Cities Index.
Agenda Item 8G

Torrance City Council
August 25, 2026

Document
Agenda Item 8G
Meeting
August 25, 2026
Body
Torrance City Council
Pages
15
Original file
44.4 MB
Text extracted from the city's file for reading and search. Open the original on torranceca.primegov.com. That file is the official record.

8G
Date: August 25, 2026
To: Honorable Mayor and Members of the City Council
From: Robert Dunn, Police Chief
By: Jacob Gallacher, Police Commander | [email protected] Subject: Police – Approve First Amendment to Consulting Services Agreement for a Policing Reform Agreement Between the California Department of Justice, The City of Torrance, and The Torrance Police Department. Expenditure: Not-to-Exceed $2,950,000 (General Fund: Approximately $590,000 Annually).

RECOMMENDATION
Recommendation of the Chief of Police that City Council approve a first amendment to a consulting services agreement with Teri Black & Company, LLC, dba Joseph Brann & Associates of Torrance, CA (RFP B2025-25), for a not-to-exceed amount of $2,950,000, for a new total not-to-exceed amount of $4,200,000, for the implementation of a policing reform agreement between the California Department of Justice, the City of Torrance, and the Torrance Police Department for a five-year (5) period beginning January 5, 2026 and ending January 4, 2031.

FUNDING
Funding is available in the CA DOJ Monitor Project (OP70-OP0005) – Capital Improvement Fund and is anticipated to be available in subsequent fiscal years.

DISCUSSION
On August 28, 2025, the City of Torrance and the Torrance Police Department (TPD) entered into an Agreement with the California Department of Justice (CAL DOJ) related to the implementation of police reforms. The Agreement requires TPD to contract with an expert Consultant to support CAL DOJ in its evaluation of the Department’s implementation of the reforms, consistent with the terms of the Agreement.

Following a mutual selection process, TPD and CAL DOJ agreed to retain Teri Black & Company, LLC, dba Joseph Brann & Associates, as the Consultant responsible for supporting CAL DOJ in evaluating TPD’s implementation of the required reforms.

The Agreement establishes a structured process for the development of both a Work Plan and corresponding budget for the Consultant’s services. Following selection, the Consultant was required to submit a Work Plan within 90 days. The Work Plan is intended to serve as a roadmap for implementation of the reforms and to identify the anticipated work necessary to evaluate TPD’s progress and compliance with the Agreement.
1 City Council
August 25, 2026

Page 2 ends

Concurrent with submission of the Work Plan, the Consultant was also required to provide the Parties with a proposed budget. The initial budget covered the period beginning on the date the Parties agreed upon the Consultant through June 30, 2026. Thereafter, the agreement requires the Consultant, no later than November 30 of each year, to provide the Parties with a proposed budget for the subsequent fiscal year, covering the period from July 1 through June 30.

Additionally, as part of the Consultant’s initial proposal for services, travel-related expenses were not included in the proposed contract because the Consultant understood those associated costs to be implied within the anticipated scope of services.

As the Work Plan was subsequently developed and the specific level of on-site monitoring, evaluation, meetings, document review, technical assistance, and other required activities became more clearly defined, the anticipated costs associated with performing the work were further refined.

Following completion of the Work Plan, submission of the Consultant’s proposed Fiscal Year 2026-27 budget, and the inclusion of anticipated travel-related expenses, staff conducted an updated assessment of the projected total cost of consultant services over the expected term of the Agreement. Based on the current Work Plan and the Fiscal Year 2026-27 budget submitted by the Consultant, staff now estimates that the total cost of consultant services and associated travel-related expenses over the term of the Agreement will be $4,200,000.

The proposed amendment does not eliminate the annual budget review requirements contained in the Agreement. The Consultant will continue to provide a proposed budget for each fiscal year, and any future revisions to an approved budget will remain subject to review and written approval by the Parties in accordance with the Agreement. The amendment instead establishes sufficient overall contract authority based upon the most current estimate of the costs necessary to complete the Consultant’s responsibilities under the Agreement.

ATTACHMENTS

1. Consulting Services Agreement (C2025-304)

2. First Amendment to Consulting Services Agreement

3. Consulting Services Agreement Budget
2 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD

CONSUL TING SERVICES AGREEMENT
This CONSUL TING SERVICES AGREEMENT (" Agreement") is made and entered into as of January 5, 2026 ( the " Effective Date"), by and between the CITY OF TORRANCE, a municipal corporation (" CITY"), and Teri Black & Company, LLC, OBA, Joseph Brann Associates (" CONSUL TANT").

RECITALS:

A.

B.

C.

CITY wishes to retain the services of an experienced and qualified CONSUL TANT to support the implementation and the evaluation of CITY' s substantial compliance with the agreed upon reforms in the Agreement Between the California Department of Justice, The City of Torrance, and the Torrance Police Department.

In order to obtain the desired services, CITY has circulated its Request for Proposal for the Implementation of Policing Reform Agreement between the City of Torrance and the California Department of Justice, RFP No. B2025- 25 ( the RFP").

CONSUL TANT has submitted a Proposal ( the " Proposal") in response to the RFP. In its Proposal CONSUL TANT represents that it is qualified to perform those services requested in the RFP. Based upon its review of all proposals submitted in response to the RFP, CITY is willing to award this Agreement to CONSUL TANT.

AGREEMENT:

1. SERVICES TO BE PERFORMED BY CONSULTANT
CONSUL TANT will provide work and services described in the Agreement Between the California Department of Justice, the City of Torrance, and the Torrance Police Department, the RFP, and the CONSULTANT' s Proposal submitted in response to the RFP. CONSULTANT warrants that all work and services set forth in the Agreement Between California Department of Justice, the City of Torance, and the Torrance Police Department, the RFP, and the CONSULTANT' s Proposal submitted in response to the RFP will be performed in a competent, professional and satisfactory manner. A copy of the Agreement Between the California Department of Justice, The City of Torrance, and the Torrance Police Department in attached as Exhibit A. A copy of the RFP is attached as Exhibit B. A copy of the Proposal is attached as Exhibit C.

2. TERM
Unless earlier terminated in accordance with Paragraph 4 below, this Agreement will continue in full force and effect from the Effective Date through January 4, 2031.

3. COMPENSATION
A. CONSUL TANT' s Fee.
1 N
0 F" v
c..n
uJ
0 3
ATTACHMENT 1
Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD

4. For services rendered pursuant to this Agreement, CONSULTANT will be paid in accordance with the Cost to Provide Services set forth in the Proposal; provided, however, that in no event will the total amount of money paid CONSULTANT, for services initially contemplated by this Agreement, exceed the sum of $ 1, 250, 000 (" Agreement Sum"), unless otherwise first approved in writing by CITY.

B. Schedule of Payment.

Provided that CONSUL TANT is not in default under the terms of this Agreement, upon approval of a monthly presented invoice, CONSULTANT will be paid the fees described in Paragraph 3. A. above, according to the Cost to Provide Services.

CONSULT ANT acknowledges and agrees that payment of fees for the services rendered in relation to this Agreement will be made by the California Department of Justice, as detailed in Sec_ tion 4 entitled " Budget and Payment" of the Agreement Between the California Department of Justice, the City of Torrance, and the Torrance Police Department

TERMINATION OF AGREEMENT
A. Termination by CITY for Convenience.

1.. CITY may, after complying with the meet and confer requirements of Section 2( a)( viii) of the Agreement Between the California Department of Justice, the City of Torrance, and the Torrance Police Department, terminate the Agreement for CITY' s
convenience, at any time, and without cause.

2. Upon receipt of written notice from CITY of such termination for CITY' s convenience, CONSUL TANT will:
a. cease operations as directed by CITY in the notice;
b . take actions necessary, or that CITY may direct, for the protection and preservation of the work; and
c. except for work directed to be performed prior to the effective date of termination stated in the notice, terminate all existing subcontracts and purchase orders and enter into no further subcontracts and purchase orders.

3. In case of termination for CITY' s convenience, CONSUL TANT will be entitled to receive payment for work executed, together with costs incurred by reason of the termination, along with reasonable overhead and profit on work not executed.

B. Termination for Cause.

1. If either party fails to perform any term, covenant or condition in this Agreement, the Agreement Between the California Department of 2 4
Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD Justice, the City of Torrance, and the Torrance Police Department, the RFP, and the CONSULTANT' s Proposal and that failure continues for 15 calendar days after the nondefaulting party gives the defaulting party written notice of the failure to perform, this Agreement may be terminated for cause; provided, however, that if during the notice period the defaulting party has promptly commenced and continues diligent efforts to remedy the default, the defaulting party will have such additional time as is reasonably necessary to remedy the default. In the event CONSULTANT is the defaulting party, the CITY must comply with the meet and confer requirements of Section 2( a)( vii) of the Agreement Between the California Department of Justice, the City of Torrance, and the Torrance Police Department before this agreement may be terminated for cause.

2. In the event this Agreement is terminated for cause by the default of CONSUL TANT, CITY may, at the expense of CONSUL TANT and its surety, complete this Agreement or cause it to be completed. Any check or bond delivered to the CITY in connection with this Agreement, and the money payable thereon, will be forfeited to and remain the property of the CITY. All moneys due CONSULTANT under the terms of this Agreement will be retained by CITY, but the retention will not release CONSUL TANT and its surety from liability for the default. Under these circumstances, however, CONSULTANT and its surety will be credited with the amount of money retained, toward any amount by which the cost of completion exceeds the Agreement Sum and any amount
authorized for extra services.

3. Termination for cause will not affect or terminate any of the rights of CITY as against CONSUL TANT or its surety then existing, or that may thereafter accrue because of the default; this provision is in addition to all other rights and remedies available to the CITY under law.

C. Termination for Breach of Law.

In the event CONSULTANT or any of its officers, directors, shareholders, employees, agents, subsidiaries or affiliates is convicted ( i) of a criminal offense as an incident to obtaining or attempting to obtain a public or private contract or subcontract, or in the performance of a contract or subcontract; ( ii) under state or federal statutes of embezzlement, theft, forgery, bribery, falsification or destruction of records, receiving stolen property, or any other offense indicating a lack of business integrity or business honesty that currently, seriously, and directly affects responsibility as a public consultant or CONSUL TANT; ( iii) under state or federal antitrust statutes arising out of the submission of bids or proposals; or ( iv) of violation of Paragraph 19 of this Agreement; or for any other cause CITY determines to be so serious and compelling as to affect 3 5
Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD CONSUL TANT' s responsibility as a public consultant or CONSULTANT, including but not limited to, debarment by another governmental agency, then CITY reserves the unilateral right to terminate this Agreement or to impose such other sanctions ( which may include financial sanctions, temporary suspensions or any other condition deemed appropriate short of termination) as it deems proper. CITY will not take action until CONSUL TANT has been given notice and an opportunity to present evidence in mitigation.

5. FORCE MAJEURE
If any party fails to perform its obligations because of strikes, lockouts, labor disputes, embargoes, acts of God, inability to obtain labor or materials or reasonable substitutes for labor or materials, governmental restrictions, governmental regulations, governmental control, judicial orders, enemy or hostile governmental action, civil commotion, fire or other casualty, or other causes beyond the reasonable control of the party obligated to perform, then that party' s performance will be excused for a period equal to the period of that cause for failure to perform.

6. CITY REPRESENTATIVE
The Chief of Police is designated as the " City Representative," authorized to act in its behalf with respect to the work and services specified in this Agreement and to make all decisions in connection with this Agreement. Whenever approval, directions, or other actions are required by CITY under this Agreement, those actions will be taken by the City Representative, unless otherwise stated. The City Manager has the right to designate another City Representative at any time, by providing notice to CONSUL TANT.

7. CONSULTANT REPRESENTATIVE( S)
The following principal( s) of CONSULTANT are designated as being the principal( s) and representative( s) of CONSULTANT authorized to act in its behalf with respect to the work specified in this Agreement and make all decisions in connection with this Agreement:

Joseph Brann, Principal
Chris Hartney, Project Manager

8. INDl; PENDENT CONTRACTOR
CONSULTANT is, and at all times will remain as to CITY, a wholly independent contractor. Neither CITY nor any of its agents will have control over the conduct of CONSULTANT or any of CONSULTANT' s employees, except as otherwise set forth in this Agreement. CONSUL TANT' s agents and employees are not and shall not be considered employees of CITY for any purpose. CONSULTANT may not, at any time or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of CITY. CITY has no duty, obligation, or responsibility to CONSULTANT' s agents or employees under the Affordable Care Act. CONSULTANT is solely responsible for any tax penalties associated with the failure to offer affordable coverage to its agents and employees under the Affordable Care Act and any other liabilities, claims and 4 6
Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD obligations regarding compliance with the Affordable Care Act with respect to CONSULTANT' s agents and employees. CITY is not responsible and shall not be held liable for CONSULTANT' s failure to comply with CONSULTANT' s duties, obligations, and responsibilities under the Affordable Care Act. CONSUL TANT agrees to defend, indemnify and hold CITY harmless for any and all taxes and penalties that may be assessed against CITY as a result of CONSUL TANT' s obligations under the Affordable Care Act relating to CONSULTANT' s agents and employees.

9. BUSINESS LICENSE
CONSUL TANT must obtain a City business license prior to the start of work under this Agreement, unless CONSULTANT is qualified for an exemption.

10. OTHER LICENSES AND PERMITS
CONSUL TANT warrants that it has all professional, contracting and other permits and licenses required to undertake the work contemplated by this Agreement.

11. FAMILIARITY WITH WORK
By executing this Agreement, CONSULTANT warrants that CONSUL TANT ( a) has thoroughly investigated and considered the scope of services to be performed, ( b) has carefully considered how the services should be performed, and ( c) fully understands the facilities, difficulties and restrictions attending performance of the services required under this Agreement. If the services involve work upon any site, CONSULTANT warrants that CONSULTANT has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of the services set forth in this Agreement.

Should CONSUL TANT discover any latent or unknown conditions that will materially affect the performance of the services set forth in this Agreement, CONSUL TANT must immediately inform CITY of that fact and may not proceed except at CONSULTANT' s risk until written instructions are received from CITY.

12. CARE OF WORK
CONSULTANT must adopt reasonable methods during the term of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and other components to prevent losses or damages, and will be responsible for all damages to persons or property, until acceptance of the work by CITY, except those losses or damages as may be caused by CITY' s own negligence.

13. CONSULTANT' S ACCOUNTING RECORDS; OTHER PROJECT RECORDS Records of CONSULTANT' s time pertaining to the project, and records of accounts between CITY and CONSULTANT, will be kept on a generally recognized accounting basis. CONSUL TANT will also maintain all other records, including without limitation, specifications, drawings, progress reports and the like, relating to the work and services identified in Exhibit A. All records will be available to CITY during normal working hours. CONSULTANT will maintain these records for three years after final payment.

II
II
5 7
Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8 EBFD333BCAD

14. INDEMNIFICATION
CONSUL TANT will indemnify, defend, and hold harmless CITY, the Successor Agency to the Former Redevelopment Agency of the City of Torrance, the City Council, each member thereof, present and future, members of boards and commissions, their officers, agents, employees and volunteers ( collectively " City Affiliates") from and against any and all liability, expenses, including defense costs and legal fees, and claims for damages whatsoever, including, but not limited to, those arising from breach of contract, bodily injury, death, personal injury, property damage, loss of use, or property loss however the same may be caused and regardless of the responsibility for negligence. The obligation to indemnify, defend and hold harmless includes, but is not limited to, any liability or expense, including defense costs and legal fees, arising from the negligent acts or omissions, or willful misconduct of CONSUL TANT, its officers, employees, agents, subCONSULTANTs or vendors. CONSULTANT' s obligations to indemnify, defend and hold harmless will apply even in the event of concurrent negligence on the part of City Affiliates, except for liability resulting solely from the negligence or willful misconduct of City Affiliates. Payment by CITY is not a condition precedent to enforcement of this indemnity. In the event of any dispute between CONSULTANT and CITY, as to whether liability arises from the sole negligence of City Affiliates, CONSULTANT will be obligated to pay for the defense of City Affiliates until such time as a final judgment has been entered adjudicating City Affiliates as solely negligent. CONSUL TANT will not be entitled in the event of such a determination to any reimbursement of defense costs including but not limited to attorney' s fees, expert fees and costs of litigation.

15. NON - LIABIUTY OF CI TY OFFICERS· AND EMPLOYEE S.

No officer or employee of CITY will be personally liable to CONSULTANT, in the event of any default or breach by the CITY or for any amount that may become due to CONSULTANT.

16. INSURANCE
A. CONSUL TANT and its subCONSULTANTs must maintain for the duration of the Agreement at their sole expense the following insurance, which will be full coverage not subject to self- insurance provisions:

1. Automobile Liability , including owned, non- owned and hired vehicles, with at least the following limits of liability:
a . Primary Bodily Injury with limits of at least $ 500, 000 per person, $ 1, 000, 000 per occurrence; and
b. Primary Property Damage of at least $ 250, 000 per
occurrence; or
c. Combined single limits of $ 1, 000, 000 per occurrence.

2. Commercial General Liability including coverage for premises, pro d~ cts and comp leted ope rati ons , independ ent
CO NS ULTANTs / vendors, persona l injury and contractual 6 f .
8 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD obligations with combined single limits of coverage of at least 2, 000, 000 per occurrence, $ 4, 000, 000 aggregate.

3. Workers' Compensation coverage as required by the Labor Code of the State of California and, if workers' compensation is required, employer' s liability insurance with minimum limits of ($ 1, 000, 000) per occurrence or occupational illness. The Workers' Compensation policy shall be endorsed with a waiver of subrogation in favor of the CITY for all work performed by the CONSUL TANT, its employees, agents and subconsultants.

4. Professional Liability ( Errors and Omissions): Insurance appropriate to the CONSULTANT' S profession, with limits no less than 2, 000, 000 per occurrence or claim, $ 4, 000, 000 aggregate.

B. The insurance provided by CONSULTANT will be primary and non­ contributory.

C. CITY, the Successor Agency to the Former Redevelopment Agency of the City of Torrance, the City Council and each member thereof, members of boards and commissions, every officer, agent, official, employee and volunteer must be named as additional insureds under the automobile and general liability policies.

D. CONSULTANT must provide certificates of insurance including all required amendatory endorsements ( or copies of the applicable policy language effecting coverage required by this clause) indicating appropriate coverage, to the City Clerk of the City of Torrance before the commencement of work.

E. Each insurance policy required by this Paragraph must contain a provision that no termination, cancellation or change of coverage can be made without notice to the CITY.

F. If the CONSUL TANT maintains broader coverage and/ or higher limits than the minimums shown above, the CITY requires and shall be entitled to the broader coverage and/ or the higher limits maintained by the CONSUL TANT. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the CITY.

