mitigation measures)?
Who is responsible for collecting the samples (i.e., who is conducting monitoring and/or maintenance)?
How, and to whom, will monitoring results be reported (e.g., paper reports, online databases, public meetings)?
What adaptive management strategies will be employed if problems are encountered during routine monitoring or maintenance?
What is the anticipated life of the project?
tit?218
DocuSign Envelope ID: E79AF50E-FD48-4744-9BF8-2896DD200960 GrantAgreementNo. 4600015405

Page 119 of 119 ends

EXHIBIT M

INVOICE GUIDANCE FOR ADMINISTRATIVE AND OVERHEAD CHARGES The funds provided pursuant to this Agreement may only be used for costs that are directly related to the funded Project. The following provides a list of typical requirements for invoicing, specifically providing guidance on the appropriate methods for invoicing administrative and direct overhead charges.

Administration Charges
Indirect and General Overhead (i.e., indirect overhead) charges are not an allowable expense for reimbursement. However, administrative expenses that are apportioned directly to the project are eligible for reimbursement. Cost such as rent, office supplies, fringe benefits, etc. can be "Direct Costs" and are eligible expenses as long as:
* There is a consistent, articulated method for how the costs are allocated that is submitted and approved by the Grant Manager. The allocation method must be fully documented for auditors. * A "fully-burdened labor rate" can be used to capture allowable administrative costs. * The administrative/overhead costs can never include:
o Non-project specific personnel and accounting services performed within the Grantee or an LPS' organization
o Markup
o Tuition
o Conference fees
o Building and equipment depreciation or use allowances * Using a general overhead percentage is never allowed Labor Rates
The Grantee must provide DWR with supporting documentation for personnel hours (see personnel billing rates letter in example invoice packet). The personnel rate letter should be submitted to the DWR Grant Manager prior to submittal of the first invoice. The supporting documentation must include, at a minimum, employee classifications that will reimbursed by grant funds and the corresponding hourly rate range. These rates should be "burdened"; the burdened rate must be consistent with the Grantee's/Local Project Sponsors standardized allocation methodology. The supporting documentation should also provide an explanation of what costs make up the burdened rate and how those costs were determined. This information will be used to compare against personnel hours summary table invoice back up documentation. Periodic updates may be needed during the life of the grant which would be handled through a revised billing rate letter. t3?219
DocuSign Envelope ID: E79AF50E-FD48-4744-9BF8-2896DD200960 (IF LO5
MARK PESTRELLA, Director
May 22, 2019

COUNTY OF LOS ANGELES

DEPARTMENT OF PUBLIC WORKS
'To Enrich Lives Through Effective and Caring Service" 900 SOUTI I FREMONT AVENUE
ALHAMBRA.CALIFORNIA 91803-1331
Telcpltonc: (626) 458-51(10
hft)i://dpw.lacounty.gov ADDRESS ALL CORRESPONDENCE TO:
p.o. BOX 1460
ALHAMBRA. CALIFORNIA 91802-1460

IN REPLY PLEASE

REFER TO FILEI A-O
Mr. Arthur Hinojosa, Chief
California Department of Water Resources
Division of Integrated Regional Water Management
P.0. Box 942836
Sacramento, CA 958'l4
Dear Mr. Hinojosa:

INTEGRATED REGIONAL WATER MANAGEMENT GRANT PROGRAMS

LETTER OF DESIGNATION
As the Director of Public Works, I serve as the Chief Engineer for the Los Angeles County Flood Control District and Director of Public Works overseeing the Los Angeles County Waterworks Districts. I am authorized by the Board of Supervisors to assign a designee to negotiate, execute, and amend the grant agreements and all necessary grant documents from the California Department of Water Resources Integrated Regional Water Management Grant Programs. This authorization is hereby granted to the individuals holding the following titles:

Deputy Director
Assistant Deputy Director
Principal Engineer
Senior Civil Engineer (Invoices only)
All notices related to the Los Angeles County Flood Control District should be directed to Mr. Matthew Frary of Stormwater Planning Division, at (626) 458-6503 or mfrary@,pw.lacounty.qov. Any items related to the Los Angeles County Waterworks District should be directed to Mr. Adam Ariki of Waterworks Division, at (626) 300-3300 or [email protected].

Very truly yours

MARK PESTRELLA
Director of Public Works
DJL:abc
D:lAPRILlMemoslLetter of Designation Granls.docx
/3'F220
Certificate Of Completion
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Zaffar Eusuff
[email protected]
Supervising Engineer
Department of Water Resources
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Carmel Brown
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Department of Water Resources
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Grace Chang
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Matthew J Frary
[email protected]
Principal Engineer
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Mo221
Signer Events Signature Timestamp
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ID: fc5d1e64-ec82-4f24-a9fc-40b9440c2553
Arthur Hinojosa
[email protected]
Manager, Division of Regional Assistance
Department of Water Resources
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Accepted: 2019/02/13i 12:04
ID: 06486c94-6b1f-485f-a887-d0624ad04d23
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Desiree Ramirez
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senior Environmental Scientist
Department of Water Resources
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Joelin Nordine
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Pavel Zakusilo
[email protected]
Engineer, Water Resources
Department of Water Resources
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Amanda Guzman-Perez
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Electronic Record and Signature Disclosure created on: 201 8/1 0/l71 I 1 :08 Parties agreed to: Grace Chang, Matthew J Frary, Arthur Hinojosa

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743224
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226
Water Main Replacement Phase I
Tweedyntm
Bemerreary
20!165 Burggrs
AutoZone
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T' = 339' * Sub Ti itle 01 /30/2024
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Thr_;psorrniapibrnieasyurr%roersmenot:,au-vpi_:itu_:io5:ti:pnlatoyromfarte+!oantcd geographic infomratiori. Data provided here on is notguararfee of actual' field COriditiOnS_ TO 5e Sure Of COrnpiEte accpracy, please contactttie 227
CITYMANA8ER'S OFFICE
JAN 25 2024
Item No. 5
........q;tr,gz
Cil of South Gate

CITY COUNCIL

AGENDA BULL
Department Director:

For the Regular Meeting of: February 13, 2024
Originating Department: Administrative Services
€ "as citvwanager: /
elly RobHouston
SUBJECT: AMENDMENT N0. 2 TO CONTRACT N0. 2023-94-CC WITH MY CHENG & ASSOCIATES FOR TEMPORARY PROFESSIONAL STAFFING SERVICES PURPOSE: To approve Amendment No. 2 to Contract No. 2023-94-CC with MV Cl'ieng & Associates for temporary professional staffing services.

RECOMMENDED ACTIONS: The City Corincil will consider:
a. Approving Amendment No. 2 to Contract No. 2023-94-CC with MV Cheng & Associates, throrigl'i June 30, 2024, for temporary professional finance and accounting services in an amount not-to-exceed $85,000;
b. Authorizing the Mayor to execute Amendment No. 2 in a form acceptable to the City Attorney.

FISCAL IMPACT: Tliere is no fiscal impact on the General Fund. Funding for this agreement will come from savings from the departments' salaries and benefits budgets, as temporary services will nonnally be used wlien covering vacancies or extended leave.

ANALYSIS: None
BACKGROUND: The Administrative Services Department is cturently utilizing MV Clieng & Associates to temporary fill needs for finance, accorinting, and human resources professionals. Tlie original agreement approved in July 2023 provided professional services for financial and accorinting staffing to lielp address vacancies in tlie Finance Division and assist with FY 2023-24 financial reporting.

Two positions were recently vacated in tlie Finance Division: Senior Accountant and Intermediate Account Clerk. To ensure a proper transition of la'iowledge, Finance is recommending keeping the existing temporary Sr. Accoruitant to assist with a variety of accounting duties such as bai'ilc reconciliations, journal entries, financial reports, and purchase requisitions. In addition, tliis temporary Sr. Accountant will assist tlie depaitment witli tlie budget document and year-end closing. MV Cheng & Associates lias staff with municipal laiowledge and expertise in the areas of financial repoiting, budget, and accounting to assist tl'ie City on a temporary/interim basis.

Amendment No. 2 will bring the total cost of the Agreement to $170,400 as sliown below. 1 228
Contract with MY
Cheng & Associates
Date Approved Term Ending Amount Cumulative
Contract
Total
ContractNo. 2023-94-CC July 1, 2023 December 31, 2023 $48,000 $48,000 Ai'nendment No. 1 September 26, 2023 December 31, 2023 $37,400 $85,400 Amendment No. 2 February 13, 2024 June 30, 2024 $85,000 $170,400 ATTACHMENTS: A. Proposed Amendment No. 2 to Contract No. 2023-94-CC B. Amendment No. 1 to Contract No. 2023-94-CC
C. Contract No. 2023-94-CC
2 229

ATT ACHMENT A
Amendment No. 2 to
Contract No. 2023-94-CC
AMENDMENT N0. 2 TO CONTRACT N0. 2023-94-CC FOR

PROFESSIONAL FINANCIAL AND ACCOUNTING SERVICES ON

AN AS-NEEDED AND TEMPORARY BASIS BETWEEN THE CITY

OF SOUTH GATE AND MY CHENG & ASSOCIATES
This Amendment No. 2 to Contract No. 2023-94-CC for Professional Services for Finance and Accounting on an As-Needed and Temporary Basis, ("Agreement") is made and entered into on Februatayy 13, 2024, by and between the City of Soutli Gate, a municipal corporation ("City"), and MV Cheng & Associates, a California corporation ("Consultant"). City and Consultant are sometimes liereinafter individually referred to as a "Party" and collectively as "Paities."

RECIT ALS
WHEREAS, City does not liave tlie persoruiel able and/or available to perfomi the services reqriired under this Agreement;
WHEREAS, Consultant warrants to the City that it lias a pool of sub-contractors witl'i the skills, knowledge, qualifications, aiid expeitise to perform properly and timely tlie Professional Services rinder the Agreement; and
WHEREAS, on July 1, 2023, City and Consultant executed Contract No. 2023-94-CC for Professional Services ("Agreement"), in an amorint not to exceed Foity-Eight Tliousand Dollars ($48,000);
WHEREAS, September 26, 2023, City and Consultant executed Amendment No. 1 to Contract No. 2023-94-CC for Professional Services, in an amount not to exceed Tliirty-Seven Thorisaiid Four Hundred Dollars ($37,400);
WHEREAS, City and Consultant desire to execute Amendment No. 2 to Contract No. 2023-94-CC for Professional Services, in an amoruit not to exceed Eiglity-Five Tliorisand Dollars ($85,000), under the tern'is and conditions of the Agreement, Amendment No. I and Amendment No. 2 bringing tlie aggregate total of the Agreement, Ainendment No. l and Amendment No. 2 to tlie sum of One Hundred Seventy Thousand Forir Hundred Dollars ($170,400).

NOW, THEREFOR, the Parties hereby agree as follows:

1. MODIFICATION TO AGREEMENT

1.1 SCOPE OF SERVICES. Consultant agrees to continue its services performing varioris finance, accorinting and finance tasks reqriested by tl'ie City and made a pait of tlie Agreement, Amendment No. 1, and Amendment No. 2. The Scope of Services may be amended from time to time by way of a written direction from tlie City.

1.2 COMPENSATION. The total amount of compensation for the Agreement, Amendment No. I and Amendment No. 2 shall not exceed the Slim of One Hundred

Page 1 of 3 ends

3 230
Amendment No. 2 to
Contract No. 2023-94-CC
Seventy Tliousand Forir F-Iundred Dollars ($170,400). City shall pay Consultant for its professional services rendered and reasonable costs incurred pursuant to tlie Agreement, Amendment No. l and Amendment No. 2. No additional compensation shall be paid for any other expenses incurred ru'iless first approved by the City Manager.

1.2.I Consultant shall be required to attend meetings at City Hall as necessary in the delivery of projects. Travel time between tlie Consultant's office and City Hall sliall not be billable. Consultant may request an exemption on a case-by-case basis, whicli sliall be subject to City approval.

1.2.2 Consultant sliall be paid in accordance with tlie agreed-upon hourly rate included in a proposed engagement letter attached hereto as "Exhibit A", Sucli liorirly rates shall be between $85-$90 per liour depending on tl'ie assigtu'nent and skills of the professional staff.

