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EETING OF THE CITY COUNCIL
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Rill Velto, Mayor
James Breitling, Mayor Pro Tern- District 2 Michael Blay, City Manager Carlos A. Garcia,Councilmember-District 3 Stephen P. Deitsch,City Attorney Shannon Maust, Councilmember -District I Keri Johnson, City Clerk Rudy Zuniga,Councilmember-District 4
Monday, March 11, 2024
Open session begins at 6:00 p.m.
City Council Chamber
City Hall, 460 N. Euclid Avenue
Residents may observe the City Council meetings remotely via livestream on the City website, Spectrum Cable TV Channel 3, or Frontier Cable TV Channel 26.
Pages
1. CALL TO ORDER AND ROLL CALL
2. ADDITIONS-DELETIONS TO AGENDA
3. ORAL COMMUNICATIONS
This is a time for any citizen to comment on item listed on the closed session agenda only. Anyone wishing to address the legislative body is requested to submit a speaker card to the City Clerk at or prior to speaking. The speakers are requested to keep their comments to no more than three (3) minutes. The use of visual aids will be included in the time limit.
CLOSED SESSION BEGINS AT 5:00 p.m.
4. CLOSED SESSION
a. CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL - EXISTING
LITIGATION
California Government Code Section 54956.9 (Paragraph (1) of subdivision (d)) Case Name: Laine Taylor v. City of Upland
San Bernardino County Superior Court of California Case No. CIVSV2210536 b. CLOSED SESSION CONFERENCE WITH REAL PROPERTY NEGOTIATORS California Government Code Section 54956.8
Property: 10,500 square foot parcel located on the north side of Foothill Boulevard, approximately 187 feet east of Central Avenue in the City of Upland (Assessor Parcel Number: 1006-574-11)
City Negotiators: City Manager Michael Blay, Development Services Director
Robert Da!quest and Economic Development Coordinator Melecio Picazo Negotiating Party: Cameron Cox , MGR Real Estate
Under Negotiation: Lease Price and Terms of payment
c. CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED
LITIGATION
California Government Code Section 54956.9(b) - 1 potential case
5. INVOCATION
Pastor Noel Anderson, First Presbyterian Church
6. PLEDGE OF ALLEGIANCE
7. PRESENTATIONS
8. CITY ATTORNEY
9. ORAL COMMUNICATIONS
This is a time for any citizen to comment on any item listed or not listed on the agenda.
Anyone wishing to address the legislative body is requested to submit a speaker card to the City Clerk at or prior to speaking. The speakers are requested to keep their comments to no more than three (3) minutes. Speakers will be given five (5) minutes during public hearings. The use of visual aids will be included in the time limit. Public comments and questions for the purpose of hearing current matters of concern in our community and to provide citizens a method for the public to hear those concerns in an open venue is encouraged. However, under the provisions of the Brown Act, the City Council is prohibited from discussion of items not listed on the agenda, and therefore, the City Council, City Manager, or City Attorney will take communications under advisement for consideration and appropriate response or discussion at a later time.
Individuals who demonstrate disruptive conduct during City Council meetings that prevent the City Council from conducting its meeting in an orderly manner are guilty of a misdemeanor as stated in PC403, disrupting a public meeting, and are subject to removal from the chamber or arrest.
10. CONSENT CALENDAR
All matters listed under the Consent Calendar are considered to be routine and will be enacted by one roll call vote. There will be no separate discussion of these items unless members of the legislative body request specific items be removed from the Consent Calendar for separate action.
Recommended Action:
Approve the Consent Calendar
a. APPROVAL OF MINUTES 6
Recommended Action:
Approve the Regular Meeting Minutes of February 26, 2024. (Staff Person: Keri Johnson)
b. ANNUAL CITY ETHICS REVIEW 2024 10
CEQA: Not a Project.
Recommended Action:
Receive and file this report on the annual city ethics review. (Staff Person:
Michael Blay)
c. CONSIDER ACCEPTANCE AND EXPENDITURE OF 2022 JUSTICE 12
ASSISTANCE GRANT FUNDS
CEQA: Not a Project.
Recommended Action:
Accept the City's share of the 2022 Justice Assistance Grant (JAG) award in the amount of $23,094, appropriate the grant funds to Fund 219, approve the purchase of 2 Archer Rapid Gate Kits from Meridian Barriers at a cost of $26,675.36, and approve the additional funding of $3,581.36 from the Citizens' Option for Public Safety (COPS) grant for the purchase; and authorize the City Manager to execute any and all documents necessary to implement the grant. (Staff Person: Marcelo Blanco)
d. CONSIDER APPROVAL OF AN AGREEMENT WITH LIBRARY SYSTEMS AND 39
SERVICES FOR LIBRARY MANAGEMENT SERVICES
CEQA: Not a Project
Recommended Action:
Approve an agreement with Library Systems and Services, LLC for continued operation of the Upland Public Library for a period of ten (10) years, authorize the City Manager to execute the agreement; accepting the $300,000 provided for in the agreement, and approving a budget adjustment to add $300,000 in Fund 425 for a Library HVAC capital project (Staff Person: Stephen Parker) e. CONSIDER APPROVAL OF AN AMENDMENT TO PROFESSIONAL SERVICES 59
AGREEMENT WITH MV CHENG & ASSOCIATES, INC
CEQA: Not a Project
Recommended Action:
Approve Amendment No. 4 to the professional services agreement with MV Cheng & Associates Inc. for staff augmentation services; and authorize the City Manager to execute the amendment. (Staff Person: Stephen Parker) f. CONSIDER APPROVAL OF AMENDMENT NO. 1 TO AN AGREEMENT WITH 85
GEOGRAPHICS
CEQA: Not a Project
Recommended Action:
Approve Amendment No. 1 to the professional services agreement with Geographics for creative support, text, copy, graphic design and layout, artwork services, print production, and mailing of the City's newsletter, the Upland Today News Magazine and Recreation Guide. (Staff Person: Stephen Parker) g. CONSIDER APPROVAL OF A MEMORANDUM OF UNDERSTANDING WITH 88
UPLAND ENHANCEMENT FOUNDATION FOR BALLFIELD IMPROVEMENTS
AT MEMORIAL PARK AND OLIVEDALE PARK
CEQA: Determine to be Exempt
Recommended Action:
Enter into a Memorandum of Understanding with Upland Enhancement Foundation to provide for improvements in and around baseball fields at Memorial Park and Olivedale Park; authorize the City Manager to execute the agreement; and approve a budget adjustment appropriating funding to effectuate the agreement. (Staff Person: Stephen Parker)
h. CONSIDER APPROVING AMENDMENT NO. 4 TO THE JOINT POWERS 107
AUTHORITY AGREEMENT WITH THE SAN BERNARDINO COUNCIL OF
GOVERNMENTS SERVICES
CEQA: Not a Project
Recommended Action:
Approve Amendment No. 4 to the Joint Powers Authority Agreement with San Bernardino Council of Governments Services; and authorize the City Manager to execute the amendment. (Staff Person: Stephen Parker)
i. CONSIDER APPROVAL OF THE PURCHASE OF THREE POLICE 113
ADMINISTRATION VEHICLES
CEQA: Not a Project.
Recommended Action:
Approve the purchase of three (3) 2024 Toyota Rav4(s) Hybrid from Claremont Toyota in the amount of$112,568.25; and authorize the City Manager to execute all necessary documents for the purchase of these vehicles. (Staff Person:
Braden Yu)
j. CONSIDER AWARD RESERVOIR CLEANING PROJECT 115 CEQA: Categorically Exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15306.
Recommended Action:
Award a professional services agreement to Harper & Associates Engineering, Inc. for cleaning and inspection of the City's potable water reservoirs in amount of $108,285; approve a contingency in the amount of $21,715 for a total amount of $130,000; and authorize the City Manager to execute the agreement and any future amendments or extensions within the City Manager's authority. (Staff Person: Braden Yu)
11. PUBLIC HEARINGS
12. COUNCIL COMMITTEE REPORTS
a. COUNCIL REPORTS ON REGIONAL COMMITTEE MEETING, TRAINING, OR
CONFERENCE ATTENDANCE
Councilmembers will provide oral reports on any meetings, trainings, or conferences they attended on behalf of the City. This item is for information only. b. SPECIAL FINANCE COMMITTEE MEETING, FEBRUARY 28, 2024 131 The Committee Chairperson will report on the meeting. This is an information
item only.
13. BUSINESS ITEMS
a. ANNUAL COMPREHENSIVE FINANCIAL REPORT (ACFR) AND RELATED 135 REPORTS FOR THE FISCAL YEAR ENDED JUNE 30, 2023
CEQA: Not a Project
Recommended Action:
Receive and file the Annual Comprehensive Financial Report (ACFR), the Auditor's Communication with Those Charged with Governance, the Auditor's Report on Internal Control over Financial Reporting and Compliance and Other Matters, and the Independent Accountants' Report of Agreed-Upon Procedures Applied to Appropriations Limit Worksheets for the Fiscal Year Ended June 30, 2023. (Staff Person: Stephen Parker)
b. MID-YEAR BUDGET REVIEW FY 2023/24 313 CEQA: Not a Project
Recommended Action:
1) Receive and file the Mid-Year Budget Review for Fiscal Year 2023/24; and 2) Approve the Mid-Year Budget Review's Proposed Adjustments; and 3) Approve the updated Schedule of Positions. (Staff Person: Stephen Parker)
14. COUNCIL COMMUNICATIONS
15. CITY MANAGER
16. ADJOURNMENT
The next regularly scheduled City Council meeting is Monday, March 25, 2024.
NOTE: If you challenge the public hearing(s) or the related environmental determinations in court, you may be limited to raising only those issues you or someone else raised at the public hearing described in this notice, or in written correspondence delivered to the City of Upland, at, or prior to, the public hearing.
All Agenda items and back-up materials are available for public review at the Upland Public Library, at 450 North Euclid Avenue, the City Clerk's Office at 460 North Euclid Avenue and the City website at www.uplandca.gov .
In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the City Clerk's Office, 909-931-4120.
Notification 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting. [28 CFR 35.102-35.104 ADA Title II] On March 6, 2024 a true and correct copy of this agenda was posted on the bulletin boards at 450 N. Euclid Avenue (Upland Public Library) and 460 N. Euclid Avenue (Upland City Hall), and the City website at www.uplandca.gov
MINUTES OF THE REGULAR MEETING OF THE UPLAND CITY COUNCIL February 26, 2024
6:00 p.m.
City Council Chamber
City Hall, 460 N. Euclid Avenue
Members Present: Mayor Bill Velto, Councilmember James Breitling, Councilmember Carlos A. Garcia, Councilmember Shannan Maust, Councilmember Rudy Zuniga
Staff Present: City Manager Michael Blay, Assistant City Attorney Thomas Rice, City Clerk Keri Johnson
1. CALL TO ORDER AND ROLL CALL
The regular meeting of the Upland City Council was called to order by Mayor Bill Velto at 6:00 p.m. in the Council Chamber of the Upland City Hall.
2. ADDITIONS-DELETIONS TO AGENDA
None.
3. ORAL COMMUNICATIONS
None.
4. CLOSED SESSION
5. INVOCATION
Pastor Laurie Baiz, Life Bible Fellowship Church
6. PLEDGE OF ALLEGIANCE
Led by Ralph Cavallo
7. PRESENTATIONS
8. CITY ATTORNEY
Assistant City Attorney Rice stated he had nothing to report.
9. ORAL COMMUNICATIONS
10. CONSENT CALENDAR
Moved by: Councilmember Breitling
Seconded by: Councilmember Garcia
Approve the Consent Calendar
Motion: Carried Unanimously
1
a. APPROVAL OF MINUTES
Approve the Regular Meeting Minutes of February 12, 2024. b. 2ND READING AND ADOPTION OF ORDINANCE NO. 1984 REGARDING
FIREWORKS REGULATIONS AND HOST'S LIABILITY
CEQA: Not a project.
Hold 2nd reading by title only, waive further reading and adopt Ordinance No. 1984 amending Upland Municipal Code (UMC) Section 8.28.040 and adding UMC Section 8.28.045 regarding host's liability to regulate safety measures and ensure the safety of members of the public.
c. 2ND READING AND ADOPTION OF ORDINANCE NO. 1985 AMENDING CITY
PARK HOURS
CEQA: Not a project.
Hold 2nd reading by title only, waive further reading, and adopt Ordinance No. 1985 amending Upland Municipal Code Section 9.04.090 regarding closing hours for Upland Municipal Parks.
d. 2ND READING AND ADOPTION OF ORDINANCE NO. 1986 AMENDING
REGULATIONS RELATED TO OVERNIGHT PARKING OF VEHICLES IN CITY-
OWNED PARKING LOTS
CEQA: Not a project.
Hold 2nd reading by title only waive, further reading, and adopt Ordinance No. 1986 adding "10.36.040 0" of the Upland Municipal Code regarding parking of vehicles in government owned public parking lots to regulate safety, prevent crime, decrease blight, and prevent storage of vehicles in government owned public parking lots in the City.
e. CONSIDER ADOPTING A RESOLUTION PROVIDING FOR THE CLOSURE OF
CITY OFFICES ON CERTAIN HOLIDAYS
Adopt Resolution No. 6763 providing for the closing of City offices on certain holidays.
f. APPROVAL OF JANUARY WARRANT AND PAYROLL REGISTERS
Approve the January warrant registers (check numbers 46260-46730 and direct disbursements totaling $11,219,372.46 and payroll registers totaling $1,892,284.55 (check numbers 163631-163740 and electronic fund transfers 45253-45811.
g. TREASURER'S REPORT JANUARY 2024
Receive and file the January 2024 Treasurer's Report.
h. CONSIDER APPROVAL OF SIDE LETTER BETWEEN CITY AND UPLAND
CITY EMPLOYEES ASSOCIATION FOR REVISIONS TO UNIFORM
ALLOWANCE ARTICLE
2
Approve the side letter agreement between the City and the Upland City Employees Association (UCEA) for revisions to the uniform allowance article.
CONSIDER APPROVAL OF A REVISED ATHLETIC FACILITIES POLICY AND
PROCEDURE MANUAL
Approve the proposed modifications to the Athletic Facilities Policy and Procedures Manual, with an effective date of July 1, 2023. j. CONSIDER APPROVAL OF 2024 ANNUAL WEED ABATEMENT PROGRAM Adopt Resolution No. 6764 declaring unmaintained weeds, grasses, vegetation, and dead or dying combustible debris a public nuisance and authorizing staff to initiate the annual weed abatement program.
k. CONSIDER APPROVAL OF THE PURCHASE OF POLICE FORENSIC
VEHICLE
Approve the purchase of a new 2024 Chevrolet 2500 with eight-foot (8-ft) service bed from M.K. Smith Chevrolet in the amount of $107,584.24; and authorize the City Manager to execute all necessary documents for the purchase of the vehicle.
11. PUBLIC HEARINGS
12. COUNCIL COMMITTEE REPORTS
a. COUNCIL REPORTS ON REGIONAL COMMITTEE MEETING, TRAINING, OR
CONFERENCE ATTENDANCE
No reports.
13. BUSINESS ITEMS
a. CONSIDER AN AWARD OF BID FOR PROJECT No. 82339, BALDY VIEW DOG PARK IMPROVEMENTS (BID NO. 2024-01)
There was discussion regarding the walking path and the possibility of other amenities instead of the walking path, and the public input that was provided in the design of the dog park.
Public Works Director Yu suggested that staff could consult the Public Works Committee to review the proposed additive items.
Moved by: Councilmember Breitling
Seconded by: Councilmember Garcia
Approve the Plans and Specifications for Project No. 82339, Baldy View Dog Park Improvements, with the exception of additive items Al, A2, and A3, which will be referred to the Public Works Committee for review; award a construction contract to Green Giant Landscape, Inc. in the amount of $1,372,019 (Base bid amount of $1,194,419 plus additive alternate bid items Al, A2, and A3 of $177,600); approve a construction contingency in the amount of $227,981, for a total amount of $1,600,000; and authorize the City Manager to execute any extensions and any future amendments within the City Manager's authority. 3
Motion: Carried Unanimously
14. COUNCIL COMMUNICATIONS
Councilmembers announced various activities and events throughout the community.
15. CITY MANAGER
City Manager Blay announced that the California Department of Food and Agriculture has proclaimed an emergency program for a bacteria affecting citrus trees in the region and a SoCal Gas grant program for customers in need of assistance.
16. ADJOURNMENT
Mayor Velto adjourned the meeting at 6:18 p.m. The next regularly scheduled City Council meeting is Monday, March 11, 2024.
Keri Johnson, City Clerk
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4�� 19� CITY UPLAND
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DATE: March 11,2024
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:KERI JOHNSON,CITY CLERK
SUBJECT: ANNUAL CITY ETHICS REVIEW 2024
RECOMMENDED ACTION:
It is recommended that the City Council receive and file this report on the annual city ethics review.
GOAL STATEMENT
The proposed action supports the City's goal of maintaining high ethical standards for staff and elected officials.
BACKGROUND
In 2011, the Upland City Council established Municipal Code Section 2.56 — Code of Ethics and Conduct. This chapter defines the scope and purpose of an ethical code of conduct, examples of prohibited conduct, and penalties for unethical behavior.
Section 2.56.090 of the code requires an annual review of the effectiveness of this policy by the City Council and presented by the City Manager.
ISSUES AND ANALYSIS
The creation and maintenance of an ethical culture is imperative to a successful municipal government. As such,the Upland City Council and Executive Staff recognize that ongoing modeling, training, and leadership is required to maintain a foundation of ethics.
Every elected official and public employee who make or influence governmental decisions is required to submit a Statement of Economic Interest known as Form 700. In addition,AB 1234 Chapter 700 requires cities,counties,and special districts to provide ethics training to these same officials every two years.
As such,in December 2022 all elected officials and designated employees that are required to submit a Form 700,and had not completed a minimum of two hours of ethics training within the prior two years were offered a training provided by our City Attorney. Anyone who could not attend that training completed the two hour online training course provided by the Fair Political Practices Commission. The City had 100%compliance among city officials and designated employees for this training. This comprehensive training provided by the City Attorney will be offered to elected officials and designated employees in December 2024.
In February 2024 all Upland City Employees were required to complete an online ethics training course provided by the City's online training platform provided through Vector Solutions. Course topics include workplace misconduct, understanding ethics, ethical dilemmas, laws pertaining to ethics, promoting an ethical workplace, and a final assessment. At this time 100%of all City staff have completed the required training.
Maintaining an ethical culture is the responsibility of every employee and appropriate systems are in place for the reporting and investigation of unethical conduct.
ENVIRONMENTAL DETERMINATION
The proposed action is not subject to the California Environmental Quality Act(CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA.The proposed action is not included within the definition of a"project" and thus is exempt.
FISCAL IMPACTS
There is no fiscal impact associated with this action.
ALTERNATIVES
Provide alternative direction to staff.
CEQA:Not a Project.
4��a �p19� CITY UPLAND
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DATE: March 11,2024
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:MARCELO A.BLANCO,POLICE CHIEF
MARCI E.WILLIAMS,POLICE SERGEANT
SUBJECT: CONSIDER ACCEPTANCE AND EXPENDITURE OF 2022 JUSTICE ASSISTANCE GRANT FUNDS
RECOMMENDED ACTION:
It is recommended that the City Council accept the City's share of the 2022 Justice Assistance Grant(JAG)award in the amount of$23,094, appropriate the grant funds to Fund 219, approve the purchase of 2 Archer Rapid Gate Kits from Meridian Barriers at a cost of$26,675.36, and approve the additional funding of$3,581.36 from the Citizens' Option for Public Safety (COPS) grant for the purchase; and authorize the City Manager to execute any and all documents necessary to implement the grant.
GOAL STATEMENT
The proposed action supports the City's goal of providing safe and effective law enforcement for the Upland community.
BACKGROUND
The U.S. Department of Justice has released the local solicitation for Justice Assistance Grant (JAG) under the American Recovery Act. JAG funds can be used for law enforcement programs, prosecution and court programs, prevention and education programs, corrections and community corrections programs, drug treatment and enforcement programs,planning, evaluation, and technology improvement programs, and crime victim and witness programs. As such,police agencies are allowed flexibility to prioritize and use the funds where they are needed most.