G. The procuring of insurance shall not be construed as a limitation on liability nor as full performance of the indemnification provisions of the CONSUL TANT.

H. Claims Made Policies
If any of the required policies provide coverage or:i a claims- made basis:
7 9
Docusign Envelope ID: 504D0A62- 4264- 4C18- BF86- 8EBFD333BCAD I.

J .
a. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.
b. Insurance must be maintained and evidence of insurance must be provided for at least five ( 5) years after completion of the contract of work. c. If coverage is canceled or non- renewed, and not replaced with another claims- made policy form with a Retroactive Date prior to the contract effective date, the Vendor must purchase " extended reporting" coverage for a minimum of five ( 5) years after completion of contract work.

CONSULTANT hereby grants to CITY a waiver of any right to subrogation which any insurer of said CONSUL TANT may acquire against the CITY by virtue of the payment of any loss under such insurance. CONSUL TANT agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the CITY has received a waiver of subrogation endorsement from the insurer.

Self- insured retentions must be declared to and approved by the CITY.

The CITY may require the CONSULTANT to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self- insured retention may be satisfied by either the named insured or CITY.

17. SUFFICIENCY OF INSURERS
Insurance required by this Agreement will be satisfactory only if issued by companies admitted to do business in California, rated " A" or better in the most recent edition of Best' s Key Rating Guide, and only if they are of a financial category Class VI I or better, unless these requirements are waived by the Risk Manager of CITY (" Risk Manager") due to unique circumstances. In the event the Risk Manager determines that the work or services to be performed under this Agreement creates an increased or decreased risk of loss to CITY, the CONSUL TANT agrees that the minimum limits of any insurance policies or performance bonds required by this Agreement may be changed accordingly upon receipt of written notice from the Risk Manager; provided that CONSULTANT will have the right to appeal a determination of increased coverage by the Risk Manager to the City Council of CITY within 10 days of receipt of notice from the Risk Manager.

18. CONFLICT OF INTEREST
A. No officer or employee of the CITY may have any financial interest, direct or indirect, in this Agreement, nor may any officer or employee participate in any decision relating to the Agreement that affects the officer or employee' s financial interest or the financial interest of any corporation, partnership or association in which the officer or employee is, directly or indirectly interested, in violation of any law, rule or regulation.

B. No person may offer, give, or agree to give any officer or employee or former officer or employee, nor may any officer or employee solicit, 8 f •
l
10 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD demand, accept, or agree to accept from another person, a gratuity or an offer of employment in connection with any decision, approval, disapproval, recommendation, preparation or any part of a program requirement or a purchase request, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or in any other advisory capacity in any way pertaining to any program requirement, contract or subcontract, or to any solicitation or proposal.

19. NOTICE
A. All notices, requests, demands, or other communications under this Agreement will be in writing. Notice will be sufficiently given for all purposes as follows:

1. Personal delivery. When personally delivered to the recipient, notice is effective on delivery.

2. First Class mail. When mailed first class to the last address of the recipient known to the party giving notice, notice is effective three mail delivery days after deposit in a United States Postal Service office or mailbox.

3. Certified mail. When mailed certified mail, return receipt requested, notice is effective on receipt, if delivery is confirmed by a return receipt.

4. Overnight delivery. When delivered by an overnight delivery service, charges prepaid or charged to the sender' s account, notice is effective on delivery, if delivery is confirmed by the delivery service.

5. Facsimile transmission. When sent by fax to the last fax number of the recipient known to the party giving notice, notice is effective on receipt. Any notice given by fax will be deemed received on the next business day if it is received after 5: 00 p. m. ( recipient' s time) or on a non- business day.

6. Addresses for purpose of giving notice are as follows:

CONSULTANT:

CITY :
9 Joseph Brann & Associates
25500 Hawthorne Blvd., Ste 1158
Torrance, California, 90505
City Clerk
City of Torrance
3031 Torrance Boulevard
Torrance, CA 90503
11 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD Fax: ( 310) 618- 2931
B. Any correctly addressed notice that is refused, unclaimed, or undeliverable because of an act or omission of the party to be notified, will be deemed effective as of the first date the notice was refused, unclaimed or deemed undeliverable by the postal authorities, messenger or overnight delivery service.

C. Either party may change its address or fax number by giving the other party notice of the change in any manner permitted by this Agreement.

20. PROHIBITION AGAINST ASSIGNMENT AND SUBCONTRACTING
This Agreement and all exhibits are binding on the heirs, successors, and assigns of the parties. The Agreement may not be assigned or subcontracted by either CITY or CONSUL TANT without the prior written consent of the other.

21. INTEGRATION:. AMENDMENT
This Agreement represents the entire understanding of CITY and CONSULTANT as to those matters contained in it. No prior oral or written understanding will be of any force or effect with respect to the terms of this Agreement. The Agreement may not be modified or altered except in writing signed by both parties.

22. INTERPRETATION
The terms of this Agreement should be construed in accordance with the meaning of the language used and should not be construed for or against either party by reason of the authorship of this Agreement or by any other rule of construction that might otherwise apply. To the extent that the terms of the RFP or Proposal are inconsistent with the terms of this Agreement, the terms of this Agreement shall control.

23. SEVERABILITY
If any part of this Agreement is found to be in conflict with applicable laws, that part will be inoperative, null and void insofar as it is in conflict with any applicable laws, but the remainder of the Agreement will remain in full force and effect.

24. TIME OF ESSENCE
Time is of the essence in the performance of this Agreement.

25. GOVERNING LAW; JURISDICTION
This Agreement will be administered and interpreted under the laws of the State of California. Jurisdiction of any litigation arising from the Agreement will be in Los Angeles County, California.

26. COMPLIANCE WITH STATUTES AND REGULATIONS
II
CONSUL TANT will be knowledgeable of and will comply with all applicable federal, state, county and city statutes, rules, regulations, ordinances and orders. 10 12
Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD

27. WAIVER OF BREACH
No delay or omission in the exercise of any right or remedy by a nondefaulting party on any default will impair the right or remedy or be construed as a waiver.

A party' s consent or approval of any act by the other party requiring the first party' s consent or approval will not be deemed to waive or render unnecessary the other party' s consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and will not be a waiver of any other default concerning the same or any other provision of this Agreement.

28. ATTORNEY' S FEES
Except as provided for in Paragraph 15, in any dispute, litigation, arbitration, or other proceeding by which one party either seeks to enforce its rights under this Agreement ( whether in contract, tort or both) or seeks a declaration of any rights or obligations under this Agreement, the prevailing party will be awarded reasonable attorney' s fees, together with any costs and expenses, to resolve the dispute and to enforce any judgment.

29.-. EXHIBITS
All exhibits identified fn this Agreement are incorporated into the Agreement by this reference.

30.. CONSULTANT' S AUTHORITY TO EXECUTE
The persons executing this Agreement on behalf of CONSULTANT warrant that i) CONSUL TANT is duly organized and existing; ( ii) they are duly authorized to execute this Agreement on behalf of CONSUL TANT; ( iii) by so executing this Agreement, CONSULTANT is formally bound to the provisions of this Agreement; and ( iv) the entering into this Agreement does not violate any provision of any other Agreement to which CONSUL TANT is bound.

31. PUBLIC RECORDS ACT
Any documents submitted by the CONSULTANT; all information obtained in connection with the CITY' s right to audit and inspect the CONSUL TANT' s documents, books, and accounting records pursuant to paragraph 14 CONSUL TANT' s Accounting Records; Other Project Records; as well as those documents which were required to be submitted in response to the Request for Proposals ( RFP) used in the solicitation process for this Contract become the exclusive property of the City. All such documents become a matter of public record and shall be regarded as public records. Exceptions will be those elements in the California Government Code Section 7920. 000 et seq. ( Public Records Act) and which are marked " trade secret", " confidential", or " proprietary".

The CITY shall not in any way be liable or responsible for the disclosure of any such records including, without limitation, those so marked, if disclosure is required by law, or by an order issued by a court of competent jurisdiction.

In the event the CITY is required to defend an action on a Public Records Act request for any of the aforementioned documents, information, books, records, and/ or contents of a proposal marked " trade secret", " confidential", or proprietary", the CONSULTANT agrees to defend and indemnify the CITY from 11 13
Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD all costs and expenses, including reasonable attorney' s fees, in action or liability arising under the Public Records Act.

Nothing in this section alters any obligations of the California Department of Justice pursuant to the California Public Records Act.

CITY OF TORRANCE,
a municipal corporation
ATTEST:

Rebecc~~ mm~ t~ MMC
City Clerk
APPROVED AS TO FORM:

PATRICK Q. SULLIVAN
City Attorney
Slgnodby:

By: J);~!.:; . .

Jeanne~ ane. Litvin
Deputy City Attorney 111
Teri Black and Company, LLC, DBA
Joseph Brann & Associates
r;D;o;~ g2Af\\ f\\
By: L _J_o_s_e__.._p=h=§"''t"'a"""n°n""'"0'"'Jllffl"IB/ _______ _ Principal
Attachments: Exhibit A Agreement Between the California Department of Justice, the City of Torrance, and the Torrance Police Department Exhibit B Request for Proposal
Exhibit C Proposal
Rev. 0424
12 14
Docusign Envelope ID: 504D0A62- 4264- 4C1 B- 8F86- 8EBFD333BCAD

EXHIBIT A

AGREEMENT BETWEEN THE CALIFORNIA DEPARTMENT OF JUSTICE, THE CITY

OF TORRANCE, AND THE TORRANCE POLICE DEPARTMENT
To be attached]
15 Docusign Envelope ID : 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 18 AGREEMENT BETWEEN THE CALIFORNIA DEPARTMENT OF JUSTICE, THE CITY OF

TORRANCE, AND THE TORRANCE POLICE DEPARTMENT
This Agreement ( Agreement) is made by and between the City of Torrance ( City), the Torrance Police Department ( TPD), and the California Department of Justice ( DOJ), collectively referred to herein as the Parties." This Agreement shall be effective upon its execution by all Parties ( Effective Date) and shall continue for five years, The Parties enter into this Agreement for the sole purpose of monitoring, evaluating, and reporting on TPD' s implementation of the agreed- upon reforms ( Reforms) contained in Appendix A .

RECITALS

1. On December 8, 2021, DOJ announced it would conduct an independent review of TPD as part of an effort to identify and correct potential systemic failures in TPD' s policies and practices .

2. The Parties entered into a memorandum of understanding ( MOU) on June 15, 2022, that established the process for DOJ to conduct the independent review, the issuance and publication of findings and recommendations, and good faith negotiations to enter into a second written agreement.

3. DOJ made findings on various areas in need of improvement, including to systems for standards, supervision, oversight, and accountability; disparities and bias in policing; use of force; community policing; employment practices; and organizational health. From those findings, DOJ identified recommendations designed to address areas in need of improvement. After good faith negotiations, the Parties have agreed upon the Refonns set forth in Appendix A.

4. DOJ, the City, and TPD are committed to effective, constitutional law enforcement that protects individuals' statutory and constitutional rights, treats individuals with dignity and respect, and promotes public safety. in a manner that is responsive to the community' s priorities and accomplished in a manner that is fiscally responsible.

5. The purpose of this Agreement is to ensure that individuals ' statutory and constitutional rights are protected, individuals are treated with dignity and respect, and public safety is promoted in a manner that is fiscally responsible and responsive to community priorities; and

6. The Parties rec ogni ze tb at th ese ou tcomes require a partnership between TPD an d the comm unity it serves in whi ch ' l' PD is tra nsp arent a bo ut its processes and provides comm unity mem bers with a voice in its functions .

7. This Agreement is designed to enhance TPD' s relationship with its community through increased transparency and public input, improved oversight and accountability systems, and enhanced support for officers through effective law enforcement policies, training, and supervision, while considering national standards, best practices, current and emerging research, and community expectations.

8. The Parties enter into this Agreement without the taking of proof, trial, or the adjudication of any fact or law. This Agreement does not constitute evidence of liability of the City or TPD.

PageloflS
16 Docusign Envelope ID: 504D0A62- 4264- 4C 18- 8F86- 8EBFD333BCAD 19 THEREFORE, THE PARTIES MUTUALLY AGREE:

1. Reforms and Review
a. DOJ will serve as the independent arbiter of TPD' s compliance with the Reforms. b. The Parties agree the standard of review for DOJ' s evaluation of TPD' s implementation of the Reforms is Substantial Compliance, as described in more detail in Section 2( b) below. c. In serving as the independent arbiter, DOJ will not replace the roles and responsibilities of the City, including the City Attorney, the City Manager, the City Council or any City officials including its Chiefof Police.
d. The City and TPD are required to implement all Reforms. However, if after this Agreement becomes effective the City and/ or TPD conclude a particular Reform can no longer be achieved, the City and/ or TPD will fully document with substantial supporting evidence the reason( s) for that conclusion and provide in writing an alternative that addresses the same issues intended to be remedied by the Reform( s). Within 30 days of submitting documentation to DOJ, the Parties will meet and confer regarding the achievability of the original Reform and/ or the sufficiency and implementation of the proposed alternative.

2. Consultant and Scope of Work
a. TPD will contract with an expert consultant and/ or consultant team ( Consultant) to support DOJ in its evaluation of TPD' s implementation of the Reforms, consistent with the terms of this Agreement.
i. Within 30 days of the Effective Date of this Agreement, the Parties shall meet and confer to discuss the process of selecting a Consultant to oversee the terms of this Agreement.
ii. Within 90 days of the Effective Date of this Agreement, TPD and the City shall select a Consultant for DOJ' s approval. DOJ will approve the selection unJess there is reason to believe the selected Consultant cannot carry out the terms of this Agreement. If DOJ does not approve of TPD and the City' s choice of Consultant, DOJ will select the Consultant.
111. The Consultant will: ( 1) assess the City and TPD' s progress in implementing and achieving Substantial Compliance with the Agreement; ( 2) periodically report to the public on the status of implementation; ( 3) work with the Parties to address any

Page 2 of 15 ends

17 Docusign Envelope ID : 504DOA62- 4264- 4C18- 8F86- 8EBFD333BCAD 20 barriers to compliance; and ( 4) assist the Parties to informally resolve disputes or differences should they emerge,
iv. The Consultant shall be subject to the supervision of DOJ, consistent with this Agreement and the Work Plan, as described in section 2( b)-( f). v. The Consultant shall have the duties, responsibilities, and authority necessary to carry out the terms of the Agreement. The Consultant shall not, and is not intended to, replace or assume the role and duties of the Chief of Police or DOJ. v1. The Consultant, at any time after their appointment, may request to be allowed to hire, employ, or contract such additional persons or entities as are reasonably necessary to perform the tasks assigned to the Consultant by this Agreement, provided that those expenditures fall within the approved budget. The Consultant will notify the Parties in writing if the Consultant wishes to select additional persons or entities. The notice will identify and describe the qualifications of the person or entity to be hired or employed, the task to be performed, and confirm that the selected persons or entities to be hired have sufficient professional capacity to perform the work to be assigned under the Work Plan. The Parties must both approve of the person or entity before they may be hired or employed, although substantial deference will be afforded to the Consultant' s choice. Any person or entity hired or otherwise retained by the Consultant will be subject to the provisions of this Agreement and the separate contract entered into between TPD and the Consultant.
vii. If the Consultant is no longer able to perform their functions, the Parties will together select a replacement Consultant, acceptable to both. The selection of the Consultant will be made pursuant to a method established by the Parties. If the Parties are unable to agree on a Consultant or an alternative method of selection within 60 days of the Consultant' s incapacitation, the Parties will submit the names of three qualified candidates, or three groups of candidates, along with resumes and cost proposals, and each Party beginning with DOJ shall strike one name until only one name remains on this list. The remaining name shall be appointed as the new Consultant.
vm. Should any of the Parties to this Agreement determine that the Consultant or any member of the Consultant' s teams, their agents, employees, or independent contractors have exceeded their authority or failed to satisfactorily perform the duties required by this Agreement, the Parties shall meet and confer in a good faith attempt to resolve the concern or select a substitute Consultant by the process identified above.
b. The Consultant and the Parties will develop a specifically tailored Work Plan for TPD. The Work Plan will, at a minimum, include the following components:

1. Timetables for the implementation of the Reforms, based on the Parties' prioritization of the Reforms;

Page 3 of 15 ends

18 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 21 ii. Timetables for, and formats of, periodic reporting by the Consullant to the public on the City and TPD' s progress in implementing Reforms ( Periodic Reporting), as described in section 2( k);
iii. The Work Plan will consider available City and TPD resources and staffing and shall be designed with the intent that the work required by this Agreement can be completed within the five- year term hereof.
1v. The Consultant' s role providing technical assistance through regularly scheduled meetings and in response to the City and/ or TPD inquiries during the course of their efforts to implement the Reforms;
v. The Consultant' s obligation to provide a written summary and analysis after the regularly scheduled meetings described in Section 2( b)( iv) within 10 business days, 1 including but not limited to: memorializing any commentary and/ or assessment provided during the meeting, which can include identifying deficiencies in TPD' s implementation of the Reforms and providing direction and guidance on improvements and next steps for efficiently achieving substantial compliance; vi. The general process, including timelines, for the Consultant and DOJ' s evaluation of whether the City and TPD is in substantial compliance with the Reforms.

1. No specific numerical test shall be required to demonstrate substantial compliance. However, as part of the Work Plan, the Consultant and the Parties will develop compliance measures for each Reform, which are specific steps or requirements that must be achieved to demonstrate substantial compliance. Non- compliance with mere technicalities, or tempornry or isolated failure to comply during a period of otherwise sustained compliance that does not defeat or undermine the purpose of the Reform( s), will not constitute failure to achieve or maintain substantial compliance. At the same time, temporary compliance during a period of oth erwise sustained noncompliance will not cons titute compliance.

Methods of evaluation for sub stantial compliance will depend on the Reform and may include, but are not limited to, reviews, audits, interviews, observations, site- visits, and document/ data review . c. The Work Plan will be subm itted lo DOJ for appro val within 90 days of the sele c ti on of the Consult ant. DOJ will have 21 clays to approve and / or provide comments or propose d changes to the Work Plan.
d. Upon approval by DOJ, the Consultant will su bn1it fhe Work Plan to the City and TPD for fo1al revi e w and approva l. The City and TPD will h ave 45 clays Lo eith er app rove or propose changes to the Work Plan. If the City and/ or TPD prop os es changes, the Consu lt ant and DOJ will have 15 days to accept or obj ect to those changes. If the Consultant and DOJ 1 For purposes of this settlement, " business days" does not include weekends, federal and state holidays, and any Friday during which the City of Torrance is closed.