1.2.3 No payment made hereunder by City to Consultant, other tlian the final payment, sliall be construed as an acceptance by City of any work or materials, nor as evidence of satisfactory performance by tlie Consultant of its obligations under this agreement.

1.2.4 The Consultant sliall submit to tlie City a bill of services within 15 calendar days after tlie end of each month. Tlie City sliall pay the consultant within foity-five (45) days of receipt of tl'iis invoice.

1.3 TERM OF AGREEMENT. This Agreement will remain in effect througli June 30, 2024, unless otherwise expressly extended and agreed to by both Parties in writing, or terminated by eitlier Party as provided herein.

EFFECT OF AMENDMENT. Except as expressly amended l'ierein, all other teii'ns and conditions of the Agreement and its Amendn'ients, Attacl'u'nents and Exhibits attaclied hereto, shall remain in full force. City reserves tl'ie right to arigment or reduce tl'ie scope of work as the City deems necessary.
[Tlie remainder of tliis page le:tt blank intentionally.]

Page 2 of 3 ends

4 231
Amendment No. 2 to
Contract No. 2023-94-CC
IN WITNESS WHEREOF, tlie Paities l'iereto have carised this Amendment No. 2 to be executed and attested by tlieir respective officers liereunto duly autliorized.

CITY OF SOUTH GATE:

By:

Gil Hurtado, Mayor
Dated:

ATTEST:

B7:

Yodit Glaze, City Clerk
(SEAL)
APPROVE AS TO FORM:

Raril F. Salinas, City Attorney
MY CHENG & ASSOCIATES:

B7:

Misty Cheng, President & CEO
Dated:

Page 3 of 3 ends

232

ATT ACHMENT B
Amendment No. 1 to
Contract No. 2023-94-CC
AMENDMENT NO. l TO CONTRACT N0. 2023-94-CC FOR

PROFESSIONAL FINANCIAL AND ACCOUNTING ST AFFING

ON AN AS-NEEDED AND TEMPORARY BASIS BETWEEN THE

CITY OF SOUTH GATE AND MY CHENG & ASSOCIATES
This Amendment No. l to Contract No. 2023-94-CC for Professional Services for Financial and Accounting Staffing on an As-Needed and Temporary Basis, ("Agreement") is made and entered into on September 26, 2023, by and between the City of South Gate, a municipal corporation ("City"), and MV Cheng & Associates, a Califomia corporation ("Consultant"). City and Consultant are sometimes hereinafter individually referred to as a "Party" and collectively as "Parties."

RECIT ALS
WHEREAS, City does not have the personnel able and/or available to perform the services required under this Agreement;
WHEREAS, Consultant warrants to the City that it has a pool of sub-contractors with the skills, knowledge, qualifications, and expertise to perform properly and timely the Professional Services under the Agreement;
WHEREAS, on July 1, 2023, City and Consultant executed Contract No. 2023-94-CC for Professional Staffing Services ("Agreement"), in an amount not to exceed Forty-Eight Thousand Dollars ($48,000); and
WHEREAS, City and Consultant desire to execute Amendment No. l to Contract No. 2023-94-CC for Professional Staffing Services, in an amount not to exceed Thirty-Seven Thousand Four Hundred Dollars ($37,400), under the terms and conditions of the Agreement and Amendment No. I bringing the aggregate total of the Agreement and Amendment No. l to the sum of Eighty-Five Thousand Four Hundred Dollars ($85,400).

NOW, THEREFOR, the Parties hereby agree as follows:

1. MODIFICATION TO AGREEMENT

1.1 SCOPE OF SERVICES. Consultant agrees to continue its services to provide available professional staff to perform various finance, accounting, and human resources tasks requested by the City and made a part of the Agreement, Amendment No. 1. The Scope of Services may be amended from time to time by way of a written direction from the City.

1.2 COMPENSATION. The total amount of compensation for the Agreement and Amendment No. l shall not exceed the sum of Eighty-Five Thousand Four Hundred Dollars ($85,400). City shall pay Consultant for its professional services rendered and reasonable costs incurred pursuant to the Agreement and Amendment No. 1. No additional compensation shall be paid for any other expenses incurred

Page 1 of 3 ends

6 233
Amendment No. 1 to
Contract No. 2023-94-CC
unless first approved by the City Manager.

1.2.1 Consultant shall be required to attend meetings at City Hall as necessary in the delivery of projects. Travel time between the Consultant's office and City Hall shall not be billable. Consultant may request an exemption on a case-by-case basis, which shall be subject to City approval.

1.2.2 Consultant shall be paid in accordance with the agreed-upon hourly rate included in a proposed engagement letter attached hereto as "Exhibit A".

Such hourly rates shall be between $85-$90 per hour depending on the assignment and skills of the professional staff.

1.2.3 No payment made hereunder by City to Consultant, other than the final payment, shail be construed as an acceptance by City of any work or materials, nor as evidence of satisfactory performance by the Consultant of its obligations under this agreement.

1.2.4 The Consultant shall submit to the City a bill of services within 15 calendar days after the end of each month. The City shall pay the consultant within forty-five (45) days of receipt of this invoice.

1.3 TERM OF AGREEMENT. This Agreen'ient will remain in effect through December 31, 2023, unless otherwise expressly extended and agreed to by both Parties in writing, and terminated by either Party as provided herein.

EFFECT OF AMENDMENT. Except as expressly amended herein, all other terms and conditions of the Agreement and its Attachments and Exhibits attached hereto, shall remain in full force. City reserves the right to augment or reduce the scope of work as the City deems necessary.
[The remainder of page left blank intentionally.]

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7 234
Amendment No, l to
Contract No. 202-i-94-C'C
IN WITNESS WHEREOF, the Parties hereto have caused tl'iis.Amendment No. l to be executed and attcsted by their rcspcctive officers liercunto duly authorized.

CITY OF SOUTH G ATE:

Maria del Pilar Avalos, Mayor
Dated: &)/!/ <: -2>
.ATTEST:

B%t:

A!'PRO\E AS TO FORM
Rau] F, Salinas, City Attorticy
"VIV CHF,NG & ASSOCIATES:

B7:

Misty C'licm/"i t & C.'E0
Dated: "7 -zt->3
P ctgt- 3 of 3
8 235

ATT ACHMENT C
Contract No, 2023-94-AC

AGREEMENT BETWEEN THE CITY OF SOUTH GATE AND MY CHENG & ASSOCIATES FOR PROFESSIONAL FINANCIAL AND ACCOUNTING

ST AFFING ON AN AS-NEEDED AND TEMPORARY BASIS
Tliis Agreeinent for Professional Services for Financial and Accotinting Staffing on an As-Needed and Teinporaiy Basis, ("Agreement") is made and entered into as of July 1, 2023, by ai*d between tlie City ot- Soutli Gate, a inunicipal corporation ("City"), and MV Clieng & Associates ("Consultai'it"). City and Consultant are sometimes l'iereinafter individtially referred to as a "Paity" ai'id collectively as "Parties."

RECIT ALS
WHEREAS, City does not have tlie personnel able and/or available to perform tlie services required under this Agreement; and
WHEREAS, Consultant warrants to the City that it has a pool of sub-contractors with the skills, knowledge, qualifications, and expertise to perform properly and timely the Professional Services under tlie Agreement; and
WHEREAS, based on such representation, City desires to contract with Consultant to provide available professional financial and accounting staff on an as-needed basis.

NOW, THEREFORE, tlie Parties hereby agree as follows:

1. SCOPE OF SERVICES. City hereby engages Consultant, and Consultant accepts such engagement, to provide available professional staff to perform various financial and accounting tasks requested by the City. The Scope of Services may be mutually amended from time to time by both Parties in writing.
2, COMPENSATION FOR SERVICES. The total amount of compensation for tliis Agreement shall not exceed the sum of Forty-Eight Thousand Dollars ($48,000.00). The City shall pay Consultant for its professional services rendered and costs incurred pursuant to this Agreement.

No additional compensation shall be paid for any other expenses ii'icurred unless first approved by tl'ie City Council.

2.1 Consultant shall be required to attend meetings at City Hall as necessary in tlie delivery of the projects. Travel time between Consultant's office and City Hall shall not be billable. Consultant may request an exemption on a case-by-case basis, which shall be subject to City approval.

2.2 Consultant shall be paid in accordance with the agreed-upon horirly rate included in a proposed engagement letter to be submitted by t)ie Consultant with respect to the services requested by the City. Such liourly rates sliall be between $85-$90 per liour depending on the assignment and skills of the professional staff.

2.3 No payment made liereunder by City to Consultant, otlier than tl'ie final payment, shall be construed as an acceptance by City of any work or materials, nor as evidence of 9 236
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satisfactory performance by the Consultant of its obligations under this Agreement.

2.4 The Consultant shall submit to the City a bill of services within 15 calendar days after the end of each month. The City shall pay the consultant within forty-five (45) days of receipt of the invoice.

3. TERM OF AGREEMENT, This Agreement is effective July 1, 2023, and will remain in effect through December 31, 2023, unless ot)ierwise expressly extended and agreed to by both Parties in writing, or termixiated by either Party as provided herein.

4. CITY AGENT. Tlie City Manager, for tlie ptirposes of tliis Agreement, is the agent for tlie City.

Wlienever approval or autliorization is reqtiired, Consultant tinderstands tliat tlie City Manager lias tlie autliority to provide tliat approval orauthorization.

5. CONFLICT OF INTEREST. Consultant represents that it presently has no interest and shall not acquire any interest, direct or indirect, in any real property located within City which may be affected by the services to be performed by Consultant under this Agreement. Consultant furtlier represents that in performance of this Agreement, no person having such interest shall be employed by it. Within ten (10) days, Consultant agrees that it will imn"iediately notify City of any other conflict of interest that may exist or develop during the term of this Agreement.

5.I Consultant represents that no City employee or official has a material financial interest in the Consultant's business. During the term of this Agreement and/or as a result of being awarded this Agreement, Consultant shall not offer, encourage or accept any financial interest in the Consultant's business or in this Agreement by any City employee or official.

6. GENERAL TERMS AND CONDITIONS.

6.1 Termination for Convenience. The City may terminate this Agreement at any time without cause by giving fifteen (15) days written notice to Consultant of such termination at'id specifying the effective date thereof. In that event, all finished or unfinished documents and other materials shall, at the option of City. becon'ie its property. If this Agreement is terminated by City as provided herein, Consultant will be paid the total amount ofits costs incurred as of tlie termination date. In no event shall the amount payable upon termination exceed the total maximuin compensation provided for in this Agreement.

6.2 Termination for Cause.

6.2.1 The City may, by written notice to Consultant, termii'iate the w)iole or any pasl of this Agreement in any of the following circumstances:
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a. If Consultant fails to perform tl'ie services required by tliis Agreen'ient wit)'iin tlie time specified lierein or any autl'iorized extension thereof; or b. If Consultant fails to perform tlie services called for by this Agreement or so fails to make progress as to endanger performance of tliis Agreement in accordance witli its terins, and in eitlier of tliese circumstances does not correct sucli failure witliin a period of ten (10) days (or sucli longer period as City may autliorize in writing) after receipt of notice from City specifying sucli failure.

6.2.2 In tlie event City terminates tliis Agreement in wliole or in part as provided above in Subsection 6.2.1, City n'iay procure, upon sucli terms and ii'i sucli manner as it may deem appropriate, services similar to tliose terminated.

6.2.3 If tliis Agreen'ient is terminated as provided above in Subsection 6.2.1, City n'iay reqciire Consultant to provide all finislied or unfinislied documents, data, studies, drawings, maps, pliotograplis, reports, films, cliarts, sketcl'ies, computation, surveys, models, or otlier similar documentation prepared by Consultant. Upon sucli termination, Consultant sl'iall be paid an amount equal to tlie value of tlie work perfomied. In ascertaining tlie value of t)ie work perforn'ied up to tlie date of tem'iination, consideration sliall be given to both completed work and work in progress, to complete and incon'iplete drawings, and to otlier docui'i'ients wlietlier delivered to City or in possession of Consultant, and to acitliorized reimbursement expenses.

6.2.4 If, after notice of termination of tlie Agreement under tlie provisions of Subsection

6.2.1 above, it is detemiined, for any reason, tliat Consultant was not in default, or tliat tlie default was excusable, tlien tlie rigl'its and obligations of tlie Parties sliall be tlie same as if tlie notice of termination liad been issued prirsuant to Subsection 6.1 above.
6,3 Non-Assignability, Consultant sliall not assign or transfer any interest m tliis Agreement witliout tl'ie express prior written consent of City.