The County of San Bernardino and its cities are considered disparate. The JAG legislation requires that if a city(or cities)receives one and one-half times(150 percent)more funding(four times or 400 percent more for multiple cities) than the county,there is a funding disparity,and the units of local government must apply for an award with a single, joint application. Therefore,the County will act as the Fiscal Agent and will be responsible for applying for the grant on behalf of all the qualifying disparate jurisdictions. As has been agreed in the past,a 5%administration fee will be retained by the County. The attached Memorandum of Understanding(Interlocal Agreement)must be signed by each city.
The Citizens Option for Public Safety (COPS) Grant is a state grant with funding allocated and controlled by the County of San Bernardino.The funds must be expended exclusively to provide"front-line"law enforcement services.
The grant funding must be used to supplement existing services and not used to supplant any existing funding for law enforcement.
ISSUES AND ANALYSIS
Staff met to discuss how these funds best serve the needs of the Police Department. Staff decided the purchase of an additional two Archer Rapid Gate Kits would be the best use of the funds. These vehicle intrusion mitigation devices will assist the Police Department in closing streets when necessary to protect police personnel and/or members of the public from vehicle attacks during planned/unplanned gatherings, protests, riots and/or times of civil unrest. These gates will also allow quick and easy entry and/or exit for emergency vehicles and/or authorized personnel in these secured areas.
ENVIRONMENTAL DETERMINATION
The proposed action is not subject to the California Environmental Quality Act(CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA. The proposed action is not included within the definition of a"project" and thus is exempt.
FISCAL IMPACTS
Approval of this item will increase the revenue and expenditure budget in Fund 219 by$23,094. The total purchase price of the two Archer Rapid Gate Kits is$26,675.36,with funding coming from Fund 219 with the remaining $3,581.36 coming from funds already budgeted in COPS Grant Fund 216. There is no fiscal impact to the General Fund.
ALTERNATIVES
Provide alternative direction to staff.
CEQA:Not a Project.
INTERLOCAL AGREEMENT
BETWEEN THE TOWNS OF APPLE VALLEY AND YUCCA VALLEY, THE CITIES OF
ADELANTO, BARSTOW, CHINO, COLTON, FONTANA, HESPERIA, HIGHLAND,
MONTCLAIR, ONTARIO, RANCHO CUCAMONGA, REDLANDS, RIALTO, SAN
BERNARDINO, UPLAND, VICTORVILLE, YUCAIPA, AND SAN BERNARDINO COUNTY, CA
CONCERNING DISTRIBUTION OF THE
2022 JUSTICE ASSISTANCE GRANT AWARD
This Agreement is made and entered into this day of_ _ 2022, by and between SAN BERNARDINO COUNTY, acting by and through its governing body, the Board of Supervisors (hereinafter referred to as"COUNTY"), and the aforementioned TOWNS(hereinafter referred to as"TOWNS") and named CITIES (hereinafter referred to as "CITIES"), acting by and through their respective governing bodies, the Town Councils and City Councils, all of whom are situated within San Bernardino County, State of California, as follows:
WHEREAS, each governing body, in performing governmental functions or in paying for the performance of governmental functions hereunder, shall make that performance or those payments from current revenues legally available to that party; and WHEREAS, each governing body finds that the performance of this Agreement is in the best interests of all parties, that the undertaking will benefit the public, and that the division of costs fairly compensates the performing party for the services or functions under this Agreement; and
WHEREAS,the COUNTY agrees to release to TOWNS and CITIES their respective grant allocation from the JAG Award within sixty(60)days upon receipt of funds, less five percent(5%) for administrative fees, as reflected on Appendix 1 here attached and hereby incorporated by reference as part of this agreement; and COUNTY agrees to use the five percent (5%) of JAG award funds received from TOWNS and CITIES under this agreement for administrative fees toward the administration of TOWNS' and CITIES' programs during the entire permissible duration of said programs; and TOWNS and CITIES agree to deposit their JAG award funds into a separate trust account in accordance with JAG guidelines;and TOWNS and CITIES each agree to the five percent (5%) reduction of their respective grant allocation from the JAG award, as reflected on Appendix 1 for administrative fees toward the administration of this program; and additionally the TOWNS and CITIES each agree that it is their responsibility to ensure these funds are expended in accordance with JAG guidelines,and that the interest generated from such funds shall be solely applied and expended in accordance with these same JAG guidelines; and WHEREAS, the TOWNS, CITIES and COUNTY believe it to be in their best interests to reallocate the JAG funds,
NOW THEREFORE, the COUNTY and TOWNS and CITIES agree as follows:
Section 1.
COUNTY agrees to release to TOWNS and CITIES their respective grant allocation from the JAG Award within sixty(60)days upon receipt of funds, less five percent(5%)for administrative fees, as reflected in Appendix 1 here attached and hereby incorporated by reference as part of this Agreement, and; COUNTY agrees to use the five percent(5%)of JAG award funds received from MOU—2022 Justice Assistance Grant Page 1
TOWNS and CITIES under this agreement for administrative fees toward the administration of the TOWNS'and CITIES' programs during the entire permissible duration of said programs.
Section 2.
TOWNS and CITIES agree to deposit their JAG award funds into a separate trust account in accordance with the JAG guidelines; and TOWNS and CITIES agree to the five percent (5%) reduction of their respective grant allocation from the JAG award, as reflected in Appendix 1, for administrative fees toward the administration of this program, and; TOWNS and CITIES each agree that it is their responsibility to ensure these funds are expended in accordance with JAG guidelines and that all interest generated from such funds shall be solely applied and expended in accordance with these same JAG guidelines.
Section 3.
TOWNS and CITIES agree to enter into a sub-award grant agreement with the COUNTY in order to acknowledge receipt of the federal award information and applicable compliance requirements, including special conditions for each sub-award, before receiving grant funds.
Section 4.
TOWNS and CITIES agree to provide COUNTY with sufficient timely information as necessary within five business days after receiving written request from COUNTY to meet JAG requirements for quarterly and annual financial and performance reports.
Section 5.
Nothing arising from this Agreement shall impose any liability for claims or actions against COUNTY other than what is authorized by law.
Section 6.
Nothing arising from this Agreement shall impose any liability for claims or actions against TOWNS and/or CITIES other than what is authorized by law.
Section 7.
Each party to this Agreement will be responsible for its own actions in providing services under this Agreement and shall not be liable to any other party to this Agreement for any claim or action arising from the services provided under this Agreement.
Section S.
The parties to this Agreement do not intend for any third party to obtain a right by virtue of this Agreement.
Section 9.
By entering into this Agreement, the parties do not intend to create any obligations, either express or implied, other than those set out herein; further, this Agreement shall not create any rights in any party not a signatory hereto.
MOU-2022 Justice Assistance Grant Page 2
WHEREFORE, all parties freely and voluntarily agree to all of the above terms.
TOWN OF APPLE VALLEY, CA SA :r'NA R • ''OUNTY, CA Town Manager Curt Hagman
Chair, County Bo- d of Supervisors
ATTEST: --'
SIGN .' f!' I • Y,HAT A COPY
OF T. i -;71 f ?RED TO THE
Town Clerk CH` ''�
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APPROVED AS TO FORM: �' f--i S •
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Town Attorney of Sa', - - • V
APPROV -.' -- . - M:
*Tom Bunton
Coun el
atherine H y, ep t
*By law, the County Counsel's Office may only advise or approve contracts or legal documents on behalf of its clients. It may not advise or approve a contract or legal document on behalf of other parties. Our view of this document was conducted solely from the legal perspective of our clients. Our approval of this document was offered solely for the benefit of our clients. Other parties should not rely on this approval and should seek review and approval by their own respective attorneys.
MOU—2022 Justice Assistance Grant Page 3
WHEREFORE, all parties freely and voluntarily agree to all of the above terms.
TOWN OF APP E VALLEY, CA SA =r'NAFi OUNTY, CA
Town Manager Curt Hagman
� Chair, County =•:,c• of Supervisors
ATTEST: •.
SIGN : ;tO ' • HAT A COPY
OF "''. ED TO THE
Clerk CH :�
APPROVED AS TO FORM: j' ...�� =}a-x'c •
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Town Attorney �a .
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APPRO '+''M:
*Tom Bunton
Count
atiherine H y, ep
*By law, the County Counsel's Office may only advise or approve contracts or legal documents on behalf of its clients. It may not advise or approve a contract or legal document on behalf of other parties. Our view of this document was conducted solely from the legal perspective of our clients. Our approval of this document was offered solely for the benefit of our clients. Other parties should not rely on this approval and should seek review and approval by their own respective attorneys.
MOU—2022 Justice Assistance Grant Page 3
WHEREFORE,all parties freely and voluntarily agree to all of the above terms.
TOW F Y VALLEY, CA
Town Mana r
ATTEST:
Town Clerk
APPR.9YES4 AS TO FORM:
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MOU—2022 Justice Assistance Grant Page 4
WHEREFORE, all parties freely and voluntarily agree to all of the above terms. ;,
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City lerk
APPROVED AS TO FORM:
City Attorney
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MOU—2022 Justice'Assistance Grant Page 5
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WHEREFORE,all partles freely and voluntarily agree to all of the above terms.
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APPROVED AS TO FORM:
City Attorney
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WHEREFORE, all parties freely and voluntarily agree to all of the above terms.
CI ARST ,
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APPROVED AS TO FORM: 74f)1
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WHEREFORE, all parties freely and voluntarily agree to all of the above terms.
CITY sof INO, CA ;%dif k
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ATTEST:
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APPROVED AS TO FORM:
SIGNED IN COUNTERPART
City Attorney
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DocuSign Envelope ID:A004F7A7-E097-4A17-871D-B2577AB34B50 WHEREFORE, all parties freely and voluntarily agree to all of the above terms.
CITY OF CHINO, CA
City Manager
ATTEST:
City Clerk
APPROVED AS TO FORM:
Dowabnaa bY:
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WHEREFORE, all parties freely and voluntarily agree to all of the above terms.
CITY OF COLTON, CA
714(e-
Cityty Manager WI 1 f I aYY) ^R 51/11
141
ATTEST:
a",'t City Clerk -Aef_f l -t Ll S
APPROVE AS
City Attome • act r rpos
MOU-2022 Justice Assistance Grant Page 8
WHEREFORE,all parties freely and voluntarily agree to all of the above terms.
CITY OF FO , CA
City Manag
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{'ity Clerk
APP VED AS T FORM:
City Attorney
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WHEREFORE, all parties freely and voluntarily agree to all of the above terms.
CITY OF,ESPERI1A, CA
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City Manager
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City Clerk
APPROVED r TO FORM:
City All
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WHEREFORE, all parties freely and voluntarily agree to all of the above terms.
CITY OF HI'.= '[_AND, CA
City Manager
ATTEST:
City Clerk;
APPROVED AS TO FORM:
Cit tto ney Or/br-
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H EF all parties freely and voluntarily agree to all of the above terms. alTY MON,, LA , C
City Manager
ATTEST:
City Clerk
APPROVED AS TO F •
City Attorney
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WHEREFORE,all parties freely and voluntarily agree to all of the above terms.
CITY OF ONTARIO,CA
City Manager Dar ene M.samtez
Assistant City Manager
ATTE
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cL City Clerk
APPR D AS T
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WHEREFORE, all parties freely and voluntarily agree to all of the above terms.
CITY OF RANCHO Ct .,
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Cio-M na er
ATTEST:
J Clerk
APPROVED AS TO FO
tty Attorney
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WHEREFORE, all parties freely and voluntarily agree to all of the above terms.
CITYEDLA , CA
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Mayor
ATTEST:
--)ett4,4-12_
CO Clerk
APPROVED AS O F RM:
Ci/ Attomey
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WHEREFORE, all parties freely and voluntarily agree to all of the above terms.
CITY RIALTO, CA
C �/ity�mini" stratew -h C 1"ka`n°'°r—
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APPROV O fOR_A
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WHEREFORE, all parties freely and voluntarily agree to all of the above terms.
CITY OF 7AN BERNARDINO,CA
11414 161
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Cleft
APPROVED AS TO FORM:
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WHEREFORE,all parties freely and voluntarily agree to all of the above terms.
CI F UPLAND, CA
Cit.3I
Air ST:
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WHEREFORE, all parties freely and voluntarily agree to all of the above terms.
CITY OF VICTORVILLE, CA
City Manager
r4i1Z7e
ATTEST:
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APPROVEtAS T ORM:
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WHEREFORE, all parties freely and voluntarily agree to all of the above terms.
F YUCAIPA, CA
City Manager
ATTEST:
City Clerk
APPROVED AS TO FORM:
C"y ome
MOU-2022 Justice Assistance Grant Page 20
2022 Justice Assistance Grant
Appendix 1
Jurisdiction Allocation 5%Administrative Fee Award San Bernardino County $112,877 ($5,644) $107,233 Adelanto $20,168 ($1,008) $19,166
Apple Valley $25,382 ($1,269) $24,113 Barstow $21,318 ($1,066) $26,252
Chino $23,593 ($1,180) $22,413
Colton $15,081 ($754) $14,327
Fontana $54,036 ($2,702) $51,334
Hesperia $36,220 ($1,811) $34,409
Highland 524,257 ($1,213) $23,644
Montclair $18,532 ($927) $17,605
Ontario $51,505 ($2,575) $48,930
Rancho Cucamonga $34,277 ($1,714) $32,563 Redlands $19,401 ($970) $18,431
Rialto $41,869 l ($2,093) $39,776
,San Bernardino $224,860 ($11,243) $213,617 U pland_ _ .._ _.$24,309 ($1,215) $23,094 Victorviiie $73,641 ($3,682) i $69,959 Yucaipa $11,B05 i ($580) •
$11,025
Yucca Valley $10,378 ! ($519) ; $9,859' Total $843,309 ($42,165) $801,144
MOU-2022 Justice Assistance Grant Page 21
Meridian Rapid Defense Group Sales LLC Quote
0MERIDIAN 177 E.Suite 2001orado Blvd
RAPID DEFENSE GROUP Pasadena CA 91105 #QU 0-S-10254 GSA Contractor Multiple Award Schedule United States
GSA Code J:Security&Protection 02/15/2024 Bill To Ship To
City of Upland City of Upland
1499 W 13th Street 1499 W 13th Street
Upland CA 91786 Upland CA 91786
United States United States
Date Expires Shipping Method Sales Rep
02/15/2024 05/15/2024 Perrin Lee
Item Price Level Quantity Rate Amount MRDG-RG Rapid Gate Kit GSA 2 $12,540.18 $25,080.36 MRDG-F Freight Charges 1 $1,595.00 $1,595.00 Subtotal $26,675.36
Tax(7.75%) $0.00
Total $26,675.36
Notes:
Wire Transfer Instructions:
Meridian Rapid Defense Group Sales LLC
Account Number:568605235
Bank Name: Chase Bank, N.A.
Wire Routing : 021000021
ACH Routing :322271627
II III IIII III II II II I IIII I IlU IIII III 1 of 1 QUO-S-10254 Page 38 of 330
4��a �p19� CITY UPLAND
�5, _�� "The City of Gracious Living"
C,,tIFOB,S
'• Stafif(krctill
DATE: March 11,2024
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:STEPHEN PARKER,ASSISTANT CITY MANAGER
SUBJECT: CONSIDER APPROVAL OF AN AGREEMENT WITH LIBRARY SYSTEMS AND
SERVICES FOR LIBRARY MANAGEMENT SERVICES
RECOMMENDED ACTION:
It is recommended that the City Council approve an agreement with Library Systems and Services,LLC for continued operation of the Upland Public Library for a period of ten (10) years, authorize the City Manager to execute the agreement;accepting the$300,000 provided for in the agreement,and approving a budget adjustment to add$300,000 in Fund 425 for a Library HVAC capital project.
GOAL STATEMENT
The proposed action supports the City's goal of providing quality City services in a fiscally responsible manner.
BACKGROUND
On May 27,2014,the City Council considered the outsourcing of library operations and unanimously agreed to allow the City Manager to negotiate an agreement with Library Systems&Services,LLC(LS&S).
On June 23,2014,the City Council approved an agreement with LS&S to provide library management services for a period of 5 years,commencing on August 1,2014 and ending July 31,2019.
On April 8,2019,the City Council approved an agreement with LS&S for continued operation of the Upland Public Library for a period of five years.
ISSUES AND ANALYSIS
For almost ten years,LS&S has continuously operated the Upland Public Library,serving over ten thousand residents and neighbors annually. LS&S has been a great partner with the City, still employing multiple former Upland employees,and working well with City staff. LS&S was also willing to renegotiate the previous five-year agreement multiple times to assist the City with cost reductions during the COVID-19 pandemic.
With the existing library services agreement coming to an end,Staff explored alternative approaches to LS&S. After a thorough search,only one other vendor was identified that provides similar outsourced library management services.
While that company—Avenu Insights & Analytics —does provide services to numerous libraries, Avenu currently only provides completely outsourced library management services to one municipality. As the City is pleased with the existing service provided by LS&S,we engaged in contract discussions.
The following is a summary of changes incorporated in the proposed agreement:
• A new 10-year term(with an 11-month period in the first year to allow the agreement to coincide with the City's fiscal year)beginning August 1,2024 and ending June 30,2034. • A 2.5% annual increase in the operating budget, with no annual increase in the minimum library materials funding level.
• The removal of an existing provision calling for additional increases in the operating budget based on future minimum wage increases by the California Legislature.
• Continuing the same number of weekly hours open (52) and monthly programs offered (40) as currently provided.
• $300,000 in funding to the City to apply towards the $750,000 replacement of the Library's HVAC system this year.
The professional services agreement calls for a not to exceed $16,186,507 in charges and $1,655,720 in library materials for the 10-year term. Including up to $50,000 of additional work per year within the City Manager's authority,the agreement has a total not to exceed amount of$18,342,227.
ENVIRONMENTAL DETERMINATION
The proposed action is an agreement to provide library management services and is not subject to the California Environmental Quality Act(CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA. The proposed action is not included within the definition of a"project"and thus is exempt.
FISCAL IMPACTS
Included in the recommended action is the acceptance of$300,000 in funding from LS&S and a budget amendment to increase Fund 425 by$300,000 for a Library HVAC capital project. The agreement takes effect August 1, 2024, and the$1,618,614 owed to LS&S to operate the library and purchase library materials next year will be included in the FY 24/25 budget. The contract amount for LS&S to operate the library and purchase library materials in the current fiscal year is$1,587,575.
ALTERNATIVES
Provide alternative direction to staff.
CEQA:Not a Project
CITY OF UPLAND
PROFESSIONAL SERVICES AGREEMENT
This Agreement is made and entered into as of March 11, 2024 by and between the City of Upland, a public agency organized and operating under the laws of the State of California with its principal place of business at 460 N. Euclid Avenue, Upland, CA 91786 ("City"), and Library Systems & Services, LLC, a Limited Liability Corporation with its principal place of business at 2600 Tower Oaks Blvd, Suite 200, Rockville, MD 20852 (hereinafter referred to as "Consultant").
City and Consultant are sometimes individually referred to as "Party" and collectively as "Parties" in this Agreement.
RECITALS
A. City is a public agency of the State of California and is in need of professional services for the following project:
Consultant will administer the operations of City's library facilities (hereinafter referred to as "the Project").
B. Consultant is duly licensed and has the necessary qualifications to provide such services.
C. The Parties desire by this Agreement to establish the terms for City to retain Consultant to provide the services described herein.
AGREEMENT
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
1. Services.
Consultant shall perform the services and tasks described and set forth in Exhibit A attached hereto and incorporated herein as though set forth in full. Consultant shall complete the tasks according to the schedule of performance which is also set forth in Exhibit A. Consultant may purchase goods for use in the administration and operation of the Library (as defined below).
At Consultant's sole discretion, Consultant may select sources of goods. Title to all items purchased by Consultant shall at all times reside in City. If Consultant furnishes any goods to City, Consultant will use good faith efforts to extend the manufacturer's warranty, if any, to City.
2. Compensation.
a. Subject to paragraph 2(b) below, The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit B, Payment Rates and Schedule, attached hereto and incorporated herein by this reference as though set forth in full (exclusive of any current or future taxes)." b. This amount shall not exceed $16,186,507 in charges and $1,655,720 in library materials for the total Initial Term of the Agreement unless additional payment is approved as provided in this Agreement.
c. The City Manager may approve Additional Work, as further defined in Section 3, up to fifty thousand dollars ($50,000.00) on an annual basis. In no event shall the total 1
sum of the agreement (original compensation amount and Additional Work) exceed ($18,342,227). Any additional work in excess of this amount shall be approved by the City Council.