Page 4 of 15 ends

19 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8FB6- BEBFD333BCAD 22 object to any of the proposed changes, the Consultant will provide the rationale for the objection in writing, and the Parties will attempt to confer to resolve the disagreement. e. If, after good- faith attempts, disagreement regarding the Work Plan remains unresolved between the Parties and/ or the Consultant such that the Work Plan is not approved by the Parties, DOJ will make the final determination as to the approval of the Work Plan. f . For each subsequent year, the Consultant will re- evaluate the Work Plan and revise as needed. The approval of the subsequent Work Plan( s) will follow the same process set forth in Section 2( b )-( e) of this Agreement.
g. The City and TPD agree to cooperate with DOJ and the Consultant with all aspects of the Agreement and will provide DOJ and the Consultant with access to requested information necessary to conduct an informed review and support the Agreement, as discussed in more detail in Section 4.
h . The City and TPD will participate in regular status updates and meetings with the Consultant and/ or DOJ at mutually convenient times.

1. The City and TPD agree that TPD will submit each plan, policy, procedure, training curricula, or other document that TPD develops or implements in response to, or related to, the Reforms to DOJ and the Consultant for its review.

1. Within 30 days of submission, the Consultant will provide written comments to the Parties, which DOJ shall consider in determining whether to approve the plan, policy, procedure, training curricula, or other document.
2 . Within 60 days of submission, DOJ will review the plan, policy, procedure, training curricula, or other document and will provide comments or edits to TPD. lfDOJ does not provide a response within 60 days, TPD need not wait to implement the proposed plans, policies, procedures and/ or training.

3. If the Parties and the Consultant do not all agree that the plan, policy, procedure, training curricula, or other document is consistent with this A g reement, legal requirements, best pr ac tices, and current professional stand ard s , either Party or the Consult an l will provide the rationale for its objection in writing and the Parties and Consultant will attempt to confer to resolve the disagreement. If the disagreement remains unresolved, DOJ will make the final determination.

4. Within 30 d ays after is s uing a policy or pro cedure pw- s uant to this Agreement, TPD shall ensur e that all relevant TPD perso nn el have received, read, and understand their responsibilities pursuant to the policy or procedure, including the re qu irement th at each officer or em ployee report violations of policy; that su perv isor s of all ranks s hall be held acc oun ta bl e for identifying and respondin g to l) O licy or proced ur e vio lati o ns by personnel under their com man d; and tl, a l pe rsonnel will be held acco un lable

Page 5 of 15 ends

20 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 23 for policy and procedure violations. TPD shall document that each relevant TPD officer or other employee has received, read, and sufficiently understands the policy. TPD shall document any personnel who are on leave during the 30 days following the issuance of a policy or procedure pursuant to this Agreement and ensure that personnel on leave comply with this provision within 30 days of returning from leave.

5. Training beyond roll call or similar training will be necessary for many new policies or procedures to ensure officers understand and can perform their duties pursuant to the policy.
a. All training will include evaluating that employees are appropriately comprehending, retaining, and applying the knowledge and skills conveyed during the training required by this Agreement. Based on results of testing, audits, complaints, investigations or other reviews, if a need for remediation is identified, TPD will provide additional training as needed to officers, supervisors, and Lieutenants that is sufficient in duration and scope to ensure that all officers can consistently and effectively carry out TPD' s policies, TPD shall completely and accurately record information regarding TPD officers' training attendance.
b. TPD will work with DOJ and the Consultant to determine a timeline for developing and conducting training, as well as providing documentation to DOJ and the Consultant that each relevant TPD officer or other employee has received the training.
i. Within 120 days from the Effective Date of the Agreement, TPD shall ensure that each TPD personnel member is advised of the contents of this Agreement and the responsibilities of each officer and employee pursuant to it. TPD will provide DOJ and the Consultant with evidence of completion of this provision 30 days thereafter.

J . DOJ may, at its sole discretion, issue additional periodic reports to the public and/ or conduct public engagement sessions regarding those matters governed under this Agreement.
k . The Consultant' s Periodic Repmiing will describe the progress in implementing the Agreement and achieving substantial compliance with the Agreement. Periodic Reporting may occur at any time but at least on an annual basis, the Consultant' s Periodic Reporting will include:

1. a description of the work conducted by the Consultant during the reporting period; ii. a listing of each requirement of this Agreement indicating which requirements have been: ( l) incorporated into policy; ( 2) the subject of sufficient training for all relevant TPD officers and employees; ( 3) reviewed or audited by the Consultant to determine whether they have been fully implemented in actual practice, including

Page 6 of 15 ends

21 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 24 the date of the review or audit; and ( 4) found by the Consultant to have been fully implemented in practice;
iii. for any requirements that were reviewed or audited and found not to have been fully implemented in practice, the Consultant' s recommendations regarding necessary steps to achieve compliance; and
1v. a projection of the work to be completed during the upcoming reporting period and any anticipated challenges or concerns related to implementation of, and achieving compliance.
l. The Consultant' s Periodic Reporting shall be public. Personal identifying information as defined in Penal Code section 530. 55, subdivision ( b) shall be treated as confidential and not disclosed in any Periodic Reporting.
m. The Consultant shall provide a draft of its Periodic Reporting to the Parties at least 45 days prior to its due date set by the Work Plan. The Parties will meet to discuss any comments, and the Consultant shall consider the Parties' comments and edit the reporting if appropriate before public issuance of any reporting.
n. Within I business day of the public release of any Periodic Reporting, TPD shall ( 1) issue a public statement advising the community of its release and ( 2) post or link the Periodic Reporting on its publ\ c website.
o. Within 45days of the public release of the Consultant' s Periodic Repo1ting, TPD and the Consultant will hold a community forum to discuss its progress on the Reforms and to address any questions regarding the Periodic Reporting.

3. Acces~ and Confitfent; ialit: y
a. To facilitate its work and effectuate the terms of this Agreement, DOJ and/ or the Consultant may conduct on- site visits, interviews, and assessments. b. The City and/ or TPD shall provide DOJ and/ or Consultant with office space and reasonable office support, such as office furniture, secure internet access, telephone, secure document storage, and photocopying, faxing, and scanning equipment, that DOJ and/ or Consultant rriay require while in the City.
c. The City and TPD shall ensure that DOJ and the Consultant shall have full and direct access to all TPD staff, employees, facilities, documents, data, trainings, meetings, disciplinary hearings, and reviews, such as critical incident reviews and other reviews of use of force incidents, that may be related to the matters governed by the Agreement, except any information protected by the attorney- client privilege. Full and direct access includes providing virtual access if possible and reasonably advanced notice of trainings, meetings, and disciplinary hearings. For purposes of this paragraph, reasonably advanced notice means sufficient time for DOJ and the Consultant to plan for virtual· or in- person attendance. If such advanced notice is not possible, the City and TPD must provide a basis for reaching that conclusion to DOJ and the Consultant.

Page 7 of 15 ends

22 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 25 d, Attorney- client privilege may not be used to prevent DOJ and/ or the Consultant from observing reviews, meetings, and trainings such as use of force committee reviews; disciplinary hearings; or discussions of misconduct complaint investigations. If the City and/ or TPD declines to provide access to information based on attorney- client privilege, the City and/ or TPD shall inform DOJ and the Consultant that it is withholding information on this basis and shall provide DOJ and the Consultant with a log describing the information. Neither TPD nor the City waives its right to consult with its attorney( s).

Nothing herein constitutes a waiver of their attorney/ client privilege in any communications, documents, or reports.
e. DOJ and the Consultant have the authority to access personnel files and records of peace officers, under the provisions of Penal Code section 832. 7, subdivision ( a), which states:

Except as provided in subdivision ( b), the personnel records of peace officers and custodial officers and records maintained by a state or local agency pursuant to Section 832. 5, or information obtained from these records, are confidential and shall not be disclosed in any criminal or civil proceeding except by discovery pursuant to Sections 1043 and 1046 of the Evidence Code. This section does not apply to investigations or proceedings concerning the conduct of peace officers or custodial officers, or an agency or department that employs those officers, conducted by a grand jury, a district attorney' s office, the Attorney General' s office, or the Commission on Peace Officer Standards and Training.

Pen. Code, 832. 7, subd. ( a).)
f. The Parties agree that any review of peace officer personnel files and records will be conducted on City premises, and no peace officer personnel files or records will be removed from the City and copies shall not be made. If a situation arises that necessitates the review of such files or copies of such files off site by DOJ and/ or the Consultant, the Parties will meet and confer to reach a mutually agreeable solution. g. DOJ and the Consultant shall have access to all records and information relating to criminal investigations of TPD officers as permissible by law and in the possession and control of TPD. DOJ and the Consultant shall have access to all documents in criminal investigation files that have been closed by TPD. DOJ and the Consultant shall also have reasonable access to all arrest reports, warrants, and warrant applications whether or not contained in open criminal investigation files. Where practicable, arrest reports, warrants, and warrant applications shall be obtained from sources other than open criminal investigation files. h. DOJ and the Consultant shall cooperate with the City and TPD to access people and facilities in a reasonable manner that, consistent with DOJ' s and the Consultant' s responsibilities, minimizes interference with daily operations.

1. DOJ and/ or the Consultant may make reasonable requests to the City and/ or TPD for information, documents, and data necessary to facilitate its work and effectuate the terms

Page 8 of 15 ends

23 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 26 of this Agreement. The City and/ or TPD shall furnish such information within 30 days after the request is made unless another date is agreed upon in writing. j. For the duration of this Agreement, the City and TPD will preserve and maintain all records and documents, including all electronically stored information, used to compile required reports and all other documents related to its compliance with the Agreement. k. The Parties agree that DOJ and the Consultant' s input regarding TPD' s implementation of Reforms, prior to the issuance of any Periodic Reporting, shall be treated as confidential and subject to Evidence Code section 1040. This confidentiality is necessary to allow and foster the type of open and frank discussion between the Parties that will ensure an effective collaboration and review. Nothing in this paragraph is intended to preclude DOJ from issuing public reports or engaging with the public regarding TPD. Other exemptions to public disclosure may apply.

4. Budget and Payment
a . Concurrent with providing DOJ with the Work Plan, the Consultant shall submit a proposed budget to the Parties for approval. The first proposed budget will run from the date the Parties agree on a Consultant through June 30, 2026. Thereafter, no later than November 30 of each year, the Consultant will provide the Parties with a proposed budget for each fiscal year thereafter from July 1 through June 30, of the following year. b. The City shall bear all fees and costs of the Consultant under the proposed budget. In approving budgets, the Pa11ies recognize the importance of ensuring that all fees and costs paid by the City are reasonable.
c. In the event that a dispute arises regarding the reasonableness of the Consultant' s proposed budget or any increase to the budget, inch; ding the City' s ability to pay, and the timing of work and payment under the Work Plan, the Parties and the Consultant shall attempt to resolve such dispute cooperatively and consistent with Section 8( e). d. Within 30 business days of full execution of this Agreement, the City shall deposit with DOJ a minimum of $ 250, 000, which shall be held in an interest- bearing account. DOJ shall pay the Consu ltant from this account. DOJ shall notify the City any time the balance in the account reaches less th an $ 100, 000, and the City shall, within 10 business days ofreceiving such notice, deliver to DOJ sufficient funds to return the account' s balance to $ 250, 000 unless doing so would exceed the approved budget in a fiscal year. When this Agreement is deemed fully complete by the Parties, all funds remaining in the account shall be returned to the City.
e. The Consultant will provide the Parties with a minimum of 45- days' notice if it appears that the annual proposed budget will be exceeded in any fiscal year. In the event of this occurrence, the Parties and the Consultant will meet as soon as possible, but no later than 10 business days, to discuss the rem ai ning wo. rk and anticipoted costs under the Work Plan.

The Parties shall work with the Con su ltant to reach mutu a lly agreed upon reasonuble limits on the Consultant' s fees and costs for the remainder of the fiscal year, and the Consultant

Page 9 of 15 ends

24 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 27 will provide a new projected budget for the remainder of the fiscal year. Once the Parties agree upon the newly projected budget in writing, the City shall deposit additional funds with DOJ within 15 days.
f. The Consultant will submit monthly invoices to the City and TPD for approval, detailing each expense along with any documentation necessary to justify each expense. The City will notify DOJ in writing within 21 days that DOJ is authorized to pay the Consultant' s invoice. The City will not unreasonably withhold approval. If the City believes that any of the Consultant' s costs are not reasonable, the City shall meet and confer with the Consultant and DOJ within 21 days of the receipt of each invoice. g. At any time, the Consultant may submit proposed revisions to the approved budget to the Parties for approval, along with any explanation of the reason for the proposed revision.

Such proposed changes may only be implemented upon written agreement of the Parties.

5. PublkStatcmcn( s 1 Tes. timony, and Confllds of Interest a. Except as required or authorized by the terms of this Agreement or the Parties acting together, the Consultant, including for the purposes of this paragraph, any agent, employee, or independent contractor thereof, shall not make any public statements or issue findings with regard to any act or omission of TPD, or their agents, representatives, or employees, or disclose confidential information provided to the Consultant pursuant to this Agreement.

Prior to making any press statement regarding their employment or monitoring activities under this Agreement, the Consultant shall first provide notice to both DOJ and TPD and obtain prior authorization from DOJ in writing.
b. If the Consultant or any member, employee, or independent contractor of the Consultant receives a subpoena related to this Agreement or regarding any matter or subject that the Consultant may have received knowledge of as a result of their performance under this Agreement, they shall immediately notify the Pa1ties, but no later than three business days following notice of such subpoena.
c . Unless such conflict is waived by the Parties, the Consultant shall not accept employment or provide consulting services that would present a conflict of interest with the Consultant' s responsibilities under this Agreement, including being retained, on a paid or unpaid basis, by any current or future litigant or claimant, or such litigant' s or claimant' s attorney, in connection with a claim or suit against TPD, the City, or its departments, officers, agents, or employees. This provision does not preclude the Consultant from being retained by DOJ on other matters unrelated to TPD.
d. The Consultant shall not be liable for any claim, lawsuit, or demand by the Parties arising out of the Consultant' s perfmmance pursuant to this Agreement.

6. Communle11tion and TPD Compliance Coot· dinator
a. The Parties agree to work collaboratively and in good faith in executing their responsibilities under this Agreement.

Page 10 of 15 ends

1.· '
25 Docusign Enve lo pe ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 28 b. TPD agrees to assign a primary point of contact for DOJ within TPD' s Command Staff for the duration of this Agreement to serve as a Compliance Coordinator. c. If TPD changes the Compliance Coordinator, it must notify DOJ within ten ( 10) days of the change .
d. The Compliance Coordinator will serve as a liaison between TPD, the City, DOJ, and the Consultant, and will assist with ensuring TPD' s compliance with the Agreement. At a minimum, the Compliance Coordinator will:

1. coordinate compliance and implementation activities;

11. facilitate the timely provision of data, documents, and other access to TPD employees and material to DOJ and the Consultant, as needed; u1. ensure that all documents and records are maintained as provided herein; 1v. assist in assigning compliance tasks to TPD personnel, as directed by TPD' s Chief or the Chiefs designee. The Compliance Coordinator will take primary responsibility for collecting the infonnation DOJ and the Consultant require to carry out the terms of this Agreement; and
v. track repeated violations of the provisions of this Agreement or deficiencies and the corrective action taken, if any.
e. The City agrees to assign a primary point of contact for DOJ within the City' s senior executive leadership for the duration of this Agreement. r ,

7. ' r erm of- Agreement
a . This Agreement shall be effective upon its execution by all Parties and shall continue for five years from the Effective Date.
b. The Parties may jointly agree in writing to terminate this Agreement at any time after three years of the Effective Date if the Parties believe that the City and TPD has reached substantial compliance with all of the Reforms and has maintained that compliance for one year. At all times, the City and TPD shall bear the burden of demonstrating substantial compliance with the Reforms.

8. Modification of the A grcement , and E nfo rcem ent
a. TPD, the City, and DOJ: may Jo: intly agree to make• changes, moci ificati ons, and am~ 11dments to the ;\ greement. The changes, modi fica tions, and am endments to the Agreement will be encouraged when the Parties agree, or where the reviews, assessments, and/ or audits of the Consultant demonstrate, that provision of the Agreement as drafted is not furthering the purpo se of the Agreement, or that there is a preferable alternative that will ach ieve the same p urpose. No chang e modifi cation, or a men dment to the Agreement will have any for ce or effe ct if not set forth in writing and si gned by all the Parti es to the Agreement.

Page 11 of 15 ends

26 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 29 b. Any time limits for performance imposed by the Agreement may be extended by the mutual agreement, in writing, by DOJ, TPD, and the City.
c. This Agreement is binding upon all Parties hereto, by and through their officials, agents, employees, and successors. If the City establishes or reorganizes a municipal government agency or entity whose function includes overseeing, regulating, accrediting, investigating, or otherwise reviewing the operations of TPD or any aspect thereof, the City agrees to ensure these functions and entities are consistent with the terms of the Agreement and will incorporate the terms of the Agreement into the oversight, regulatory, accreditation, investigation, or review functions of the government agency or entity as necessary to ensure consistency. If there comes a time when TPD ceases to operate and the City must contract with a municipal, county or state law enforcement agency to completely take over law enforcement services, the Agreement shall not apply to those agencies, this Agreement will be suspended until such time that the City reconstitutes its police department. The City will ensure to the best of its abilities that any agency it may contract with to assist TPD in carrying out its law enforcement operations will engage in constitutional policing within the spirit of this Agreement. d. The Agreement is enforceable only by the Parties. No person or entity is intended to be a third- party beneficiary of the provisions of the Agreement for purposes of any civil, criminal, or administrative action, and accordingly, no person or entity may assert any claim or right as a beneficiary or protected class under the Agreement. This Agreement is 1he product of a settlement agreement between th e Parties and do es not constitute any admission regarding alle ga tions or a finding of a patt ern or practice of unconstitutional conduct by the City, TPD or any official, officer, employee, or agerit of either of them.

Nothing in this Agreement is intended to or may be used by third parties to create liability by or against the ity or TPD or any of their officials, officers, agents, or employees under any federal, state, or municipal law , in c luding 42 U. S. C. § 1983. The Parties shall notify each other of any court or admin: isrrat ive challenge to the Agreement and will oppose any third- party intervention to the Agreement.
e. Unless stated otherwise in the Agreement, if either party disagrees with any aspect of the implementation of the Agreement, that Party will engage in good faith consultation with the other Party and the Consultant to attempt to resolve the disagreement. If the disagreement persists, that Party will, within 10 business days of the apparent impasse, inform the other Parties and the Consultant in writing of the fact of the disagreement.