6.4 Non-Discrimination.
6,4,1 Consultant sliall not discriminate against ai'iy employee, subcontractor, or applicant for employinent because of race, creed, gender, gender identity (including gender expression), color, religion, ancestry, sexual orientatioi'i, national origin, disability, age, marital status, family/parental status, or veteran/military status, in tlie performance of its services and duties pursuant to tliis Agreement and will comply witli all applicable laws, ordinances and codes of tl'ie Federal, State, and County and City governments, 11 238
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Consultant will take affirmative action to ensure tliat subcontractors and applicants are employed, and tliat employees are treated during employment witl'iout regard to tl'ieir race, color, religion, ancestry, sex, national origin, disabled or age. Consultant will take affirmative action to ensure tliat all en'iployment practices, including tliose of any subcontractors retained by Consultant to perform services under tliis Agreement, are free from sucli discrimination. Sucli en'iployment practices include, but are xiot limited to:
hiring, upgrading, demotion, transfer, recruitment, recruitment advertising, layoff, termination, rates of pay or otlier forms of compensation, and selection for training, including apprenticesliip.
6,4.2 The provisions of Subsection 6.4.2 above sliall be included in all solicitations or advertisements placed by or on belialf of Consultaxit for personnel to perform any services under tl'iis Agreement. City sliall liave access to all docun'ients, data and records of Consultant and its subcontractors for purposes of determining compliance witli tlie equal employment opportunity ai'id non- discrimination provisions of tliis Section, and all applicable provisions of Executive Order No. 11246 wliicli is incorporated l'ierein by tl'iis reference. A copy of Executive Order No. 11246 (relating to federal restrictions agaixist discriminatory practices) ls available for review and on file witli tl'ie City Clerk's Office.

6.5 Insurance. Consultant sliall submit to City certificates indicating compliance witli tlie following minimum insurance requirements no less tlian one (l) day prior to beginning of performance under tliis

6.5,1 Agreement: Workers' Compensation Insurance as required by law. Consultant shall require all subcontractors similarly to provide such workers' compensation insurance for tlieir respective employees.

6.5.2 Compreliensive general and automotive liability insurance protecting Consultant in amounts not less tlian $1,000,000 for personal injury to any one person, $1,000.000 for injuries arising out of one occurrence, and $500,000 for property damages or a combined single limit of $1,000,000, witli an aggregate of $2,000,000. Each sucli policy of insurance sliall:
a. Be issued by a f-inancially responsible insurance company or companies admitted or autliorized to do business in tlie State of California or wliicli is approved in writing by City.
b. Name and list as additional insured t)ie City, its officers and employees. c. Specify its acts as priinary iiisurance.
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d. Contain a clause substantially in the following words: "It is hereby understood and agreed tl'iat tliis policy sliall not be canceled except upon tliirty (30) days prior written notice to City of such cancellation or material change." e. Cover the operations of Consultant prirsuant to the terms of tliis Agreement.

6.6 Indemnification, Consultant agrees to indemnify, defend and liold l'iarmless City and/or any otber City agency, including otlier employees, officers and representatives, for/from any and all claims or actions of any kind asserted against City and/or any other City agency arising out of Consultant's (including Consultant's employees, representatives, products and subcontractors) negligent performance under this Agreement, excepting only suc)i claims or actions which may arise out of sole or active negligence of City and/or any other City agency, or any tliird parties not acting on behalf of, at the direction of, or under the control of Consultant.

6.7 Compliance With Applicable Law. Consultant and City shall comply with all applicable laws, ordinances and codes of the Federal, State, County and city governments, witliout regard to conflict of law principles.

6.8 Independent Contractor, T)iis Agreement is by and between City and Consultant and is not intended, nor shall it be construed, to create the relationship of agency, servant, employee, partnership, joint venture or association, as between City and Consultant.

6.8.1 Consultant shall be an independent contractor and shall have no power to incur any debt or obligation for or on behalf of City. Neither City nor any of its officers or employees shall liave any control over tl'ie conduct of Consultant, or any of Consultant's employees, except as )ierein set fortli, and Consultant expressly warrants not to, at any time or in any manner represent that it, or any of its agents, servants or employees are in any manner employees of City, it being distinctly rinderstood tliat Consultant is and shall at all times remain to City a wliolly independent contractor and Consultant's obligations to City are solely such as are prescribed by this Agreement.

6.8.2 Indenmification of CalPERS Determination - In tlie event that Consultant or any employee, agent, or subcoi'itractor of Consultant providing services under tliis Agreement claims oris determined by a court of competent jurisdiction or CalPERS to be eligible for enrollment in CalPERS as an employee of City, Consultant shall indemnify, defend, and liold Jiarmless City for the payment of any employee and/or employer contributions for CalPERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as, for tlie payment of any penalties and interest on such contributions wliicli would otlierwise be the responsibility of City.
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6.8.3 Business License Required. According to Title 2.08.40 of the South Gate Municipal Code, a business license will be required prior to doing business witliin tlie City, even if the business is located outside of the City. Verification of a valid South Gate business license will be required prior to start of work and any fees associated with the acquisition or maintenance of sucli business license s)iall be tlie sole responsibility of the Consultant.

6.9 Consultant's Personnel.

6.9.1. All services required under this Agreen'ient will be perforined by Consultant, or under Consultant's direct supervision, and all personnel shall possess the qualifications, permits and licenses required by State and local law to perform such services, including, without limitation, a City of South Gate business license as required by the Socitli Gate Municipal Code.

6.9.2. Consultant sliall be solely resporisible for the satisfactory work perforn'iance of all personnel engaged in perforn'iing services required by this Agreen'ient, and compliance witl'i all reasonable performance standards establislied by City.

6.9.3. Consultant shall be responsible for payn'ient of all en'iployees' and subcontractors' wages and benefits and shall comply witli all requirements pertaining to emp!oyer's liability, workers' compensation, unemployment insurance, and Social Security.

6.9.4. Consultant shall indemnify and liold liarmless tlie City and all otlier related entities, officers, employees, and representatives from any liability, damages, claims, costs and expenses of any nature arising from alleged violations of personnel practices or of any acts or omissions by Consultant in connection witli tlie work performed arising froin tliis Agreement.

6.10 Copyright. No reports, maps or other documents produced in whole or in part under this Agreement shall be tlie subject of an application for copyright by or on behalf of Consultant.

6.11 Legal Construction.

6.ll.l.Tliis Agreement is n'iade and entered into in the State of California and shall in all respects be interpreted, enforced and governed under the laws of the State of California without regard to conflict of law principles.

6.ll.2.Tliis Agreement shall be construed without regard to tlie identity of tl'ie persons who drafted its various provisions. Each and every provision of this Agreement shall be construed as thorigh each of the parties participated equally in the drafting of the same, and any rule of construction tliat a document is to be construed 14 241
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against tlie drafting party sliall not be applicable to tliis Agreen'ient.

6.11,3.Tlie article and section, captions and lieadings lierein liave been inseited for convenience only and shall not be considered or referred to in resolving questions of interpretation or coi'istruction.

6.11,4.Whenever in this Agreei'iient tlie context n'iay so require, tlie masculine gender sliall be deemed to refer to and include tlie feininine and neuter. and the singular sliall refer to and include tlie plural.

6.8 Counterparts. Tliis Agreement may be executed in counterparts and, as so executed, sliall constitute an agreement whicli sliall be binding upon all Parties herein. 6,9 Final Payment Acceptance Constitutes Release. Tl'ie acceptance by Consultant of tlie final payment made under tl'iis Agreement sliall operate as and be a release of City from all claims and liabilities for con'ipensatioii to Consultant for anytliing done, furi'iislied or relating to Consultant's work or services. Acceptance of payment shall be any negotiation of City's clieck or tlie failure to make a written extra compensation clain'i witbin ten (10) calendar days of tl'ie receipt of tliat clieck. However, approval or payment by City shall not constitute, nor be deen'ied, a release of tlie responsibility and liability of Consultant, its employees, subcontractors and agents for tlie accuracy and competency of tl'ie information provided and/or work perforined: nor sliall sucl'i approval or payn'ient be deemed to be an assumption of sucli responsibility or liability by City for any defect or error in tlie work prepared by Consultant, its employees, subcontractors and agents.

6.10 Corrections. In addition to t)ie above indemnification obligations, Consultant s)iall correct, at its expense, all errors in tlie work wliicli inay be disclosed during City's review of Consultant's report or plans. Sliould Consultant fail to inake sucli correction in a reasonably, timely manner, sucli correction sl'iall be made by City, and tlie cost tliereof sliall be cliarged to tlie Consultant.
6,11 Files. All files of Consultant pertaining to City sliall be and remain tlie propelty of City. Consultant will control tl'ie pliysical location of suc)i files during the tetm of tliis Agreement and sliall be entitled to retain copies of sucli files upon termination of t)iis Agreement.
6,12 Waiver; Remedies Cumulative, Failure by a Party to insist ripon the performance of any of tlie provisions of tliis Agreen'ient by tlie otlier Party, irrespective of tlie lengtli of tin'ie for wliicli sucli failure contimies, sliall not constitute a waiver of sucl'i Party's riglit to demand compliance by sucl'i otlier Party in tlie future. No waiver by a Party of a default or breacli of tlie otlier Party sliall be effective or binding upon sucli a Party unless i'iqade in writing by SLICII Party, and no sucli waiver sliall be implied 15 242
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from any omissions by a Party to take any action with respect to such de'fault or breacli, No express written waiver of a specified default or breach sliall affect any otlier default or breach, or cover any otlier period of time, otlier tlian any default or breach and/or period of time specified. All of the remedies permitted or available to a Party under this Agreen'ient, or at law or in equity, shall be cumulative and alternative, and invocation of any suc)i riglit or remedy s)iall not constitute a waiver or election of ren'iedies with respect to any other perniitted or available right of reinedy.

6.13 Mitigation of Damages. In all sucli situations arising out of t)iis Agreement, the Parties sliall attempt to avoid and minin'iize the damages resulting from tbe conduct of tlie otlier Party.

6.14 Severability. If any provision in tliis Agreement is lield by a court of coinpetent jurisdiction to be invalid, void or unenforceable, tlie reinaining provisions will nevertheless continue in full force witliout being iinpaired or invalidated in any way.

6.15 Attorney's Fees. The Parties hereto acknowledge and agree tliat each will bear his or its own costs, expenses and attorney's fees arising out of and/or connected witli tlie negotiation, drafting and execution of tlie Agreement, and all inatters arising out of or connected therewith except tliat, in tlie event any action is brouglit by any Paity liereto to enforce tliis Agreen'ient, the prevailing Party in sucli action sliall be entitled to reasonable attorney's fees and costs in additioxi to all otlier relief to wliicli t)iat Paxty or tliose Parties may be entitled.

6.16 Entire Agreement and Amendments. Tliis Agreen'ient constitutes the wliole agreement between City and Consultant, and neitlier Party lias made asiy representations to the other except as expressly contained lierein. Neitlier Party, in executing or perforining this Agreement, is relying upon axiy statement or inforn'iation not contained in this Agreement. Any amendn'ients, changes or modifications to tl'iis Agreement must be made in writing and appropriately executed by botli City and Consultant.