3. Additional Work.
If changes in the work seem merited by Consultant or the City, and informal consultations with the other party indicate that a change is warranted, it shall be processed in the following manner: a letter outlining the changes shall be forwarded to the City by Consultant with a statement of estimated changes in fee or time schedule. An amendment to this Agreement shall be prepared by the City and executed by both Parties before performance of such services, or the City will not be required to pay for the changes in the scope of work. Such amendment shall not render ineffective or invalidate unaffected portions of this Agreement.
4. Maintenance of Records.
Books, documents, papers, accounting records, and other evidence pertaining to costs incurred shall be maintained by Consultant and made available at all reasonable times during the contract period and for four (4) years from the date of final payment under the contract for inspection by City.
5. Term
a. This Agreement shall commence on August 1, 2024, and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30, 2034 (the "Initial Term"), unless sooner terminated pursuant to the provisions of this Agreement. b. At the expiration of the Initial Term, and at the expiration of any subsequent term (if any), Consultant may request City to extend the Agreement for two additional one (1) year terms.
6. Delays in Performance.
a. Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non- performing party. For purposes of this Agreement, such circumstances include but are not limited to, abnormal weather conditions; floods; earthquakes; fire; epidemics; pandemics; war; riots and other civil disturbances; strikes, lockouts, work slowdowns, and other labor disturbances; sabotage or judicial restraint.
b. Should such circumstances occur, the non-performing party shall, within a reasonable time of being prevented from performing, give written notice to the other party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement.
7. Compliance with Law.
a. Consultant shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local government, including Cal/OSHA requirements. b. If required, Consultant shall assist the City, as requested, in obtaining and maintaining all permits required of Consultant by federal, state and local regulatory agencies. 2
c. If applicable, Consultant is responsible for all costs of clean up and/ or removal of hazardous and toxic substances spilled as a result of his or her services or operations performed under this Agreement.
8. Standard of Care
Consultant's services will be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions.
9. Assignment and Subconsultant
Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Nothing contained herein shall prevent Consultant from employing independent associates, and subconsultants as Consultant may deem appropriate to assist in the performance of services hereunder.
10. Independent Contractor
Consultant is retained as an independent contractor and is not an employee of City. No employee or agent of Consultant shall become an employee of City. The work to be performed shall be in accordance with the work described in this Agreement, subject to such directions and amendments from City as herein provided.
a. PERS Eligibility Indemnification
In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System ("PERS") to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.
Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits.
11. Insurance. Consultant shall not commence work for the City until it has provided evidence satisfactory to the City it has secured all insurance required under this section. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. a. Commercial General Liability
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(i) The Consultant shall take out and maintain, during the performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City. (ii) Coverage for Commercial General Liability insurance shall be at least as broad as the following:
(1) Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent. (iii) Commercial General Liability Insurance must include coverage for the following:
(1) Bodily Injury and Property Damage
(2) Personal Injury/Advertising Injury
(3) Premises/Operations Liability
(4) Products/Completed Operations Liability
(5) Aggregate Limits that Apply per Project
(6) Explosion, Collapse and Underground (UCX) exclusion deleted
(7) Contractual Liability with respect to this Agreement (8) Property Damage
(9) Independent Contractors Coverage
(iv) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement.
(v) The policy shall give City, its officials, officers, employees, agents and City designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage. (vi) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured. b. Automobile Liability
(i) At all times during the performance of the work under this Agreement, the Consultant shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, in a form and with insurance companies acceptable to the City.
(ii) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto).
(iii) The policy shall give City, its officials, officers, employees, agents and City designated volunteers additional insured status. 4
(iv) Subject to written approval by the City, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the City as an additional insured, but not a self-insured retention.
c. Workers' Compensation/Employer's Liability
(i) Consultant certifies that he/she is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement.
(ii) To the extent Consultant has employees at any time during the term of this Agreement, at all times during the performance of the work under this Agreement, the Consultant shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work contemplated under this Agreement, all in accordance with the "Workers' Compensation and Insurance Act," Division IV of the Labor Code of the State of California and any acts amendatory thereof, and Employer's Liability Coverage in amounts indicated herein. Consultant shall require all subconsultants to obtain and maintain, for the period required by this Agreement, workers' compensation coverage of the same type and limits as specified in this section.
d. Professional Liability (Errors and Omissions)
At all times during the performance of the work under this Agreement the Consultant shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and in an amount indicated herein.
This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form specifically designed to protect against acts, errors or omissions of the Consultant. "Covered Professional Services" as designated in the policy must specifically include work performed under this Agreement. The policy must"pay on behalf of'the insured and must include a provision establishing the insurer's duty to defend. e. Minimum Policy Limits Required
(i) The following insurance limits are required for the Agreement:
Combined Single Limit
Commercial General Liability $1,000,000 per occurrence/ $2,000,000 aggregate for bodily injury, personal injury, and property
damage
Automobile Liability $1,000,000 combined single limit Employer's Liability $1,000,000 per accident or disease Professional Liability $1,000,000 per claim and aggregate (errors and omissions)
(ii) Defense costs shall be payable in addition to the limits. 5
(iii) Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement. f. Evidence Required
Prior to execution of the Agreement, the Consultant shall file with the City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurer's equivalent) signed by the insurer's representative and Certificate of Insurance (Acord Form 25-S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance.
g. Policy Provisions Required
(i) Consultant shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the City at least ten (10) days prior to the effective date of cancellation or expiration.
(ii) The Commercial General Liability Policy and Automobile Policy shall each contain a provision stating that Consultant's policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the City or any named insureds shall not be called upon to contribute to any loss.
(iii) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement.
(iv) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to provide a waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
(v) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability.
Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant's indemnification obligations to the City 6
and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law.
h. Qualifying Insurers
(i) All policies required shall be issued by acceptable insurance companies, as determined by the City, which satisfy the following minimum requirements:
(1) Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.
Additional Insurance Provisions
(i) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.
(ii) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.
(iii) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (iv) Neither the City nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement.
j. Subconsultant Insurance Requirements. Consultant shall not allow any subcontractors or subconsultants to commence work on any subcontract until they have provided evidence satisfactory to the City that they have secured all insurance required under this section.
Policies of commercial general liability insurance provided by such subcontractors or subconsultants shall be endorsed to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, City may approve different scopes or minimum limits of insurance for particular subcontractors or subconsultants.
12. Indemnification.
a. To the fullest extent permitted by law, Consultant shall defend (with counsel of City's choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or 7
omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant's services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney's fees and other related costs and expenses. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.
b. If Consultant's obligation to defend, indemnify, and/or hold harmless arises out of Consultant's performance of "design professional" services (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant's indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant's liability for such claim, including the cost to defend, shall not exceed the Consultant's proportionate percentage of fault.
13. California Labor Code Requirements.
a. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain "public works" and "maintenance" projects ("Prevailing Wage Laws"). If the services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subconsultants to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor(Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4. b. If the services are being performed as part of an applicable "public works" or "maintenance" project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all subconsultants performing such services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any subconsultants, as applicable. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1. c. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Consultant's sole responsibility to comply with all applicable registration and labor compliance requirements. Any stop orders issued by the Department of Industrial Relations against Consultant or any subcontractor that affect Consultant's performance of services, including any delay, shall be Consultant's sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, 8
indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Consultant or any subcontractor.
14. Verification of Employment Eligibility.
By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time, and shall require all subconsultants and sub-subconsultants to comply with the same.
15. City's Obligations.
a. City shall make available to Consultant without charge, solely for Consultant's use in performing the services, all properties, facilities, equipment, collections, supplies, records, files and data used or useful in the operation of the Library that are in City's possession, custody or control as of the date hereof. City reserves all ownership rights in such properties and Consultant shall return such properties to City, ordinary wear and tear excepted, at the termination or expiration of this Agreement.
City is responsible for the structure, improvements, maintenance,janitorial services and janitorial supplies, repairs and property insurance at the Library building (except for damage caused by Consultant). This includes the interior and exterior of the structure, all restrooms, electrical, building systems, and the heating and air conditioning system. Consultant shall work with Consultant staff and City to ensure effective building maintenance by promptly identifying and reporting problems with the facilities.
City is responsible for maintaining the entire Library site, including landscaping and grounds maintenance.
b. City is responsible for providing security services for the Library and surrounding area. c. City is responsible for payment of utilities at the Library facilities, including electricity, gas, water, waste disposal and recycling, telecommunications and Internet access. d. City shall be responsible for providing, maintaining and supporting the telecommunications network, servers and computers in the Library, including periodic replacement of aged or obsolete equipment.
e. City shall be responsible for setting all policies that govern the operations of the Library. f. City shall make available to Consultant without charge adequate space in the Library to develop and implement new revenue generating services, such as services to the business community, retail sales (books, gifts, refreshments, etc.) and other fee-based services, to benefit the community, City and Consultant ("Additional Services"). City will use its best efforts to assist Consultant in the promotion and implementation of these Additional Services. City shall have the final approval of all Additional Services, with such approval to not be unreasonably withheld, conditioned or delayed. Unless otherwise approved by City, the provision of these Additional Services shall not in any way substantially reduce the space or Library services provided prior to the implementation of these Additional Services.
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16. Laws and Venue.
This Agreement shall be interpreted in accordance with the laws of the State of California.
If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of San Bernardino, State of California. 17 Termination or Abandonment
a. Either party may terminate this Agreement after twelve (12) calendar months from the date hereof with or without cause by giving the other party six (6) calendar months' written notice of termination. City shall pay Consultant the reasonable value of services rendered for any portion of the work completed prior to termination. If said termination occurs prior to completion of any task for the Project for which a payment request has not been received, the charge for services performed during such task shall be the reasonable value of such services, based on an amount mutually agreed to by City and Consultant of the portion of such task completed but not paid prior to said termination. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Consultant shall not be entitled to payment for unperformed services, and shall not be entitled to damages or compensation for termination of work.
b. Consultant may terminate its obligation to provide further services under this Agreement upon thirty(30)calendar days'written notice to City only in the event of substantial failure by City to perform in accordance with the terms of this Agreement through no fault of Consultant.
18 Documents. Except as otherwise provided in "Termination or Abandonment," above, all original field notes, written reports, Drawings and Specifications and other documents, produced or developed for the Project shall, upon payment in full for the services described in this Agreement, be furnished to and become the property of the City.
19. Organization
Consultant shall assign the CEO as Project Manager. The Project Manager shall not be removed from the Project or reassigned without the prior written consent of the City.
20. Limitation of Agreement.
This Agreement is limited to and includes only the work included in the Project described above.
21. Notice
Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, certified mail, return receipt requested, postage prepaid, addressed to:
CITY: CONSULTANT:
City of Upland Todd Frager, CEO
460 N. Euclid Avenue 2600 Tower Oaks Blvd, Suite 200 Upland, CA 91786 Rockville, MD 20852
Attn: City Manager Email:[email protected] 10
and shall be effective upon receipt thereof.
22. Third Party Rights
Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and the Consultant.
23. Equal Opportunity Employment.
Consultant represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.
24. Entire Agreement
This Agreement, with its exhibits, represents the entire understanding of City and Consultant as to those matters contained herein, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters covered hereunder. Each Party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. This Agreement may not be modified or altered except in writing signed by both Parties hereto. This is an integrated Agreement.
25. Severability
The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not render the remaining provisions unenforceable, invalid or illegal.
26. Successors and Assigns
This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each Party to this Agreement. However, Consultant shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void.
27. Non-Waiver
None of the provisions of this Agreement shall be considered waived by either Party, unless such waiver is specifically specified in writing.
28. Time of Essence
Time is of the essence for each and every provision of this Agreement.
29. City's Right to Employ Other Consultants
City reserves its right to employ other consultants, including engineers, in connection with this Project or other projects.
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30. Prohibited Interests
Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no director, official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
[SIGNATURES ON FOLLOWING PAGE]
12
SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT
BETWEEN CITY OF UPLAND
AND LIBRARY SYSTEMS & SERVICES, LLC
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.
CITY OF UPLAND LIBRARY SYSTEMS & SERVICES, LLC
By: By:
Michael Blay
City Manager Its: Chief Executive Officer
Printed Name: Todd Frager
ATTEST: By:
Its: Chief Financial Officer
By:
Keri Johnson Printed Name: Cullen Donohoe
City Clerk
APPROVED AS TO FORM:
By:
Stephen Deitsch
City Attorney
13
EXHIBIT A
TASKS TO BE PERFORMED
A. Statement of Work
Consultant will administer the operations of City's library facilities (collectively, "Library"), including the accounting for, purchase of and payment for payroll services and goods and services from vendors for budgeted supplies, other direct operating expenditures, Library Materials (as defined below and as provided for in Exhibit B) and Capital Items (as defined below) sufficient to operate the Library in accordance with the policies and guidelines approved by City.
Consultant shall provide, by and through its own employees or independent contractors ("Consultant Staff) any labor Consultant deems necessary for the operation of the library. The cost of the Consultant Staff shall be paid by Consultant and is included in the Operating Budget (as defined below). Consultant shall have the sole and absolute right to hire, manage, evaluate and terminate the employment of the Consultant Staff from time to time to perform work under this Agreement. Consultant will provide the appropriate staffing levels to keep the Library open to the public for fifty-two (52) hours per week.
In addition, in the second year and seventh year of this Agreement, Consultant will update the existing long-range plan for the City in cooperation with City, elected and appointed local officials, other community stakeholders and the Consultant Staff ("Plan"). Using current professional standards and practice, the Plan will identify challenges and opportunities for the Consultant Staff and corresponding strategic responses, including specific goals and measurable objectives.
This Plan, when approved by City, will help govern the direction and focus of the Consultant Staff in fulfillment of their mission of providing effective and efficient Library service to meet the personal, professional and lifelong learning needs of the patrons served by the Library.
B. Scope of Work
1. Governance - Develop and maintain effective working relationships with local staff, elected officials, Library Board members, other appointed officials and community groups such as the Friends of the library.
2. Fiscal Responsibility:
a. Develop and maintain effective and efficient financial procedures. b. Review all aspects of Library operation and service for efficiency and cost- effectiveness, while making changes as appropriate.
c. Lead preparation of annual operating and capital budget requests. d. Continue to seek innovative means of adding value for City at little or no additional cost, including completing grant applications.
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3. Reporting
a. Prepare and provide regular reports to City, describing Library activities and recommending changes in policies and operations as necessary and appropriate. b. Prepare and provide timely statistical reports to the City on Library activities.
4. Staff Development and Coaching:
a. Support the professional development of all Consultant Staff. b. Provide leadership and guidance to maximize Consultant Staff effectiveness in Library operations.
5. Public Services:
a. Provide prompt, friendly and accurate assistance in the use of the Library. b. Provide prompt and accurate circulation information and reference services. c. Provide requested materials promptly.
6. Collections- Provide high quality materials on a wide variety of subjects in varied formats for the community, according to established collection development plans.
7. Programming - Provide high quality, effective programs of interest to all major demographic groups in the community.
8. Information Technology - Develop short- and long-range plans to address the installation and support of sufficient hardware, software, network, telecommunications and other resources necessary to support the library's mission.
9. Marketing -Effectively disseminate information and promote use of the Library, resources and services.
10. Facilities - Work with Consultant Staff and local officials to ensure effective building maintenance by promptly identifying and reporting problems with the physical plant. 15
C. Library Materials and Materials Handling Fee
On behalf and for the benefit of City, Consultant will negotiate favorable discounts and prices from Library suppliers for the purchase of all Library materials, which shall include, but not be limited to, books, periodicals, newspapers, microfilms, e-books and other electronic publications, electronic database subscriptions, standing orders, audio and video materials and cases, automated reference services, binding, cataloging and processing costs and the Materials Handling Fee (as defined below) (collectively, "Library Materials"). The responsibility for Library collection development policies will remain with City, and all Library Materials selections will be the responsibility of Consultant. Consultant will place orders with the suppliers and perform the accounting functions related to those orders, including prompt payment of the invoices. In accounting for the cost of the Library Materials, Consultant shall include a fee of five percent(5%) of the cost of the Library Materials ordered ("Materials Handling Fee"). Monthly when invoiced, the Consultant will provide the City with an accounting of the Library Materials purchased.
D. Excluded Costs
City shall be responsible for the following:
(a} Any costs, including payroll, expenses, damages or losses occurring prior to the original Effective Date.
(b) Any Capital Items, which shall mean any capital acquisitions, improvements or replacements of any of the properties, facilities, equipment, computers, furniture, furnishings, fixtures or leasehold improvements of the Library, except that such Capital Items proposed by Consultant for its benefit shall be approved by City and paid for by Consultant. (c) Any amount of costs for unbudgeted repairs, maintenance and/or upkeep of Capital Items owned by City.
(d) Any increases in the cost of any state or federal tariff items over the rate for such items prevailing as of the date of execution of this Agreement. (e) Unfair labor practices, grievances, or any claims or litigation whatsoever arising out of the hiring and/or firing, layoff, subcontracting, assignment, reassignment or discipline of any Library staff not employed by Consultant at the time of the relevant incident. (f) Any worker's compensation or other claims arising from injuries sustained prior to the date hereof by any Library staff not employed by Consultant at the time of such injuries. (g) Any costs of any current or future employee benefits of City employees, including payroll taxes, retirement benefits, voluntary retirement incentives, pension contributions, employee buyouts or other similar programs adopted by City.
16
EXHIBIT B
Schedule of Charges/Payments
Charges ("Operating Budget") Minimum Library
Period
Materials*
Yearly Monthy
August 1, 2024-June 30, 2025 51,334,311 5121,301 5165,572 July 1, 2025 -June 30, 2026 $1,492,008 $124,334 $165,572 July 1. 2026 -June 30, 2027 51,529,304 5127,442 5165,572 July 1. 2027-June 30, 2028 $1,567,536 $130,628 $165,572 July 1, 2028 -June 30, 2029 $1,606,728 $133,894 $165,572 July 1. 2029 -June 30, 2030 $1,646,892 $137,241 $165,572 July 1, 2030 -June 30, 2031 51,688,064 $140,672 $165,572 July 1. 2031 -June 30, 2032 $1,730,265 $144,189 $165,572 July 1. 2032-June 30, 2033 $1,773,528 $147,794 $165,572 July 1, 2033 -June 30, 2034 $1,817,868, $151,489 $165,572 *Total cost of Library Materials is not included in the Operating Budget and shall include the Materials Handling Fee. Funding for the Books and Materials will be determined by the City annually. The above amounts reflect the minimum that Consultant recommends the City budget for Books and Materials.
The Operating Budget is contingent on other existing contractual terms, obligations and responsibilities remaining the same except as expressly noted herein.
Prior to three (3) months before the end of the last Period to which the amount of Charges have been agreed upon, the parties shall begin to negotiate in good faith the amount of Charges that will apply to the next Period, if the Agreement is to be extended. If the parties have not reached such agreement thirty (30) days before the end of such Period, then the new charge for any agreed upon extension period shall be equal to the Charge for the last month of such Period multiplied by twelve (12) or the number of Remaining Months, whichever is less, plus the percentage increase in the Employment Cost Index (ECI) in the immediately preceding twelve (12) month for the census region of the country in which the Library is located, or 2.5%, whichever is greater.
17
EXHIBIT C
HVAC
1.0 Capital Financing
1.1 LS&S shall provide for the Library, subject to the terms and conditions contained herein,funding to aid in the purchase of a new HVAC system for the Upland Library. LS&S shall, in concert with City, provide the City with $300,000 to assist in this Library upgrade.
City will provide LS&S with an invoice for the HVAC equipment and LS&S will remit payment to the City within thirty (30) days.
1.2 City will be responsible for the installation and maintenance of the HVAC system.
2.0 Termination
2.1 If City terminates this Agreement pursuant to Section 17(a) or LS&S terminates this Agreement pursuant to Section 17(b), City shall pay back LS&S the prorated amount of Capital Financing based on the years remaining on the contract. City shall have 30 days to pay LS&S. Example: If City terminates the contract at the conclusion of Year 7, City will pay LS&S $90,000.