Within 21 business days thereafter, the Parties will meet and confer on the disagreement at a mutually agreeable time. If the parties cannot resolve the disagreement after meeting and conferring, the Parties agree to pursue mediation. To choose a mediator, each Party will submit the names of three qualified mediators, and each Party beginning with DOJ shall strike one name until only one name remains on this list. The remaining name shall be appointed as the mediator. The Parties shall share the costs of mediation equally, except that each Party shall be responsible for its own attorney' s fees and expenses.

Page 12 ends

27 Docusign Envelope ID: 504D0A62- 4264- 4C 18- 8F86- 8EBFD3338CAD 30 f. Failure to adhere to any of the commitments and obligations in the Agreement, including but not limited to any deadlines or specified time periods, constitutes a breach of the Agreement.
g. In the event that DOJ determines that there is a breach of this agreement by TPD, DOJ may pursue any legal remedies available to it, including but not limited to, initiating legal action in the Los Angeles Superior Court. The Parties agree that, prior to the initiation of legal proceedings, they will negotiate in a good faith effo1t to resolve the breach for 30 days or until an impasse is reached.
h. This Agreement addresses unique circumstances and will not serve as precedent or past practice for resolving any other matter involving DOJ.

9. Compliance with the Meyns Milias· Brown Act lMMB; Al and A: tt6rney General 17e·g·uests for information -
Nothing in this Agreement is intended to: ( 1) alter the existing collective bargaining agreements; 2) impede the City' s compliance with MMBA; or ( 3) impair the collective bargaining rights of employees under State and local law. Nothing in this Agreement is intended to amend or supersede any provision of State or local Jaw.
1O. No Lim ita. fio n on the A tto rne: vi General' ii ln:¥ estigptiye · or. EnforcemenfAutho. rity· Nothing in this Agreement shall be deemed to limit or affect in any way the Attorney General' s authority under the California Constitution or California law, including but not limited to Civil Code section 52. 3, or to engage in investigatio11s and/ or enforcement. for any purpose against the City or TPD in any context, including matters coming within the scope of this Agreement and matters outside of the scope of this Agreement.

11. , Scverabllitx
a. If any one or more of the words, phrases, sentences, clauses or sections contained in this Agreement is deemed invalid, · then it shall not affect the enforceability of the remaining portions of this Agreement or any part thereof, all of which are inserted conditionally on their being valid in law, and, in the event that any one or more of the words, phrases, sentences, clauses, or sections contained in this Agreement shall be declared invalid, this Agreement shall be construed as if such invalid word or words, phrase or phrases, sentence or sentences, clause or clauses, or section or sections had not been inserted. b. If any part of this Agreement is for any reason held to be invalid, unlawful, or otherwise unenforceable by a court of competent jurisdiction, the Parties will meet and confer within 15 days after a court' s decision to determine whether the Agreement should be revised or supplemented in response to the court' s decision.

12. Entire Agreement
This Agreement contains the entire agreement of the Parties with respect to the subject matter of this Agreement, and supersedes all prior negotiations, agreements, and understandings with

Page 13 of 15 ends

28 Docu sign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 31 respect thereto. This Agreement may only be amended in a written document executed by the Parties.

13. Si' grung AuUrnrity
By signing this Agreement, the persons executing this Agreement represent that they have the capacity and authority to execute this Agreement as the representatives of their respective agency, and to bind their respective agency to the terms of this Agreement.

14. Counterparts and Facsimnc Signatures
a. This Agreement and any and all other documents or instruments referred to herein may be executed with counterpart signatures, all of which taken together shall constitute an original without the necessity of all Parties signing each documents. b. This Agreement may also be executed by signatures to facsimile or electronic transmittal documents in lieu of an original or machine generated or copied document.

Dated: 8/ 28/ 2025 By :

Dated; ~ , ').,,' 6 { i, S
Rob Bon ta, Attorney General of the
State of Ca ifornia
Vilma Palma- Solana
Supervising Deputy Attorney General
City of Torrance
Aw~ t-
eCheo
Mayor
rk,; m~---
Aram Chaparyan
City Manager
Robert Dunn
Jnterim Chief of Police

Page 14 of 15 ends

29 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD ATTEST:

RebeecA Poirier, MMC
City Clerk
APPROVED AS TO FORM:

PATRICK Q. SULLIVAN
City Attorney
32

Page 15 of 15 ends

30 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 33 Appendix A - Reforms'
Professional Standards

1. Reform: TPD will expand and improve its data collection and analysis protocols and adopt a practice of regularly and consistently engaging in data analysis for the purpose of recognizing, understanding, and responding to positive and negative trends, racial and identity group disparities, and areas for improvement in its policing practices, equipment, and operations.

2. Reform: TPD will on a regular and consistent basis engage in regular review of:

Its policies;
A specified percentage or number of incidents and encounters with the public, preferably involving random sampling;
A random sampling of Department- issued personal communication devices i. e., mobile telephones, personal digital assistants ( PDA) and similar wireless two- way communications, and/ or portable Internet access devices) on some regular basis for policy violations, including biased conduct; and Training needs, informed by the Professional Standards unit' s sampled review of incidents, TPD leadership, supervisors, trainers, and best practices.

For each of the above review processes, TPD will have clear standards and protocols in place, which will include processes by which any deficiencies or concerns are timely addressed.

TPD wil I also evaluate and ensure the appropriate staffing to carry out the above reviews, and assess whether external support, such as an auditor, is needed to perform some portion of these reviews.

3. Reform: TPD will develop and implement an IT governance structure and engage in strategic planning and cross- Department coordination to identify and address technology and technology infrastructure needs.

4. Reform: TPD will revise its body- worn camera ( BWC) policy in the following manner and in accordance with best practices:

Broaden and clarify the scenarios requiring activation, without use of legal terms such as " detention" or " Terry stop" that are subject to interpretation; Reguire officers to notify persons being recorded;
Specify the narrow circumstances under which muting or deactivation is required or permitted, including instances in which one or the other should be employed; Require officers to state the reasons for deactivation or nutting prior to doing so; Reguire officers to document and explain the existence or absence of footage in their repo11s and other relevant paperwork;
1 For further guidance and context regarding any particular reform, the parties should refer to the DOJ repo, 1 .
31 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 34 Require supervisors to engage in a regular, consistent review of sampled BWC recordings of their direct reports for policy violations, including any evidence of biased conduct, and commendable conduct, and provide guidelines to employ for these reviews; and
Ensure that any policy violations identified during BWC recordings review are addressed in a timely manner, regardless of the initial reason for the review.

5. Reform: TPD will, on a more regular and consistent basis, convene its Emergency Vehicle Operations Committee to review pursuits and collisions.

Supervision

6. Reform: TPD will set and communicate clearer and stronger standards and expectations for its supervisors, for both sworn and professional staff. TPD will also assess what additional training is needed to support supervisors in meeting those standards and expectations and ensure supervisors receive that training on a timely and regular basis, along with ongoing mentoring and coaching. Evaluations of supervisors will correlate directly with the established standards and expectations to ensure both growth and accountability.

Early Intervention System

7. Reform: TPD will redesign its Early Intervention System, with input from internal and community" stakeholders, to align with best and emerging practices and the agency' s stated mission and values. These will include:

Transferring Early Intervention System implementation responsibilities to the Professional Standards unit;
2 The Torrance community comprises the diverse population of residents, workers, business owners, students, and visitors who live in or are present in the City. Where a Reform requires community input, the City will seek input from:

Torrance residents;
Torrance business owners;
Torrance business patrons;
Individuals who work in Torrance;
Individuals who attend school in Torrance;
Pedestrians and drivers who are in and go through Torrance; Individuals who access or engage with the City of Torrance services and programming; and Advocacy and community- based organizations that provide services to, or advocate on behalf of the Tornrnce community, including but not limited to such entities as, service clubs, support groups, issue groups, community development organizations, business development organization, and the faith community.

The process the City and TPD will use to seek and incorporate community members' input may vary depending on the specific policy or prnctice at hand.
32 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 35 Employing data to ensure the number and type of indicators tracked and attendant thresholds are set to achieve clearly defined System purposes; Involving and training first- line supervisors in analyzing alerts, identifying and implementing appropriate interventions, monitoring compliance, and gauging the efficacy of the interventions;
Updating and maintaining written policy, with greater emphasis on wellness und appropriate interventions and more clearly delineated roles and responsibilities; and Developing training and communication strategies to improve the Department' s understanding ofTPD' s System for early intervention.

Internal Affairs

8. Reform: TPD will amend its complaint form and submission process to make it more accessible to the public, including by offering a means to submit a complaint on line. The complaint form will align with best practices for complaint forms, as identified by the Racial and Identity Profiling Advisory Board and described in its 2020 Annual Report.

9. Reform: TPD will more thoroughly set forth the Internal Affairs policies and procedures in writing. Internal Affairs' written policies and procedures will include the following:

The roles and responsibilities of Internal Affairs investigators and supervisors; Standards and expectations for supervisory and chain of command review of investigations, to ensure that ( a) respective roles and responsibilities are clearly established and ( b) investigations are consistently of a high quality, and the thoroughness, accuracy, and objectivity in the documentation and complaint dispositions are consistent with the evidence in each case; Guidance for the intake and processing of complaints made in person; Criteria ( such as to avoid a conflict of interest) and process for assigning cases to investigators and ensuring that all investigations are carried out in a thorough and timely manner, reflective of their complexity and the range of discipline that may potentially be imposed in the event the complaint is sustained; Criteria for outsourcing complaints to third- party investigators; Protocol for tracking progress of investigations;
A requirement, and direction regarding procedural steps, to investigate potential misconduct or deficient job performance that was not specifically alleged, detailed, or classified in the originating complaint but was nonetheless revealed in the investigation of the originating complaint;
Guidelines for how interviews are to be conducted, including any advisories to be provided, such as to inform when interviews are being recorded; and Criteria for when an interview of a subject employee is required prior to closing the case and a requirement that the investigator explain in their summary which criteria were met if the investigator closed the investigation without an interview of the subject employee.
33 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 36 Additionally, TPD will discontinue its policy of registering whether a complainant appears to be intoxicated at the time of filing the complaint. TPD will also assess its policy regarding in- person versus telephonic complainant interviews, investigate the feasibility of video- conferencing for interviews, establish criteria to guide procedure and ensure practice follows policy, and provide an appropriate interview space where the complainant opts for an in- person interview.

10. Reform: TPD will evaluate and identify the appropriate staffing to carry out the Internal Affairs unit' s functions, and will ensure there is timely, thorough, in- depth Internal Affairs training, specifically for administrative investigations.

11. Reform: TPD will transition to a case management system that affords Internal Affairs improved capacity to ensure that investigations, dispositions, and final discipline determinations are completed in a timely manner, consistent with California Government Code section 3304 and all applicable deadlines, and that investigators maintain appropriate regular communication with the involved parties. The case management system will include electronic tracking of case assignments and progress, including assigning case numbers to complaints investigated by third parties; a tracking form or activity log for investigators to memorialize their progress; interim deadlines and corresponding ale11s; and demarcation of privileged information. The case management system will also allow for data tracking and analyses that will aid Jnternal Affairs in its operations.

12. Reform: TPD will publish an annual report and/ or establish a public- facing dashboard setting forth complaint data and non- confidential data pertinent to investigations, dispositions, and corrective action.

13. Reform: TPD will develop a protocol for ( i) regular auditing of Internal Affairs case files, including through sampling, to identify behavioral or performance patterns and trends, as well as deficiencies in the investigative process, and ( ii) correcting areas in need of improvement. TPD should involve an independent auditor in the auditing process.

Discipline and Other Corrective Action

14. Reform: TPD will create and implement a matrix or other form of criteria to guide the administration of discipline and other corrective action. Through the matrix or other written policy, TPD will provide clearer direction to supervisors for determining when conduct or performance deficiencies can be handled informally through the regular supervision process, with corrective action, or initiation of an Internal Affairs investigation, and what the documentation requirements are for each .

Independent External Oversight

15. Reform: Informed by input from community stakeholders, the City and TPD will implement independent external oversight with sufficient authority and resources to carry out identified functions and ensure there is transparency, accountability, and engagement with the community.

Disparities and Bias in Policing

16. Reform: TPD will address the need for fair and impartial policing with a multipronged, strategic approach. This approach will incorporate approaches that can reduce reliance on bias and stereotypes in decision- making, including the following:
34 Docusign Envelope ID: 504D0A62- 4264- 4C18 - BF86- BEBFD333BCAD 37 Regular, dat a - driven assessm e nt to ensure that s pecific enforcement approaches and initiatives do not target or have a disparate impact ;
A delineation of the factors and circumstances an officer should consider when initiating stops for low- level offenses or conducting high- discretion searches , which would include whether the offense significantly interferes with public safety and whether enforcement of those offenses disproportionately impacts specific racial or identity groups; 3
Training in how to evaluate whether a stop is intelligence- led, counter- stereotyping exercises, and counter- bias simulation exercises;
Periodic evaluation of its Principled Policing training and incorporation of measures to demonstrate its impo1tance to the Department and enhance its impact; An assessment and expansion of its employee wellness resources, as described in the Organizational Health section; and
Regular engagement and pa1tnership with other governmental entities, non- governmental organizations, and community stakeholders to identify alternative, comparably effective practices to avoid enforcement disparities, in the ev e nt an existing practice has been shown to have a disparate impact, and bring about more holistic solutions.

17. Reform: TPD will revise its Bias- Based Policing Policy ( Policy 401) in the following manner:

Ill
Change the title of the policy to Bias- Free Policing Policy ; Continue to include " economic status" in its definition of " Bias- based policing or improper policing"; 4
Require not only that officers " perform [ their] duties in a fair and objective manner," but also that they will not make decisions or take actions based on bias, prejudice, discriminatory intent, or an individual' s personal characteristics ( unless those characteristics are part of a specific suspect description); Provide specific guidance for when an individual' s personal characteristics can be considered and how this consideration is documented by an officer; Explicitly prohibit retaliation against a person for reporting allegedly biased conduct , intervening in such conduct, or cooperating in an investigation of such conduct; Revise the requirement that " members should, when rea s onable to do so, intervene to prevent any biased- based actions by another member" in the following manner:

J T P D s po li cy w ill be in lin e wit h o th er age nc ies' st r~, eg ies t p r~ du ce unne cessf! r. y s to ps l'cw , s uc h co d e vi la 1i 0 ns a nd o ffenses. TP D w ill co ndu ct th e sa mc · nnn lys is a nd m nk e s in1ilm• po l'l cy c ha nges re la t d to co nse 11l an t.I supe r v is i n ( paro le/ pro ba ti o n/ post~ re leasc co nimunity s up e rvi s io n) stat us sea 1'ch c s .

Pursuant to Reform l, TPD will regularly and consistently engage in data analyses of Racial and Identity Profiling Act data involving the category " Person Stopped Perceived to be Unhoused" ( l l Cal.

Code. Regs.§ 999. 226 , subd. ( a)(! I).) for purposes of recognizing, understanding, and respond ing to positive and negative trends, any disparities, and areas of improvement in its policing practices, equipment, and operations.
35 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD Use of Force
38 Replacing " should" with " shall" in the sentence " members should, when reasonable to do so, intervene .... ";
Adding language that members will be subject to corrective action if they ignore biased- based actions when it was reasonable to intervene; and Adding language that supervisors will be subject to corrective action if they do not respond to, document, and/ or pursue appropriate next steps when TPD members are alleged to engage in biased conduct; and
Define bias by proxy and provide guidance for officers on scenarios when and how to respond to a call for service that appears to be motivated by bias.

18. Reform: TPD will revise use of force policies- and develop additional policies, as needed- to align with best practices, to include, at a minimum, the following:

A definition of use of force that clarifies that the pointing of a firearm must be reported; A categorization of force into different levels of force, with appropriate levels of review;
Definitions of levels of resistance and examples of appropriate use of force or other tactics to overcome each level of resistance;
A revision to an existing provision that the Depaitment recognizes and respects the value of all human life and dignity without prejudice to anyone to make clear that TPD personnel must use force in a way that safeguards the sanctity of human life and dignity; A revision to Policy 300. 3 to clarify that permissible use of" any improvised device or method" does not include any device or method prohibited by state law or TPD policies;
A provision that requires a warning for the use of force, where feasible, and, if a warning is not provided, a requirement that officers document the reason a warning was not feasible;
A revised prohibition against shooting at a moving vehicle under only the following circumstances: when the officer reasonably believes that someone in the vehicle is using or threatening deadly force by means other than the vehicle itself or when the vehicle is operated in a manner deliberately intended to strike an officer or another person, and all other reasonable means of defense have been exhausted ( or are not present or practical), which includes moving out of the path of the vehicle.

In policies on shooting at a moving vehicle and vehicle pursuits, clarifying that officers should not shoot at any part of a vehicle " solely" in an attempt to disable the vehicle and that shooting at a moving vehicle must fall within the limited circumstances described above;
Clarifying in the policy on vehicle pursuits that, while nothing in that policy shall be construed to prohibit any officer from using a firearm to stop a suspect from using a vehicle as a deadly weapon, the officer may do so only under the limited circumstances described in the policy on shooting at a moving vehicle described above.

I ;
36 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 39 A provision within the Deadly Force Applications section of the Use of Force Policy 300. 4) that specifically addresses firearms discharge and when it is appropriate to deploy a firearm;
A requirement that the timing of voluntary interviews of involved officers in shootings is aligned with best practices and industry standards; and Specific requirements for the content of community briefing videos on shootings by officers, including a prohibition of any reference to or display of: ( a) the subject' s criminal history and booking photos unless known to the shooting officers prior to the shooting; ( b) characterizations of disputed, unsettled, or ambiguous facts; and ( c) facts and events uncovered after the shooting, or any other information that is immaterial to the legality of the shooting.

19. Reform: TPD will change its use of force and field tactic trainings in, at a minimum, the following ways:
ii Partner with the City Attorney to facilit< 1te the module of its use of force training concerning legal standards for use of force;
Ensure that officers have clarity as to what types of force are reportable, including the pointing of a firearm;
ii Emphasize that use of combative strikes must be proportional to the threat faced, legally justified, and consistent with department policy and training standards; Iii Incorporate and ensure adequate focus on de- escalation, duty to intercede, strategic communication, crisis management, and mental health responses; and Ensure the word choice and overall framing of training appropriately reflects goals of force and harm reduction.

20. Reform: With respect to the acquisition of new technology or equipment, TPD will develop:

Guidance to ensure that it evaluates whether the technology or equipment under consideration is tied to a larger mission of using force in a constitutional, unbiased manner and promotes officer and public safety;
A process where, at regular intervals, it evaluates technology find equipment using the guidance described above; and
A provision requiring revision to policies and training to reflect any newly- approved technologies, equipment, and related techniques.