6.17 Notices. Any notice required to be given hereunder shall be deemed to have been given by email transmission witl'i conf-irmation of delivery and depositing said notice in tlie United States n'iail, postage prepaid, and addressed as follows:
16 243
TO CITY:

City of Sorit)i Gate
Chris Jeffers, City Manager
8650 Califoniia Avenue
Soutli Gate, CA 90280
En'iail: cjeffers(2jsogate.org
TO CONSULT ANT:

Misty Cheng
MV Cheng & Associates
102 W. 24th Street
Upland, CA 91784
(925) 963-9996
Agreen'ient for Professional Services
MV Cheng & Associates

Page 9 of 10 ends

WITH COURTESY COPY TO:

City Clerk's Office
Yodit Glaze, City Clerk
8650 California Avenue
South Gate, CA 90280
Email: yglaze(a)sogate.org
6,18 Warranty of Authorized Signatories. Each of the signatories hereto warrants and represents that lie or slie is competent and aut)iorized to enter into t)'iis Agreement on behalf of the Party for whom he or she purports to sign. 6,19 Consultation with Attorney. Consultant warrants and represents that it has consulted with an attorney or knowingly and voluntarily decided to forgo such a consultation. 6,20 Interpretation Against Drafting Party, City and Consultant agree tliat they liave cooperated in the review and drafting of tliis Agreement. Accordingly, in the event of any ambiguity, neither Party may claim that tlie interpretation of this Agreeinent shall be construed against either Party solely because that Party drafted all or a poition of this Agreement, or the clause at issue.
7, EFFECTIVE DATE. The effective date of this Agreement isJuly 1, 2023, and will remain in effect througl'i December 31. 2023, unless othenvise terminated in accordance with tlie terms of t)iis Agreement.
[Remainder of page left blank intentionally.]
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Page 10 ends

IN WITNESS WHEREOF, the Parties 1icreto liave caused tliis zSgreement to lie exectiled ai'id attested hy their respective of-ficerh thercunto dtil>' authorized.

ATTEST:
[3a:
\odit aze, C.ity Clerk
EAL)
Raul F. Salinas, City Attorney
MV CHENG & ASSOCIATES:

Bv:

Misty Clierig. l) id t & C [:O
245
MM':

A'n'CJ.'(ENO & ."(SS(X"flTJ"-S
Mmicipal !'alueConsulttmlx
May 30, 2023
City of South Gate
8650 California Ave.

South Gate, CA 90280
Dear Mr. Ryan:

Please accept this letter as MV Cheng & Associates Inc.'s proposal to your request for temporary Senior Accountant and/or Senior Financial Analyst leve) consultant for the City of South Gate.

My firm, MV Clieng & Associates Inc., operates as an incorporated business wit)iin tlie State of California, with my associates being sub-contractors of the firm. Having over 20 years of experience in municipal auditing, accounting, and finance in several cities, large and small, has allowed me to be able to lend my expertise as a Finance Director to cities in need of financial help. Ihave served as Director of Finance and Director of Finance and Administrative Services for several cities. Most recently, I served as the Interim Deputy Administrative Services Director for t)'ie City of South Gate. In addition to the cities I serve persoi'ially, my sub-contractors )iave worked in several cities on s)iort and long term assignments rangiiig from Account Clerk, Accountant, Senior Accountant, axid Accounting Manager as well as serving on a long term basis as contract staff. Myself, as well as all of my sub-contractors, are former employees of municipal government agencies. We bring a wealth of knowledge and expertise to our city clients, with a level of professionalism and understanding of the culture of the political and city office environments.

With respect to the accounting services requested, I will be presenting two candidates. Below is a brief synopsis of the candidates and their rates. One candidate has been assisting the City for over 6 years and are extremely knowledgeable of t)ie City of South Gate's financial operations.

The other candidate has been assisting the City on and off for the past 3 years. * $85 per hour-Senior Accountant/Senior Financial Analyst-Jim Raia-19 years of municipal experience consisting of positions such as Senior Accountant, Accountant II, Accorintant/ AuditorII, Management Analyst.
19 246
* $90 per hour-Shirley Tung-37 years of municipal experience consisting of positions such as Senior Accountant, Accountant, Senior Account Clerk, Consultant MV Cheng & Associates Inc., is a unique firm in that it employs predominantly former city/special district employees to work as sub-contractors in varioris cities on either a temporary/interim basis to long term contract staff. We bring a wealth of municipal knowledge and expertise in financial accounting that only city employees possess, yet we are consultants that can fill a void or bring change and improvement to a city's finance department.

The goal of MV Clieng & Associates Inc. is not to make a l'irige profit, but to lielp cities witli tlieir needs in tlie finance department at competitive rates. Tlius, MY Cheng & Associates Inc. are Municipal Value Consultants!
Thank you for taking the time to consider my proposal for accounting/HR/IT assistance for your City. Should you have any furtlier questions, please do not hesitate to contact me at (925) 963- 9996 or email me at: mc)[email protected]
Sincerely,
Misty V. Cheng
President & CEO
20 247
Name Rate Hours Amount
Jim Ria 5 85.0
Shirley Tung 5 90.0
480
80 40 800
7 200
S 48 000
21 248
CITYMANAaER'S DFFICE
Item No. 6
FEB 08 2024
/0"'5"' C'Uy of South Gate

CITY COUNCIL

AGENDA BULL
Department Director:

For the Regular Meeting of: February 13, 2024
Ori i i ent: Public Works
ArturoCervantes RobHouston
SUBJECT: PROFESSIONAL SERVICES AGREEMENT WITH NOBEL SYSTEMS, INC.,

TO CONSOLIDATE AND EXPAND UPON CURRENT SERVICES BEING PROVIDED PURPOSE: To approve a Professional Services Agreement with Nobel Systems, Inc., ("Agreement") to consolidate services currently being provided and paid for aru'iually, and to expand services to enhance the Field Operations Division's Service Request System.

RECOMMENDED ACTIONS: The City Council will consider:
a. Approving a Professional Services Agreement with Nobel Systems, Inc., to consolidate existing Geographic Information System ("GIS") services under one agreement, as well as to expand services to enhance the Field Operations Division's GIS-based Service Request System, in an amountnot-to-exceed $685,500 for aterm of five (5) years withthe provision to extend for two additional years;
b. Appropriating $27,300inWaterFurids,$12,100inGasTaxFunds,and$20,000inGeneral Funds for Fiscal Year 2023/24 services; and
c. Authorizing the Mayor to execute the Agreement in a form acceptable to the City Attorney.

FISCALIMPACT: TheAgreementisintheamountof$685,500,or$l39,100forthefirstyear of the agreement, and $136,600 every subsequent year therea:[ter. Proposed funding is summarized below. Of this annual amount, $79,700 is for existing annual services.

Fiscal
Year Existing Services Proposed Services Tota}
Water Gas Tax Sewer Water Gas Tax General Fund
2023/24 $62,900 $15,400 $1,400 $27,300 $12,100 $20,000 $139,100 2024/25 $62,900 $15,400 $1,400 $24,800 $12,100 $20,000 $136,600 2025/26 $62,900 $15,400 $1,400 $24,800 . $12,100 $20,000 $136,600 2026/27 $62,900 $15,400 $1,400 $24,800 $12,100 $20,000 $136,600 2027/28 $62,900 $15,400 $1,400 $24,800 $12,100 $20,000 $136,600 Total $314,500 $77,000 $7,000 $126,500 $60,500 $100,000 $685,500 1 249
ANALYSIS: The City has a GIS hosted by Nobel Systems, Inc. ("Nobel"). The GIS system is used for two primary purposes:
(a) To map assets overlaying the City such as infrastructure or property lines. This is used to support several functions such as creating exhibits for referencing fieldwork or for project development; and
(b) As a Service Request System. The Public Works Department, Field Operations Division is now transitioning to a GIS-based Service Request System for the planning and scheduling of maintenance activities which utilizes Nobel. Over the years, services have been obtained fromNobel as the need arose (on both these fronts) to expand the GIS system and to expand the Service Request System.

The City currently budgets $79,700 annually for these services and pays for them with separate purchase orders. Given the growth in the use of the GIS and Service Request System, and its respective budget, it makes sense to consolidate services. This consolidation will streamline the services needed and the processing of payments. Further, it will provide the City Council the ability to consider approval prior to expanding contract services with Nobel. As such, staff is recornrnending consolidating the services under one professional services agreement. Staff is also recommending expanding the services to :turther expand the Service Request System.

Regarding the expansion of the Service Request System, services currently encompass the Water, Streets and Sewers, and Graffiti Divisions. Staff is proposing expanding the Service Request System to incorporate the Facilities, Electrical, and Streets Divisions.

Regarding the GIS System, it currently has GIS information of City infrastructure inclusive of the water, sewer, storm drain, and recycled water systems. For an additional $39,400, annually, staff IS prOpOSlng:
* Adding unlimited GIS Data, software updates, and staff training; * Adding integration into CitiTech which is the current Public Works Maintenance Management System to streamline reports and generate data without manually entering information;
* Integrating the City App (Granicus) with GeoViewer in order to submit work orders which will automatically convert into GeoViewer work orders. This process will integrate the Service Request Systems to allow for the data and work orders to be managed and centralized; and
* Incorporating the Lead and Copper Module in GeoViewer to enhance access. A new state mandate requires the City to identify all water service line materials on the customers side and utility side and needs to be in a format that can be shared with the public when lead service lines are identified.

The existing and proposed services are tabulated on the following page.

The existing annual budgeted cost is $79,700. The additional annual cost is $59,400, for a total of 2 250
$136,600, annually. An additional one-time cost of $2,500 is for the Lead-Copper Module for a total of $139,100 for the first year of services. Included are as-needed services. These services are proposed to be budgeted with $20,000 in General Funds.

GeoViewer Module Description
Current
Annual
Additional
Annual
Costs
GeoViewer Online and GeoViewer Mobile
(Enterprise Licenses)
$33,900
Work Order Hosting plus Time Sheet App $22,000
Work Order Enhancements for Asphalt,
Sidewalk and Sewer
$8,800
Work Order Enhancements for Graffiti $6,600
Sewer Lateral Inspection form $1,400
Host Pressure Monitoring Devices thr.

Internet (4 No's)
$4,000
Support City Tech Service $5,000
Water Audit Validation $3,000
Work Order Enhancements for Facilities $5,500
Work Order Enhancements for Electric $6,600
City App (Granicus) integration with
GeoViewer
$5,000
Unlimited GIS Data Updates $14,800
Lead and Copper Module in GeoViewer $2,500 (*)
As-Needed Services $20,000
Annual Total $79,700 $59,400
(*) One-time additional cost
A five-year contract term is recommended. The City has been using Nobel for more than 15 years and has developed the GIS system during this time. The expansion to a more robust system will take many years as budgets and investment in upgrades have not been set for a full transition.

Further, with this investment, the tools GIS provides will be used for many years, leaving the 5- year term to be a practical recommendation.

BACKGROUND: The City operates and maintains various infrastructure systems such as:
roads, traffic signals, water system, sewer system, and streetlights. The City's Public Works Department, Field Operations Division is responsible for the maintenance and repairs of these systems. Maintenance of the systems requires extensive planning, staffing, scheduling, work orders and documenting completed work. Looking towards the future, efficiency is paramount to successfully operating and maintaining City infrastructure. The Department has initiated a proactive strategy to transition from its Maintenance Management System ("MMS") to a GIS- based Service Request System ("SRS"). The SRS provides the ability to plan and schedule work as well as to document completed work and map it out on GIS. This program provides 3 251
management personnel with the ability to understand areas of the City where work is being performed, which is helpful in planning work. The GIS system also provides staff the ability to view important as-built drawings, record drawings and operation & maintenance records, not only from their offices but also in the field with electronic devices. This technology is a critical source of information in Field Operations which is needed for proper and efficient maintenance, particularly for emergency repair and improving customer service response times.

The Department currently uses both a MMS and a SRS but is in the process of fully transitioning to the latter. The MMS was purchased over 30 years ago and is an older technology. The SRS became available in 201 7; however, the City has been using the Nobel GIS System since 2008.

The expansion of the SRS system is essential. The proposed updates will empower staff with critical data including condition assessments, system as-builts, video inspections, and more. In emergency situations, like water main breaks, the GIS System will prove indispensable by guiding field crews to the precise valve locations necessary to control water flows. Similarly, in cases of sewer spills or blockages, the GeoViewer will swiftly provide guidance regarding the affected sewer segment, manholes, and service laterals.

The GeoViewer will play a pivotal role for City staff in managing and executing work orders related to water, sewer, graffiti, asphalt, and sidewalks. This versatile tool will also seamlessly integrate with the City App (Granicus), facilitating the receipt and processing of work orders requested by valued citizens. Within GeoViewer, City staff will efficiently complete work orders by entering labor, equipment, and materials information. Once these tasks are success:fully accomplished, the GeoViewer will automatically notify the resident who initiated the work request about the completion of work. This smooth coordination is made possible through the integration of these two systems.

Located in Redlands, Nobel has successfully enabled more than 100 organizations with smarter technology. Nobel is an industry leader in all aspects of GIS and is comprised of over 70 information technology professionals with backgrounds that include Civil Engineering, Public Works Management, Information Technology, Field Data Collection, and Software Engineering.