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4��a �p19� CI FUPLAND
�5, _�� "The City of Gracious Living"
C,,tIFOB,S
'• Staff(krcifil
DATE: March 11,2024
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:STEPHEN PARKER,ASSISTANT CITY MANAGER
STACEY PADRON,EXECUTIVE ASSISTANT I
SUBJECT: CONSIDER APPROVAL OF AN AMENDMENT TO PROFESSIONAL SERVICES
AGREEMENT WITH MV CHENG&ASSOCIATES,INC
RECOMMENDED ACTION:
It is recommended that the City Council approve Amendment No.4 to the professional services agreement with MV Cheng&Associates Inc. for staff augmentation services;and authorize the City Manager to execute the amendment.
GOAL STATEMENT
The proposed action supports the City's goal of providing sound fiscal stewardship for the City of Upland.
BACKGROUND
Upland-based MV Cheng & Associates Inc. (MVC) has been providing finance staff augmentation services to the City since 2016.
The current professional services agreement between the City and MVC was entered into on July 1,2019,subsequently amended in June of 2020 with an amount not to exceed$47,000. The agreement was amended a second time in May of 2021 to increase the contract amount by$200,000 and extend the expiration date to June 30,2022. On March 14, 2022,the City Council approved Amendment No. 3,which increased the contract amount by another$200,000, and extended the expiration date to June 30,2025.
Since 2016,temporary staffing provided by MVC has included positions such as Finance Manager,Payroll Analyst, Human Resources Analyst,and Senior Accountant.
ISSUES AND ANALYSIS
The City has received a notice of retirement from its longstanding Finance Officer. While the recruitment of a Finance Manager is underway, a replacement Manager for the Finance division will not be available until after the Finance Officer's departure. In an effort to provide as seamless a transition as possible, staff have explored consulting assistance from both MV Cheng&Associates and Robert Half,International,the two staff augmentation companies we have existing agreements with.
While we have found someone from MV Cheng&Associates who will be able to take on certain projects currently assigned to the Finance Officer,the existing salary levels established during our May 2021 Amendment No.2 are not in line with the current market, and the City has received and supports a proposed revision. The recommended Amendment No. 4 to the professional services agreement with MV Cheng & Associates Inc. would not revise the contract amount or expiration date,but would solely modify the hourly rates as set forth in Exhibit"A"of the Master Agreement.
ENVIRONMENTAL DETERMINATION
The proposed action is an amendment to a staff augmentation agreement and is not subject to the California Environmental Quality Act(CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA. The proposed action is not included within the definition of a"project"and thus is exempt.
FISCAL IMPACTS
There is no fiscal impact associated with this action.
ALTERNATIVES
Provide alternative direction to staff.
CEQA:Not a Project
FOURTH AMENDMENT TO THE AGREEMENT FOR
PROFESSIONAL CONSULTANT SERVICES
This Fourth Amendment to the Professional Consultant Services Agreement ("Amendment") is entered into as of March 11, 2024 ("Effective Date"), by and among CITY OF UPLAND, a California municipal corporation("City"), and MV CHENG&ASSOCIATES, INC. ("Consultant"). Consultant and City are sometimes hereinafter referred to individually as a"Party" and collectively as the "Parties."
RECITALS
WHEREAS, Consultant and City executed that certain Professional Consultant Services Agreement with an effective date of July 1, 2019 ("Master Agreement"), to provide staff augmentation services for the City,which is attached hereto as Exhibit"A"and incorporated herein by reference; and
WHEREAS,Consultant and City executed an amendment to the Master Agreement, dated July 16, 2020 ("Amendment No. 1"), extending the term of the Agreement through June 30, 2021 and increasing the not-to-exceed amount to $47,000, which is attached hereto as Exhibit "B" and incorporated herein by reference; and
WHEREAS,Consultant and City executed an amendment to the Master Agreement, dated May 10,2021 ("Amendment No. 2"), extending the term of the Agreement through June 30,2022 and increasing the not-to-exceed amount to $247,000,which is attached hereto as Exhibit"C"and incorporated herein by reference; and
WHEREAS,Consultant and City executed an amendment to the Master Agreement, dated March 14, 2022 ("Amendment No. 3"), extending the term of the Agreement through June 30, 2025 and increasing the not-to-exceed amount to $727,000, which is attached hereto as Exhibit "D" and incorporated herein by reference; and
WHEREAS, three years of high inflation have passed since hourly rates in the Master Agreement have been modified; and
WHEREAS, Consultant and City now desire to amend the Master Agreement as hereinafter provided. Capitalized terms not otherwise defined herein shall have the meanings assigned to them in the Master Agreement.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing Recitals and for other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged, Consultant and City hereby agree as follows:
1. The rates set forth in Exhibit "A" of the Master Agreement are hereby amended in their entirety to read as follows:
-1-
RATES BY POSITION
Account Clerk or Office Clerk or UB Cashier$35-50
Human Resources Analyst $50-70
Payroll Technician $55-75
Account Technician $55-75
Buyer/Purchasing Agent $55-75
Accountant$65-75
UB Supervisor$70-85
Budget Analyst $70-85
Senior Accountant$75-90
Human Resources Manager$90-100
Budget Manager $90-100
Purchasing Manager$90-100
Accounting Manager $90-100
Human Resources Director$105-120
Finance Director$125-145
For out of area candidates (over 1 hour 15 minute drive), there is a markup of up to $5-20 per hour depending on distance.
2. Miscellaneous.
(a) Effect of Amendment. The term "Agreement" when used in this Amendment or the Master Agreement shall mean the Master Agreement as amended, modified, and supplemented by this Amendment unless the context would require otherwise. Except to the extent the Master Agreement is modified by this Amendment, the remaining terms and conditions of the Master Agreement shall remain unmodified and in full force and effect. In the event of conflict between the terms and conditions of the Master Agreement and the terms and conditions of this Amendment, the terms and conditions of this Amendment shall prevail and control. (b) Entire Agreement. The Master Agreement, as previously amended, together with this Amendment, embodies the entire understanding between Consultant and City with respect to its subject matter and can be changed only by an instrument in writing signed by Consultant and City.
[SIGNATURES ON FOLLOWING PAGE]
-2-
SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT
BETWEEN CITY OF UPLAND
AND MV CHENG & ASSOCIATES INC
IN WITNESS WHEREOF, this Amendment has been executed as of the day and year first set forth above.
CITY OF UPLAND MV CHENG &ASSOCIATES INC
By: By:
Michael Blay
City Manager Its: President
Printed Name: Misty Cheng
ATTEST: By:
Its: CEO
By:
City Clerk Printed Name: Misty Cheng
APPROVED AS TO FORM:
By:
Stephen Deitsch
City Attorney
-3-
EXHIBIT "A"
(Master Agreement)
[attached]
-4-
AGREEMENT
FOR PROFESSIONAL CONSULTANT SERVICES
THIS AGREEMENT is made and effective as of July 1, 2019, between the City of Upland, a municipal corporation ("City") and MV Cheng & Associates Inc., ("Consultant"). In consideration of the mutual covenants and conditions set forth herein,the parties agree as follows:
1, TERM. This Agreement shall commence on July 1,2019,and shall remain and continue in effect until tasks described herein are completed, but in no event later than June 30,2020, unless sooner terminated pursuant to the provisions of this Agreement.
2. SERVICES. Consultant shall perform the services and tasks described and set forth in Exhibit A, attached hereto and incorporated herein as though set forth in full. Consultant shall complete the tasks according to the schedule of performance which is also set forth in Exhibit A.
3. PERFORMARCE. Consultant shall at all time faithfully,competently and to the best of his or her ability,experience,and talent,perform all tasks described herein. Consultant shall employ,at a minimum, generally accepted standards and practices utilized by persons engaged in providing similar services as are required of Consultant hereunder in meeting its obligations under this Agreement.
4. PAYI SENT.
a. The City agrees to pay Consultant monthly, in accordance with the payment rates and terms and the schedule of payment as set forth in Exhibit A, attached hereto and incorporated herein by this reference as though set forth in full,based upon actual time spent on the above tasks.
Any terms in Exhibit A other than the scope of work to be performed, payment rates and schedule of payment are null and void. This amount shall not exceed $25,000 for the total term of the Agreement unless additional payment is approved as provided in this Agreement. -- _ _b. Consultant shall-not becompensated for anir services rendered in connection with its performance of this Agreement which are in addition to those set forth herein,unless such additional services are authorized in advance and in writing by the Finance Department. Consultant shall be compensated for any additional services in the amounts and in the manner as agreed to by City Manager and Consultant at the time City's written authorization is given to Consultant for the -performances of said services. -
Tha City Manager may approve additional work up to fifty thousand dollars ($50,000.00). in no event shall the total sum of the agreement(basic agreement amount and additional work)exceed 1'4 thoJsand dollars($5C,C00.00). Any 4:4ditio7e9!:for!:in excess of this amount shall be approved by the City Council.
c. Consultant will submit invoices monthly for actual services performed. Invoices shall be submitted between the first and fifteenth business day of each month,for services provided in the previous month. Payment shall be made within thirty(30)days of receipt of each invoice as to all non- disputed fees. If the City disputes any of consultant's fees it shall give written notice to Consultant within 30 days of receipt of invoice of any disputed fees set forth on the invoice.
5. HIRING OF CONSULTANT'S ASSOCIATESISUB CONTRACTORS The City will not pursue a direct contract or professional services agreement with the associates of the Consultant for a minimum of 1 year from the last day worked under the Consultants contract. For a placement fee of$1,000, the City may hire one of the Consultant's
834999.2 10/24/2019
associates and/or subcontractors as a permanent,full time,benefited employee,only after the City has performed a recruitment and the associate has been deemed the most qualified candidate. For a fee of$500,the City may hire one of the Consultant's associates and/or subcontractors on a part- time basis only after the City has performed a recruitment and the associate has been deemed the most qualified candidate.
6. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE. a. The City may at any time,for any reason,with or without cause,suspend or terminate this Agreement,or any portion hereof,by serving upon the consultant at least ten(10)days'prior written notice. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement,unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement.
b. In the event this Agreement is terminated pursuant to this Section,the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the Consultant will submit an invoice to the City pursuant to Section 4.
7. DEFAULT OF CONSULTANT.
a. The Consultant's failure to comply with the provisions of this Agreement shall constitute a default. In the event that Consultant is in default for cause under the terms of this Agreement,City shall have no obligation or duty to continue compensating Consultant for any work performed after the date of default and can terminate this Agreement immediately by written notice to the Consultant. If such fs.'u-e by the Consultant to make progress in the performance of work iereunder arises out of causes beyond the Consultant's control, and without fault or negligence of the Consultant, it shall not be considered a default.
b. If the City Manager or his delegate determines that the Consultant is in default in the performance of any of_the terms or conditions of this Agreement, it shall serve the Consultant with written notice of the de ault The Consultant shall haver/Ojdaysafter service upon i of said notice in which to cure the default by rendering a satisfactory performance. In the event that the Consultant fails to cure its default within such period of time, the City shall have the right, notwithstanding any other provision of this Agreement,to terminate this Agreement without further notice and without prejudice to any other remedy to which it maybe entitled at law,-in equity or under this Agreement_
6, OWNERSHIP OF UOCIITbriiEWTS.
a. Consultant shall mainiain complete and accurate records with respect to sales, costs, expenses, receipts and other such information required by City that relate to the performance of services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to the representatives of City or its designees at reasonable times to such books and records, shall give City the right to examine and audit said books and records, shall permit City to make transcripts there from as necessary, and shall allow inspection of all work,data,documents,proceedings and activities related to this Agreement. Such records,together with supporting documents,shall be maintained fora period of three(3)years after receipt of final payment.
2 Page 66 of 330
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b. Upon completion of,or in the event of termination or suspension of this Agreement, all original documents,computer files containing data generated for the work,surveys,notes,and other documents prepared in the course of providing the services to be performed pursuant to this Agreement shall become the sole property of the City and may be used, reused or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files containing data generated for the work, Consultant shall make available to the City, upon reasonable written request by the City,the necessary computer software and hardware for purposes of accessing, compiling, transferring and printing computer files.
9. INDEMNIFICATION.
a. The Consultant agrees to defend, indemnify, protect and hold harmless the City, its officers,officials,employees and volunteers from and against any and all claims,demands,losses, defense costs or expenses,including attorney fees and expert witness fees,or liability of any kind or nature which the City, its officers, agents and employees may sustain or incur or which may be imposed upon them for injury to or death of persons, or damage to property arising out of Consultant's negligent or wrongful acts or omissions arising out of or in any way related to the performance or non-performance of this Agreement, excepting only liability arising out of the negligence of the City.
b. In the event any claim or action is brought against City relating to Consultant's performance or services rendered under this Agreement, Consultant shall render any reasonable assistance and cooperation which City might require.
10. INSURANCE REQUIREMENTS.
Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees. a. Minimum Scope of Insurance. Coverage shall be at least as broad as:
(1) insurance Services Office Cornrrrerciai General Liability form No. CG 00 01 11 65 of 66.
(2) insurance Services Office Business Auto Coverage fens CA 00 01 06 92 covering Automobile Liability, code 1 (any auto). If the Consultant owns no automobiles, a non-owned auto endorsement to the General Liability policy describes above is acceptable.
(3) Worker's Ccmpe nsation insurance as required by the State of California and Employer`s Liability insurance. If the Consultant has no employees while performing under this Agreement, worker's compensation insurance is not required,but Consultant shall execute a declaration that it has no employees. (4) Professional Liability Insurance shall be written on a policy form providing professional liability for the Consultant's profession. b. Minimum Limits of Insurance. Consultant shall maintain limits no less than:
(1) General Liability: One million dollars($1,000,000)per occurrence for bodily injury,personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the 3 Page 67 of 330
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general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit (2) Automobile Liability: One million dollars($1,000,000)per accident for bodily injury and property damage.
(3) Worker's Compensation insurance is required only if Consultant employs any employees. Consultant warrants and represents to the City that it has no employees and that it will obtain the required Workers Compensation Insurance upon the hiring of any employees.
(4) Professional Liability coverage: Two million ($2,000,000)per claim and in aggregate.
c. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City Manager. At the option of the City Manager, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, is officers,officials,employees and volunteers;or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. d. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain,the following provisions:
(1) The City, its officers, officials, employees and volunteers are to be covered as insured's as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of the Consultant; pr rr ses owned, occupied or us^ 5y the Consultant; or automobiles owned, leased, hired or borrowed by the Consultant. The coverage shall contain no special limitations on the scope of protection afforded to the City, i4s officers, officials, employees or volunteers. 2' For any claims related to this project, the Consutan{'s insurance coverage :ae pri n c;• :Ls c;fi7c
employees and voluntc, s. nny Insurance or self. ,isured maintained bythe City, its officers, officials, crr;pl;evaes or volunteem shall be excess of the Conc�!tant's stiz?' r,ct contribute with it.
(3) Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officers, officials, employees or volunteers. (e.•) The C:: sulert's insurance shall apply separately to each ins_'e against whom claim is made or suit is brought,except with respect to the limits of the insurers liability.
(5) Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended,voided,canceled by either party,reduced in coverage or in limits except after thirty (30) days' prior written notice by certified maii, return receipt requested, has been given to the City. (6) Additional Insured — All policies, except for Worker's Compensation and Professional Liability policies, shall contain endorsements naming the City of Upland and their officers, employees, agents, and volunteers as additional insured parties with respect to liabilities arising out to the performance of Work 8349992 10/24/2019
4 Page 68 of 330
hereunder. The additional insured endorsements shall also be primary and non- contributory.
(7) Waiver of Subrogation Rights - CONSULTANT shall require the carriers of Commercial General Liability, Automobile Liability and Worker's Compensation to waive all rights of subrogation against the City of Upland,and its officers,employees,agents and volunteers.Such insurance coverage provided shill not prohibit CONSULTANT's employees or agents from waiving the right of subrogation prior to a loss or claim CONSULTANT hereby waives all rights of subrogation against the City of UnInri6.
e. Ac:cetabilitv of Insurers. Insurance is to be placed with insurers with a current A.M.
Best's rating of no less than A: VIII, and admitted and licensed to do business in the State of California,unless otherwise acceptable to the City.Self insurance shall not be considered to comply with these insurance requirements.
f. Verification of Coverage. Consultant shall furnish the City with original endorsements effecting coverage required by this clause. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf.All endorsements are to be received and approved by the City before work commences. As an alternative to the City's forms, the Consultant's insurer may provide complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications.
11. INDEPENDENT CONTRACTOR.
a. Consultant is and shall at all times remain as to the City a wholly independent contractor.
The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers she have control over the ccnrjuct of Consultant or any of Consultant's officers,employees,or agents except as set forth in this Agreement. Consultant shall not at any time cr in any manner represent that it or any of its officers,employees or agents are in —. —- any manneroffics-.-s,ern..;_ereesc CIZ.CIIVC:f ncur or have t powe ---— to incur any eebt, obligation or liaNity viiiatever against City, or bind My in any manner. h. No employee benefits shall avaiiable o Consuitant in connection with the perfomnance_of this Agreement. Except_for the fees paid to Consultant as provided in the — Agreement,City shall not pay salaries,wages,cm other compensation to Consultant for performing - — services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder. c. PERS Eligibility indemnification: In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims cr is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS)to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify,defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.
Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents,and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to 5 Page 69 of 330
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any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits.
12. LEGAL RESPONSIBILITIES.
The Consultant shall keep itself informed of all local, State and Federal ordinances, laws and regulations which in any manner affect those employed by it or in any way affect the performance of its service pursuant to this Agreement. Consultant is responsible for compliance with the Patient Protection and Affordable Care Act(2010),and City shall not be obligated to provide any health care coverage to Consultant. The Consultant shall at all times observe and comply with all such ordinances,laws and regulations. The City,and its officers and employees,shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this section.
13. RELEASE OF INFORMATION.
a. All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's prior written authorization. Consultant,its officers,employees,agents or subcontractors,shall not without written authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered 'Voluntary"provided Consultant gives City notice of such court order or subpoena. b. Consultant shall promptly notify City should Consultant,its officers,employees,agents or subcontractors be served with any summons,complaint,subpoena,notice of deposition,request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under or with respect to any project or property located within the City. City retains the right,but has no obligation, to represent Consultant and/or be present at any deposition, hearing or similar proceeding.
Consultant agrees to cooperate fully with City and to provide Citywith the opportunity to review any response fo discovery requests pro lied-by Consultant. Hiw ever, Ctrs right to review any — - response does not imply or mean'the right by City to control, direct, or rewrite said response. i4. PXYTECES.
Any notices which either party may desire to give to the other party under this Agreement must be in writing and may be given either by(I)personal service,(ii)delivery by a reputable document delivery service,such as but not limited to,Federal Express,that provides a receipt showing date and time of delivery, or(iii) mailing in the United States Mail, certified mail, postage prepaid, return receipt requested,addressed;:o the address of the party as set forth below or at any other address as that party may later designate by Notice. Notice shall be effective upon delivery to the addresses specified below or on the third business day following deposit with the document delivery service or United States Mail as provided above.
To City: City of Upland
Mailing Address:
460 North Euclid Avenue
Upland, California 91785
Attention: Finance Department
6 Page 70 of 330
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To Consultant: MV Cheng&Associates Inc.
102 W. 24th Street
Upland, Ca 91 784
15. ASSIGNMENT. The Consultant shall not assign the performance of this Agreement,nor any part thereof, nor any monies due hereunder, without prior written consent of the City. Upon termination of this Agreement, Consultants sole compensation shall be payment for actual services performed up to,and including,the date of termination or as may be otherwise agreed to in writing between the City and the Consultant.
6. LICEt SES. At all times during the term of this Agreement,Consultant shall have in full force and effect, all licenses required of it by law for the performance of the services described in this Agreement.
17. GOVERNING LAW. The City and Consultant understand and agree that the laws of the State of California shall govern the rights, obligations, duties and liabilities of the parties to this Agreement and also govern the interpretation of this Agreement. Any litigation concerning this Agreement shall take place in the municipal, superior, or federal district court with geographic jurisdiction over the City of Upland. In the event such litigation is filed by one party against the other to enforce its rights under this Agreement, the prevailing party, as determined by the Courts judgment,shall be entitled to reasonable attorney fees and litigation expenses for the relief granted.