TPD will also identify a suitable alternative to the Total Appendage Restraint Position ( TARP) and conduct a comprehensive assessment of use of a " double hobble" to ensure it does not pose undue risk of harm.

21. Reform: Related to the review of shootings, TPD will:

Ensure that there is a elem, consistent protocol identifying the types of files and records that are to be compiled after each shooting and ensuring all relevant files for each shooting are consistently compiled, reviewed, and stored; and 37 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 40 Ensure that all officers responsible for conducting interviews, whether criminal or administrative, of officers involved in or witnesses of a shooting receive specialized training and assessment in interview techniques and other relevant skills.

22. Reform: TPD will develop policies, procedures, and trainings to improve the supervisory review of use of force incidents pursuant to Policy No. 300. 7, to include:

A checklist to ensure each incident is comprehensively reviewed for purposes of a) administrative violations, ( b) tactical, training, and equipment deficiencies, and ( c) review for all potential policy violations, not just those that pertain to the use of force; A requirement that supervisors document any observed policy violations and pursue appropriate next steps; and
For incidents involving multiple deployments ofa firearm or other control weapons, a separate assessment of each deployment of the weapon.

23. Reform: TPD will evaluate the Use of Force Committee to ensure efficient use of its staff and resources. TPD will also ensure that any training, tactical, policy, and equipment deficiencies identified during a Use of Force Review Committee meeting are appropriately and timely addressed and any commendable conduct is highlighted and used for training purposes.

24. Reform: TPD will evaluate data pertinent to the Torrance Mental Health Evaluation Team TMET) and the Department' s interactions with people with mental health conditions more broadly to identify, at a minimum, patterns, trends, and the need for resources for this population of people. To account for TMET' s current limited availability and the need for resources for this population, TPD will expand the availability of appropriate resources and training, which will include, at a minimum,(]) employing a behavioral health clinician in its dispatch center to handle mental health and behavioral- health- related calls that do not require an immediate law enforcement response and ( 2) ensuring that all personnel who interact with members of the public are trained in crisis intervention within two years of the Effective Date of this Settlement Agreement.

On an ongoing and regular basis, the City and TPD will work with the County and available service providers to ensure TPD' s services are aligned with contemporary best practices. The City and TPD will also work with the County to assess, at least on an annual basis, the feasibility of a specialized nonsworn response in the City, including a potential pilot program to identify the limitations and effectiveness of, and resources needed for, such a response. To the extent feasible, the City and TPD will work towards developing a specialized nonsworn response.

Community Policing

25. Reform: TPD will ensure that its community policing strategy is:

Informed by community input, including harder- to- reach voices; Consistent with the central tenets of community policing, including collaborative problem- solving, and aligned with community needs and goals and TPD' s mission, values, operations, and administration;
Clearly and consistently communicated, internally and externally, and integrated in policy, procedure, training , supervision, performance evaluations , and Afforded resources commensurate with its importance.
38 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- BEBFD333BCAD 41 26. Reform: TPD will periodically assess its utilization of, and engagement with, the Chief' s Advisory Board and address any identified areas for improvement.

Employment

27. Reform: With respect to recruitment and hiring, TPD will:

Ensure that the ski I ls, traits, and characteristics that it wishes its officers and thus applicants to have are consistent with TPD' s values and vision, clearly articulated, and consistently communicated and operationalized in a regularly reviewed written strategic recruitment plan, and in job postings, position descriptions, job applications, interview questions, and other relevant material;
Track and, on a periodic basis, analyze where applicants " drop out" in its screening and hiring processes, whether because they are disqualified, passed over, or withdraw their applications, and examine whether any discretionary aspects ofTPD' s screening and hiring processes may be unnecessarily eliminating otherwise qualified applicants.

Additionally, if the recently implemented strategy of employing bonuses to improve recruitment and retention outcomes does not achieve its goals or does not do so quickly enough to measurably alleviate the adverse impacts of understafflng, TPD will consider undertaking a staffing assessment and determine whether some degree of restructuring can assist the Department in meeting operational needs with fewer personnel and less adverse impact on existing personnel.

28. Reform: TPD will strive for validity in all its hiring and promotion practices. The roundtable will be eliminated, and for both promotions and reassignment and collateral assignment opportunities, the skills, attributes, experience, and strengths TPD seeks will be clearly determined and communicated at the outset of each process, and the candidate evaluation and selection process will then adhere to the stated criteria. TPD will increase its support to employees interested in reassignments, collateral duties, and promotions, such as through coaching or a rotational assignment process, to afford more even and equitable oppo11unity and give officers exposure to more specialized work.

29. Reform: TPD will revamp its evaluation process and improve supervisor and manager accountability in the evaluation process. Formal evaluations will be undertaken and completed on a regular and timely basis, and will measure progress in meeting clearly enunciated and consistently applied standards and expectations that are aligned with all aspects ofTPD' s mission and values.

30. Reform: TPD will: ( I) develop a strategy to ensure that employees feel they can safely bring forward complaints of discrimination or harassment they experience or witness, which can include reminders during trainings, briefings, and through direct supervisors; ( 2) provide a mechanism for discrimination and harassment complaints to be raised anonymously; and ( 3) periodirnlly review and analyze the personnel complaints it receives to identity where improvements can be made.

Organization Health

31. Reform: TPD wi II assess its systems and processes for a I ignment with the four pi liars of procedural justice- voice, neutrality, respect, and trustworthiness- internally and in its interactions with the public. Agency decision- making will adhere as closely as possible to these principles. This includes creating more oppoi1unities for input nnd engaging staff across the agency, at all levels and in all position types, as well ns members of the public, in creating new 39 Docusign Envelope ID: 504D0A62- 4264- 4C18- BF86- BEBFD333BCAD 42 systems and structures and strengthening existing systems, and clearly and consistently communicating the " why" behind policy and practice decisions.

A shared understanding of, and commitment to, mission and values are critical to procedural justice and overall organizational health. TPD will ensure that its guiding philosophy and values are clearly communicated across the Depa11ment and applied at an appropriate level of consistency in the operation of the Department and its decision- making, internally and in interactions with the public. TPD will take all necessary steps to align conduct on the pa11 of the agency and individual personnel with its stated philosophy and values and work toward building a culture of learning, inclusion, and mutual accountability.

In support of these measures, TPD' s leadership will develop and adhere to an internal communications plan that ensures frequent, proactive, clear, and consistent communication across the Department, particularly as changes are made, but also for day- to- day matters and to celebrate the smaller successes.

32. Reform: TPD will assess and expand its employee wellness resources, identify and address barriers to access, and work to improve the Department' s " culture" around mental health and wellness more generally.

I !
I ;
i
40 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD

EXHIBIT B

REQUEST FOR PROPOSALS
f o be attached]
41 Docusign Envelope ID: 504D0A62- 4264- 4C 18- 8F86- 8EBFD333BCAD 43 Request for Proposals ( RFP)
City of Torrance I 3031 Torrance Blvd, Torrance CA 90503 I www . TorranceCA. Gov RFP No. B2025- 25
Implementation of Policing Reform Agreement between the City of Torrance and the California Department of Justice
RFP Su bm itta l Inform ation
No mail or hand delivered Proposals . No faxed proposals.

No Late proposals.

Location: City of Torrance
Purchasing Division
3031 Torrance Blvd .

Torrance CA 90503
Date: October 21, 2025
Time Deadline: 12: 00 p. m . Local ( Pacific) Time
Submittal Re a uirements
Your submittal must include the following :

Vendor' s Response ( Section Ill of this document) on the forms provided. If additional space is required, please attach additional pages.

Bidders Affidavit ( Attachment 1)
Proposers will be disqualified if their proposal does not include the above items. 1r,1i! fo·, 1t; f:: :-:: Wl:i_iicil (? J:' f:,(~ i.~ 1~ii, i';'( oi ;. .-' :_ , . .; • ".; - 11: i[;; l 1'a•; l (: f.ii~::•_.: j ib), -,; 1_:-.. :,.li(~l :{ 1 \u,:1 !: tJiol' f ,i ii q: i(~ o lt~ ilin. 1.'1'1i'1(e : I (> 1.i;/ il: (~~ il~~-\ C l ; f:1.'!.ffi~ tp'(>i;'' - Proof of insurance as indicated in the attached agreement template.

Proof of a City of Torrance Business License, please contact the City of Torrance Business Lice nse Office at 3 10 6 18- 5923.

An optional virtual pre- proposal meeting will be conducted to review project details, clarify proposal requirements, and answer questions. Attendance at this meeting is not required. All questions and answers raised during this conference will be posted on PlanetBids for all prospective proposers to review.

Date: Wednesday, October 8, 2025
Time: 09: 00 AM- 10: 00 AM PST
Meeting Link: . https·:// teams. mlcrosoft. com / l/ meetup- oin/ 19% 3ameet in9 M2VkYz NjZDEt MWJ hYS00ZThi LWE2ZT MtNm U0 MT JhYjRm NjYw% 40 thread. v2/ 0? context:::;% 7b% 22Tid % 22% 3a % 22s 7 eb3e35- bde5- 4eeb- a8e d- 7 0d9a2d8c3 19% 22% 2c% 22O id % 22% 3a% 22d62 fb 8d0- 1 d36- 488a- 829f- fc2f68e8b0c4 % 22% 7d The deadline to submit questions is 12: 00 Noon Pacific Time on Friday, October 10, 2025.

All uestions ~ e ard in this RFP must be submitted online . 42 Docusign Envelope ID : 504D0A62- 4264 - 4C18- 8F86- 8EBFD333BCAD 44 RFP No . B2025 - 25
Implementation of Policing Reform Agreement between the City of Torrance and the California Department of Justic e

I SECTION I RFP INSTRUCTIONS AND INFORMATION I
Notice is hereby given that sealed proposals will be received online until 12: 00 p. m. Tuesday, October 21, 2025 .

The City of Torrance:

The City of Torrance is on the western side of Los Angeles County . It is boarded by the Palos Verdes Peninsula on the south, the City of Gardena on the north, the City of Redondo Beach on the north and west boundaries, the City of Lomita on the east and the Pacific Ocean on the west. The City encompasses an area of approximately 21 square miles, 329 miles of Streets, 1870 intersections, 550 miles of sidewalks, 47, 000 Street Trees, 6 Public Libraries, a Municipal Airport, lransit System, 46 Parks & Recreation Amenities, 6 Fire Stations, 1 Police Station and 1 Police Community Center, and has an estimated population of approximately 146, 115, which makes Torrance one of the top 10 cities in Los Angeles County in regards to population .

Background:

The City of Torrance (" City") seeks an experienced consultant to assist in the implementation of reforms described in the Agreement between the California Department of Justice (" CADOJ") and the City of Torrance Police Department (" TPD"). The CADOJ' s Report of its Findings and Recommendations can be reviewed in Attachment 2, and the executed agreement with the agreed upon reforms to be implemented can be reviewed in Attachment 3 .

TPD is the principal law enforcement agency in Torrance, CA, a city of approximately 147, 000 residents within Los Angeles County, part of the South Bay. TPD is authorized to employ 220 sworn officers and 145 nonsworn staff. TPD is currently led by a Chief who was appointed by the City Manager. The Department is divided into four bureaus: Operations, Special Operations, Support Services, and Administration.

In August 2025 , TPD and the City entered into an Agreement with the CADOJ to work collaboratively to improve policies, practices, and data collection abilities while building community trust. Prior to executing the Agreement, the City requested the CADOJ conduct an assessment of the department and make reform recommendations .

The consultant may encounter a variety of perspectives related to police services in the City, including from individual City Council members , community groups , individual community members , and members of TPD.

Definitions:

Cit
Vendor, Contractor,
Proposer, Firm or
Consultant
Contract, Purchase
Order, Agreement,
Purchasin A reement
Scope of Work
The Cit of Torrance, California
The person, firm, company or corporation providing services to the City, or submitting a proposal in response to this RFP
The agreement between the awarded Vendor and the City as a result of this Request for Proposals
The responsibilities outlined in Section 2( a)( iii)-( iv); ( b)-( f); ( h); ( k)-( m); o and Section 4 a ; c ; e - of the A reeme nt.
43 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 45 Proposal Submittal Form:

Pro spe ctive propo se rs mu st submit l:>ids in electronic only format at https :// pb system , plan et b ids. com / portal/ 47426/ porta l- hom e; The propo sal must be made on the form provided and uploaded on PlanetBids.

Scan and attach the following required documents to your eBid. This list may not be all- inclusive; additional items may be required elsewhere in bid specifications. Failure to provide required documents with bid may cause the bid to be deemed non- responsive.) If an individual makes the proposal, it must be signed by that individual, with an address and telephone number. If made by a business entity, it must be signed by an authorized person that executes binding agreements and contracts . A full business address and telephone are required .

Blank spaces in the proposal form must be completed using ink, indelible pencil, typewriter or digitally.

The text of the proposal form must not be changed and no additions . Any unauthorized conditions, limitations, or provisos attached to a proposal will render it informal and may cause its rejection .

Alterations by erasure or interlineations must be explained or noted in the proposal form over the signature of the Proposer.

Questions:

All questions regarding this RFP must be submitted online no later than 12: 00 PM Friday, October 10, 2025 . Answers to questions will be posted online for all interested bidders to review . Bidders who have downloaded bid documents by the time that the questions are responded to will receive an automated email notifying them of additional information and/ or addendums that have been posted to the website.

No questions via telephone. No questions submitted after deadline . Written answers and any other changes to the RFP will be sent via PlanetBids to all known prospective proposers as an addendum to the RFP.

Errors and Omissions:

The proposer may not take advantage of any errors and/ or omissions in these specifications or in the proposer' s specifications submitted with its proposal. If there are errors or omissions, you will be notified .

Proposers Examination of Requirements:

The Proposer is required to examine carefully the site, the instructions, information and specifications of this document, investigate the conditions, the character, quality and quantity of work to be performed as required by this document. Submission of a proposal will be considered prima facie evidence that the Proposer has made such examination.

Reservation :

The City reserves the right to revise or amend these specifications prior to the date set for opening proposals. Revisions and amendments will be identified by an addendum to this RFP. If the revisions require additional time to enable vendors to respond, the City may postpone the opening date accordingly. In such case, the addendum will include an announcement of the new proposal submittal due date.

Attach all addenda to the proposal. Failure to attach any addendum may render the proposal non­ responsive and cause for rejection.

The City reserves the right to award a contract to a company solely based on the initial proposal submitted. The City reserves the right to require more information and clarification on information submitted in the proposal to complete the evaluation.
44 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 46 The City Council reserves the right to reject any and all proposals received, to take all proposals under advisement for a period not to exceed ninety ( 90) days after the date of the opening, to waive any informality on any proposal, and to be the sole judge of the relative merits of the material and or service mentioned in the respective proposals received. The City reserves the right to reject any proposal not accompanied with all data or information required.

This Request for Proposals does not commit the City to award a contract or to pay any cost incurred in the preparation of a proposal. All responses to this RFP document become the property of the City of Torrance.

The City reserves the right to examine all factors bearing on a Proposer' s ability to perform the services under the contract. The City reserves the right to reject any proposal not accompanied with all data or information required . The City reserves the right to cancel this solicitation, without penalty, at its sole discretion.

Affidavit:

An affidavit form is enclosed . It must be completed signifying that the proposal is genuine and not collusive or made in the interest or on behalf of any person not named in the proposal, that the proposer has not directly or indirectly induced or solicited any other proposer to put in a sham proposal or any other person, firm, or corporation to refrain from proposing, and that the proposer has not in any manner sought by collusion to secure for itself an advantage over any other proposer. Any proposal submitted without an affidavit or in violation of this requirement will be rejected . ( Attachment 1) Evaluation of Proposals:

The City and the CADOJ will be the sole determiner of suitability to the City' s needs . Proposals are rated according to their completeness and understanding of the City' s needs, conformance to the requirements of the technical specifications, compatibility with the City' s current technology and operations, prior experience with similar scope of work, financial capabilities, delivery, and cost. Cost including any ongoing maintenance and support cost are reviewed to determine which proposal best meets the needs of the City.

The City will take into consideration a local Torrance vendor sales tax rebate of 1. 5% for proposals submitted by a Torrance vendor that include a material component.

The City' s project evaluation team and members of the CADOJ will evaluate proposals based on the evaluation criteria listed below. Points will be assigned to each criterion up to a maximum of 100 points.

Subsequently, the City may interview a qualified Proposer, prior to deciding whether to recommend the award of an Agreement.
45 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 47 Description of Evaluation Criteria Possible Points
Organizational Capacity 30
This criterion measures the ability of the Proposer to fulfill the services in the scope of work. Proposer' s approach should present a general plan of program goals and procedures for implementing the reforms listed in Appendix A of the Agreement, which should include a list of team members, if any, and their roles, who would work on fulfilling the services in the scope of work. Proposer must demonstrate an understanding of the work and ability to meet all the requirements in the scope of work and in their interview responses.

Experience 40
Points will be assigned for " Experience with Projects of this Size and Scope in an Agency of Similar Size" based on a vendor' s previous experience with law enforcement agencies, as delineated in the scope of work, and client references and in their interview responses.

Cost Proposal 20
References 10
Maximum Total Points = 100
PART I - EVALUATION OF PROPOSALS: After receipt of proposals for this project, the City' s project evaluation committee will evaluate proposals based on the criteria listed below ( with exception of cost), and develop a short list of qualified Proposers . The Proposers on this short list will be invited to interview with the City.

PART II - INTERVIEW: An interview will be held for qualified proposers at the discretion of the City.

The Contract:

The awarded vendor will be required to enter into a written contract with the City of Torrance. Attached is a copy of the standardized contract ( Attachment 4), which will be modified to reflect the awarded RFP.

A copy of this RFP and the accepted proposal will be attached to and become a part of the contract.

Contract Term:

The initial contract will be for a period of five years, starting tentatively in November 2025 .

Independent Contractor:

The successful proposer will at all times remain to the City, a wholly independent contractor. Neither the City nor any of its agents will have control over the conduct of the Contractor or any of the Contractor' s employees, except as otherwise set forth in the awarded Agreement. The Contractor' s agents and employees are not and will not be considered employees of the City for any purpose. The Contractor may not, at any time or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of the City . The City has no duty, obligation, or responsibility to the Contractor' s agents or employees under the Affordable Care Act. The Contractor is solely responsible for any tax penalties associated with the failure to offer affordable coverage to its agents and employees under the Affordable Care Act and any other liabilities, claims and obligations regarding compliance with the Affordable Care Act with respect to the Contractor' s agents and employees. The City is not responsible or liable for the Contractor' s failure to comply with the Contractor' s duties, obligations, and responsibilities under the Affordable Care Act. The Contractor agrees to defend, indemnify and hold the City harmless for all taxes and penalties that may be assessed against the City 46 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 48 because of the Contractor' s obligations under the Affordable Care Act relating to the Contractor' s agents and employees.