Nobel is exceptionally skilled in the development, maintenance, and integration of Enterprise GIS Cloud solutions.

ATTACHMENT: Proposed Agreement (including Exhibits A and B) CC:lc
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Attachment A

AGREEMENT FOR PROFESSIONAL SERVICES

TO EXPAND AND MANAGE THE CITY'S UTILITY INFRASTRUCTURE

GEOGRAPHIC INFORMATION SYSTEM BETWEEN THE CITY OF SOUTH GATE AND NOBEL SYSTEMS, INC.

This Agreement for Professional Services to Expand and Manage the City's Infrastructure Geographic Information System ("Agreement") is made and entered into as of February 13, 2024, by and between the City of South Gate, a municipal corporation ("City"), and Nobel Systems, Inc., a California corporation ("Consultant"). City and Consultant are sometimes hereinafter individually referred to as a "Party" and collectively as "Parties."

RECIT ALS
WHEREAS, since 2008 the City has been using a Geographic Information System ("GIS") designed by Consultant to help the City manage and operate its municipal water and sanitary sewer systems;
WHEREAS, since 2008 the City has contracted with Consultant to perform maintenance of and updates to the GIS system, to provide training and technical support to City personnel on the use of the GIS system, and to provide other services related to the GIS system; WHEREAS, the City desires to continue its relationship with Consultant relative to the GIS system;
WHEREAS, based on such representation and the City's previous experience with Consultant, City desires to contract with Consultant to perform the Services; and WHEREAS, because civil engineering services and software engineering services are essential components of the Services that Consultant will provide under this Agreement, this Agreement may be entered into without public bidding, pursuant to Section 1.54.350 of the South Gate Municipal Code and Sections 4525 through 4529.5 of the California Government Code.

NOW, THEREFOR, the Parties hereby agree as follows:

1. SCOPE OF SERVICES. City hereby engages Consultant, and Consultant accepts such engagement, to perfornn the services set forth in the Scope of Services as described in Exhibit "A" attached hereto and incorporated as a part of this Agreement. The Scope of Services may be mutually amended from time to time by both Parties in writing.

2. COMPENSATION FOR SERVICES. The total amount of compensation for the Services to be performed by Consultant under this Agreement and paid by the City to Consultant for such Services shall not exceed the sum of Six Hundred Eighty-Five Thousand Five Hundred Dollars ($685,500.00), as itemized on the fee schedule attached hereto as Exhibit "B" and 1 253
incorporated herein by this reference. No additional compensation shall be paid, unless first approved in writing by the City Manager or his/her designee.

2.1 Consultant shall be required to attend meetings at City Hall as necessary in the delivery of the Services. Travel time between Consultant's office and City Hall shall not be billable.

Consultant may request an exemption on a case-by-case basis, which shall be subject to City approval.

2.2 Consultant shall be paid in accordance with the fee schedule attached hereto as Exhibit "B". City shall pay Consultant within thirty (30) days of receipt of the invoice.

2.3 No payment made hereunder by City to Consultant, other than the final payment, shall be construed as an acceptance by City of any work or materials, nor as evidence of satisfactory performance by Consultant of its obligations under this Agreement.

3. TERM OF AGREEMENT AND OPTIONS TO EXTEND. This Agreement is effective as of February 13, 2024, and will remain in effect for sixty (60) months with the two (2) options exercisable by the City in its sole discretion to extend the term of this Agreement for one (1) year each, unless terminated by either Party as provided herein. If the City exercises an extension option, compensation payable to Contractor during the extended year of the term of this Agreement shall not exceed $136,600.

4. CITY AGENT. The Assistant City Manager/Director of Public Works ("Director"), or his/her designee, for the purposes of this Agreement, is the agent for the City. Whenever approval or authorization is required, Consultant understands that the Director, or his/her designee, has the authority to provide that approval or authorization.

5. CONFLICT OF INTEREST. Consultant represents that it presently has no interest and shall not acquire any interest, direct or indirect, in any real property located in the City which may be affected by the Services to be performed by Consultant under this Agreement. Consultant :turther represents that in performance of this Agreement, no person having any such interest shall be employed by it. Within ten (10) days, Consultant agrees that it will immediately noti:ty City of any other conflict of interest that may exist or develop during the term of this Agreement.

5.1 Consultant represents that no City employee or official has a material financial interest in Consultant's business. During the term of this Agreement and/or as a result of being awarded this contract, Consultant shall not offer, encourage or accept any financial interest in Consultant's business or in this Agreement by any City employee or official.

6. GENERAL TERMS AND CONDITIONS.

6.1 Termination for Convenience. City may terminate this Agreement at any time without cause by giving fi:tteen (15) days' written notice to Consultant of such termination and specifying the effective date thereof. In that event, all finished or unfinished documents and other materials shall, at the option of City, become its property such as GIS data, layers and information. If this Agreement is terminated by City as provided herein, Consultant will be paid the total amount of fees owing hereunder as of the termination 2 254
date. In no event shall the amount payable upon termination exceed the total maximum compensation provided for in this Agreement.

6.2 Termination for Cause.

6.2.1 City may, by written notice to Consultant, terminate the whole or any part of this Agreement in any of the following circumstances:
a. If Consultant fails to perform the Services required by this Agreement within the time specified herein or any authorized extension thereof; or b. If Consultant fails to perform the Services called for by this Agreement or so fails to make progress as to endanger performance of this Agreement in accordance with its terms, and in either of these circumstances does not correct such failure withing a period of ten (10) days (or such longer period as City may authorize in writing) after receipt of notice from City specifying such failure.

6.2.2 In the event City terminates this Agreement in whole or in part as provided above in Subsection 6.2.1, City may procure, upon such terms and in such manner as it may deem appropriate, services similar to those terminated.

6.2.3 If this Agreement is terminated as provided above in Subsection 6.2.1, City may require Consultant to provide all finished or unfinished documents, data, studies, drawings, maps, photographs, reports, films, charts, sketches, computations, surveys, models, or other similar documentation prepared by Consultant. Upon such termination, Consultant shall be paid an amount equal to the value of the work performed. In ascertaining the value of the work performed up to the date of termination, consideration shall be given to both completed work and work in progress, to complete and incomplete drawings, and to other documents whether delivered to City or in possession of Consultant, and to authorized reimbursement expenses.

6.2.4 If, after notice of termination of the Agreement under the provisions of Subsection 6.2. l above, it is determined, for any reason, that Consultant was not in default, or that the default was excusable, then the rights and obligations of the Parties shall be the same as if the notice of termination had been issued pursuant to Subsection 6.1. above.

6.3 Non-Assignability. Consultant shall not assign or transfer any interest in this Agreement without the express prior written consent of City.

6.4 Non-Discrimination.

6.4.1 Consultant shall not discriminate against any employee, subcontractor, or applicant for employment because of to race, creed, gender, gender identity (including gender expression), color, religion, ancestry, sexual orientation, national origin, disability, age, marital status, family/parental status, or 3 255
veteran/military status, in the performance of its services and duties pursuant to this Agreement and will comply with all applicable laws, ordinances and codes of the Federal, State, and County and the City governments. Consultant will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment without regard to their race, color, religion, ancestry, sex, national origin, disability, or age. Consultant will take affirmative action to ensure that all employment practices, including those of any subcontractors retained by Consultant to perform services under this Agreement, are free from such discrimination. Such employment practices include, but are limited to: hiring, upgrading, demotion, transfer, recruitment, recruitment advertising, layoff, termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship.

6.4.2 The provisions of Subsection 6.4.1 above shall be included in all solicitations or advertisements placed by or on behalf of Consultant for personnel to perform any services under this Agreement. City shall have access to all documents, data, and records of Consultant and its subcontractors for purposes of determining compliance with the equal employment opportunity and non-discrimination provisions of this Section, and all applicable provisions of Executive Order No. 11246 (relating to federal restrictions against discriminatory practices) is available for review and on file with the City Clerk's Office.

6.5 Insurance. Consultant shall submit to City, certificates indicating compliance with the following minimum insurance requirements no less than one (1) day prior to begiru'iing of performance under this Agreement:

6.5.1 Workers Compensation Insurance as required by law. Consultant shall require all subcontractors similarly to provide such workers' compensation insurance for their respective employees.

6.5.2 Comprehensive general and automobile liability insurance protecting Consultant in amounts not less than $1,000,000 for personal injury to any one person, $1,000,000 for injuries arising out of one occurrence, and $500,000 for property damages or a combined single limit of $1,000,000, with an aggregate of $2,000,000. Each such policy of insurance shall:
a. Be issued by a financially responsible insurance company or companies admitted and authorized to do business in the State of Califomia or which is approved in writing by City.
b. Name and list as additional insured the City, its officers, and employees. c. Specify its acts as primary insurance.
d. Contain a clause substantially in the following words: "It is hereby understood and agreed that this policy shall not be canceled except upon thirty (30) days prior written notice to City of such cancellation or material change."
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e. Cover the operations of Consultant pursuant to the terms of this Agreement.

6.5.3 Professional liability insurance with a limit of not less than $1,000,000 per claim and $5,000,000 annual aggregate

6.6 Indemnification. Consultant agrees to indemnify, defend and hold harmless City and/or any other City agency, including other employees, officers and representatives, for/from any and all claims or actions of any kind asserted against City and/or any other City agency arising out of Consultant's (including Consultant's employees, representatives, products and subcontractors) negligent performance under this Agreement, excepting only such claims or actions which may arise out of sole or active negligence of City and/or any other City agency, or any third parties not acting on behalf of, at the direction of, or under the control of Consultant.

6.7 Compliance with Applicable Law. Consultant and City shall comply with all applicable laws, ordinances, and codes of the Federal, State, County and City governments, without regard to conflict of law principles.

6.8 Independent Contractor. This Agreement is by and between City and Consultant and is not intended, nor shall it be construed, to create the relationship of agency, servant, employee, partnership, joint venture, or association, as between City and Consultant.

6.8.I Consultant shall be an independent contractor and shall have no power to incur any debt or obligation for or on behalf of City. Neither City nor any of its officers or employees shall have any control over the conduct of Consultant, or any of Consultant's employees, except as herein set forth, and Consultant expressly warrants not to, at any time or in any manner, represent that it, or any of its agents, servants or employees are in any manner employees of City, it being distinctly understood that Consultant is and shall at all times remain to City a wholly independent contractor and Consultant's obligations to City are solely such as are prescribed by this Agreement.

6.8.2 Indemnification of CalPERS Determination - In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or CalPERS to be eligible for enrollment in CalPERS as an employee of City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for CalPERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as, for the payment of any penalties and interest on such contributions which would otherwise be the responsibility of City.

6.8.3 Business License Required. According to Title 2.08.40 of the South Gate Municipal Code, a business license will be required prior to doing business within the City, even if the business is located outside of the City. Verification of a valid South Gate business license will be required prior to start of work and any fees associated with the acquisition or maintenance of such business license shall be the sole responsibility of Consultant.
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6.9 Consultant's Personnel.

6.9.1 All Services required under the Agreement will be performed by Consultant, or under Consultant's direct supervision, and all personnel shall possess the qualifications, permits and licenses required by State and local law to perform such Services, including, as may be required without limitation, a City of South Gate business license as may be required by the South Gate Municipal Code.

6.9.2 Consultant shall be solely responsible for the satisfactory work performance of all personnel engaged in performing Services required by this Agreement, and compliance with all reasonable performance standards established by City.

6.9.3 Consultant shall be responsible for payment of all employees' and subcontractors' wages and benefits and shall comply with all requirements pertaining to employer's liability, workers' compensation, unemployment insurance and Social Security.

6.9.4 Consultant shall indemnify and hold harmless City and all other related entities, officers, employees and representatives from any liability, damages, claims, costs, and expenses of any nature arising from alleged violations of personnel practices or of any acts of omissions by Consultant in connection with the work performed arising from this Agreement.

6.10 Copyright. No reports, maps or other documents produced in whole or in part under this Agreement shall be the subject of an application for copyright by or on behalf of Consultant.

6.11 Legal Construction.

6.11.1 This Agreement is made and entered into in the State of California and shall in all respects be interpreted, enforced, and governed under the laws of the State of California without regard to conflict of law principles. Venue for the resolution of disputes shall be Los Angeles County, California.