18. PROHIBITED INTEREST. No officer, or employee of the City of Upland shall have any financial interest, direct or indirect, in this Agreement, the proceeds thereof, the Consultant, or Consultants sub-contractors for this project, during his/her tenure or for one year thereafter. The Consultant hereby warrants and represents to the City that no officer or employee of the City of UNiand hes aPy intei est, whe film cclitractub , ion-cor t at;. u i 1, fir dar OF otherwise, in th;s transaction, or in the business of the Consultant or Consultant's sub-contractors on this project.
Consultant further agrees to notify the City in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. parties
AGREEMENT. This Agreement contains theentire understanding between the _ arties relating to the obligations of the parties described in this Agreement. All prior or contemporaneous agreements,understandings,representations and statements,oral or written,are merged into this Agreement and shall be of no further force or effect. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any_and_all facts-such party deems material.
21. 1,1171-tra ITY Ft) EXECUTE THIS A,GREEE EP T. The person or persons executing this Agreement on behalf of Consultant warrants and represents that he or she has the authority to .fir f a r . If of sS F,i15 ho 7 c bind C' n t( the e:._ .:ate this�-�grc;,��,��� � .�.^hay, file Consultant and h..._ .._.,authority t .�€n. :.�r::.�Etarl� :..� f? performance of Iis obligations hereunder.
2 . SEVER ABILITY. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance,such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing,if the value of this Agreement, based upon the substantial benefit of the bargain for any party,is materially impaired,which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding,then both parties agree to substitute such provision(s)through good faith negotiations.
22. WAIVER. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this 7 Page 71 of 330
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Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.
23. CONSTRUCTION. The parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.
24. COSTS. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein.
25. RESPONSIBILITY FOR ERRORS. Consultant shall be responsible for its work and results under this Agreement. Consultant,when requested,shall furnish clarification and/or explanation as may be required by the City's representative,regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Consultant occurs, then Consultant shall,at no cost to City,provide all necessary design drawings,estimates and other Consultant professional services necessary to rectify and correct the matter to the sole satisfaction of City and to participate in any meeting required with regard to the correction.
26. ATTORNEYS' FEES. In the event that litigation is brought by any party in connection with this Agreement,the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys'fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof.
_ . .. _____ INWITNESS WHEREOF,the partes.hereto have caused this:Agreement to be executed the.s____ day and year first above written.
CITY OF UPLAND - -_
0 t.Rosemary emir Interimt,'g, ity Manager
Attest:
A_ _
L. J nson, CitGle
t
162-n
8 Page 72 of 330
83,19992 10/29/2019
CONSULTANT
MV Cheng &Associates
102 West 24th Street
Upland, CA 91784
f
By: !
Name: MIST V. C ei1G''
Title: (YES!p?E C C ED
9 Page 73 of 330
EXHIBIT A
RATES BY POSITION
The specific elements(scope of work) of this service include:
MV Cheng &Associates Hourly Rates for City of Upland.
Account Clerk or Office Clerk or UB Cashier $35 Human Resources Analyst $45
Payroll Technician $45
Account Technician $45
Buyer/Purchasing Agent $55
Accountant $65
UB Supervisor $65
Budget Analyst $65
Senior Accountant $75
Human resources Manager �` _ __. $80
Budget Manager $80
--= Pu.-chesing Manager __ $80
Accounting Manager $85
Human Resources Director $105
Finance Director $115
For out of area candidates(over 1 % hour drive), there is a markup of up to $15 per hour. 10 Page 74 of 330
834999.2 10/24/2019
EXHIBIT "B"
(Amendment No. 1 to Master Agreement)
[attached]
-5-
SECOND AMENDMENT TO THE AGREEMENT FOR PROFESSIONAL CONSULTANT ,� :COUNTING SERVICES
This Amendment hereby amends the Professional Consultant Services Agreement ("Agreement")dated July 1,2019 by and between MV Cheng&Associates and City of Upland (hereinafter referred to collectively as the"Parties") as follows:
WHEREAS,the current term of the Agreement shall expir4 on June 30,2020 and WHEREAS, the finance department is in need of additional,higher level accounting services through the end of the year,due to a recent vacancy and recruitment is not possible at this time;
NOW,THEREFORE,the Parties agree:
1. To extend the contract for an additional year,expiring on 6/30/2021.
2. Services rendered under this Agreement will be charged in accordance with Exhibit A attached with an amount not to exceed$47,000.
3. All the remaining terms an.: conditions of the Agreement shall remain unchanged and in full force and effect,and shall govern the conduct of the Parties during the renewal Term.
4. Each person signing this Amendment to the Agreement on behalf of a Party represents and warrants that he or she has the necessary authority to bind such Party and that this Amendment is binding on and enforceable against such Party.
IN WITNESS WHEREOF, the City and Consultant have a roved this Second Ante ndetl
Agreement effective the day and year first above written.
CITY: _ _ CONSULTANT;-- --
City of Upland MV Cheng&Associates
460 N.Euclid Ave. 102 West 24th Street
Upland CA 91785 Upland,CA 91784
By: — By:
Rosemary Iioerning,City Manger Misty Cheng, 'reside &COB r • Pa e 76 of 330
834999,2 sitsrtoze 9
EXHIBIT "C"
(Amendment No. 2 to Master Agreement)
[attached]
-6-
SECOND AMENDMENT TO THE AGREEMENT FOR
R
PROFESSIONAL CONSULTANT SERVICES
This Second Amendment to the Professional Consultant Services Agreement ("Amendment") is entered into as of May 10, 2021 ("Effective Date"), by and among CITY OF UPLAND,a California municipal corporation("City"), and MV CHENG&ASSOCIATES,INC. ("Consultant"). Consultant and City are sometimes hereinafter referred to individually as a"Party" and collectively as the"Parties."
RECITALS
WHEREAS, Consultant and City executed that certain Professional Consultant Services Agreement with an effective date of July 1, 2019 ("Master Agreement"), to provide staff augmentation services for the City,which is attached hereto as Exhibit"A"and incorporated herein by reference; and
WHEREAS,Consultant and City executed an amendment to the Master Agreement,dated June 16,2020("Amendment No. 1"), extending the term of the Agreement through June 30,2021 and increasing the not-to-exceed amount to $47,000,which is attached hereto as Exhibit"B"and incorporated herein by reference; and
WHEREAS, City is in need of additional staff augmentation services through June 30, 2022 due to changes in staffing and a recruitment is ongoing at this time; and WHEREAS, Consultant and City now desire to amend the Master Agreement as hereinafter provided. Capitalized terms not otherwise defined herein shall have the meanings assigned to them in the Master Agreement.
AGREEMENT
NOW, EI',.1EFORS, in consideratiana"of the foregoing Recitals for other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged,Consultant and City hereby agree as follows:
1. The e Term of the Master Agreement-shall-be-extended for an additional year, expiring on June 30,2022.
2. The rates set forth in Exhibit"A"of the Master Agreement are hereby amended in their entirety to read as follows:
RATES BY POSITION
Account Clerk or Office Clerk or UB Cashier$35
Human Resources Analyst$45
Payroll Technician$45
Account Technician$45
Buyer/Purchasing Agent$55
-1-
Accountant$65
UB Supervisor$65
Budget Analyst$65
Senior Accountant$75
Human Resources Manager$80
Budget Manager$80
Purchasing Manager$80
Accounting Manager$85
Human Resources Director$105
Finance Director$125
For out of area candidates(over 1 %2 hour drive), there is a markup of up to $15 per hour.
3. The Services rendered under this Agreement will be charged in accordance with Exhibit"A"with an amount not to exceed$247,000.
4. Miscellaneous.
(a) Effect of Amendment. The term "Agreement" when used in this Amendment or the Master Agreement shall mean the Master Agreement as amended, modified, and supplemented by this Amendment unless the context would require otherwise. Except to the extent the Master Agreement is modified by this Amendment,the remaining terms and conditions of the Master Agreement shall remain unmodified and in full force and effect. In the event of conflict between the terms and conditions of the Master Agreement and the terms and conditions of this Amendment,the terms and conditions of this Amendment shall prevail and control. (b) Entire Agreement. The Master Agreement,together with this Amendment, embodies the entire understanding between Consultant and City with respect to its subject matter and can be changed only by an instrument in writing signed by Consultant and City. (c) Countex arts. This Amendment may be executed in one or more counterparts,including facsimile counterparts or electronic-mail counterparts, each of which shall be deemed an original but all of which, taken together, shall constitute one in the same Amendment.
[SIGNATURES ON FOLLOWING PAGE]
-2-
IN WITNESS WHEREOF,this Amendment has been executed as of the day and year first set forth above.
CITY
CITY OF UPLAND,
a California munic' l corpo ti n
By:
Name:
Title: t
Date: /D f 2J
ATTEST: ,.,
City Clerk for -ity of[.land
APPROVED AS TO LEGAL FORM:
Stephen Deitsch,City Attorney '
By: p‘ t.:14-i-t44
Name: 4 pv 1.0 .i) ii"S C
Title: C'±}-Li 0#tOr1'14.4.a
CONSULTANT
MV CHENG&ASSOCIATES INC. t i
•/,,,..4L7/ - —
Name: itih ;Y V _ ,HEM-'
Title: r3!1P/7 t co
Date: 4 .4 -z.l
-3-
EXHIBIT "D"
(Amendment No. 3 to Master Agreement)
[attached]
-7-
THIRD AMENDMENT TO THE AGREEMENT FOR
PROFESSIONAL CONSULTANT SERVICES
This Third Amendment to the Professional Consultant Services Agreement ("Amendment") is entered into as of March 14, 2022 ("Effective Date"), by and among CITY OF UPLAND, a California municipal corporation("City"), and MV CHENG&ASSOCIATES,INC. ("Consultant"). Consultant and City are sometimes hereinafter referred to individually as a"Party" and collectively as the "Parties."
RECITALS
WHEREAS, Consultant and City executed that certain Professional Consultant Services Agreement with an effective date of July 1, 2019 ("Master Agreement"), to provide staff augmentation services for the City,which is attached hereto as Exhibit"A"and incorporated herein by reference; and
WHEREAS,Consultant and City executed an amendment to the Master Agreement, dated June 16, 2020 ("Amendment No. 1"), extending the term of the Agreement through June 30, 2021 and increasing the not-to-exceed amount to $47,000, which is attached hereto as Exhibit"B" and incorporated herein by reference; and
WHEREAS,Consultant and City executed an amendment to the Master Agreement,dated May 10, 2021 ("Amendment No.2"), extending the term of the Agreement through June 30, 2022 and increasing the not-to-exceed amount to $247,000,which is attached hereto as Exhibit"C"and incorporated herein by reference; and
WHEREAS, City is in need of additional staff augmentation services through June 30, 2025 due to reporting requirements for investments the City elects to make utilizing American Rescue Plan Act("ARPA") funds; and
WHEREAS, on October 11, 2021, City Council approved an ARPA Investment Plan that set aside $480,000 for a Program Administration/Finance Consultant, and WHEREAS, Consultant and City now desire to amend the Master Agreement as hereinafter provided. Capitalized terms not otherwise defined herein shall have the meanings assigned to them in the Master Agreement.
AGREEMENT
NOW, THEREFORE, in consideration of the foregoing Recitals and for other good and valuable consideration,the receipt and sufficiency of which are hereby acknowledged, Consultant and City hereby agree as follows:
1. The Term of the Master Agreement shall be extended for an additional three years, expiring on June 30, 2025.
-1-
2. The Services rendered under this Agreement will be charged in accordance with Exhibit"A" of the Master Agreement, as previously amended, with an amount not to exceed $727,000.
3. Miscellaneous.
(a) Effect of Amendment. The term "Agreement" when used in this Amendment or the Master Agreement shall mean the Master Agreement as amended, modified, and supplemented by this Amendment unless the context would require otherwise. Except to the extent the Master Agreement is modified by this Amendment,the remaining terms and conditions of the Master Agreement shall remain unmodified and in full force and effect. In the event of conflict between the terms and conditions of the Master Agreement and the terms and conditions of this Amendment,the terms and conditions of this Amendment shall prevail and control. (b) Entire Agreement. The Master Agreement,together with this Amendment, embodies the entire understanding between Consultant and City with respect to its subject matter and can be changed only by an instrument in writing signed by Consultant and City. (c) Counterparts. This Amendment may be executed in one or more counterparts, including facsimile counterparts or electronic-mail counterparts,each of which shall be deemed an original but all of which, taken together, shall constitute one in the same Amendment.
[SIGNATURES ON FOLLOWING PAGE]
-2-
IN WITNESS WHEREOF,this Amendment has been executed as of the day and year first set forth above.
CITY
CITY 0 UPLAND,
a Ca ' o nia munici sal corporation
B
Naiims=uck
Ti eAr
Date:
ATTEST:
z
Cit_ Clerk fo 'it of Ad
APPROVED AS TO LEGAL FORM:
Stephen Deitsch, City Attorney K
By:
Name:, . i �., ] 1)Q SOrY\
Title: (1, ..� b(r LJ
CONSULTANT
1VIV CHENG & ASSOCIATES INC.
By: Vt
Name: ItyTitle: Yn1 f--a-c-ez3
Date: 3`1-27
-3-
� �p
4�� 19� CI FUPLAND
�5, _�� "The City of Gracious Living"
C,,tIFOB,S
'• Staff(krcifil
DATE: March 11,2024
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:STEPHEN PARKER,ASSISTANT CITY MANAGER
JESSICA GANDARA,RECREATION&COMMUNITY SERVICES MANAGER
SUBJECT: CONSIDER APPROVAL OF AMENDMENT NO. 1 TO AN AGREEMENT WITH
GEOGRAPHICS
RECOMMENDED ACTION:
It is recommended that the City Council approve Amendment No. 1 to the professional services agreement with Geographics for creative support,text,copy,graphic design and layout,artwork services,print production,and mailing of the City's newsletter,the Upland Today News Magazine and Recreation Guide.
GOAL STATEMENT
The proposed action supports the City's goal of increasing communication,awareness,marketing,and access of City- wide programs and services,and increase the health, safety,morals, and welfare of its residents,businesses,tenants, and property owners within the community.
BACKGROUND
The City of Upland is a full-service municipality serving approximately 79,000 residents.The City of Upland produces and mails 36,750 copies of the Upland Today News Magazine and Recreation Guide on a quarterly basis (Spring, Summer,Fall,and Winter)to Upland households and businesses with the remaining copies available at City facilities.
The newsletter serves as a vital communication tool highlighting programs, special events, public service announcements,and other information of interest to the community.
ISSUES AND ANALYSIS
In December 2020,City Council approved an agreement with Geographics. The term of the agreement was three(3) years with two(2)one-year options to renew.
The current contract expired in December 2023,and Geographics has agreed to continue working with staff to produce the remaining issues for the 2024 Spring and Summer editions of the magazine. The approval of the extension will allow staff time to go through the RFP process to consider vendors for a new three-year contract.
ENVIRONMENTAL DETERMINATION
The proposed action is an amendment to an agreement for assistance with the design and distribution of the Upland Today Magazine,and not subject to the California Environmental Quality Act(CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA. The proposed action is not included within the definition of a"project" and thus is exempt.
FISCAL IMPACTS
There is no fiscal impact with this action as sufficient budget has already been included in the current operating budget.
ALTERNATIVES
Provide alternative direction to staff.
CEQA:Not a Project
AMENDMENT NO. 1 TO THE AGREEMENT FOR PROFESSIONAL
CONSULTANT SERVICES FOR UPLAND TODAY NEWS MAGAZINE
This Amendment No. 1 to the Professional Services Agreement for Professional Consultant Services is made and entered into as of March 11,2024 by and between the City of Upland,a municipal corporation("City") and Geographics ("Consultant"). City and Consultant are sometimes referred to herein individually as a "Party" and collectively as "Parties."
WHEREAS, the City and Consultant have entered into an agreement dated December 14,2020 for the purpose of providing professional consultant services for the City's Upland Today News Magazine (the "Original Agreement").
WHEREAS, the term of the Original Agreement expired on December 14, 2023.
WHEREAS,pursuant to Section 5 of the Original Agreement, the Parties may be mutual,written consent, extend the term of the Original Agreement for two (2) one (1) year additional terms.
WHEREAS, the Parties desire to extend the Original Agreement for one year and maintain the same performance requirement and payment provisions therefor.
NOW, THEREFORE, the Parties agree:
1. The Original Agreement is hereby extended for an additional one year through December 14, 2024 ("Renewal Term").
2. During the Renewal Term City agrees to pay Consultant for five (5) additional editions of the Upland Today News Magazine which shall be Winter 2023 edition, Spring 2024 edition, Summer 2024 edition, Fall 2024 edition, and Winter 2024 all for payment by City as otherwise set forth in Section 5 of the Original Agreement.
3. All the remaining terms and conditions of the Original Agreement shall remain unchanged and in full force and effect, and shall govern the conduct of the Parties during the Renewal Term.
4. Each person signing this Amendment No. 1 to the Original Agreement on behalf of a Party represents and warrants that he or she has the necessary authority to bind such Party and that this Amendment No. 1 is binding on and enforceable against such Party.
5. This Amendment No. 1 may be signed in counterparts, each of which shall constitute an original.
IN WITNESS WHEREOF,the City and Consultant have approved this Amendment No. 1 effective on the day and year first above written.
CITY: CONSULTANT:
City of Upland Geographics
460 N. Euclid Ave. 4178 Chestnut Street
Upland CA 91785 Riverside, CA 92501
By: By:
Michael Blay Consultant
City Manager Title
ATTEST:
By:
Keri Johnson
City Clerk
APPROVED AS TO FORM:
By:
Stephen Deitsch
City Attorney
4��a �p19� CITY UPLAND
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- Staff(kr°ill
DATE: March 11,2024
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:STEPHEN PARKER,ASSISTANT CITY MANAGER
SUBJECT: CONSIDER APPROVAL OF A MEMORANDUM OF UNDERSTANDING WITH UPLAND
ENHANCEMENT FOUNDATION FOR BALLFIELD IMPROVEMENTS AT MEMORIAL
PARK AND OLIVEDALE PARK
RECOMMENDED ACTION:
It is recommended that the City Council enter into a Memorandum of Understanding with Upland Enhancement Foundation to provide for improvements in and around baseball fields at Memorial Park and Olivedale Park;authorize the City Manager to execute the agreement; and approve a budget adjustment appropriating funding to effectuate the agreement.
GOAL STATEMENT
The proposed action supports the City's goal of providing quality park and recreation facilities to Upland residents.
BACKGROUND
On January 22, 2022, Council directed staff to prepare a policy that would designate park revenue generated from leases on City park property to be allocated for use in a park located in the same Council District and making the policy effective in the 2023/24 Fiscal year.
On April 24, 2023, the City Council adopted Resolution No. 6713 that assigns revenue from leases on City park property for use only for the park containing the lease or any park located in the same City Council district.
On June 12, 2023, the City Council approved the Fiscal Year 2023/24 annual budget which reserved $471,640 in revenue for use in Districts 1 and 4.
On January 25, 2024, the City, under the City Manager's signing authority, entered into a Memorandum of Understanding(MOU) with the Upland Enhancement Foundation(Foundation)whereby the City provided$20,000 in funding and the Foundation agreed to remove, regrade and replace the infield grass at Memorial Park's South baseball field.
ISSUES AND ANALYSIS
Safety for Upland residents in general and youth in particular is of utmost importance to the City. Currently,the City is dealing with issues of transients sleeping and living in and around baseball fields in District 4, leaving trash and human waste,and damaging City facilities. Providing fencing completely around the fields would limit the number of people using the field for unintended purposes,keeping the users of the field safer,and the field in better condition.
Two baseball fields in District 4,Memorial South and Olivedale,do not have shade in the dugout for players. There is$330,000 set aside in the current fiscal year for improvements in District 4 parks and staff desires to use the funds to make a number of improvements to both Olivedale Park and Memorial South Baseball Fields. While the City has the funding available to make improvements,staff resources are limited to take the lead on significant improvements like those proposed,and would undoubtedly lead to significant delays in the installation of the desired improvements.
Both subject fields are primarily used by Upland National Little League(UNLL). A former UNLL President,Ralph Cavallo, is also President of Upland Enhancement Foundation (Foundation), a 501(c)(3) charity. The Foundation President is a longstanding community member with an extensive background in youth sports, including the prior running of UNLL and experience project managing baseball field improvements. The Foundation desires to provide enhanced park and recreation facilities that serve Upland youth.