Payments:

The successful proposer will submit monthly invoices to the City and TPD for approval, detailing each expense, along with any documentation necessary to justify each expense . Within 21 days of receipt of the monthly invoice, the City will notify CADOJ in writing that the CADOJ is authorized to pay the invoice.

The CADOJ will remit payment to successful proposer.

Notice of Intent to Award:

Approximately two ( 2) weeks prior to the anticipated City Council meeting awarding a contract because of the RFP, the City will notify all proposer ' s of its intent to award . Results will be posted on the City of Torrance Web site https:// p bsystem . planetb lds. co rn/ porta l/4742. 6/ p ortal- M0me 47 Docusign Envelope ID : 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 49 RFP No. 82025- 25 Implementation of Policing Reform Agreement between the City of Torrance and the California Department of Justice

I SECTION II TECHNICAL REQUIREMENTS
Overview:

The City of Torrance is requesting proposals from qualified vendors for consultant( s) to assist with the implementation of the Agreement between the City and the CADOJ .

This RFP is intended to be as descriptive as possible . However, Proposers may not take advantage of omissions or oversights in this document. Proposers must supply products and services that meet or exceed the requirements of this RFP. In the event of a dispute over installation or performance, the needs of the City of Torrance will govern.

Scope of Work:

Successful proposer must be able to provide consultancy services to assist with the implementation of reforms listed in Appendix A of the Agreement between the City and the CADOJ ( Attachment 3).

General Requirements:

The proposer will agree to work with the City , TPD, and the CADOJ throughout the contracted process .

The Proposer will be required to perform responsibilities and duties described in the Agreement, including all items in Section 2( a)( iii)-( iv); ( b)-( f); ( h); ( k)-( m); ( o) and Section 4( a); ( c); ( e)-( g) of the Agreement. Some of those responsibilities and duties include :

1. Responsible for hiring, training, and providing any necessary staff and be operational at the start of the contract term. None of the staff retained by the proposer will be considered employees of the City .
2 . Coordinate with all involved stakeholders to develop and monitor a Work Plan described in the Agreement between the City and the CADOJ.

3. Participate in regular status updates and meetings with the City, TPD , and the CADOJ, 4 . Periodically report to the public on TPD ' s progress in implementing agreed- upon reforms, The proposer must have experience providing consultancy services to law enforcement agencies, and in particular monitoring agencies' implementation of reforms as part of a Collaborative Reform, Stipulated Judgement, or Consent Decree . The proposer also must provide at least three ( 3) but no more than five ( 5) references .

I
48 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 50 RFP No. 82025- 25 Implementation of Policing Reform Agreement between the City of Torrance and the California Department of Justice
I SECTION Ill PROPOSAL SUBMITTAL I
FAILURE TO COMPLETE ALL ITEMS IN THIS SECTION MAY INVALIDATE PROPOSAL..

In accordance with your " Request for Proposals ( RFP)", the following proposal is submitted to the City of Torra nee .

RFP Submitted By:

Name of Company
Street Address City Zip Code
Telephone Number Fax Number
Printed Nameffitle E- Mail Address
Signature Date
Form of Business Organization: Please indicate the following ( check one).

D Corporation D Partnership D Sole Proprietorship D Other: ___________ _ Do you have a Parent Company? D No D Yes,
Name of Parent Company)
Do you have any Subsidiaries? D No D Yes,
Name of Subsidiary Company)
Business History:

Years in business under your current name and form of business organization? ____ Years If less than three ( 3) years and your company was in business under a different name, what was that name?
Contact for Additional Information:

Please provide the name of the individual at your company to contact for any additional information:

Printed Name Title
Telephone E- Mail Address
i
49 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 51 Proposal Submittal ( continued):

Vendor Name: ___________________________ _
Project Start and Completion:

The City requires the project to start as soon as possible from the award of a contract and the project completed as soon as possible. Specific periods that are mutually agreed upon will be established after award of a contract and pursuant to the Agreement.

Project Manager:

Please provide the name of the individual at your company who will serve as Project Manager for this contract.

Name
Telephone Number
Contract Representative :

Fax Number
Title
Email Address
Please provide the name of the individual at your company who will be responsible for administering this contract.

Name Title
Telephone Number Fax Number Email Address
50 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 52 Vendor Name: ___________________________ _
Sub Contractors:

If awarded, will you be using sub contractors to carry out the scope of work required in this RFP? D Yes , we will be using sub contractors and have listed their contact information below .

D No, we will not be using any sub contractors for this project.

Company Name Contact Name Title
Telephone Number Fax Number Email Address
Please explain the working relationship between your company and the sub contractor. i;
i
51 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 53 Proposal Submittal ( continued),
Vendor Name: ___________________________ _
Background and Recent Experience with Similar Projects:

In the space below, please provide a narrative explaining your background and recent experience with similar projects as the scope of work identified in this RFP. ( Please attach additional sheet if needed .) 52 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 54 Proposal Submittal ( continued):

Vendor Name: __________________________ _
Organizational Capacity:

In the space below, please describe in detail the ability to. fulfill the services in the scope of work, as described in Section 2( a)( iii)-( iv); ( b)-( f); ( h); ( k)-( m); ( o) and Section 4( a); ( c); ( e)-( g) of the Agreement.

Please attach additional sheets if needed)
i
i I
53 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 55 Proposal Submittal ( continued):

Vendor Name: _________________________ _
References:

Please supply the names of companies/ agencies for which you recently supplied comparable goods/ services as requested in this RFP. A minimum of three ( 3) references is required; additional references are optional. References from public agencies are preferred. Do not include the City of Torrance as a reference for this RFP.

Name of Company/ Agency;
Street Address:

City:

State, Zip Code:

What Product/ Service did you
1 provide to this Company/ Agency?
Name of Person to Contact:

Phone Number of Contact:

Email Address of Contact :

Name of Company/ Agency;
Street Address:

City, State Zip Code'.

What Product/ Service did you
2 provide to this Company/ Agency?
Name of Person to Contact:

Phone Number of Contact:

Email Address of Contact:'
Name of Company/ Agency:

Street Address :

City, State Zip Code:

What Product/ Service did you
3 provide to this Company/ Agency?
Name of Person to Contact:

Phone Number of Contact:

Email Address of Contact:
54 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 56 Proposal Submittal ( continued):

Vendor Name: --------------------------
L~,7 -::::::-- I ;•,:~ tr).':;·,; \:-· tr••(: ffilr~ i®~-~ y 't_t.tl.i!fil°fOO~-- Ulii'!l''!l·~"©:~fil[<"ls):' a1=~ & r~:(; "(~--~1m·1:ffit2•~-f~--~llU!-:il0 1·= 1• -,! r:"!~:.~ i: w:' •I·~,:,,,,;; ~ ••• ,, ..... _ -·• :..

J'.! J.: l-- u. J\.. Ml... 4-. ~ _., • . _ ..... ~• 1 =,.,. .: J , .• . 1~~ 4 - u~ A~~,~ itJ~;;,~~~ r-r.~~~ 11~1~r~~~~ 1r~ 1zy;,;_~~1IPfx~ r t~,~~ r~~~ 0~;~ 1-' r , J~~ M~~ fi~~ j~~ ui~ rtt~ fr~v)};,l~i¥Ji1l? J. t~~: f;:H.~ oJ~: 6lUm fu ~ t1ii~[~ tW(~IHpl,t=11~~~!:t0.1~ f ~m~~-, 1:·_:,] i-i . t!1~1ff~r-Jr)§MJI,1Ut~ H~t@i,,i~Hl~l1nt2i Wff-<~t~t,;1ll0nr::1:§:;1.W~itl-@~ m~ ffri.~1wr~~f~:fio~Jr' -:/1~ i:::,JJr~' 11u 1ti;--:J/r;_' •''i ,.,. \ fr RFP Scope of Work Questions Indicate what page in your
proposal you have
answered this question.

Did you include a signed Affidavit Form with your RFP Submittal? OYesO No Did you attach additional sheets to answer the Background and D YesO No Recent Experience with Similar Projects information on page __ of this RFP? Page_ of our submittal.

Did you review all addenda, if any, issued by the City? OYesO No OYesO No
Did you include References?
Page_ of our submittal
OYesO No
Are your Wage Rates Included?
Page_ of our submittal.·
Have you included Proposed Alternative Language to City' s Pro D Yes D No Forma Consulting Services Agreement ( if applicable)
Page_ of our submittal
55 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 57 Proposal Submittal ( continued):

Vendor Name: __________________________ ~
RFP Scope of Work Questions
Did you describe your experience with consulting law enforcement agencies on reform?
Did you provide a least three ( 3) but no more than ( 5) years of references?
Indicate what page in your
proposal you have answered
this question.
0Yes0 No
Page _ of our submittal ..

D Yes No
Page _ of our submitta l.
56 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 58 Proposal Submittal ( continued)::

Vendor Name: ___________________________ _
i,';~]1~1f:',.:::~. f:~:· 0-::.:/{ 1·:[. f1:J,&!!f:J!".i@lfr~ 1€ l?itwt; f~Jfil~~'. iSIRt~~ tt-tlifiin({{iift~J®,~W1;•ii_':'!·t~:::r'.'.'..!1PJit(;,:1,.:,~ij;td -- Description/ Position $ Rate per Hour $ Daily Rafefor Site Visits 57 Docusign Envelope ID: 504D0A62- 4264- 4C18 - 8F86- 8EBFD333BCAD

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
59 being first duly sworn deposes and says;
ATTACHMENT 1

PROPOSER' S AFFIDAVIT

1. That he/ she is the _____________ of _____________ _ Title of Office) ( Name of Company)
Hereinafter called " proposer", who has submitted to the City of Torrance a proposal for Title of RFP)
2 . That the proposal is genuine; that all statements of fact in the proposal are true;

3. That the proposal was not made in the interest or behalf of any person, partnership, company, association, organization or corporation not named or disclosed ;

4. That the Proposer did not, directly or indirectly, induce solicit or agree with anyone else to submit a false or sham proposal, to refrain from proposing, or to withdraw his proposal, to raise or fix the proposal price of the Proposer or of anyone else, or to raise or fix any overhead, profit or cost element of the Proposer' s price or the price of anyone else; and did not attempt to induce action prejudicial to the interest of the City of Torrance, or of any other Proposer, or anyone else interested in the proposed contract;

5. That the Proposer has not in any other manner sought by collusion to secure for itself an advantage over the other Proposer or to induce action prejudicial to the interests of the City of Torrance, or of any other Proposer or of anyone else interested in the proposed contract;

6. That the Proposer has not accepted any proposal from any subcontractor or materialman through any proposal depository, the bylaws, rules or regulations of which prohibit or prevent the Proposer from considering any proposal from any subcontractor or material man, which is not processed through that proposal depository, or which prevent any subcontractor or materialman from proposing to any contractor who does not use the facilities of or accept proposals from or through such proposal depository;

7. That the Proposer did not, directly or indirectly, submit the Proposer' s proposal price or any breakdown thereof, or the contents thereof, or divulge information or data relative thereto, to any corporation , partnership, company, association, organization, proposal depository, or to any member or agent thereof, or to any individual or group of individuals, except to the City of Torrance, or to any person or persons who have a partnership or other financial interest with said Proposer in its business.

8. That the Proposer has not been debarred from participation in any State or Federal works project.

Dated this __ day of ________ , 20 __ .

Proposer Signature)
Title)
17 RFP Docum ent Revised September, 2019
58 Docusign Envelope ID: 504D0A62- 4264- 4C1 B- 8F86- 8EBFD333BCAD

EXHIBITC

PROPOSAL
To be attached]
15 59
Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD

PROPOSAL
RFP NO. B2025- 25

IMPLEMENTATION OF POLICING REFORM

AGREEMENT BETWEEN THE CITY OF TORRANCE AND
THE CALl: FORNIA 0- EPARTI\ IIENT OF JU- STICE
OCTOBER 2025
l1111• ro;,• i11g f><' rf;,,-, 11, 111cc le:._ .·\ ccou11ct1f,;/; 1y i11 l' olit: i11, i:,

TERI BLACK & COMPANY, LLC
dba JOSEPH BRANN & ASSOCIATES
25500 HAWTHORNE BLVD., STE. 1158
TORRANCE, CA 90505
60 Docusign Envelope ID: 504DOA62- 4264 - 4C18- 8F86- 8EBFD333BCAD 62 TABLE OF CONTENTS

QUALIFICATIONS & EXPERIENCE

RECENT EXPERIENCE & ORGANIZATIONAL CAPACITY

THETEAM

COST TO PROVIDE SERVICES

APPROACH TO IMPLEMENTATION PARTNERSHIP

REFERENCES
61 Docusign Envelope ID: 504D0A62- 4264 - 4C18- 8F86- 8EBFD333BCAD 63 QUALIFICATIONS & EXPERIENCE
Joseph Brann & Associates ( JBA), a subsidiary of Teri Black & Company, LLC, is a Torrance­ based firm that has been exclusively dedicated to improving accountability and performance in police departments across the United States since 2001 . The firm is led by Joe Brann, one of the most experienced professionals in the areas of conducting organizational assessments and providing oversight and monitoring of police agencies undertaking reform measures. JBA has distinguished itself by providing these services and working with the agencies in a collaborative fashion - working in concert with agencies to evaluate, assess and address the issues of concern.

Mr. Brann has assembled a team of premier subject matter experts in the profession who are positioned to address the unique needs of each client. His firm has a 25- year history of working effectively with both the California and United States Departments of Justice.

The firm' s oversight and monitoring experiences date back to 2001 when Mr. Brann was selected as the Special Consultant for the California Attorney General and to serve as the Monitor of the Riverside Police Department under the very first state Attorney General- driven consent decree in the United States. He later served as the Monitor of the Maywood, CA Police Department Stipulated Judgment and is now serving as a Monitor for both the Los Angeles County Sheriffs Department ( under a Settlement Agreement with USDOJ) and for the Kern County Sheriffs Department ( for a Stipulated Judgment with the California Attorney General' s Office). Other monitoring and oversight engagements have included service on teams in Cincinnati, OH, Cleveland, OH and Seattle, WA. Additionally, he has worked with local public officials whose jurisdictions are either under or considering the possibility of seeking federal or state oversight of their law enforcement agency. JBA also assists various public sector entities across the country with organizational assessments of their police departments, providing technical assistance on matters involving implementation of contemporary policing strategies, improving organizational performance and management accountability, conducting police staffing analyses, etc.

As the owner of a Torrance- based business and a long- time South Bay resident, Mr. Brann will be readily available to the Police Department and City for any onsite meetings and technical assistance needs.
62 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 64 RECENT EXPERIENCE & ORGANIZATIONAL CAPACITY
While the firm has served numerous communities across the country, it has largely been invested in serving two Southern California agencies for the past 5 to 1 O years - serving as a Monitor for both the Los Angeles County Sheriff' s Department ( under a Settlement Agreement with USDOJ) and for the Kem County Sheriff' s Department ( for ~ Stipulated Judgment with the California Attorney General' s Office).

JBA assembles and customizes each team of experts in accordance with the needs and objectives of the engagement. As the partnership matures and when unique needs evolve, additional or different expertise and talents are sometimes required, so any needed adjustments will be made in consultation with the stakeholders as the work progresses. JBA' s network includes additional experts in use of force, complaints, behavioral mental health, community policing, and auditing who can be engaged on short notice.

The following foundational team has been assembled in response to the aspirations of the Agreement between the City of Torrance, Torrance Police Department, and the California Department of Justice and has sufficient capacity to position the parties for success.

Joseph Brann - Prlnclpal
After rising through the ranks to the position of Captain in the Santa Ana Police Department, where he had established a strong foundation and reputation for his work in refining community policing and problem oriented policing practices, Mr. Brann was appointed Police Chief in Hayward, California to further advance these concepts and evolving practices in this diverse Bay Area community. His community policing knowledge and success there led President Clinton to appoint him as the founding Director of the US Department of Justice' s COPS Office. The office was instrumental in not only placing tens of thousands of new community policing officers on America' s streets, but, more importantly, achieving significant crime reductions across the country among those agencies that were utilizing the funding provided and embracing the training, technical assistance, and advancements in technologies and equipment made available to them under COPS grants. The primary objective throughout these endeavors was to improve police practices, strengthen relationships and engagement with the community, and ensure the community plays an active and ongoing role as a co- producer of public safety. 63 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 65 After concluding his federal service, Mr. Brann established a consulting practice that has continued to assist police agencies of all sizes and various complexities across the country, with the large majority of these being diverse urban communities, such as is the case with the City of Torrance.

Contact: jbrann@jballc. com / tel 310. 265 . 7479

SUBCONTRACTORS
Chris Hartney - Associate/ Project Manager
Mr. Hartney brings 25 years of professional experience as a project manager and researcher to the JBA team. He has been a member of the US DOJ/ Los Angeles County Settlement Agreement monitoring team since 2015 and the California DOJ/ Kern County Stipulated Judgment monitoring team since 2021. With these projects, Mr. Hartney manages most of the day- to- day work of these teams including coordinating internal workflow, compliance assessment, communications between parties, and report writing. He also serves as a subject matter expert on data tools and analyses and provides expert assistance in the areas of stops, community policing, and behavioral health.

Previously, Mr. Hartney was a Senior Researcher with Evident Change ( formerly known as the National Council on Crime and Delinquency) where his work included numerous projects in local, state, and national justice- related research . and statistics. He has authored several Evident Change data- focused publications on topics in justice and corrections, and which have dealt with issues involving disproportionate representation of people of color in the justice system, women, Native American youth, youth In the adult corrections system, and international corrections . Mr.

Hartney earned his bachelor' s degree from the University of California at Berkeley.

Contact: cjhartney@gmail. com / tel 510. 541. 5449
Paul Figueroa - Associate
Mr. Figueroa works as an independent police monitor with particular expertise in leadership, implicit bias, constitutional stops, crime reduction strategies, community relations, police training, and accountability. He is currently a member of the US DOJ/ Los Angeles County Settlement Agreement and the California DOJ/ Kern County Stipulated Judgment monitoring teams lending his expertise in a variety of areas.
64 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD3338CAD 66 Before becoming a compliance advisor, Mr. Figueroa enjoyed a 27- year career with the Oakland Police Department where he rose to the rank of Assistant Chief. His experience in a sworn capacity includes extensive experience in field command, procedural justice, criminal investigations, internal affairs investigations, accountability, auditing, leadership, and community policing . In addition, he has firsthand leadership experience implementing changes in response to a federal court order before retiring from his sworn capacity in 2022.