6.11.2 This Agreement shall be construed without regard to the identity of the persons who drafted its various provisions. Each and every provision of this Agreement shall be construed as though each of the parties participated equally in the drafting of same, and any rule of construction that a document is to be construed against the drafting party shall not be applicable to this Agreement.

6.11.3. The article and section, captions and headings herein have been inserted for convenience only and shall not be considered or referred to in resolving questions of interpretation or construction.

6.11.4. Whenever in this Agreement the context may so require, the masculine gender shall be deemed to refer to and include the feminine and neuter, and the singular shall refer to and include the plural.
6 258

6.12 Counterparts. This Agreement may be executed in counterparts and, as so executed, shall constitute an agreement which shall be binding upon all Parties hereto.

6.13 Final Payment Acceptance Constitutes Release. The acceptance by Consultant of the final payment made under this Agreement shall operate as and be a release of City from all claims and liabilities for compensation to Consultant for anything done, furnished, or relating to Consultant's work or Services. Acceptance of payment shall be any negotiation of City's check or the failure to make a written extra compensation claim within ten (10) calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of Consultant, its employees, sub-consultants and agents for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by City for any defect or error in the work prepared by Consultant, its employees, sub-consultants and agents.

6.14 Corrections. In addition to the above indemnification obligations, Consultant shall correct, at its expense, all errors in the work which may be disclosed during City's use of the software provided to the City by Consultant as part of the Services. Should Consultant fail to make such correction in a reasonably, timely manner, such correction shall be made by City, and the cost thereof shall be charged to Consultant.

6.15 Files. All files of Consultant pertaining to City shall be and remain the property of City.

Consultant will control the physical location of such files during the term of this Agreement and shall be entitled to retain copies of such files upon termination of this Agreement.

6.16 Waiver; Remedies Cumulative. Failure by a Party to insist upon the performance of any of the provisions of this Agreement by the other party, irrespective of the length of time for which such failure continues, shall not constitute a waiver of such Party's right to demand compliance by such other Party in the future. No waiver by a Party of a default or breach of the other party shall be effective or binding upon such a Party unless made in writing by such Party, and no such waiver shall be implied from any omissions by a Party to take any action with respect to such default or breach. No express written waiver of a specified default or breach shall affect any other default or breach, or cover any other period of time, other than any default or breach and/or period of time specified. All of the remedies permitted or available to a Party under this Agreement, or at law or in equity, shall be cumulative and alternative, and invocation of any such right or remedy shall not constitute a waiver or election of remedies with respect to any other permitted or available right of remedy.

6.17 Mitigation of Damages. In all such situations arising out of this Agreement, the Parties shall attempt to avoid and minimize the damages resulting from the conduct of the other Party.

6.18 Severability. If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way. 7 259

6.19 Attorneys' Fees. The Parties hereto acla'iowledge and agree that each will bear his or its own costs, expenses and attorneys' fees arising out of and/or connected with the negotiation, drafting and execution of the Agreement, and all matters arising out of or connected therewith except that, in the event any action is brought by any Party hereto to enforce this Agreement, the prevailing Party in such action shall be entitled to reasonable attorneys' fees and costs in addition to all other relief to which that Party or those Parties may be entitled.

6.20 Entire Agreement and Amendments. This Agreement constitutes the whole agreement between City and Consultant, and neither party has made any representations to the other except as expressly contained herein. Neither party, in executing or performing this Agreement, is relying upon any statement or information not contained in this Agreement.

Any amendments, changes or modifications to this Agreement must be made in writing and appropriately executed by both City and Consultant.

6.21 Notices. Any notice required to be given hereunder shall be deemed to have been given by email transmission with confirmation of delivery and depositing said notice in the United States mail, postage prepaid, and addressed as follows:

TO CITY:

City of South Gate
Arturo Cervantes
Assistant City Manager/Director of Public Works
8650 California Avenue
South Gate, California 90280
Email: acervantes(Qsogate.orz
TEL: (323) 357-9657
TO CONSULT ANT:

Nobel Systems, Inc.

Michael Samuel, CEO
1030 Nevada Street, Suite 202
Redlands, California 92374
Email: michael@,nobel-systems.com
TEL: (909) 708-4029
WITH A COPY (which shall not
constitute notice) TO:

City Clerk's Office
Yodit Glaze
City Clerk
8650 California Avenue
South Gate, California 90280
Email: yglaze(,sogate.org
TEL: (323) 563-9573

6.22 Warranty of Authorized Signatories. Each of the signatories hereto warrants and represents that he or she is competent and authorized to enter into this Agreement on behalf of the Party for whom he or she purports to sign.

6.23 Consultation with Attorney. Consultant warrants and represents that it has consulted with an attorney or knowingly and voluntarily decided to forgo such a consultation.

6.24 Interpretation Against Drafting Party. City and Consultant agree that they have cooperated in the review and drafting of this agreement. Accordingly, in the event of any ambiguity, neither Party may claim that the interpretation of this Agreement shall be 8 260
construed against either Party solely because that Party drafted all or a portion of this Agreement, or the clause at issue.

7. EFFECTIVE DATE. This Agreement is effective as of the date specified in Section 3 above and will remain in effect tmough and until the date specified in said Section 3, unless otherwise terminated in accordance with the terms of this Agreement.

IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed and attested by their respective officers thereunto duly authorized.

CITY OF SOUTH GATE:

By:

Gil Hurtado, Mayor
Dated:

ATTEST:

B7:

Yodit Glaze, City Clerk
(SEAl)
APPROVED AS TO FORM:

B7:

NOBEL SYSTEMS, INC.

By:

Michael Samuel, President
Dated:
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EXHIBIT A - SCOPE OF WORK
Minimum Hardware:

SECTION -1
The GeoViewer cloud applications do not require any server infrastructure. Since the GeoViewer Mobile application only works on iOS at this time, field crews will require Apple iPhones or iPads.

GeoViewer Desktop application will require Internet Explorer version 11+ at the minimum, and will work on all major browsers, including IE Edge, Google Chrome, Mozilla Firefox.

Nobel has always researched and sought to use the latest and greatest technologies to provide better service to our customers. For this reason, Nobel Systems set out on an extensive R&D effort and decided to shift to the MapBox to host the data. Nobel Systems uses powerful NodeJS servers and utilizes the technologies of top cloud service providers (AWS and Google) and has branched out into the new Internet of Things Space. All these efforts resulted in a dramatic improvement of speed, performance, and overall efficiency of our applications. We are constantly researching and will develop newer tools every month.

The City will have unlimited licenses/users to access GeoViewer Online and GeoViewer Mobile as a part of this agreement.
10 /4262
SECTION -2
Nobel will provide the appropriate licenses to City to access its data using the following software:

Base GIS application (GeoViewer Online and GeoViewer Mobile) - See description below.

The GeoViewer cloud platform utilizes NoSQL as its primary data store to manage big data quickly and efficiently. Most utilities have changing needs as they grow with their enterprise software.

They need to add new fields to run reports, modify their business intelligence dashboards, etc.

Our NoSQL database allows for these changes to be made quickly and easily. The system shall be capable of allowing public access but shall not allow public access except as directed by the City.

GeoViewer Online:

Nobel's cloud solution, GeoViewer Online, is hosted on servers in a secure tier-4 colocation data facility with an application availability uptime rating of 99.99%. GeoViewer supports the use of several browsers including Google Chrome, Internet Explorer (Version 11+), Firefox, andSafari.

Nobel will provide enterprise level access to the City with individual secure user ID's to manage and distribute to department employees for accessing the GeoViewer Online service. Based upon user ID and associated Groups the end-users will have access to departmental spatial datasets, Google imagery, Google street view and other local government geospatial data through a user-friendly interface. Each user will have unlimited use of GeoViewer Online for as long as the contract remains in force.

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11 263
Interface: The system is intuitive, user friendly and graphically oriented so that it could be used by anyone without prior training in GIS
Performance: Quick load of data that averages to less than 5 seconds load and/or refresh time for large datasets such as aerial photographs Flexibility & Scalability: The system could be easily customized to accommodate the present and future needs of any client
Reliability: Our hosting services and application (GeoViewer Online) are available 24 hours a day and seven days a week (24/7)
Accessibility Control: Assess to the application and user rights are protected by password; public (password-free) access to selected or all GIS data layers could be provided, if desirable IT Friendly: Our GeoViewer Online requires basic IT knowledge and computer technical specifications to install, maintain and update -if hosted in client's servers Free of Proprietary orThird-Party Software: It does not require any third party or proprietary software on the client-end (user).

Industry Best practices and platform:

The GeoViewer approach to this objective is quite simple. GeoViewer offer an easy-to-use, intuitive interface to Geographic Information Systems that provides the casual user with the ability to access the information they need with little or no formal training.

The main objectives of the system include,
* Abilityfornon-GISstafftousethesystemeffectivelywithlessthanfourhoursoftraining.

Provide access to interactive Water atlas maps from staff desktops through web browser.

Locate and view an area of interest anywhere within the service area.

Provide secured access to only authorized users.

Map updates are seamlessly delivered to system users without any lagtime.

Provide an extensible system that can be enhanced to provide broader functionality and adapt to future software and functionality enhancements.

Enable direct integration with geographic data repositories, asset management information, linked image libraries, and other information associated with water system infrastructures.

The GeoViewer was designed with the following assumptions in mind:
a Casual GIS users want fast, easy access to relevant information.

Casual GIS users do not have the time or desire to learn about topology, Shapefiles, ARC/INFO, theories of GIS, etc.

Casual GIS users do not want to have to add themes, assign colors, change theme properties, etc.
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Casual GIS users do not want to be bothered with the task of doing map composition. They would much rather print their maps with a standardized template.

Casual GIS users do not typically need to make large maps themselves and are perfectly happy printing an 8 1/2 by 11 map on a laser or ink jet printer. For the more advanced users, GeoViewer Online Supports multiple paper sizes that is only restriction is the clients printing device.

Casual GIS users' needs are simple-They need GeoViewer.

GeoViewer is a robust and easy to use Enterprise Geographic Information Interface.

GeoViewer is extremely flexible and can be tailored to any dataset.

We at Nobel Systems strongly believe that the functionality provided by GeoViewer will satisfy the needs of the City. The list of features provided by GeoViewer includes but not limited to:

Standard GeoViewer Features:
* Standard map navigation includes pan, zoom in and zoom out, full extent.

Layer Display
Creation of Spatial Bookmark
Google Street View
Vicinity map that can be used to set the extent of main map, pan the main map, and display the current extent of the main map.

Property Search. Search by parcel number, situs address, or owner name.

Supports ESRI Shapefiles, Coverages, Geodatabases, and CAD Drawings Also supports a wide variety ofimages including MrSid.

Intuitive Select Toolbar. Select multiple features in multiple themes and:

Find features within a specified distance and generate mailing labels.

Measure area and length
Display contents of the selected set in a table format.

Print map with a title, scale, and neat line.

Link any number of layers to unlimited number of external databases.

Hyperlink scanned documents to features for easy retrieval.

GPS location
Legend and Search Option for Parcels, Valve Number etc.

Nobel Systems has customized the application to include the following:

Water facilities
Sewer facilities
Recycled Water facilities
Storm facilities
Electric facilities
Easement GIS database
Parcel and Street Landbase
Other South Gate GIS layers
Scanned Asbuilt Maps linked to Assets.
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GeoViewer Mobile:

By leveraging the latest smart-map and synchronization technology, Nobel's GeoViewer Mobile' is easy to use and was designed to streamline field workflow processes to help manage day-to-day operations. GeoViewer Mobile's advanced technology allows field staff to view, analyze and collect data, online or offline without ever having to worry about impractical syncing procedures. GeoViewer Mobile extends smart map technology beyond the office and provides staff with real-time data to make accurate decisions and collaborate in both office and field environments. Nobel understands the value of mobile mapping to organizations needing immediate access to real-time information, regardless of location, and offers a range of tools that help your staff make informed decisions in the field. GeoViewer is accessible on any device, providing unparalleled service to staff on the go or working in the field. GeoViewer Mobile integrates with existing ERP business systems, SCADA, CMMS, CIS, GPS, LIMS, CCTV, and other enterprise systems. Manage information ranging from open work orders from CMMS to viewing latest SCADA measurements on telemetry equipment.