Knowing the extensive background of the Foundation President, along with the Foundation's desire to provide enhanced facilities serving Upland youth,the City explored with legal counsel the ability to enter into an arrangement with the Foundation to allow the Foundation to manage the desired improvements. The feedback received led to the Memorandum of Understanding(MOU)attached for consideration by City Council.
A similar MOU was entered into under the City Manager's signing authority on January 25, 2024. However, the appropriation for the use of the reserved park lease revenues has not gone to City Council for approval,yet. As such, one of the recommended actions with this item is to approve a budget adjustment appropriating funding to effectuate both MOUs.
The entire list of improvements proposed with the MOU is detailed in Exhibit B,but a short list is included here:
Memorial Park South Field:
• Complete enclosure of Memorial South Field for safety and security • Replacement of existing pilasters and wrought iron fencing with new 8' high ones • Installation of additional wrought iron fencing
• Replacement and installation of all 10' and lower fencing with new more difficult to climb fencing • Construction of a batting cage outside the field on the first base line • Installation of fencing surrounding a bullpen outside the field on the third base line • Pouring a concrete slab behind the first base bleachers • Installation of a 0-2'high split face block retaining wall to frame in concrete areas • Replacement and installation of backstop netting
• Installation of dugout shade
Olivedale Park Field:
• Complete enclosure of Olivedale Park Field with wrought iron fencing from dugout to dugout • Replacement and installation of backstop netting
• Purchase and installation of dugout shade covers for both dugouts
ENVIRONMENTAL DETERMINATION
Memorial Park:
A Mitigated Negative Declaration(MND) and Mitigation Monitoring and Reporting Program was adopted on June 10, 2021 by the City Council for the Upland Memorial Park Revitalization Master Plan. In accordance with the California Quality Act(CEQA)Guidelines,the City has reviewed the project and determined that the Project is within the scope of the MND and none of the findings contained in Section 15162 can be made,as follows: (1)No substantial changes are proposed in the project which will require major revisions of the previous negative declaration as the project includes improvements that are generally consistent with the Memorial Park Master Plan; (2)No substantial changes have occurred with respect to the circumstances under which the project is undertaken, and the project will continue to implement all required mitigation measures;and(3)No new information of substantial importance shows that the project will have one or more significant effects not discussed in the previous Negative Declaration, no significant effects previously examined will be substantially more severe than shown previously, all mitigation measures remain feasible for the project and no different mitigation measures are proposed.
Olivedale Park:
The project is Categorically Exempt from the California Environmental Quality Act(CEQA)pursuant to Article 19, Section 15301,Existing Facilities,Class 1 (a),of the CEQA Guidelines,since the proposed project consists of a minor improvements to the existing park,including fencing and shade structures. .
FISCAL IMPACTS
With approval of this agenda item, Staff would approve a budget adjustment appropriating $290,000 in park lease revenue reserved in the current year's budget for use in District 4. The funds would be distributed to Upland Enhancement Foundation for use in and around baseball fields in Memorial Park and Olivedale Park.
ALTERNATIVES
Provide alternative direction to staff.
CEQA: Determine to be Exempt.
MEMORANDUM OF UNDERSTANDING BETWEEN
THE CITY OF UPLAND AND
UPLAND ENHANCEMENT FOUNDATION
This Memorandum of Understanding ("MOU") is made and entered into this 25th day of January, 2024 by and between the City of Upland, a municipal corporation("City") and Upland Enhancement Foundation, ("Foundation"). City and Foundation are sometimes referred to herein individually as "Party", and collectively as "Parties".
RECITALS
WHEREAS, the City is the owner of a real property including a baseball field located on and around 1299 San Bernardino Rd. (the "Property"). The Property is more particularly shown in Exhibit "A", attached hereto and incorporated herein by this reference.
WHEREAS, Foundation desires to focus on enhancements throughout the City of Upland parks and facilities.
WHEREAS, the Foundation President("President") is a longstanding accomplished community member with an extensive background in youth sports.
WHEREAS, the President has coached youth baseball,managed a youth baseball league and project managed baseball field improvements for the last forty years.
WHEREAS, Foundation is determined to expeditiously enhance park and recreation facilities that serve the youth of Upland.
WHEREAS, City desires to implement an improvement project of removing, regrading, and replacing the infield grass on the Property (the"Project").
WHEREAS, Foundation has offered to implement the Project in return for City providing funding for the Project.
WHEREAS, it is the intent of the Parties to enter into this MOU to establish and coordinate the responsibilities of the Parties with respect to the Project, as further set forth herein.
NOW THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, it is mutually understood and agreed by City and Foundation as follows:
TERMS
1. Incorporation of Recitals. The recitals set forth above are true and correct and are incorporated into this MOU as though fully set forth herein.
2. Term. This MOU shall be effective as of the date first set forth above, and shall continue in effect until February 29, 2024 ("Term").
46708.00108\41935848.1
3. Agreement to Cooperate. The Parties agree to mutually cooperate in order to help ensure that the Project is successfully completed with minimum impact to both Parties and the public.
4. Obligations of Foundation.
(a) Foundation shall be responsible for providing all services to complete the Project, or as reasonably necessary for Project completion. Such services include,but are not limited to, completion of final design plans, construction management, and inspections of the Project until the Project is complete.
(b) Foundation shall be responsible for the process of selecting contractors in compliance with all applicable local, state and federal laws. (c) Foundation shall be responsible for obtaining all applicable environmental clearances and permits necessary to complete the Project. (d) City's total contribution towards the Project will be $20,000.00 ("City Total Contribution"). Foundation will be responsible for any cost above the City Total Contribution.
(e) Foundation acknowledges and agrees that,unless otherwise provided pursuant to a written amendment to this MOU, City's financial contribution to the Project under this MOU shall not exceed the City Total Contribution and that the City Total Contribution shall only be used for the Project.
(f) Foundation shall provide City an opportunity to review and approve all design documents for the Project prior to finalization of such design document for the Project.
Additionally, Foundation shall also provide City an opportunity to review and approve any changes to such design documents due any necessary change orders occurring after commencement of work for the Project.
(g) Foundation shall provide City an opportunity to inspect the Project work during construction.
(h) Foundation shall obtain or shall require the Contractor to obtain all required permits and approvals for all Project work.
(i) As between City and Foundation, Foundation shall be solely responsible for construction inspection of the Project work. Foundation shall allow City staff access to the Project site, upon reasonable notice, to perform observation of any Project improvements. City inspectors shall communicate any construction deficiencies during construction, including a final punch list, to Foundation for completion.
(j) Foundation shall solely responsible and liable for the operation, maintenance and use of the Project as well as use of the Property, at no cost or expense to City, except as outlined by this MOU.
46708.00108\41935848.1
(k) Foundation shall provide a final accounting to City within forty-five(45) days after Project Completion.
(1) Foundation shall refund any unused portion of the City Total Contribution to City within sixty(60) days after Project Completion. (m) Foundation shall retain all records related to the Project and this MOU ("Records") for a period of three (3)years following Project Completion. The Records shall be available for inspection by City upon request.
5. Obligations of City.
(a) City Donation to Foundation for the Project. City shall deposit funds with Foundation for Project costs to be incurred under this MOU in an amount not to exceed $20,000 ("City Total Contribution") for the sole purpose of carrying out the Project. (b) City shall timely review design plans for the Project, and provide any approvals or comments within thirty(30) days of receipt of the plans. If City fails to provide any comments or its approval within said time period, Foundation shall provide notice to the City Manager that the design plans shall be deemed approved by Foundation if no comments are received within an additional 15 days.
(c) City shall deposit City's Total Contribution within thirty (30) days of execution of this MOU.
(d) City shall inspect the Project upon written notice of completion of the work by Foundation to City, and identify any punch list work within fifteen(15) days.
6. Ongoing Use of Property after Project Completion.
(a) Schedule of Use. City will continue the allocation of Property pursuant to the City Council-approved Athletic Facilities Policy and Procedures.
7. Dispute Resolution. Unless otherwise specified herein, the Parties shall submit any unresolved dispute to the City's Representative and the Foundation's Representative for negotiation. The City's Representative and the Foundation's Representative to undertake good faith attempts to resolve said dispute, claim, or controversy within ten(10) calendar days after the receipt of written notice from the Party alleging that a dispute, claim or controversy exists.
The Parties additionally agree to cooperate with the other Party in scheduling negotiation sessions. However, if said matter is not resolved within thirty (30) calendar days after conducting the first negotiating session, either Party may, but is not required to,request that the matter be submitted to further dispute resolution procedures, as may be agreed upon by the Parties.
8. Legal Action. If a matter is not resolved within thirty(30) calendar days after the first negotiating session between the City's Representative and the Foundation's Representative, unless otherwise agreed upon in writing by the Parties, either Party may proceed with any other remedy available in law or in equity.
46708.00108\41935848.1
9. Force Majeure. The failure of performance by either Party (except for payment obligations)hereunder shall not be deemed to be a default where delays or defaults are due to war; insurrection; strikes; lock-outs; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions; unusually severe weather; inability to secure necessary labor, materials or tools; delays of any contractor, subcontractor, railroad, or suppliers; acts of the other Party; acts or failure to act of any other public or governmental agency or entity (other than that acts or failure to act of the Parties); or any other causes beyond the control or without the fault of the Party claiming an extension of time to perform or relief from default. An extension of time for any such cause shall be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if notice by the party claiming such extension is sent to the other party within thirty(30) days of the commencement of the cause. Times of performance under this MOU may also be extended in writing by mutual agreement between the Parties.
10. Amendments. This MOU may be amended at any time by the mutual consent of the Parties by an instrument in writing.
11. Assignment of MOU. Neither Party may assign or transfer its respective rights or obligations under this MOU without the express written consent of the other Party. Any purported assignment or transfer by one Party without the express written consent of the other Party shall be null and void and of no force or effect.
12. Waiver. No delay or omission in the exercise of any right or remedy of a non- defaulting Party on any default shall impair such right or remedy or be construed as a waiver. No consent or approval of either Party shall be deemed to waive or render unnecessary such Party's consent to or approval of any subsequent act of the other Party. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this MOU.
13. Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this MOU shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this MOU, which shall be interpreted to carry out the intent of the parties hereunder.
14. Termination. Prior to the commencement of construction of the Project, both City and Foundation shall have the right at any time, to terminate this MOU, with or without cause, by giving thirty(30) calendar days written notice to the other party, specifying the date of termination. Following the commencement of construction of the Project, this MOU may only be terminated for cause by City, after providing Foundation notice of such cause, and reasonable opportunity to cure. In the event that this MOU is terminated prior to completion of the Project, Foundation shall return any unspent City Total Contribution funds, after all costs incurred prior to the date of termination are deducted, to City and shall provide a full accounting, in a form and with information required by City, of all City Total Contribution funds spent and unspent by Foundation in connection with this MOU and the Project within 45 days of such termination. 46708.00108\41935848.1
This full accounting shall include such other information that may be reasonably requested by City.
15. Notice. Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, certified mail, return receipt requested, postage prepaid, addressed to:
CITY: FOUNDATION:
City of Upland Upland Enhancement Foundation
460 N. Euclid Avenue 2303 N 4th Ave
Upland, CA 91786 Upland, CA 91784-1352
Attn: City Manager Attn: Ralph Cavallo
And shall be effective upon receipt thereof. •
16. Survival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this MOU, shall survive any such expiration or termination.
17. Third Party Beneficiaries. There are no third-party beneficiaries to this MOU.
18. Entire Agreement. This MOU contains the entire agreement of the Parties relating to the subject matter hereof and supersedes all prior negotiations, agreements or understandings. 46708.00108\41935848.1
SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT
BETWEEN CITY OF UPLAND
AND UPLAND ENHANCEMENT FOUNDATION
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.
CITY OF UPLAND UPLAND ENHANCEMENT FOUNDATION
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Michael Blay
City Manager Its:
Printed Name: / e A c C A Ian
ATTEST: ATTEST:
By: By:
Keri Johns°
City Clerk Its: �, „� . C-� � 1L V P\1.„.,c) Printed Name:
46708.00108\41935848.1
EXHIBIT A
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46708.00108\41935848.1
MEMORANDUM OF UNDERSTANDING BETWEEN
THE CITY OF UPLAND AND
UPLAND ENHANCEMENT FOUNDATION
This Memorandum of Understanding ("MOU") is made and entered into this 1 1th day of March, 2024 by and between the City of Upland, a municipal corporation ("City") and Upland Enhancement Foundation ("Foundation"). City and Foundation are sometimes referred to herein individually as "Party", and collectively as "Parties".
RECITALS
WHEREAS, City is the owner of real property including baseball fields located on and around 1299 San Bernardino Road and 526 E 8th Street(the"Properties"). The Properties are more particularly shown in Exhibit"A", attached hereto and incorporated herein by this reference.
WHEREAS, Foundation desires to focus on enhancements throughout the City of Upland parks and facilities.
WHEREAS, Foundation President ("President") is a longstanding accomplished community member with an extensive background in youth sports.
WHEREAS, the President has for the last forty years coached youth baseball, managed Upland National Little League, the primary user of Properties. and project managed baseball field improvements.
WHEREAS, Foundation is determined to expeditiously enhance park and recreation facilities that serve the youth of Upland.
WHEREAS, on January 25, 2024, Foundation entered into an MOU with the City to remove, regrade and replace the infield grass at 1299 San Bernardino Road with the City contributing $20,000.
WHEREAS, City desires to implement an improvement project on the Properties (the "Project"). The Project is more particularly described in Exhibit "B", attached hereto and incorporated herein by this reference.
WHEREAS, Foundation has offered to implement the Project in return for City providing funding for the Project.
WHEREAS,it is the intent of the Parties to enter into this MOU to establish and coordinate the responsibilities of the Parties with respect to the Project, as further set forth herein.
NOW THEREFORE, for good and valuable consideration, the receipt of which is hereby acknowledged, it is mutually understood and agreed by City and Foundation as follows:
TERMS
1. Incorporation of Recitals. The recitals set forth above are true and correct and are incorporated into this MOU as though fully set forth herein.
2. Term. This MOU shall be effective as of the date first set forth above, and shall continue in effect until December 31, 2025, unless earlier terminated("Term").
3. Agreement to Cooperate. The Parties agree to mutually cooperate in order to help ensure that the Project is successfully completed with minimum impact to the public.
4. Obligations of Foundation.
(a) Foundation shall be responsible for providing all services to complete the Project, as identified in Exhibit "B", or as reasonably necessary for Project completion. Such services include,but are not limited to,completion of final design plans,construction management, and inspections of the Project until the Project is complete. (b) Foundation shall be responsible for the process of selecting contractors in compliance with all applicable local, state and federal laws. (c) Foundation shall be responsible for obtaining all applicable environmental clearances and permits necessary to complete the Project. This includes the implementation of all Mitigation Measures required within the Mitigation Monitoring and Reporting Program adopted June 10, 2021 with the Memorial Park Master Plan, including but not limited to, the Nesting Bird Survey and Construction Noise Limits
(d) City's total contribution towards the Project will be $270,000.00 ("City Total Contribution"). Foundation will be responsible for any cost above the City Total Contribution.
(e) Foundation acknowledges and agrees that, unless otherwise provided pursuant to a written amendment to this MOU, City's financial contribution to the Project under this MOU shall not exceed the City Total Contribution and that the City Total Contribution shall only be used for the Project.
(f) Foundation shall provide City an opportunity to review and approve all design documents for the Project prior to finalization of such design document for the Project.
Additionally, Foundation shall also provide City an opportunity to review and approve any changes to such design documents due any necessary change orders occurring after commencement of work for the Project.
(g) Foundation shall provide City an opportunity to inspect the Project work during construction.
(h) Foundation shall obtain or shall require the Contractor to obtain all required permits and approvals for all Project work.
(i) As between City and Foundation,Foundation shall be solely responsible for construction inspection of the Project work. Foundation shall allow City staff access to the Project site,upon reasonable notice, to perform observation of any Project improvements. City inspectors shall communicate any construction deficiencies during construction, including a final punch list, to Foundation for completion.
(j) Foundation shall solely be responsible and liable for the operation, maintenance and use of the Project as well as use of the Properties, at no cost or expense to City, except as outlined by this MOU.
(k) Foundation shall provide a final accounting to City within forty-five (45) days after Project Completion.
(1) Foundation shall refund any unused portion of the City Total Contribution to City within sixty(60) days after Project Completion. (m) Foundation shall retain all records related to the Project and this MOU ("Records") for a period of three (3) years following Project Completion. The Records shall be available for inspection by City upon request.
(n) For the period during which Foundation or Contractor controls the Project job site,Foundation shall require that the Contractor provide, for the entire period of construction, insurance consistent with Foundation's standard requirements. Foundation shall require that City be included as an additional insured under such policies. Foundation shall require that City be included as an indemnified party under the indemnification provision included in Foundation's construction contract.
5. Obligations of City.
(a) City Donation to Foundation for the Project. City shall deposit funds with Foundation for Project costs to be incurred under this MOU in an amount not to exceed $270,000 for the sole purpose of carrying out the Project.
(b) City shall timely review design plans for the Project, and provide any approvals or comments within thirty(30) days of receipt of the plans. If City fails to provide any comments or its approval within said time period, Foundation shall provide notice to the City Manager that the design plans shall be deemed approved by Foundation if no comments are received within an additional 15 days.
(c) City shall deposit City's Total Contribution within thirty (30) days of execution of this MOU.
(d) City may provide a City oversight engineer or other City staff to oversee the Project work during plan preparation and construction, at its own cost. (e) City shall inspect the Project upon written notice of completion of the work by Foundation to City, and identify any punch list work within fifteen(15) days.
6. Ongoing Use of Properties after Project Completion.
(a) Schedule of Use. City will continue the allocation of Properties pursuant to the City Council-approved Athletic Facilities Policy and Procedures.
7. Dispute Resolution. Unless otherwise specified herein,the Parties shall submit any unresolved dispute to the City's Representative and the Foundation's Representative for negotiation. The City's Representative and the Foundation's Representative shall undertake good faith attempts to resolve said dispute, claim, or controversy within ten(10) calendar days after the receipt of written notice from the Party alleging that a dispute, claim or controversy exists. The Parties additionally agree to cooperate with the other Party in scheduling negotiation sessions.
However, if said matter is not resolved within thirty (30) calendar days after conducting the first negotiating session, either Party may, but is not required to, request that the matter be submitted to further dispute resolution procedures, as may be agreed upon by the Parties.
8. Legal Action. If a matter is not resolved within thirty (30) calendar days after the first negotiating session between the City's Representative and the Foundation's Representative, unless otherwise agreed upon in writing by the Parties, either Party may proceed with any other remedy available in law or in equity.
9. Indemnification.
(a) Foundation shall indemnify, defend and hold City, its directors, officials, officers, employees, agents,consultants and contractors free and harmless from any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or in equity, to property or persons, including wrongful death, in any manner arising out of or incident to any negligent acts,omissions or breach of law,or willful misconduct of Foundation,its officials, officers, employees, agents, consultants or contractors in the performance of Foundation's obligations under this MOU, including the payment of all reasonable attorneys' fees. (b) The indemnification provisions set forth in this Section 9 shall survive any expiration or termination of this MOU.
10. Force Majeure. The failure of performance by either Party (except for payment obligations)hereunder shall not be deemed to be a default where delays or defaults are due to war; insurrection; strikes; lock-outs;riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions;unusually severe weather; inability to secure necessary labor, materials or tools; delays of any contractor, subcontractor,railroad, or suppliers; acts of the other Party; acts or failure to act of any other public or governmental agency or entity(other than that acts or failure to act of the Parties); or any other causes beyond the control or without the fault of the Party claiming an extension of time to perform or relief from default. An extension of time for any such cause shall be for the period of the enforced delay and shall commence to run from the time of the commencement of the cause, if notice by the party claiming such extension is sent to the other party within thirty(30) days of the commencement of the cause. Times of performance under this MOU may also be extended in writing by mutual agreement between the Parties.
11. Amendments. This MOU may be amended at any time by the mutual consent of the Parties by an instrument in writing.
12. Assignment of MOU. Neither Party may assign or transfer its respective rights or obligations under this MOU without the express written consent of the other Party. Any purported assignment or transfer by one Party without the express written consent of the other Party shall be null and void and of no force or effect.
13. Waiver. No delay or omission in the exercise of any right or remedy of a non- defaulting Party on any default shall impair such right or remedy or be construed as a waiver. No consent or approval of either Party shall be deemed to waive or render unnecessary such Party's consent to or approval of any subsequent act of the other Party. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this MOU.
14. Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this MOU shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this MOU, which shall be interpreted to carry out the intent of the parties hereunder.
15. Termination. Prior to the commencement of construction of the Project, both City and Foundation shall have the right at any time, to terminate this MOU, with or without cause,by giving thirty(30)calendar days written notice to the other party,specifying the date of termination.
Following the commencement of construction of the Project, this MOU may only be terminated by City for cause, after providing Foundation notice of such cause, and reasonable opportunity to cure. In the event that this MOU is terminated prior to completion of the Project, Foundation shall return any unspent City Total Contribution funds, after all costs incurred prior to the date of termination are deducted, to City and shall provide a full accounting, in a form and with information required by City,of all City Total Contribution funds spent and unspent by Foundation in connection with this MOU and the Project within 45 days of such termination. This full accounting shall include such other information that may be reasonably requested by City.
16. Notice. Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, certified mail, return receipt requested, postage prepaid, addressed to:
CITY: FOUNDATION:
City of Upland Upland Enhancement Foundation
460 N. Euclid Avenue 2303 N 4th Ave
Upland, CA 91786 Upland, CA 91784-1352
Attn: City Manager Attn: Ralph Cavallo
And shall be effective upon receipt thereof.
17. Survival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this MOU, shall survive any such expiration or termination.
18. Third Party Beneficiaries. There are no third-party beneficiaries to this MOU.
19. Entire Agreement. This MOU contains the entire agreement of the Parties relating to the subject matter hereof and supersedes all prior negotiations, agreements or understandings.
SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT
BETWEEN CITY OF UPLAND
AND UPLAND ENHANCEMENT FOUNDATION
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.
CITY OF UPLAND UPLAND ENHANCEMENT FOUNDATION
By: By:
Michael Blay
City Manager Its: _ President
Printed Name: Ralph Cavallo
ATTEST:
By: By:
Keri Johnson
City Clerk Its: Vice President
Printed Name: Yolanda Tuosto
EXHIBIT A
IMAGES OF PROPERTIES
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Memorial Park South Field- 1299 San Bernardino Road
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Olivedale Park Field— 526 E 8th Street
EXHIBIT B
PROJECT DESCRIPTION
Memorial Park South Field:
• Complete an enclosure of Memorial South Field for safety and security, including:
o Replace existing pilasters south-east of the snack bar with new 8' pilasters o Replacement of existing wrought iron fencing with 8' high wrought iron fencing o Install additional wrought iron fencing to the north and east of the snack bar including two push-bar egress gates and a wrought iron access gate on the south- east portion of existing wrought iron fencing
o Replace existing outfield fencing and replace with 1" sq 9-gauge zinc coated chain link fence
o Replace 4 existing 10' wide gates with same fencing • Replace all 10' chain link fencing in the infield(-325' in length) with 2" 6-gauge chain link fencing
• Installation of 230' feet of 1" side fencing(8' high) with dugout shade on 1st and 3rd base lines
• Construction of 26' wide, 70' long, and 12' high batting cage outside the field on 1st base line
• Pouring a 5" concrete slab (- 5,500 sq ft)behind the first base bleachers • Installation of approximately 300' of 0-2' high split face block retaining wall to frame in concrete areas behind the bleacher seating along the 1st and 3rd base lines • Installation of 8' high 1" 9-gauge zinc coated chain link fencing surrounding the concrete and batting cage on the 1st base side
• Installation of 8' wide, 70' long, and 8' high 1" 9-gauge zinc coated chain link fencing forming a bullpen outside the field fence on the 3rd base side • Installation of shade cover over existing bleachers • Replacement purchase and installation of existing backstop netting • Installation of a concrete driveway at the field work entrance • Grading the infield
• Installation of angel mix brick dust and
• Installation of bases with base pegs
Olivedale Park Field:
• Complete enclosure of Olivedale Park Field, including:
o Installation of 8' high wrought iron fencing from dugout to dugout o Installation of an 8' wide sliding gate next to the snack bar o Installation of a 3' wide access gate next to the north dugout o Installation of 2 pushbar egress gates west of the 3rd base side leading to the parking lot
• Replacement purchase and installation of existing backstop netting • Purchase and installation of dugout shade covers for both dugouts
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cd,4�� " CITY FUPLAND
0 4,, _1 "The City of Gracious Living" C,,tIFOB,,S
'• Stanfrkr Ctilt
DATE: March 11,2024
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:MICHAEL BLAY, CITY MANAGER
STEPHEN PARKER,ASSISTANT CITY MANAGER
STACEY PADRON,EXECUTIVE ASSISTANT I
SUBJECT: CONSIDER APPROVING AMENDMENT NO.4 TO THE JOINT POWERS AUTHORITY
AGREEMENT WITH THE SAN BERNARDINO COUNCIL OF GOVERNMENTS SERVICES RECOMMENDED ACTION:
It is recommended that the City Council approve Amendment No. 4 to the Joint Powers Authority Agreement with San Bernardino Council of Governments Services;and authorize the City Manager to execute the amendment.
GOAL STATEMENT
The proposed action supports the City's goal of creating a world class community by ensuring that the means are available to continue the City's and region's growth and success.
BACKGROUND
In June 1973,the City of Upland entered into a Joint Powers Authority Agreement with San Bernardino Council of Governments (SBCOG). SBCOG is comprised of representatives from 24 cities and the San Bernardino County Board of Supervisors,and engages in collaborative regional planning.
The Joint Powers Authority Agreement has been amended three times,with Amendment No.3 was dated October 17, 1975,and the City of Upland signed it on March 4, 1976.
Since 2018, SBCOG has utilized funds from the Property Assessed Clean Energy/Home Energy Renovation Opportunity program to enhance its budget. The 2018 work plan introduced initiatives like Emergency Communication Nurse System and grant research.
Following a July 5, 2023 SBCOG meeting, an Ad Hoc committee was formed to explore SBCOG's capacity and raising dues for additional services.Through monthly meetings,this committee was able to analyze the programs and budgets of other organizations like SGVCOG,WRCOG and CVAG.Based on these findings,the committee proposes increasing the budget from$658,000 to$1.5 million,employing 3 staff and adding consultant support.
ISSUES AND ANALYSIS
The Joint Powers Authority Agreement currently assesses Member Agencies for dues based on a 50%Population and 50%Assessed Valuation formula,which the JPA now considers to be outdated.The aim of amending this agreement is to update this method. The committee has explored three scenarios for cost allocation; 100% Population, 100% General Fund Tax Revenues(Sales and Property Tax)or a 50%each combination of both.
After these assessments, the committee recommended that the budget increase over a two-year period with a new approach that consists of 50% Population and 50% General Fund Tax Revenues. At the January 3, 2024, SBCOG Board meeting, the Board agreed to the Ad Hoc Committee's suggestion for option 3. This involved introducing a new assessment method and raising dues for each agency in Amendment No.4. Once all member agencies give their approval,the increased dues will take effect on July 1,2024,the beginning of the 24/25 Fiscal Year.
The financial effect of the change in member dues is an increase of$27,692 over a two-year period for a total annual assessment of$46,246 in the 2025/26 fiscal year.
ENVIRONMENTAL DETERMINATION
The proposed action is an amendment relating to annual membership fees and is not subject to the California Environmental Quality Act(CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA. The proposed action is not included within the definition of a"project"and thus is exempt.
FISCAL IMPACTS
This item has no financial impact on the Fiscal Year 2023/2024 Budget.The proposed Amendment No.4 will increase the membership dues from$18,554 to$46,246 over a two-year period. The increased dues amounts will be included in the Fiscal Year 24/25 and 25/26 Budgets.
ALTERNATIVES
Provide alternative direction to staff.
CEQA:Not a Project
Amended Agreement for the Joint Exercise of PowersRelative to the San Bernardino Associated Governments, SANBAG JPA Amendment#4 This Amendment No. 4 to the Agreement for the Joint Exercise of Powers ("Agreement") Relative to the San Bernardino Associated Governments is entered into by and between San Bernardino County, a political subdivision of the State of California; the City of Adelanto, a charter city; the Town of Apple Valley, a municipal corporation; the City of Barstow, a municipal corporation; the City of Big Bear Lake, a charter city; the City of Chino, a municipal corporation; the City of Chino Hills, a municipal corporation; the City of Colton, a municipal corporation; the City of Fontana, a municipal corporation; the City of Grand Terrace, a municipal corporation; the City of Hesperia, a municipal corporation; the City of Highland, a municipal corporation; the City of Loma Linda, a charter city; the City of Montclair, a municipal corporation; the City of Needles, a charter city; the City of Ontario, a municipal corporation; the City of Rancho Cucamonga, a municipal corporation; the City of Redlands, a municipal corporation; the City of Rialto, a municipal corporation; the City of San Bernardino, a charter city; the City of Twentynine Palms, a municipal corporation; the City of Upland, a municipal corporation; the City of Victorville, a charter city; the City of Yucaipa, municipal corporation; and the Town of Yucca Valley, a municipal corporation.
RECITALS
1. WHEREAS, each party to the Agreement is a public agency and is authorized to enter into this Amendment No. 4;
2. WHEREAS, each party to the Agreement entered into and executed a Joint Powers Agreement creating an organization (San Bernardino Associated Governments) to explore and study countywide, subregional and regional problems and to effect improved intergovernmental cooperation; and
3. WHEREAS, the parties have previously amended the Agreement three times, the last time being in 1975; and
4. WHEREAS, the parties desire to amend the Agreement to rename the entity formed by the Agreement to be San Bernardino Council of Governments; and
5. WHEREAS, the Agreement's funding mechanism is outdated, and as such, the parties desire to amend the Agreement to provide greater funding to the joint powers entity in a more equitable manner.
NOW, THEREFORE, the parties hereto agree as follows:
1. The joint powers entity formed by the Agreement shall be known as the San Bernardino Council of Governments ("SBCOG"). All instances of "San Bernardino Associated Governments" in the Agreement are replaced with "San Bernardino Council of Governments." All instances of"SANBAG" are replaced with "SBCOG." All instances of"the Association" or "the association" in reference to the joint powers entity are replaced with "the COG."
2. The article titled "ASSESSMENTS" is removed and replaced in its entirety with the following:
ASSESSMENTS
10. In reviewing the budget, the Board of Directors shall determine what assessments are necessary. Such assessments shall be calculated in accordance with SBCOG policy adopted by the Board of Directors. The policy will identify a particular method or formula specifying how member agency dues shall be assessed, and will also allow for optional, subscription JPA-Amndmnt4 1 of 3
Amended Agreement for the Joint Exercise of PowersRelative to the San Bernardino Associated Governments, SANBAG JPA Amendment#4 assessments that member agencies may opt in to on a voluntary basis, based on a Board- adopted budget or budget amendment and a subscription work program.
Each party shall be informed of its estimated assessment by April 1. After the final budget becomes effective, the Board of Directors shall determine the precise amount of the assessment, if any may be necessary, and the parties shall be so informed. Assessments shall be payable on or before August 1 for the fiscal year starting July 1.
In addition to the assessments referenced in the preceding paragraphs, advances from the public funds of the parties hereto may be made for the purposes set forth in this Agreement.
When such advances are made, they shall be repaid from the first available funds.
The Board of Directors shall have the power to authorize utilization of personnel, equipment, or property of one or more of the parties to this Agreement in complete or partial satisfaction of such party's obligations to pay assessments or make advances.
All assessments or other monetary obligations hereunder shall be paid to the COG and shall be authorized for expenditure by a majority vote of the Board of Directors in connection with the adoption of the annual budget."
3. This Amendment No. 4 shall become binding upon each party hereto upon that party's execution.
Signed and attested by the following:
Jurisdiction Date
City of Adelanto
City of Apple Valley
City of Barstow
City of Big Bear Lake
City of Chino
City of Chino Hills
City of Colton
City of Fontana
City of Grand Terrace
City of Hesperia
JPA-Amndmnt4 2 of 3
Amended Agreement for the Joint Exercise of PowersRelative to the San Bernardino Associated Governments, SANBAG JPA Amendment#4 City of Highland
City of Loma Linda
City of Montclair
City of Needles
City of Ontario
City of Rancho Cucamonga
City of Redlands
City of Rialto
City of San Bernardino
City of Twentynine Palms
City of Upland
City of Victorville
City of Yucaipa
Town of Yucca Valley
County of San Bernardino
Board Adopted: January 3, 2024
JPA-Amndmnt4 3 of 3
SBCOG General Assessment Dues & Potential Increase
New New
Assessed Value Base Sales Tax+ Total Current Assessment Total Current Assessment Total Current Population Fiscal Year Property Tax Original 2016 2022 Assessments 50% Population/ Assessments+ 50% Population/ Assessments+ Jurisdiction 2022 2022/2023 Revenues(1) Assessment(2) Assessment(3) Assessment(4) (2)+(3)+(4) 50% Revenue New Assessment(5) 50% Revenue New Assessment(6) Adelanto 36,357 $3,011,709,510 8,290,201 $1,856 $5,337 $8,000 $15,193 $5,254 20,447 $10,379 $25,572 Apple Valley 75,628 $7,557,490,866 25,206,081 $4,166 $5,337 $8,000 $17,503 $11,818 29,321 $23,345 $40,848 Barstow 25,202 $1,724,738,920 19,590,846 $1,200 $5,337 $8,000 $14,537 $5,187 19,724 $10,247 $24,784 Big Bear Lake 5,041 $4,416,276,035 18,299,262 $1,204 $5,337 $8,000 $14,541 $2,643 17,184 $5,221 $19,762 Chino 91,998 $17,295,592,739 75,528,060 $6,985 $5,337 $8,000 $20,322 $19,384 39,706 $38,292 $58,614 Chino Hills 77,964 $14,639,278,992 32,696,782 $5,915 $5,337 $8,000 $19,252 $12,932 32,184 $25,546 $44,798 Colton 53,617 $5,016,940,896 31,398,593 $2,873 $5,337 $8,000 $16,210 $9,889 26,099 $19,534 $35,744 Fontana 212,809 $27,019,267,552 108,183,439 $13,084 $5,337 $8,000 $26,421 $37,413 63,834 $73,906 $100,327 Grand Terrace 13,042 $1,347,509,349 5,765,052 $729 $5,337 $8,000 $14,066 $2,196 16,262 $4,339 $18,405 Hesperia 100,324 $8,075,905,550 23,814,083 $5,065 $5,337 $8,000 $18,402 $14,603 33,005 $28,847 $47,249 Highland 56,546 $4,500,367,999 21,881,584 $2,843 $5,337 $8,000 $16,180 $9,175 25,355 $18,124 $34,304 Loma Linda 25,349 $2,827,789,573 12,255,309 $1,466 $5,337 $8,000 $14,803 $4,386 19,189 $8,664 $23,467 Montclair 37,846 $4,280,071,001 31,424,075 $2,203 $5,337 $8,000 $15,540 $8,014 23,554 $15,830 $31,370 Needles 4,876 $495,248,695 8,921,710 $270 $5,337 $8,000 $13,607 $1,576 15,183 $3,114 $16,721 Ontario 179,516 $36,223,657,090 243,176,826 $14,216 $5,337 $8,000 $27,553 $48,517 76,070 $95,842 $123,395 Rancho Cucamonga 174,476 $32,965,855,079 87,561,737 $13,287 $5,337 $8,000 $26,624 $30,547 57,171 $60,344 $86,968 Redlands 72,585 $12,032,086,055 66,216,730 $5,129 $5,337 $8,000 $18,466 $16,033 34,499 $31,673 $50,139 Rialto 103,954 $13,115,586,958 111,985,260 $6,372 $5,337 $8,000 $19,709 $24,877 44,586 $49,142 $68,851 San Bernardino 220,840 $19,097,789,522 129,701,848 $11,462 $5,337 $8,000 $24,799 $40,771 65,570 $80,540 $105,339 Twentynine Palms 27,685 $1,137,526,790 10,674,796 $1,139 $5,337 $8,000 $14,476 $4,488 18,964 $8,865 $23,341 Upland 79,139 $11,532,952,948 41,173,743 $5,217 $5,337 $8,000 $18,554 $14,018 32,572 $27,692 $46,246 Victorville 136,561 $11,444,656,207 65,149,801 $7,001 $5,337 $8,000 $20,338 $23,531 43,869 $46,484 $66,822 Yucaipa 54,494 $5,524,015,696 19,954,046 $3,020 $5,337 $8,000 $16,357 $8,715 25,072 $17,217 $33,574 Yucca Valley 21,813 $2,270,934,302 11,976,891 $1,223 $5,337 $8,000 $14,560 $3,934 18,494 $7,771 $22,331 County 300,003 $42,962,663,648 1,122,622,000 $19,598 $5,330 $8,000 $32,928 $161,029 193,957 $318,100 $351,028 2,187,665 $290,515,911,972 2,333,448,755 $137,523 $133,418 $200,000 $470,941 $520,932 991,873 $1,029,059 $1,500,000 NOTES:
(1)Base sales tax(7.75%)and property tax amounts obtained from financial statements for FY 2022, except for Town of Apple Valley FY 2021 and City of Adelanto FY 2020.Additional local tax is deducted for Barstow, Montclair, Redla1 (2) Original assessment based on 50%population and 50% assessed value. Amounts are adjusted every fiscal year. (3)In FY2015/2016, the Board of Directors approved an additional$133,418 every fiscal year for Council of Government(COG)activities. (4)In FY2021/2022, the Board of Directors approved additional monetary obligations for COG activities:$66,675 for FY22-23, $133,350 for FY23-24, $200,000 for FY24-25 and escalation every fiscal year thereafter of the lower of CPI f (5)$991,873 total sum of current assessments plus the net amount of$520,932 distributed based on 50%Population/50%Revenue. (5)$1.5M total sum of current assessments plus the net amount of$1,029,059 distributed based on 50%Population/50%Revenue.
, trpl" CITY FUPLAND
i6 "The City of Gracious Living"
Stanfrkrcifil
C�tIFOB�S
DATE: March 11,2024
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:BRADEN YU,PUBLIC WORKS DIRECTOR
JOSE REYES,LEAD EQUIPMENT MECHANIC
SUBJECT: CONSIDER APPROVAL OF THE PURCHASE OF THREE POLICE ADMINISTRATION
VEHICLES
RECOMMENDED ACTION:
It is recommended that the City Council approve the purchase of three (3) 2024 Toyota Rav4(s) Hybrid from Claremont Toyota in the amount of$112,568.25;and authorize the City Manager to execute all necessary documents for the purchase of these vehicles.
GOAL STATEMENT
The proposed action supports the ongoing long-term City-wide fleet replacement and modernization program.
BACKGROUND
The Public Works Fleet Maintenance Division is responsible for the acquisition,maintenance and repair of City fleet vehicles and equipment. As part of the City's long-term fleet replacement and modernization program, the Fleet Maintenance Division works with all the City's Departments on design,acquisition,and vehicle replacement.
Units 252,258,and 272 are assigned to the Police Administration Department and are reaching the end of their cost- effective lifecycle. These vehicles are scheduled for replacement as part of the Public Works Fleet Maintenance Division long-term replacement program.
On June 12,2023,the City Council approved the FY 23/24 budget,which included funds allocated for the replacement of units 258 and 272.
ISSUES AND ANALYSIS
On January 24,2024,the Public Works Fleet Maintenance Division sent out a bid request to five(5)local Dealerships.
Bids closed on February 7, 2024, and the Fleet Maintenance Division received three (3) bid packages. The City reviewed the bid information and only two (2) were deemed responsive from Claremont Toyota and John Elway's Crown Toyota. Claremont Toyota was the lowest bidder(bid sheet attached).
ENVIRONMENTAL DETERMINATION
The purchase of a vehicle for maintenance is not considered a project under the California Environmental Quality Act (CEQA)and is Exempt from CEQA.
FISCAL IMPACTS
The FY 23/24 operating budget includes the funds for the purchase of these Police Administration vehicles in account 211-2502-5531. No additional appropriation is necessary.
ALTERNATIVES
Provide alternative direction to staff.
CEQA:Not a Project.