Mr. Figueroa holds a doctorate in organizational leadership from the University of La Verne, a master' s degree in public administration from Golden Gate University and a bachelor' s degree in political science from California State University, East Bay. He is an adjunct professor in Golden Gate University' s graduate level public administration program.

Contact: PaulFigueroa@oakfigconsulting. com / tel 510. 815. 4087 George Ryan - Associate
Mr. Ryan is an expert In police tactics, use of force, firearms, and a negotiations expert with 32 years of sworn service with the Los Angeles Police Department ( LAPD), where he rose to the rank of Sergeant. His extensive experience includes assignments in patrol, training, special problems ( community- focused street crimes) and gang units . In addition, he served on the department' s SWAT team for more than 17 years, where he gained invaluable experience in special tactics, crisis negotiations, and the de- escalation of conflict.

Mr. Ryan has a passion for training and teaching and is a respected expert in the areas of de­ escalation, use of force, officer Involved shooting response protocols, critical incident management and policy development related to such topics. During his time with LAPD, he served as the command staff' s subject matter expert in the areas of tactics, firearms, and use of force for approximately 100 use of force review boards. An experienced trainer, Mr. Ryan is a seasoned instructor committed to enhancing job skills and recovery practices for line level personnel and supervisors.

Contact: george@r3tactical. com / tel 661. 618. 1173
65 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 67 COST TO PROVIDE SERVICES
Vendor Name: Teri Black&. Co., LLC DBA Joseph Brann & Associates i-
Description/ Position $ Rate per Hour
Joseph Brann. Principal $ 450
Chris Hartney, Project Manager $ 350
Paul Figueroa $ 325
George Ryan $ 250
66 Docusign Envelope ID: 504D0A62- 4264- 4C 18- 8F86- 8EBFD333BCAD 68 APPROACH TO IMPLEMENTATION PARTNERSHIP
The Joseph Brann & Associates { JBA) team' s primary role will be two- fold: to assess TPD' s progress toward achieving the mandated reforms and to assist in the succ' essful implementation of those reforms. These two roles go hand- in- hand, ~ s compliance assessments identify gaps in compliance, concerning patterns, and procedural issues and provide practicable information and recommendations for overcoming those issues. JBA team foresees its role as serving as partners to TPD and the City as they fulfill their responsibility to achieve the reforms and improvements identified within the Agreement.

We recognize this Agreement Is the result of several years of collaborative work between the TPD, the City, and DOJ. A priority for the JBA team will be to assist TPD in capitalizing on the important work already done and, as much as possible, to meld our work as consultants with this existing foundation and working relationships among the parties that wlll serve to carry the reform work forward . To that end, we will look forward to meeting early on with TPD managers, supervisors, and line staff, City leadership, DOJ, and community representatives to begin the work and to gain a sense of their perspectives on the reform efforts, their respective roles and expectations, and their work and communication processes. Members of the JBA team have worked with DOJ on similar reform projects and investigations.

The Agreement mandates change in a wide range of departmental practices , including some areas that are historically Intractable for many law enforcement agencies. Utilizing a collaborative reform model with a focus on culture change, we will work with department executives to build the organizational capacity as well as the organization climate needed to implement and sustain the reforms and objectives the parties have agreed upon. Our goal will be to help TPD and the City establish that culture through refinements to organizational systems and practices, improved management performance, and a focus on accountability for results that is understood and embraced at all ranks .

We here discuss the qualifications and experience that will allow us to fulfill the services laid out in the scope of work in the RFP as well as the some of the approaches we have found effective as a means of demonstrating our general approach to law enforcement reform work. We note that these descriptions are often meant as examples AND remain open to any number of approaches to completing the work laid out in the Agreement and the RFP and we will develop modes of productivity in concert with the parties.

I '
67 Docusign Envelope ID : 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 69 Work Plan and Compliance Measures 1
In the initial phases of the consulting period, we will work with the parties to establish a work plan laying out the steps needed for the department to achieve substantial compliance with the Agreement along with timelines for implementation. The plan will also establish a process and timelines for the JBA team' s assessment of progress toward achieving the reforms, including compliance measures so the parties have clarity on how and by what criteria success and ultimate compliance will be tested.

It is our experience that certain elements of this type of reform process often take time to come to fruition and therefore should begin as soon as practicable. These include data system procurement/ development and, subsequent to that, developing the analysis tools, protocols, expertise, and establishing the culture and clarity surrounding expectations needed to effectively use data to inform practice. In turn, this requires developing professional internal auditing skills as well as instituting effective recruitment, hiring, and promotional processes which positively impact the workforce, instituting effective supervisory and management oversight and accountability systems; and developing appropriate oversight mechanisms and practices.

This work will require regularly scheduled and ad hoc meetings with the parties to discuss compliance status, technical assistance, the results of audits and reviews, and planning. Two of the JBA team are based in Los Angeles and the other two in the San Francisco Bay Area. We can attend meetings virtually or in- person. We will also stay in regular contact with the parties via email and telephone. We are accustomed to exchanging document drafts and feedback ( plans, policies, procedures, training curricula, etc.) via email and cloud- based document sharing services. Each member of the JBA team also has the capacity to remotely view documents and videos provided through departmental or City servers, if the need arises.

Following regular meetings, the JBA team will share written follow- ups memorializing information shared and decisions made and next steps. 2 We recommend that we maintain an additional tracker, a " living document" containing more detail on compliance status, compliance assessment findings, the status of work recently completed and ongoing tasks, and next steps, to be discussed 1 Agreement Section 2( b)
2 Agreement Section 2( b)( v)
l ;
68 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 70 during regular meetings and shared for Internal input from the parties. This can be a valuable tool for ensuring there is clarity regarding what work is needed to reach compliance among the parties.

Assessing TPD and City Progress Toward Reforms and Provision of Technical Asslstance3 4 Determining compliance in most cases will not simply be a matter of confirming that certain tasks have been completed; in many cases it will require assessing whether the intended outcomes of the reform are occurring ( e. g., Is a new policy consistently being followed in the field?). The JBA team will work with the parties to decide the most appropriate and economical method for reliably assessing compliance with each reform( s). In some cases this will likely require formal audits while, in others, less formal and less time- consuming reviews will suffice. The timing for reviews will also be agreed upon in advance. Audits and reviews will generally be initiated after any new or revised policies, training, procedures or practices have been implemented and sufficient time has passed for the changes to take root.

The JBA team includes professionally trained and experienced auditors. In their own practice and in consultation with law enforcement agencies, the team has used the results of audits to inform policy, training, supervisory and accountability processes, and crime strategies. All use of data, reports, and other information provided to the JBA team by the department will be governed by strict data security and confidentiality practices.

We have found the combination of operational audits and compliance audits to be most helpful in driving reform work as operational audits provide timely feedback on practices, gaps noted and obstacles encountered whereas compliance audits assess progress made rel. ative to desired outcomes. Our findings reports will include written recommendations for immediate and longer­ term steps needed to meet the Agreement mandates. We will work with TPD to develop action plans to address issues identified through audits or other assessments ( whether conducted by JBA or TPD) and will provide any assistance needed to fulfill those plans.

A productive approach we have used in other jurisdictions is to first conduct informal reviews and mini- audits" with small samples that can be targeted towards particular areas of interest or concern. These can be used to provide timely and immediately actionable feedback to TPD on 3 Agreement Section 2( a)( iii)( 1)
4 Agreement Section 2( a) Oii)( 3)
69 Docusign Envelope ID : 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 71 current performance and areas requiring attention. When these mini- audits show improved outcomes, audits with larger representative samples can then be conducted for formal compliance assessment.

Resolving D/ sagreements5
To ensure transparency and to reduce the likelihood of disagreements regarding interpretation of findings and compliance, all review and audit plans- whether conducted by the consultants, TPD, or third parties- should be agreed upon ahead of time and carefully followed, and once the reviews are conducted, reports should include detailed descriptions of methods used, findings, and rationales for all compliance decisions.

Nevertheless, of course, disagreements may arise in a number of areas including interpretation of the Agreement, policy language, " in policy" determinations ( e. g ., during audit case reviews, critical incident reviews, or complaint investigations), or in overall compliance assessments. With our experience in collaborative reform, the JBA team has worked to resolve these disagreements and impasses between law enforcement agencies an. d DOJ entities over multiple topics. Our role in these situations is typically to facilitate discussions and/ or written exchange of positions and, if asked, to provide our expert opinion based on relevant information ( such as results of our reviews, contextual examples from other jurisdictions, current law, the community' s perspective, best practices, or current research) and to propose compromises when appropriate. We have found that, in some cases Involving disagreement over a compliance determination, it is sometimes helpful to table the discussion until additional audits or reviews are conducted and then to reassess based on the additional information and any patterns that might be identified.

Consultant Reports and Compliance Tracking8
As part of our regular public- facing reports in other reform efforts, we have come to recognize the helpfulness of including concise Compliance Status Tables for each section of the Agreement which provide the status of each mandated reform ( including which reforms have been achieved and, for instance, indications of partial compliance when progress has been made but full compliance has not been achieved), the rationale or basis for compliance decisions, key work 5 Agreement Section 2( a)( Hl)( 4)
6 Agreement Section 2( a)( iii)( 2)
70 Docusign Envelope ID: 504D0A62- 4264 - 4C18- 8F86- 8EBFD333BCAD 72 completed; and work left to do. 7 The report text can then serve to provide more detail and context for the tables.

Holding public meetings to discuss the status reports is essential for maintaining buy- in among community members and hearing their input, concerns, and priorities regarding the reform process.
8 We will be open to any meeting format agreed to by the parties. We have found these meetings to be most productive if the presentation of findings is focused on summaries of those findings of most interest to the public and that the bulk of the meeting be given to questions from the community members, with the consultants and representatives of TPD, the City, or DOJ available to respond and engage in discussion.

Our proposed team includes three members with a wealth of experience in serving at managerial and executive levels in law enforcement agencies, supporting the implementation of reform efforts, and evaluating successes. Two of our team members have served as chief or assistant chief of large agencies and understand the essential role strong supervisory and management oversight and accountability play in a healthy organization as well as the importance of buy- in from officers to support long- term culture shift. We have an expert in modem practices related to UOF as well as SMEs in search and seizure, bias- free policing, community policing and problem­ solving, procedural justice, training including scenario- based and adult learning methods, data systems, auditing, data analysis, and using data to inform practices. Together, these team members are effectively positioned to both assess TPD' s progress toward compliance and to provide technical assistance and expertise in all areas of the Agreement including assisting TPD to develop its Internal capacity and skills to carry out self- assessment of success in meeting the Agreement' s reforms.

For the remainder of this proposal section, we summarize our experience and general approach to the primary areas of work laid out in the Agreement. 7 Agreement Section 2( k)
Agreement Section 2( o)
71 Docusign Envelope ID : 504D0A62- 42 64- 4C18- 8F86- 8EBFD333BCAD 73 Professional Standards and Early Intervention System The JBA team has recently assisted in providing law enforcement agencies with the development of policies covering complaints, UOF, search and seizure, bias- free policing, body worn cameras, and promotions. Similarly, we have assisted with refinements to agency training related to force, de- escalation, constitutional stops, bias- free policing, and community engagement. We will provide assistance in development of the policies and training mandated by the Agreement. If deemed necessary by the parties, once policies and trainings are approved and implemented, we will also verify that they have been provided to appropriate personnel.

Applying the auditing experience we described above as we have done with other. jurisdictions, we will assist TPD in building out and establishing protocols for their Professional Standards unit, including among other factors considerations of sworn and professional staffing, internal and external training ( e. g., auditing school), and effective use of resources. As an example to be considered, we have recently worked with an agency that effectively utilizes a large team of professional aides, under direct supervision of sworn supervisors and managers, to conduct random reviews of body worn camera video and passing their findings up the chain of command.

The " mini- audit" approach described above is recommended at the early stages, as It provides more timely information for immediate action and also allows the unit to develop and improve their auditing capacity.

The JBA team will support TPD in conducting a department- wide data system assessment, identifying gaps in their current systems, and then work with City and TPD on what IT upgrades might be needed. We can then provide TA on designing those systems so they provide capacity for fulfilling the reforms department- wide. If requested, we can assist TPD in developing dashboards and tools to enable regular and standardized data review by supervisors and managers as we recently did with LASO. Following implementation of new data systems and analysis tools, we can work with staff to develop and hone the skills and procedures needed to effectively use that data to inform practice. We will also do spot checks and reviews of the documentation of the data audits and reviews mandated by the Agreement.

In build- outs in other jurisdictions we have noted a tendency for external vendors and the system developers to often limit their focus to just the immediate needs of " first line" users of these systems and to focus too much on replicating or maintaining old processes but using new 72 Docusign Envelope ID: 504D0A62- 4264- 4C1 B- 8F86- BEBFD333BCAD 74 technology. We encourage developers to think more broadly, gaining and applying an understanding of the Agreement and of the new culture of data- driven decision making that TPD is establishing, and should particularly focus on supervisory and management review and accountability functions. Further, the tools which personnel will use as they sit at their workstations or in the field should be semi- automated, intuitive, and modifiable. There are a variety of avenues to meet these needs- stand- alone data systems such as those offered by LEFTA may include this functionality or agency- developed tools can be created using such applications as the Microsoft suite.

A member of the JBA team recently managed his prior agency' s development of entirely new case management and early intervention system and will apply his expertise in providing TA for TPD.

The JBA team will share its expertise in working with the implementation of these systems in a variety of circumstances factoring in the federal, state, and local level employment law, regulations, ordinances, and collective bargaining contracts. As departmental risk management tools, the early intervention system alerting managers to potential issues and patterns before they become problematic is a primary objective. A parallel function is to allow supervisors to identify issues in their direct report' s conduct before they become problematic patterns and thus assist officers with their career development and ensure community members are experiencing fair and constitutionally valid pollcing. These systems are thus a critical component of the department' s wellness programs.

An important development process in expanding an agency' s auditing and data analysis capacity is Independent assessment of the quality and thoroughness of those reviews. An approach we regularly use In other jurisdictions is to select a subset of the cases and data reviewed by the department and to conduct " verification" reviews by applying the same methodology and determining if our findings match those of the auditing unit. This can, again, help the unit hone their expertise and eventually enable their reviews to be used for formal compliance assessment.

Internal Affairs and Use of Force
The JBA team has extensive experience and knowledge of current best practices in all aspects of the use of force, including policy, law, training, tactics, equipment, and the investigation and adjudication of force and critical incidents. Similarly, the JBA team have applied their own l '
73 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 75 professional experience as well as their ongoing familiarity with current laws and practice to provide TA and auditing of every aspect of the complaints and IA reviews in several agencies.

In our experience, it is paramount that agency managers and executives lead the way in establishing a healthy culture and clear standards surrounding the investigation and adjudication of complaints and the use and review of force by actively promoting, demonstrating, and requiring thoroughness, objectivity, fairness, and transparency in these critical activities.

Further, since officers are challenged on a daily basis with interactions involving mental and behavioral health issues, it is crucial deputies receive specialized training in and routinely apply skills related to response to individuals in crisis and de- escalation as well as other considerations affecting the use of force. We have worked with agencies in implementing response models based on CIT training including MET, mental health professional- officer teams in patrol ( Joint Evaluation Teams), and mental health triage in dispatch centers.

Supervision and Discipline
In both their leadership roles at agencies and more recently as consultants, the JBA team has a wealth of experience developing policies and protocols for effective supervisory oversight and accountability. The JBA team has helped develop and support discipline matrices in their professional experience. Once the criteria Is established, it is crucial that there are accountability processes in place to ensure it is regularly and consistently applied and that results are occasionally audited to ensure the tool is meeting TPD intentions . While each Incident or case presents a specific set of circumstances, the JBA team has the experience to help advise the department on the formulation of disciplinary guidelines that are based on progressive discipline when that is the appropriate response.

External Oversight
The JBA team has extensive experience with the development of as well as working with external civilian oversight boards and independent auditors ( e. g., OIG). These entities can vary significantly in terms of their roles, range of responsibilities and function, and their legal authority.

We can provide our insights and guidance, gather internal and community input, and help the parties determine the appropriate mission and structure as well as assist with implementation, including membership and establishing internal protocols. After implementation and some time to 74 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD find its footing, the JBA team can help assess whether the oversight entity is fulfilling its expected role and how its processes and effectiveness can be improved.

Disparities and Bias in Policing
The JBA team holds expertise in data analysis, conducting managerial reviews, developing corrective action plans, providing problem- solving training, and addressing community perceptions related to perceived and actual disparities in policing. We also have worked with multiple agencies in the development of policy, training, and supervisorial reviews, protocols to ensure officers and dispatchers have clear guidance in the appropriate conduct of stops and calls for service, and ensuring superiors can appropriately identify and respond to either individual incidents or patterns of possible bias. This ls another area of the Agreement that the JBA team can assist TPD in creating a culture of accountability, where topics like potential bias are routinely analyzed, discussed, and, when necessary, addressed transparently and without defensiveness.

Community Policing
Members of the JBA team are national experts in community policing, problem- oriented policing, and procedural justice. We also have extensive experience assisting agencies in developing, strengthening, and sustaining community partnerships, including outreach and engagement with diverse, hard- to- reach community members with historically difficult relationships with law enforcement. The JBA team philosophy is that the community should serve a meaningful role as a partner and co- producer of public safety. ( See team bios.) Employment and Organization Health
As part of the employment- related reforms, the JBA team will work with the TPD and the City to clearly articulate the workforce characteristics they seek in what is sometimes called an Ideal Candidate Profile. The profile and related protocols can then be applied throughout the employment continuum from recruitment and applicant evaluations and, after hiring, in training, supervision and mentoring, performance evaluations, and promotions. Additionally, as we recently did in another jurisdiction, the team will assist in identifying and collecting the data and information needed to identify and respond to any choke points where qualified candidates may fall out of the hiring or promotional processes and to ensure officers receive effective and equitable guidance 75 Docusign Envelope ID : 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD 77 throughout their career trajectories with regard to mental and physical health and advancement.

In addition to recruitment and retention bonuses, the JBA team has worked with other jurisdictions in pursuing other avenues to increase application rates and maximize the ratio of applicants to hires, such as speeding up the process to reduce the chance a qualified applicant accepts other offers of employment In the meantime, broader range and location of recruitment events, screening and testing held at recruitment events, improved communication and assistance with applicants as they step through the process, etc.