Powerful Functionality:

Online/Offline Work Modes
Search, Display, Redlining, Bookmarks, Pan, Zoom
Identify & View Object Locations & Asset Data
View Customer Data, Work History, Service Calls, As-Built De-sign Drawings, and more.

Process Driven Modules for Daily Field Work Order, Inspections and Condition Assessment data collection.

Integrated GPS & Camera for Field Data Collection & Stream-lined GIS Updates Custom GeoViewer Modules are available for USA Dig Alert, Work/Service Order Management, Valve Isolation Analysis, Leak Data Collection and Hydrant Flushing data collection.

City can view the data that were collected in the field through iPad and generate the reports by using GeoViewer online application.
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SECTION -3
Nobel will provide tech support in accordance with Exhibit C 1) Types of support
a) Phone - From 6.30 AM to 7 PM Monday through Friday b) On-Site - upon request, up to one visit per month at no charge. c) Email - Nobel shall respond to email requests for information within 24 hours. d) Problem Resolution System - Nobel shall provide a problem and resolution (PAR) tracking mechanism, which documents issues or data content anomalies, which require review and resolution by Nobel. Typically, PAR forms are generated as needed, reviewed by the project manager, and then forwarded to Nobel.
2) The amount of support shall be unlimited.
3) Communication support and configuration Nobel, while not strictly liable for communication system performance, shall provide a good faith effort to assist the City in configuring a communication system that will interface with Nobel's system and achieve maximum speed of data transfers.
4) Training - Annually, Nobel will provide a one-day training seminar once a year at the City's office at no extra charge.
5) As Needed Upgrades not to exceed .520,000 annually. Needs Director of Public Works approval and will be for the continual expansion and upgrades of the GIS service to the City to assist with streamlining and improving workflow efficiency. 15 267
SECTION -4
Nobel will provide Data updates in accordance with the following:
1) Digital Images - Nobel will provide a system that City staff can use to link digital images to various features in the GIS system. We would expect that approximately 250 JPEG images of 5 MB size per each would be uploaded to the system. An indexing system shall be devised so that these images can be retrieved in an orderly manner. The images will be emailed to Nobel Systems, to a predetermined email address, dedicated to receiving image files.
2) Database copies - Nobel shall provide a complete set of up-to-date data for mapping, imaging, and database systems on an annual basis. This data shall be provided on Box.com Or any other shared link and shall be labeled with the nature of the data and the date.
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SECTION -5
Performance Requirements:
1) SystemUptime-theCityshallalwayshaveaccesstotheGISdataexceptduring allowable maintenance time periods set forth below:
a) Weekdays - 12:00 AM to 2:00 AM
b) Weekends,holidays-10:00PMto2:00AM
2) Emergency restart - If the City has an emergency need for data during one of the allowable maintenance periods, Nobel shall restart the system and provide access within 30 minutes of notification by telephone.
3) All data on the remote system shall be encrypted. All communication from device to data center shall be encrypted.
4) The remote system should provide for multiple backups or checkpoints of City data. 2/269
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EXHIBIT B FEE SCHEDULE
GeoViewer Module Description Year l Year 2 Year 3 Year 4 Year 5 GeoViewer Online and GeoViewer
Mobile (Enterprise Licenses) $33,900 $33,900 $33,900 $33,900 $33,900 Work Order Hosting plus Time Sheet
"PP
$22,000 $22,000 $22,000 $22,000 $22,000
Work Order Enhancements for Asphalt,
Sidewalk and Sewer
$8,800 $8,800 $8,800 $8,800 $8,800
Work Order Enhancements for Graffiti $6,600 $6,600 $6,600 $6,600 $6,600 Sewer Lateral Inspection form $1,400 $1,400 $1,400 $1,400 $1,400 Host Pressure Monitoring Devices thr.

Internet (4 No's) $4,000 $4,000 $4,000 $4,000 $4,000
Support City Tech Service $5,000 $5,000 $5,000 $5,000 $5,000 Water Audit Validation $3,000 $3,000 $3,000 $3,000 $3,000 Work Order Enhancements for
Facilities
$5,500 $5,500 $5,500 $5,500 $5,500
Work Order Enhancements for Electric $6,600 $6,600 $6,600 $6,600 $6,600 City App (Granicus) integration with
GeoViewer
$5,000 $5,000 $5,000 $5,000 $5,000
Unlimited GIS Data Updates for As-
builts (For all 3 facilities), Redlines,
Map Creation and CCTV Updates
$14,800 $14,800 $14,800 $14,800 $14,800
Lead and Copper Module in
GeoViewer Mobile
$2,500
As Needed Upgrades Not to Exceed
$20,000 annually
$20,000 $20,000 $20,000 $20,000 $20,000
Annual Total $139,100 $136,600 $136,600 $136,600 $136,600 22 270
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Project Roles Hourly Rate
Project Director S200.00
Project Manager S180.00
System Architect 5160.00
Senior Application Developer S150.00
Senior GIS Analyst S100.OO
GIS Technicians S50.00
QC Technicians S50.00
T3271
CITYMANAOER'S OFFICE Item No. 7
FEB 0 8 202't
lo"J;J' City of South Gate

CITY COUNCIL
AGENDA BI[LL
Department Head:

For the Regular Meeting of: February 13, 2024
ent: Public Works
CErvantes Rob Houstort
SUBJECT: AGREEMENT WITH SYNTECH SYSTEMS INC. FOR THE

IMPLEMENT ATION OF FUEL MANAGEMENT SYSTEMS AT CITY FACILITIES PURPOSE: To approve an agreement with Syntech Systems Inc. ("Syntech") to install fuel management systems ("Agreement") to operate fuel stations located at the Public Works Corporate Yard, Parks Yard, and Police Station.

RECOMMENDED ACTION: The City Council will consider:
a. Approving a 3-year Agreement with Syntech Systems Inc. for the installation of fuel management systems at the Public Works Corporate Yard, Parks Yard, and Police Station, for an amount not-to-exceed $124,460;
b. Approveanappropriationof$6,156fromFleetManagementFunds; c. Authorize the Mayor to execute the Agreement in a form acceptable to the City Attorney; and
d. Rescinding a prior award by the City Council on April 26 2022 to E.J. Ward in the amount of $165,420 based on the contractor's failure to execute a similar agreement.

FISCAL IMPACT: There is no impact to the General Fund. The Agreement is in the amount of $124,460, as summarized below. A total of $99,870 in Fleet Management Funds is budgeted in the Fiscal Year 2023/24 Public Works Operating Budget. An appropriation is needed in the amount of $6,156 in Fleet Management Funds to fund the first year of services. The second and third-year services will be budgeted with Fleet Management Funds as a part of the Fiscal Year 2024/25 and Fiscal Year 2025/26 budget approval process.

FY 2023/24 FY 2024/25 FY 2025/26 Total
Proposed Agreement $106,026 $9,217 $9,217 $124,460
ANALYSIS: Fueling stations are typically equipped with fuel management systems which are used to monitor, control, and capture fuel consumption data as well as to generate reports. Fuel management systems consist of equipment, computer hardware and software. The equipment is installed on the fuel station bays adjacent to the fuel dispensers 1 272
The City owns and operates fueling stations at the Public Works Corporate Yard, Parks Yard, and Police Station to fuel respective vehicle fleets. The fueling stations at the Public Works Corporate Yard and Police Station are equipped with 'fuel management systems; however, the Park Yard is not. The fuel management systems are antiquated and in need of replacement.

The fuel management system located at the Public Works Corporate Yard is being operated manually because it is not fully :[unctional. It lacks the necessary technology for secure, efficient, and accurate 'fuel usage reporting. Maintenance support is a challenge. The company servicing the equipment has had a limited number of technicians available to troubleshoot issues with the system. The annual cost for phone support and hardware maintenance has reached between $2,500 and $3,000 for patch repairs. The fueling pedestal can no longer be serviced. The parent company has developed a new software platforn'i and no longer has the capability of providing updates to their prior software.

The fuel management system located at the Police Department is no longer functional and needs to be replaced. The Park Yard site is not equipped with a fuel management system. Staff logs odometer and gasoline consumption information manually which does not distinguish which employee or vehicle is actually receiving gasoline. The fuel log data is then manually logged into the fleet management system which creates an opportunity for inaccurate data entry. The proposed agreement is recommended to equip the fuel stations at the three above referenced sites with new fuel management systems.

The proposed agreement with Syntech provides for the replacement and installation of fuel management systems at the Public Works Corporate Yard, Parks Yard, and Police Station. It is for a 3-year term and provides the listed services.

Agreement Syntech Systems Inc. & Project
Services
FY
2023/24
FY
2024/25
FY
2025/26 Total
Prqject Management $1,100 $1,100
Prokee/Card Reader (all 3 units) and one AIM System $32,925 $32,925 AIM Titanium transmitter on (80 PD vehicles) $28,656 $28,656 Cloud instance setup/ database conversi6n $3,248 $3,248 Freight $810 $810
Installation of hardware and software $33,595 $33,595 Software licensing, support, and maintenance plan $5,692 $9,217 $9,217 $24,126 Total $106,026 $9,217 $9,217 $124,460
BACKGROUND: The Public Works Department, Parks and Recreation Department and Police Department have a combined fleet of over 200 vehicles units that are utilized for daily operations. Vehicles are assigned to employees who are responsible and accountable for fuel consumption. Vehicles are fueled at the fuel stations located in each department's facility for which reliable fuel management systems are necessary. The fuel stations need fuel management system upgrades to facilitate the process of fueling vehicles and document usage.

The proposed agreement provides the following:
* Installation of fuel management systems at the Public Works Yard, Parks Yard and Police Station. The service pedestal will be installed on the fueling bays next to the fuel 2 273
dispensing units. They will serve to operate the 'fueling station and monitor fuel consumption.
* Service pedestals will provide card-based and prokey based access for the Public Works Yard and Parks Yard. The service pedestal at the Police Department will be equipped with a card reader to identify the employee. Police Department vehicles will be equipped with a transmitter that will allow for quicker vehicle identification as the fueling needs of police officers may be time sensitive.
* Hardware will be installed on City vehicles to communicate with the service pedestal and monitor vehicle fuel consumption.
* A computer tower will be supported with a web-based server, in lieu of a local server, to capture data from all fuel stations. This system will monitor, control and capture fuel consumption data as well as generate reports. The software will track fuel consumption data per employee and per vehicle to create additional accountability and reliability in all departments. The proposed project includes data hosting and year-round call center support including onsite parts and labor for a 3-year period and warranty for the first year.

Syntech is used by some of the largest fleet maintenance utility groups in the region including the California Department of Transportation, and the Department of Defense. Syntech offers off- site hosting which will relieve the IT department of the burden of maintaining the on-site server located in the Fleet Superintendent's office.

On April 26, 2022, the City approved funding to furnish and install a fuel management system in the amount of $165,240. After approval, staff presented the contract to E.J. Ward for execution and E.J. Ward refused to execute the agreement, instead provided a counter to perform the same work at higher rates. Staff opted not to move forward as this was the second change in pricing after they provided their initial fee proposal.

ATTACHMENT: Proposed Agreement and Fee Proposal
LC:lc
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Attachment A

AGREEMENT FOR PROFESSIONAL SERVICES FOR THE

INST ALLATION OF FUEL MANAGEMENT SYSTEM SERVICES

BETWEEN THE CITY OF SOUTH GATE AND SYNTECH
SYSTEMS, INC.

This Agreement for Professional Services for Services ("Agreement") is made and entered into on February 13, 2024 by and between the City of South Gate, a municipal corporation ("City"), and Syntech Systems, Inc., a Florida corporation ("Consultant"). City and Consultant are sometimes hereinafter individually referred to as a "Party" and collectively as "Parties."

RECIT ALS
WHEREAS, City desires to retain a qualified provider for certain services relating to fuel management systems;
WHEREAS, Consultant warrants to City that it has the requisite skills, knowledge, qualifications, manpower and expertise to perform properly and timely the Professional Services under this Agreement; and
WHEREAS, based on such representation, City desires to contract with Consultant to perform the services as described in the Scope of Services attached hereto as Exhibit "A" of this Agreement.

NOW, THEREFOR, the Parties hereby agree as follows:

1. SCOPE OF SERVICES. City hereby engages Consultant, and Consultant accepts such engagement, to perform the services set forth in the Scope of Services as described in Exhibit "A" attached hereto and made part of this Agreement. The Scope of Services may be mutually amended from time to time by both Parties in writing.

2. COMPENSATION FOR SERVICES. The total amount of compensation for this Agreement shall not exceed the sum of One Hundred Six Thousand Twenty-Six Dollars ($106,026) for Fiscal Year 2023/24, and Nine Thousand Two Hundred Seventeen Dollars ($9,217) for Fiscal Year 2024/25 and Fiscal Year 2025/26; The tmee-year total sum shall not exceed One Hundred Twenty-Four Thousand Four Hundred Sixty Dollars ($124,460) as described in Consultant's proposal attached hereto as Exhibit "A." City shall pay Consultant for its professional services rendered and costs incurred pursuant to this Agreement. No additional compensation shall be paid for any other expenses incurred, unless first approved in writing by Director of Public Works or his/her designee.

2.1 Consultant shall be required to attend meetings at City Hall as necessary in the delivery of the projects. Travel time between Consultant's office and City Hall shall not be billable. Consultant may request an exemption on a case-by-case basis, which shall be subject to City approval.
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2.2 Consultant shall be paid in accordance with the schedule included in Consultant's proposal attached hereto as Exhibit "A." City shall pay Consultant within thirty (30) days of receipt of the invoice.

2.3 No payment made hereunder by City to Consultant, other than the final payment, shall be construed as an acceptance by City of any work or materials, nor as evidence of satisfactory performance by Consultant of its obligations under this Agreement.

3. TERM OF AGREEMENT. This Agreement is effective as of February 13, 2024 and will remain in effect for a period of three (3) years from said date or until project completion, unless otherwise expressly extended and agreed to by both Parties in writing or terminated by either Party as provided herein. The term may be extended for a three-year term if approved in writing by the City and Consultant.

CITY AGENT. The Director of Public Works ("Director"), or his/her designee, for the purposes of this Agreement, is the agent for the City. Whenever approval or authorization is required, Consultant understands that the Director, or his/her designee, has the authority to provide that approval or authorization.

4. CONFLICT OF INTEREST. Consultant represents that it presently has no interest and shall not acquire any interest, direct or indirect, in any real property located in the City wMch may be affected by the services to be performed by Consultant under this Agreement.

Consultant further represents that in performance of this Agreement, no person having any such interest shall be employed by it. Within ten (10) days, Consultant agrees that it will immediately notify City of any other conflict of interest that may exist or develop during the term of this Agreement.

4.1 Consultant represents that no City employee or official has a material financial interest in Consultant's business. During the term of this Agreement and/or as a result of being awarded this contract, Consultant shall not offer, encourage or accept any financial interest in Consultant's business or in this Agreement by any City employee or official.

6. GENERAL TERMS AND CONDITIONS.

6.1 Termination for Convenience. City may terminate this Agreement at any time without cause by giving fi:tteen (15) days written notice to Consultant of such termination and specifying the effective date thereof. In that event, all finished or unfinished documents and other materials shall, at the option of City, become its property. If this Agreement is terminated by City as provided herein, Consultant will be paid the total amount of its costs as of the termination date. In no event shall the amount payable upon termination exceed the total maximum compensation provided for in this Agreement.
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6.2 Termination for Cause.

6.2.I City may, by written notice to Consultant, terminate the whole or any part of this Agreement in any of the following circumstances:
a. If Consultant fails to perform the services required by this Agreement within the time specified herein or any authorized extension thereof, or b. If Consultant fails to perform the services called for by this Agreement or so fails to make progress as to endanger performance of this Agreement in accordance with its terms, and in either of these circumstances does not correct such failure withing a period of ten (10) days (or such longer period as City may authorize in writing) after receipt of notice from City specifying such failure.

6.2.2 In the event City terminates this Agreement in whole or in part as provided above in Subsection 6.2.1, City may procure, upon such terms and in such manner as it may deem appropriate, services similar to those terminated.

6.2.3 If this Agreement is terminated as provided above in Subsection 6.2.1, City may require Consultant to provide all finished or unfinished documents, data, studies, drawings, maps, photographs, reports, films, charts, sketches, computations, surveys, models, or other similar documentation prepared by Consultant. Upon such termination, Consultant shall be paid an amount equal to the value of the work performed. In ascertaining the value of the work performed up to the date of termination, consideration shall be given to both completed work and work in progress, to complete and incomplete drawings, and to other documents whether delivered to City or in possession of Consultant, and to authorized reimbursement expenses.

6.2.4 If, after notice of termination of the Agreement under the provisions of Subsection 6.2.1 above, it is determined, for any reason, that Consultant was not in default, or that the default was excusable, then the rights and obligations of the Parties shall be the same as if the notice of termination had been issued pursuant to Subsection 6.1. above.

6.3 Non-Assignability. Consultant shall not assign or transfer any interest in this Agreement without the express prior written consent of City.

6.4 Non-Discrimination.

6.4.1 Consultant shall not discriminate against any employee, subcontractor, or applicant for employment because of race, creed, gender, gender identity 5116863.1-L235.0
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(including gender expression), color, religion, ancestry, sexual orientation, national origin, disability, age, marital status, family/parental status, or veteran/military status, in the performance of its services and duties pursuant to this Agreement and will comply with all applicable laws, ordinances and codes of the Federal, State, and County and the City governrnents. Consultant will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment without regard to their race, color, religion, ancestry, sex, national origin, disability, or age.

Consultant will take affirmative action to ensure that all employment practices, including those of any subcontractors retained by Consultant to perform services under this Agreement, are free from such discrimination. Such employment practices include, but are limited to: hiring, upgrading, demotion, transfer, recruitment, recruitment advertising, layoff, termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship.

6.4.2 The provisions of Subsection 6.4. l above shall be included in all solicitations or advertisements placed by or on behalf of Consultant for personnel to perform any services under this Agreement. City shall have access to all documents, data, and records of Consultant and its subcontractors for purposes of determining compliance with the equal employment opportunity and non- discrimination provisions of this Section, and all applicable provisions of Executive Order No. 11246 (relating to federal restrictions against discriminatory practices) is available for review and on file with the City Clerk's Office.

6.5 Insurance. Consultant shall submit to City, certificates indicating compliance with the following minimum insurance requirements no less than one (1) day prior to beginning of performance under this Agreement:

6.5.1 Workers Compensation Insurance as required by law. Consultant shall require all subcontractors similarly to provide such workers' compensation insurance for their respective employees.

6.5.2 Comprehensive general and automobile liability insurance protecting Consultant in amounts not less than $1,000,000 per occurrence/accident for bodily injury and propcrFy damage liability. Each such policy of insurance shall:
a. Be issued by a financially responsible insurance company or companies admitted and authorized to do business in the State of California or which is approved in writing by City.
b. Name and list as additional insured the City, its officers and employees. 5116863.1-L235.0
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c. Specify its acts as primary insurance.
d. Contain a clause substantially in the following words: "It is hereby understood and agreed that this policy shall not be canceled except upon thirty (30) days prior written notice to City of such cancellation or material change."
e. Cover the operations of Consultant pursuant to the terms of this Agreement.

6.6 Indemnification. Consultant agrees to indemni§, defend and hold harmless City and/or any other City agency, including other employees, officers and representatives, for/from any and all claims or actions of any kind asserted against City and/or any other City agency arising out of Consultant's (including Consultant's employees, representatives, products and subcontractors) negligent performance under this Agreement, excepting only such claims or actions which may arise out of sole or active negligence of City and/or any other City agency, or any third parties not acting on behalf of, at the direction of, or under the control of Consultant.

6.7 Compliance with Applicable Law. Consultant and City shall comply with all applicable laws, ordinances, and codes of the Federal, State, County and City governments, without regard to conflict of law principles.

6.8 Independent Contractor. This Agreement is by and between City and Consultant and is not intended, nor shall it be construed, to create the relationship of agency, servant, employee, partnership, joint venture, or association, as between City and Consultant.

6.8.1 Consultant shall be an independent contractor and shall have no power to incur any debt or obligation for or on behalf of City. Neither City nor any of its officers or employees shall have any control over the conduct of Consultant, or any of Consultant's employees, except as herein set forth, and Consultant expressly warrants not to, at any time or in any manner, represent that it, or any of its agents, servants or employees are in any manner employees of City, it being distinctly understood that Consultant is and shall at all times remain to City a wholly independent contractor and Consultant's obligations to City are solely such as are prescribed by this Agreement.

6.8.2 Indemnification of CalPERS Determination - In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or CalPERS to be eligible for enrollment in CalPERS as an employee of City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for CalPERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as, for the 5116863.1-L235.0
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payment of any penalties and interest on such contributions which would otherwise be the responsibility of City.

6.8.3 Business License Required. According to Title 2.08.40 of the South Gate Municipal Code, a business license will be required prior to doing business within the City, even if the business is located outside of the City. Verification of a valid South Gate business license will be required prior to start of work and any fees associated with the acquisition or maintenance of such business license shall be the sole responsibility of Consultant.

6.9 Consultant's Personnel.

6.9.1 All services required under the Agreement will be performed by Consultant, or under Consultant's direct supervision, and all personnel shall possess the qualifications, permits and licenses required by State and local law to perform such services, including, without limitation, a City of South Gate business license as required by the South Gate Municipal Code.

6.9.2 Consultant shall be solely responsible for the satisfactory work performance of all personnel engaged in performing services required by this Agreement, and compliance with all reasonable performance standards established by City.

6.9.3 Consultant shall be responsible for payment of all employees' and subcontractors' wages and benefits and shall comply with all requirements pertaining to employer's liability, workers' compensation, unemployment insurance and Social Security.

6.9.4 Consultant shall indemni'Jy and hold harmless City and all other related entities, officers, employees and representatives from any liability, damages, claims, costs, and expenses of any nature arising from alleged violations of persoru'iel practices or of any acts of omissions by Consultant in connection with the work performed arising from this Agreement.

6.10 Copyright. No reports, maps or other documents produced in whole or in part under this Agreement shall be the subject of an application for copyright by or on behalf of Consultant.

6.11 Legal Construction.

6.11.1 This Agreement is made and entered into in the State of California and shall in all respects be interpreted, enforced, and governed under the laws of the State of California without regard to conflict of law principles.

6.11.2 This Agreement shall be construed without regard to the identity of the persons 5116863.1-L235.0
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who dra'tted its various provisions. Each and every provision of this Agreement shall be construed as though each of the parties participated equally in the drafting of same, and any rule of construction that a document is to be construed against the drafting party shall not be applicable to this Agreement.

6.11.3. The article and section, captions and headings herein have been inserted for convenience only and shall not be considered or referred to in resolving questions of interpretation or construction.

6.11.4. Whenever in this Agreement the context may so require, the masculine gender shall be deemed to refer to and include the feminine and neuter, and the singular shall refer to and include the plural.

6.12 Counterparts. This Agreement may be executed in counterparts and, as so executed, shall constitute an agreement which shall be binding upon all Parties hereto.

6.13 Final Payment Acceptance Constitutes Release. The acceptance by Consultant of the final payment made under this Agreement shall operate as and be a release of City from all claims and liabilities for compensation to Consultant for anything done, furnished, or relating to Consultant's work or services. Acceptance of payment shall be any negotiation of City's check or the failure to make a written extra compensation claim within ten (10) calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of Consultant, its employees, sub-consultants and agents for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by City for any defect or error in the work prepared by Consultant, its employees, sub- consultants and agents.

6.14 Corrections. In addition to the above indemnification obligations, Consultant shall correct, at its expense, all errors in the work which may be disclosed during City's review of Consultant's report or plans. Should Consultant fail to make such correction in a reasonably, timely maru'ier, such correction shall be made by City, and the cost thereof shall be charged to Consultant.

6.15 Files. All files of Consultant pertaining to City shall be and remain the property of City. Consultant will control the physical location of such files during the term of this Agreement and shall be entitled to retain copies of such files upon termination of this Agreement.

6.16 Waiver; Remedies Cumulative. Failure by a Party to insist upon the performance of any of the provisions of this Agreement by the other party, irrespective of the length of time for which such failure continues, shall not constitute a waiver of such Party's right to demand compliance by such other Party in the future. No waiver by a Party of a 5116863.1-L235.0
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