Closely related to the Employment section, the JBA team will assist in establishing a culture of internal procedural justice and to institute the processes and climate where TPD personnel can comfortably and without repercussions raise internal concerns and complaints. To assess current status for the purpose of Informing TPD' s work in this section and also to assess progress in meeting mandated reforms, the JBA team can help the department and City tap into employee attitudes towards these processes through observation, informal interviews, and, if the parties choose, organizational climate studies. A healthy police organization dedicates itself to instituting and maintaining personnel systems and processes that are responsive to helping employees deal with the challenges that stem from dealing with the myriad mental and emotional crises they must contend with in the course of their work. This can prove especially challenging for organizations with staff vacancy and morale issues. The JBA team is experienced in dealing with such challenges and can help TPD in their efforts to promote a healthier work environment, enhance employee satisfaction, productivity, and overall well- being, and lead to improved organizational performance.

I •
76 Docusign Envelope ID : 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD

REFERENCES
Los Angeles County Sheriffs Deparbnent
Office of Constitutional Policing
211 W. Temple St.

Los Angeles, CA 90012
Eileen Decker, Director
213) 229- 3096
emdecker@lasd. org
78 Monitoring of Settlement Agreement between USDOJ and LA County, providing technical assistance
USDOJ, Civil Rights Division
601 D Steet, N. W.

Washington, DC 20004
Charles Hart, Civil Rights Attorney ( former)
Cell: ( 917) 406- 6740
hartch@pm. me
Monitoring of Settlement Agreement between USDOJ and LA County involving implementation of reforms, providing technical assistance, and ongoing evaluations of progress Riverside Police Department
4102 Orange St.

Riverside, CA 92501
Larry Gonzalez, Chief of Police
951) 826- 5940
lgonzalez@riversideca. gov
Served as Monitor of Riverside Police Department Stipulated Judgment between City and California DOJ; then as public safety consultant to City of Riverside for evaluation/ recommendations related to role of Riverside Community Police Review Commission 77 Docusign Envelope ID: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD City of Cincinnati, Ohio
Miller Canfield
150 W. Jefferson, 25th Floor
Detroit, Ml 48226
Saul Green, Of Counsel
79 Former U. S. Attorney, Easter District of Michigan
Former Deputy Mayor, City of Detroit
313) 268- 5381
GreenS@millercanfield. com
Worked with Mr. Green on monitoring of federal consent decree involving Cincinnati Police Department and assisted with subsequent " refresh" and updated assessment of progress requested by the City
78 Certifi cate 0f Com le1 io n
Envelope Id: 504D0A62- 4264- 4C18- 8F86- 8EBFD333BCAD Status : Completed Subject: Complete with Docusign: C2025- 304 Teri Black & Company, LLC, dba Joseph Brann & Associates. pd/ Source Envelope:

Document Pages: 76
Certificate Pages: 5
AutoNav: Enabled
Envelopeld Stamping: Enabled
Signatures: 4
Initials: o
Time Zone : ( UTC- 08: 00) Pacific Time ( US & Canada)
eoord Trac ki g
Status: Original
1/ 5/ 2026 2: 34: 08 PM
i9JTer

JOSEPH BRANN
jbrann@jballc. com
Security Level: Email, Account Authentication
None)
Electronic Record and Signature Disclosure:

Accepted: 1/ 5/ 2026 2: 44: 02 PM
ID: a2a553dd- f698- 40c3- b087- 9d9067fd6fa9
Company Name: City of Torrance CA
J. K. Litvin
JLitvin@TorranceCA. gov
Deputy City Attorney Ill
Security Level : Email, Account Authentication
None)
Electronic Record and Signature Disclosure:

Accepted: 1/ 5/ 2026 3: 59: 22 PM
ID: 6e68b40d- 6e8c- 48dd- 93a9- 20bfdc2b3527
Company Name: City of Torrance CA
George K. Chen
GChen@TorranceCA. gov
Mayor , City of Torrance
Security Level: Email, Account Authentication
None)
Electronic Record and Signature Disclosure:

Accepted: 1/ 5/ 2026 4: 53: 47 PM
ID: 8b1 a8f79- 78ae- 468c- a5ca- 170cf8899ae2
Company Name: City of Torrance CA
Rebecca Poirier
RPoirier@TorranceCA . gov
Security Level: Email, Account Authentication
None)
Electronic Record and Signature Disclosure:

Holder: Sonia Delgado
SDelgado@torranceca. gov
Signature Adoption: Pre- selected Style
Using IP Address: 66 . 251. 117 . 185
Signature Adoption: Pre- selected Style
Using IP Address: 172. 112. 177 . 134
Signature Adoption: Pre- selected Style
Using IP Address: 70. 165. 209. 228
Signed using mobile
Signature Adoption : Pre- selected Style
Using IP Address : 204. 145 . 129. 190
Envelope Originator:

Sonia Delgado
3031 Torrance Blvd
Torrance, CA 90503
SDelgado@torranceca. gov
IP Address: 204. 145. 129. 190
Location: DocuSign
Sent: 1/ 5/ 2026 2: 38: 46 PM
Viewed : 1/ 5/ 2026 2: 44: 02 PM
Signed: 1/ 5/ 2026 3: 45: 05 PM
Sent: 1/ 5/ 2026 3: 45: 07 PM
Viewed: 1/ 5/ 2026 3: 59: 22 PM
Signed: 1/ 5/ 2026 3: 59: 59 PM
Sent: 1/ 5/ 2026 4: 00: 01 PM
Viewed: 1/ 5/ 2026 4: 53: 47 PM
Signed: 1/ 5/ 2026 4: 55: 13 PM
Sent: 1/ 5/ 2026 4: 55: 15 PM
Viewed : 1/ 5/ 2026 5: 02: 58 PM
Signed: 1/ 5/ 2026 5: 03: 20 PM
Odocusign
79 Signer Eve nts
Accepted: 1/ 5/ 2026 5: 02 : 58 PM
ID : 286727b4- f9c9- 4963- ae4b- 526c681 ef9a5
Company Name: City of Torrance CA
Theresa Yniguez
tyniguez@TorranceCA. gov
Deputy City Clerk I
City of Torrance
Security Level: Email, Account Authentication
None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Sonia Delgado
SDelgado@torranceca. gov
Deputy City Clerk
City of Torrance
Security Level: Email, Account Authentication
None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Envelope Sent
Certified Delivered
Signing Complete
Completed
Signalu re T imestamp
Status
COPIED
Sent: 1/ 5/ 2026 5: 03: 22 PM
COPIED
Sent: 1/ 5/ 2026 5: 03: 24 PM
Signature Tlmestamp
Signature Ttimfftamp
tus ps
Hashed/ Encrypted 1/ 5/ 2026 2: 38: 46 PM
Security Checked 1/ 5/ 2026 5: 02: 58 PM
Security Checked 1/ 5/ 2026 5: 03: 20 PM
Security Checked 1/ 5/ 2026 5: 03: 24 PM
mtttJ. es, t ps
80 Electronic Record and Signature Disclosure created on : 5/ 2/ 2023 12 : 32: 32 PM Parties agreed to : JOSEPH BRANN, J. K. Litvin, George K. Chen, Rebecca Poirier

ELECTRONIC RECORD AND SIGNATURE DISCLOSURE
From time to time, City of Torrance CA ( we, us or Company) may be required by law to provide to you ce11ain written notices or disclosures. Described below are the tem1s and conditions for providing to you such notices and disclosures electronically through the DocuSign system.

Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to this Electronic Record and Signature Disclosure ( ERSD), please confirm your agreement by selecting the check- box next to ' I agree to use electronic records and signatures' before clicking ' CONTINUE' within the DocuSign system.

Getting paper copies
At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. You will have the ability to download and print documents we send to you through the DocuSign system during and immediately after the signing session and, if you elect to create a DocuSign account, you may access the documents for a limited period of time usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a

0. 00 per- page fee. You may request delivery of such paper copies from us by following the procedure described below.

Withdrawing your consent
If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below.

Consequences of changing your mind
If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures . Further, you will no longer be able to use the DocuSign system to receive required notices and consents electronically from us or to sign electronically documents from us.

All notices and disclosures will be sent to you electronically 81 Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through the DocuSign system all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us.

How to contact City of Torrance CA:

You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain infonnation from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows:

To contact us by email send messages to: RPoirier@torranceca. gov To advise City of Torrance CA of your new email address To let us know of a change in your email address where we should send notices and disclosures electronically to you, you must send an email message to us at RPoirier@torranceca. gov and in the body of such request you must state: your previous email address, your new email address. We do not require any other information from you to change your email address.

If you created a DocuSign account, you may update it with your new email address through your account preferences.

To request paper copies from City of Torrance CA
To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an email to RPoirier@torranceca. gov and in the body of such request you must state your email address, full name, mailing address, and telephone number. We will bill you for any fees at that time, if any.

To withdraw your consent with City of Torrance CA
To infonn us that you no longer wish to receive future notices and disclosures in electronic format you may:
82 i. decline to sign a document from within your signing session, and on the subsequent page, select the check- box indicating you wish to withdraw your consent, or you may; ii. send us an email to RPoirier@torranceca. gov and in the body of such request you must state your email, full name, mailing address, and telephone number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process ..

Required hardware and software
The minimum system requirements for using the DocuSign system may change over time. The current system requirements are found here: hllps:// suptJorL. do usign. com/ guitles/ signer- guicle­ s ignin g- sys tcm- r cq uircmcnt s.

Acknowledging your access and consent to receive and sign documents electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please confirm that you have read this ERSD, and ( i) that you are able to print on paper or electronically save this ERSD for your future reference and access; or ( ii) that you are able to email this ERSD to an email address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format as described herein, then select the check- box next to ' 1 agree to use electronic records and signatures' before clicking ' CONTINUE' within the DocuSign system.

By selecting the check- box next to ' I agree to use electronic records and signatures', you confirm that:

You can access and read this Electronic Record and Signature Disclosure; and You can print on paper this Electronic Record and Signature Disclosure, or save or send this Electronic Record and Disclosure to a location where you can print it, for future reference and access; and
Until or unless you notify City of Torrance CA as described above, you consent to receive exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you by City of Torrance CA during the course of your relationship with City of Tonance CA.
83 FIRST AMENDMENT TO CONSULTING SERVICES AGREEMENT
(C2025-304)
This First Amendment to Consulting Services Agreement C2025-304 (“First Amendment”) is made effective as of January 6, 2026 (the “Effective Date”), by and between the CITY OF TORRANCE (“CITY”), a municipal corporation, and Terri Black and Associates, LLC, DBA Joseph Brann & Associates (“CONSULTANT”).

RECITALS:

A. On January 5, 2026, CITY and CONSULTANT entered into Consulting Services Agreement C2025-304 (the "Agreement"), whereby CONSULTANT agreed to provide consulting services related to support the implementation and the evaluation of CITY's substantial compliance with the agreed upon reforms in the Agreement Between the California Department of Justice, The City of Torrance, and the Torrance Police Department.

B. The CITY is satisfied with the level of service provided by the CONSULTANT.

C. Both parties wish to amend the Agreement to include travel and incidental expenses which were inadvertently excluded from the initial Cost to Provide Services.

D. Both parties further wish to amend the Agreement for an additional $2,950,000 for a new not to exceed sum of $4,200,000.

AGREEMENT:

1. Paragraph 3, of the Agreement, entitled “COMPENSATION” is hereby amended to read in its entirety as follows:
“3. COMPENSATION
A. CONSULTANT’s Fee
For services rendered pursuant to this Agreement, CONSULTANT will be paid in accordance with the Cost to Provide Services set forth in the Proposal and the Travel and Incidental Costs attached as Exhibit D; however, that in no event will the total amount of money paid to CONSULTANT, for services initially contemplated by this Agreement, exceed the sum of $4,200,000 ("Agreement Sum"), unless otherwise first approved in writing by CITY.”

2. In all other respects, the Agreement between the CITY and CONSULTANT is ratified and reaffirmed as amended and remains in full force and effect. 84 ATTACHMENT 2

CITY OF TORRANCE,
a municipal corporation
Teri Black and Associates, LLC,
DBA Joseph Brann & Associates
__________________________________
Sharon Kalani, Mayor
By:___________________________
Joseph Brann
Principal
ATTEST:
__________________________________
Rebecca Poirier, MMC
City Clerk
APPROVED AS TO FORM:

PATRICK Q. SULLIVAN
City Attorney
By:______________________________
Jeanne-Marie K. Litvin
Deputy City Attorney III
Attachments: Exhibit D Travel and Incidental Costs
85 EXHIBIT D

TRAVEL AND INCIDENTAL COSTS
[To be attached]
86 TRAVEL AND INCIDENTAL COSTS
Consultants will be reimbursed for travel and incidental costs as follows:

Reimbursement rates:
 Reimbursement will be based on the current, which is updated annually, US General Services Administration (GSA) federal per diem rate for Los Angeles County. (The GSA provides the per diem rate for each federal fiscal year, October 1 through September 30, at https://www.gsa.gov/travel/plan-book/per- diem-rates.)
Reimbursement requirements:
 A scanned copy of the original itemized receipts must be provided to receive reimbursement.
 Consultants will submit itemized expenses along with scanned receipts as part of monthly invoices.

Meal guidelines:
 Tips are included in the maximum rates.
 An individual can spend more or less on a particular meal during a day as long as the daily cap is not exceeded.
 Alcohol purchases are not subject to reimbursement.

Air travel guidelines:
 Air travel shall be arranged at coach class.
 Consultants will make an effort to obtain the lowest possible airfare.  The point of departure should be from the airport nearest the traveler’s home, unless leaving from another airport will result in substantial savings.

Ground transportation guidelines:
 Mileage :
o Reimbursed at the rate allowed per GSA Rules and Regulations. o Available at https://www.gsa.gov/travel/plan-a-trip/transportation-airfare- rates-pov-rates/privately-owned-vehicle-pov-mileage-reimbursement.  Rental Cars/Ubers :
o Rental cars or ubers/taxis should be utilized based on whichever is most cost efficient among available transportation options.
o Uber/taxi tips shall not exceed 20% of the fare.

Lodging guidelines:
 It is expected that travelers shall seek lodging costs that provide the greatest value to the City. This may include hotel accommodations at preferred rates with government or lowest rates requested whenever possible.  Lodging chargeable to the City is restricted to the length of stated business purpose.
87 Torrance Police Department Cal DOJ Agreement - Consultant Budget Initial Six-Month Budget Period: 01/01/26 to 06/30/26
Hourly Billed
Rate
Avg. Days
per Month
Number
Months
Total
HoursConsultants Title Total Budget
$129,600Brann, Joe Lead Consultant/SME
Project Manager
SME
$450.00 6.0

8.0 5.0

4.0 6
6 6
6 288.00
384.00
240.00
Hartney, Chris
Figueroa, Paul
Ryan, George
$350.00
$325.00
$250.00
$134,400
$78,000
$48,000
$390,000
SME 192.00

SUBTOTAL
Travel Costs
Travel Expenses (total from next page) $14,723
TOTAL $404,723
88 ATTACHMENT 3

Torrance Police Department Cal DOJ Agreement - Consultant Budget Six-Month Travel Jan 2026 - June 2026
Consultant Travel Computation Detail
Item
Total Trips Total
Joe Brann
From: LA Area
Meals
To: Torrance
@ $ 60 x 12 Trips x
@ $ 0.725 x 14 Trips x
1 Days
10 Miles
720
102Mileage
$
$
822
Chris Hartney
From: Oakland, CA
Airfare+bags
To: Palmdale/Antelope Valley
@ $
@ $
@ $
@ $
@ $
500 x
250 x
74 x
25 x
95 x
3 Trips 1,500
2,250
666
Hotel
Meals
3 Trips x
3 Trips x
3 Trips x
3 Trips x
3 Nights
3 Days
3 Days
3 Days
Overnight Parking, Tolls, Etc
Ground Transportation, rental
225
855
5,496
7,328
Paul Figueroa
From: Oakland, CA
Airfare+bags
To: LASD
@ $
@ $
@ $
@ $
@ $
500 x 4 Trips 2,000
3,000
888
300
1,140
Hotel
Meals
250 x
74 x
25 x
95 x
4 Trips x
4 Trips x
4 Trips x
4 Trips x
3 Nights
3 Days
3 Days
3 Days
Overnight Parking, Tolls, Etc
Ground Transportation, rental
$
$
George Ryan
From: LA Area
Hotel
To: Torrance
@ $
@ $
250 x
60 x
1 Trips x
3 Trips x
2 Nights
2 Days
500
360
218
Meals
Mileage @ $ 0.725 x 3 Trips x 100 Miles
1,078
Travel Total: $ 14,723
89 Torrance Police Department Cal DOJ Agreement - Consultant Budget 18-Month Budget Period: 01/01/26 to 06/30/27
Hourly Billed
Rate
Avg. Days
per Month
Number
Months
Total
HoursConsultants Title Total Budget
$388,800Brann, Joe Lead Consultant/SME
Project Manager
SME
$450.00 6.0 18
18 18
18 864.00
1152.00
720.00
Hartney, Chris
Figueroa, Paul
Ryan, George
$350.00
$325.00
$250.00

8.0 5.0

4.0 $403,200
$234,000
$144,000
$1,170,000
SME 576.00

SUBTOTAL
Travel Costs
Travel Expenses (total from next page) $37,734
TOTAL $1,207,734
90 Torrance Police Department Cal DOJ Agreement - Consultant Budget 18-Month Travel Jan 2026 - June 2027
Consultant Travel Computation Detail
Item
Total Trips Total
Joe Brann
From: LA Area
Meals
To: Torrance
@ $ 60 x 25 Trips x 1 Days
10 Miles
1,500
$ 218Mileage @ $ 0.725 x 30 Trips x
$
$
1,718
Chris Hartney
From: Oakland, CA
Airfare+bags
To: Palmdale/Antelope Valley
@ $
@ $
@ $
@ $
@ $
500 x
250 x
74 x
25 x
95 x
8 Trips 4,000
6,000
1,776
600
Hotel
Meals
8 Trips x
8 Trips x
8 Trips x
8 Trips x
3 Nights
3 Days
3 Days
3 Days
Overnight Parking, Tolls, Etc
Ground Transportation, rental 2,280
14,656
18,320
Paul Figueroa
From: Oakland, CA
Airfare+bags
To: LASD
@ $
@ $
@ $
@ $
@ $
500 x 10 Trips
250 x 10 Trips x
74 x 10 Trips x
25 x 10 Trips x
95 x 10 Trips x
5,000
7,500
2,220
750
Hotel
Meals
3 Nights
3 Days
3 Days
3 Days
Overnight Parking, Tolls, Etc
Ground Transportation, rental 2,850
$
$
George Ryan
From: LA Area
Hotel
To: Torrance
@ $
@ $
250 x
60 x
3 Trips x
8 Trips x
2 Nights
2 Days
1,500
960Meals
Mileage @ $ 0.725 x 8 Trips x 100 Miles 580
3,040
Travel Total: $ 37,734
91

← All documents from this meeting