BID OPENING LOG SHEET
VENDOR p SIGN IN BID#2024-05 1
TOYOTA
1. Claremont Toyota Hand Delivered 1/24/2024 1/►56B•S 601 Auto Center Drive
Claremont, Ca. 91711
Brandon Martinez
BRANDONMARTINEZZa CLAREMONTTOYOTA.COM
(909) 625-1500
2. John Elway's Crown Toyota Hand Delivered 1/24/2024 p2-g 5-30 7 1201 Ketiering Drive
Ontario, Ca. 91761
(909) 390-9700
3. Valley Hi Toyota Hand Delivered 1/24/2024 PIONoi Bo 14612 Valley Center Dr.
Victorville, Ca. 92395
(866)632-6290
INDEPENDENT AUTO SALES //020266,4-1/
4. Pacific Auto Sales and Leasing Hand Delivered 1/24/2024 356 E. Foothill Blvd. I Al/COMp1,aFE
Upland, Ca. 91786 DID tt107 /WCL.t1DE
Richard Mayo Ihi EAT RA Rzfy01 F$
[email protected]
(909) 981-1383
5. Wondries Fleet Group
DAD NO'I 8/O1
1247 West Main Street Emailed on 1/24/2024
Alhambra, Ca. 91801
(626) 656-8431
Kevin Buzzard
[email protected]
���c �p19� CITY UPLAND
'., _i 6 "The City of Gracious Living" C,,tIFOB,S
'• Stafif(krctilt
DATE: March 11,2024
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:BRADEN YU,PUBLIC WORKS DIRECTOR
ED DIGGS,INTERIM UTILITY MANAGER
SUBJECT: CONSIDER AWARD RESERVOIR CLEANING PROJECT
RECOMMENDED ACTION:
It is recommended that the City Council award a professional services agreement to Harper&Associates Engineering, Inc. for cleaning and inspection of the City's potable water reservoirs in amount of$108,285; approve a contingency in the amount of$21,715 for a total amount of$130,000; and authorize the City Manager to execute the agreement and any future amendments or extensions within the City Manager's authority
GOAL STATEMENT
The proposed action supports the City's mission to provide the City with a safe and reliable supply of high quality drinking water services while meeting all regulatory requirements in an efficient and cost-effective manner.
BACKGROUND
The Water Division produces,treats,stores,and distributes supplies of potable water for consumption and fire fighting in the most efficient and cost-effective way possible. It is responsible for maintaining water quality that continues to meet State and Federal Drinking Water Standards,and in most cases,produces water that is treated to a higher degree than required.
The Water Division has also established an asset protection and management plan to ensure infrastructure is effectively renewed,replaced,and maintained. Additional assignments of the Water Division are asset maintenance for the City's sewer infrastructure; this includes cleaning, customer service, proactive maintenance, and emergency response maintenance. The City is committed to encouraging efficient water use at home and work using special programs and incentives and will provide informational assistance to customers implementing water conservation measures.
The twelve (12)reservoirs that will be cleaned and inspected through the completion of this project are vital to the overall level of service and quality of water provided to our community.
ISSUES AND ANALYSIS
On November 30, 2023, the City posted on its website and sent to several firms a Request for Proposal (RFP) for cleaning and inspection of 12 of the 13 reservoirs in the drinking water system. The only reservoir excluded from the RFP was the new Reservoir 15 as it was recently put into service. The scope of work includes the following.
1. Cleaning of each reservoir and debris removed from site and properly disposed of.
2. Laboratory testing of interior and exterior tank coatings.
3. Video and still pictures of the inspection process.
4. Written reports highlighting issues and tank conditions.
On January 18,2024,the City received three(3)responses to the RFP. The proposals were evaluated and Harper& Associates Engineering,Inc.was selected as the preferred firm to perform the work outlined in the RFP.
Blue Locker Diving,Inc. Harper&Associates Engineering,Inc. Municipal Diving Evaluation 27482 Via Industria, 1240 E.Ontario Ave. PO Box 2007 Criteria Temecula,CA 92590 Corona,CA 92881 Valley Center,CA 92082 Total Score=> 86.67 99.33 89.33
ENVIRONMENTAL DETERMINATION
The environmental determination for this work effort is Categorically Exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15306 ("Information Collection"). Section 15306 consists of basic data collection,research,experimental management,and resource evaluation activities which do not result in a serious or major disturbance to an environmental resource.
FISCAL IMPACTS
The Fiscal Year 2023/2024 Capital Improvement Program includes sufficient bond funds for the professional services contract. The estimated total project costs of$140,000, as well as the available funding from accounts 639-7500 92101 -92109,are summarized below.
Estimated Project Costs
Harper&Associates Proposal $108,285
Contingency $21,715
Total Contract Work: $130,000
Project Administration and QA/QC $10,000
Total Estimated Cost: $140,000
ALTERNATIVES
Provide alternative direction to staff.
CEQA: Categorically Exempt from the California Environmental Quality Act(CEQA)pursuant to Section 15306.
CITY OF UPLAND
PROFESSIONAL SERVICES AGREEMENT
This Agreement is made and entered into as of March 11, 2024 by and between the City of Upland, a public agency organized and operating under the laws of the State of California with its principal place of business at 460 N. Euclid Avenue, Upland, CA 91786 ("City"), and Harper &Associates Engineering, Inc, a California corporation having offices at 1240 E. Ontario Ave.
Corona, CA 92881 (hereinafter referred to as "Consultant"). City and Consultant are sometimes individually referred to as "Party" and collectively as "Parties" in this Agreement.
RECITALS
A. City is a public agency of the State of California and is in need of professional services for the following project:
Cleaning and Inspection of Potable Water Reservoirs (hereinafter referred to as"the Project").
B. Consultant is duly licensed and has the necessary qualifications to provide such services.
C. The Parties desire by this Agreement to establish the terms for City to retain Consultant to provide the services described herein.
AGREEMENT
NOW, THEREFORE, IT IS AGREED AS FOLLOWS:
1. Services.
Consultant shall provide the City with the services described in the Scope of Services attached hereto as Exhibit "A." Cleaning and Inspection of Potable Water Reservoirs
2. Compensation.
a. Subject to paragraph 2(b) below, the City shall pay for such services in accordance with the Schedule of Charges set forth in Exhibit "B." b. In no event shall the total amount paid for services rendered by Consultant under this Agreement exceed the sum of One Hundred Eight Thousand Two Hundred Eighty- Five Dollars ($108,285). This amount is to cover all printing and related costs, and the City will not pay any additional fees for printing expenses. Periodic payments shall be made within 30 days of receipt of an invoice which includes a detailed description of the work performed.
Payments to Consultant for work performed will be made on a monthly billing basis. c. The City Manager may approve Additional Work, as further defined in Section 3, up to ten percent (10%) of the amount of the Agreement or fifty thousand dollars ($50,000.00). In no event shall the total sum of the agreement (original compensation amount and Additional Work) exceed One Hundred Thirty Thousand Dollars ($130,000). Any additional work in excess of this amount shall be approved by the City Council.
3. Additional Work.
1
If changes in the work seem merited by Consultant or the City, and informal consultations with the other party indicate that a change is warranted, it shall be processed in the following manner: a letter outlining the changes shall be forwarded to the City by Consultant with a statement of estimated changes in fee or time schedule. An amendment to this Agreement shall be prepared by the City and executed by both Parties before performance of such services, or the City will not be required to pay for the changes in the scope of work. Such amendment shall not render ineffective or invalidate unaffected portions of this Agreement.
4. Maintenance of Records.
Books, documents, papers, accounting records, and other evidence pertaining to costs incurred shall be maintained by Consultant and made available at all reasonable times during the contract period and for four (4) years from the date of final payment under the contract for inspection by City.
5. Term.
The term of this Agreement shall be from March 11, 2024, to July 31, 2024, unless earlier terminated as provided herein. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Project. Consultant shall perform its services in a prompt and timely manner within the term of this Agreement and shall commence performance upon receipt of written notice from the City to proceed ("Notice to Proceed"). The Notice to Proceed shall set forth the date of commencement of work.
Consultant shall perform its services in a prompt and timely manner and shall commence performance upon receipt of written notice from the City to proceed ("Notice to Proceed").
Consultant shall complete the services required hereunder within 142 calendar days for performance of the services. The Notice to Proceed shall set forth the date of commencement of work.
6. Delays in Performance.
a. Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non- performing party. For purposes of this Agreement, such circumstances include but are not limited to, abnormal weather conditions; floods; earthquakes; fire; epidemics; pandemics; war; riots and other civil disturbances; strikes, lockouts, work slowdowns, and other labor disturbances; sabotage or judicial restraint.
b. Should such circumstances occur, the non-performing party shall, within a reasonable time of being prevented from performing, give written notice to the other party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement.
7. Compliance with Law.
a. Consultant shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local government, including Cal/OSHA requirements. b. If required, Consultant shall assist the City, as requested, in obtaining and maintaining all permits required of Consultant by federal, state and local regulatory agencies. 2
c. If applicable, Consultant is responsible for all costs of clean up and/ or removal of hazardous and toxic substances spilled as a result of his or her services or operations performed under this Agreement.
8. Standard of Care
Consultant's services will be performed in accordance with generally accepted professional practices and principles and in a manner consistent with the level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions.
9. Assignment and Subconsultant
Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Nothing contained herein shall prevent Consultant from employing independent associates, and subconsultants as Consultant may deem appropriate to assist in the performance of services hereunder.
10. Independent Contractor
Consultant is retained as an independent contractor and is not an employee of City. No employee or agent of Consultant shall become an employee of City. The work to be performed shall be in accordance with the work described in this Agreement, subject to such directions and amendments from City as herein provided.
a. PERS Eligibility Indemnification
In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System ("PERS") to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.
Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits.
11. Insurance. Consultant shall not commence work for the City until it has provided evidence satisfactory to the City it has secured all insurance required under this section. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has secured all insurance required under this section. a. Commercial General Liability
3
(i) The Consultant shall take out and maintain, during the performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City. (ii) Coverage for Commercial General Liability insurance shall be at least as broad as the following:
(1) Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent. (iii) Commercial General Liability Insurance must include coverage for the following:
(1) Bodily Injury and Property Damage
(2) Personal Injury/Advertising Injury
(3) Premises/Operations Liability
(4) Products/Completed Operations Liability
(5) Aggregate Limits that Apply per Project
(6) Explosion, Collapse and Underground (UCX) exclusion deleted
(7) Contractual Liability with respect to this Agreement (8) Property Damage
(9) Independent Contractors Coverage
(iv) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement.
(v) The policy shall give City, its officials, officers, employees, agents and City designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage. (vi) The general liability program may utilize either deductibles or provide coverage excess of a self-insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured. b. Automobile Liability
(i) At all times during the performance of the work under this Agreement, the Consultant shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, in a form and with insurance companies acceptable to the City.
(ii) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto).
(iii) The policy shall give City, its officials, officers, employees, agents and City designated volunteers additional insured status. 4
(iv) Subject to written approval by the City, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the City as an additional insured, but not a self-insured retention.
c. Workers' Compensation/Employer's Liability
(i) Consultant certifies that he/she is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement.
(ii) To the extent Consultant has employees at any time during the term of this Agreement, at all times during the performance of the work under this Agreement, the Consultant shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work contemplated under this Agreement, all in accordance with the "Workers' Compensation and Insurance Act," Division IV of the Labor Code of the State of California and any acts amendatory thereof, and Employer's Liability Coverage in amounts indicated herein. Consultant shall require all subconsultants to obtain and maintain, for the period required by this Agreement, workers' compensation coverage of the same type and limits as specified in this section.
d. Professional Liability (Errors and Omissions)
At all times during the performance of the work under this Agreement the Consultant shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and in an amount indicated herein.
This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form specifically designed to protect against acts, errors or omissions of the Consultant. "Covered Professional Services" as designated in the policy must specifically include work performed under this Agreement. The policy must"pay on behalf of"the insured and must include a provision establishing the insurer's duty to defend. e. Minimum Policy Limits Required
(i) The following insurance limits are required for the Agreement:
Combined Single Limit
Commercial General Liability $1,000,000 per occurrence/ $2,000,000 aggregate for bodily injury, personal injury, and property
damage
Automobile Liability $1,000,000 combined single limit Employer's Liability $1,000,000 per accident or disease Professional Liability $1,000,000 per claim and aggregate (errors and omissions)
(ii) Defense costs shall be payable in addition to the limits. 5
(iii) Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement. f. Evidence Required
Prior to execution of the Agreement, the Consultant shall file with the City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurer's equivalent) signed by the insurer's representative and Certificate of Insurance (Acord Form 25-S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualified representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance.
g. Policy Provisions Required
(i) Consultant shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the City at least ten (10) days prior to the effective date of cancellation or expiration.
(ii) The Commercial General Liability Policy and Automobile Policy shall each contain a provision stating that Consultant's policy is primary insurance and that any insurance, self-insurance or other coverage maintained by the City or any named insureds shall not be called upon to contribute to any loss.
(iii) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement.
(iv) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to provide a waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
(v) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability.
Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant's indemnification obligations to the City 6
and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law.
h. Qualifying Insurers
(i) All policies required shall be issued by acceptable insurance companies, as determined by the City, which satisfy the following minimum requirements:
(1) Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.
Additional Insurance Provisions
(i) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.
(ii) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.
(iii) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (iv) Neither the City nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement.
j. Subconsultant Insurance Requirements. Consultant shall not allow any subcontractors or subconsultants to commence work on any subcontract until they have provided evidence satisfactory to the City that they have secured all insurance required under this section.
Policies of commercial general liability insurance provided by such subcontractors or subconsultants shall be endorsed to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, City may approve different scopes or minimum limits of insurance for particular subcontractors or subconsultants.
12. Indemnification.
a. To the fullest extent permitted by law, Consultant shall defend (with counsel of City's choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or 7
omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant's services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney's fees and other related costs and expenses. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.
b. If Consultant's obligation to defend, indemnify, and/or hold harmless arises out of Consultant's performance of "design professional" services (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant's indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant's liability for such claim, including the cost to defend, shall not exceed the Consultant's proportionate percentage of fault.
13. California Labor Code Requirements.
a. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain "public works" and "maintenance" projects ("Prevailing Wage Laws"). If the services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subconsultants to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor(Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4. b. If the services are being performed as part of an applicable "public works" or "maintenance" project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all subconsultants performing such services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any subconsultants, as applicable. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1. c. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Consultant's sole responsibility to comply with all applicable registration and labor compliance requirements. Any stop orders issued by the Department of Industrial Relations against Consultant or any subcontractor that affect Consultant's performance of services, including any delay, shall be Consultant's sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, 8
indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Consultant or any subcontractor.
14. Verification of Employment Eligibility.
By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time, and shall require all subconsultants and sub-subconsultants to comply with the same.
15. Reserved.
16. Laws and Venue.
This Agreement shall be interpreted in accordance with the laws of the State of California.
If any action is brought to interpret or enforce any term of this Agreement, the action shall be brought in a state or federal court situated in the County of San Bernardino, State of California. 17 Termination or Abandonment
a. City has the right to terminate or abandon any portion or all of the work under this Agreement by giving ten (10)calendar days written notice to Consultant. In such event, City shall be immediately given title and possession to all original field notes, drawings and specifications, written reports and other documents produced or developed for that portion of the work completed and/or being abandoned. City shall pay Consultant the reasonable value of services rendered for any portion of the work completed prior to termination. If said termination occurs prior to completion of any task for the Project for which a payment request has not been received, the charge for services performed during such task shall be the reasonable value of such services, based on an amount mutually agreed to by City and Consultant of the portion of such task completed but not paid prior to said termination. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Consultant shall not be entitled to payment for unperformed services, and shall not be entitled to damages or compensation for termination of work.
b. Consultant may terminate its obligation to provide further services under this Agreement upon thirty(30)calendar days'written notice to City only in the event of substantial failure by City to perform in accordance with the terms of this Agreement through no fault of Consultant.
18 Documents. Except as otherwise provided in "Termination or Abandonment," above, all original field notes, written reports, Drawings and Specifications and other documents, produced or developed for the Project shall, upon payment in full for the services described in this Agreement, be furnished to and become the property of the City.
19. Organization
Consultant shall assign Krista Harper as Project Manager. The Project Manager shall not be removed from the Project or reassigned without the prior written consent of the City.
20. Limitation of Agreement.
9
This Agreement is limited to and includes only the work included in the Project described above.
21. Notice
Any notice or instrument required to be given or delivered by this Agreement may be given or delivered by depositing the same in any United States Post Office, certified mail, return receipt requested, postage prepaid, addressed to:
CITY: CONSULTANT:
City of Upland Harper&Associates Engineering, Inc. 460 N. Euclid Avenue 1240 E. Ontario Ave.
Upland, CA 91786 Corona, CA 92881
Attn: Public Works Director
and shall be effective upon receipt thereof.
22. Third Party Rights
Nothing in this Agreement shall be construed to give any rights or benefits to anyone other than the City and the Consultant.
23. Equal Opportunity Employment.
Consultant represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.
24. Entire Agreement
This Agreement, with its exhibits, represents the entire understanding of City and Consultant as to those matters contained herein, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises or representations with respect to those matters covered hereunder. Each Party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. This Agreement may not be modified or altered except in writing signed by both Parties hereto. This is an integrated Agreement.
25. Severability
The unenforceability, invalidity or illegality of any provision(s) of this Agreement shall not render the remaining provisions unenforceable, invalid or illegal.
26. Successors and Assigns
This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each Party to this Agreement. However, 10
Consultant shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void.
27. Non-Waiver
None of the provisions of this Agreement shall be considered waived by either Party, unless such waiver is specifically specified in writing.
28. Time of Essence
Time is of the essence for each and every provision of this Agreement.
29. City's Right to Employ Other Consultants
City reserves its right to employ other consultants, including engineers, in connection with this Project or other projects.
30. Prohibited Interests
Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no director, official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
31. Reserved
When funding for the services is provided, in whole or in part, by an agency of the federal government, Consultant shall also fully and adequately comply with the provisions included in Exhibit "D" (Federal Requirements) attached hereto and incorporated herein by reference ("Federal Requirements"). With respect to any conflict between such Federal Requirements and the terms of this Agreement and/or the provisions of state law, the more stringent requirement shall control.
[SIGNATURES ON FOLLOWING PAGE]
11
SIGNATURE PAGE FOR PROFESSIONAL SERVICES AGREEMENT
BETWEEN CITY OF UPLAND
AND HARPER & ASSOCIATES ENGINEERING, INC.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date first above written.
CITY OF UPLAND Harper & Associates Engineering Inc.
Approved By:
By: By:
Michael Blay
City Manager Its: President
Printed Name:Andre Harper, NACE III
Attested by:
By:
By:
Keri Johnson
City Clerk Its: Secretary
Printed Name:Krista Harper, P.E.
Approved as to form:
By:
Best Best & Krieger LLP
City Attorney
12
EXHIBIT A
Scope of Services
COST SUMMARY SHEET
CITY OF UPLAND - 12 RESERVOIR-TANK INSPECTIONS
Reservoir Capacity Inspection & Cleaning Laboratory TOTAL (MG) Report Cost
Reservoir 2 5.0 $4,120.00 $3,775.00 $575 $8,470 Reservoir 3 4.30 $4,350.00 $6,475.00 $575 $11,400 Reservoir 4 0.2 $3,700.00 $950.00 $575 $5,225
Reservoir 7 1.5 $3,900.00 $1,900.00 $575 $6,375 Reservoir 10 1.5 $3,900.00 $1,900.00 $575 $6,375 Reservoir 11 0.2 $3,700.00 $800.00 $575 $5,075
Reservoir 12 4.0 $4,100.00 $5,700.00 $575 $10,375 Reservoir 12A 5.0 $4,120.00 $7,850.00 $575 $12,545 Reservoir 13 5.4 $4,125.00 $3,825.00 $575 $8,525 Reservoir 13A 5.6 $4,125.00 $4,100.00 $575 $8,800 Reservoir 14 0.2 $3,700.00 $800.00 $575 $5,075
Reservoir 16 10.0 $4,550.00 $7,000.00 $575 $12,125 Subtotal $100,365
Prioritization Report $7,920
PROJECT TOTAL $108,285
The cost for Inspection& Report for each reservoir is based on diving one reservoir per day.
However, if the City elects not to clean a reservoir and two(2) reservoirs can be inspected in a day,the cost per reservoir may be reduced accordingly. 13
EXHIBIT B
Schedule of Charges/Payments
Consultant will invoice City on a monthly cycle. Consultant will include with each invoice a detailed progress report that indicates the amount of budget spent on each task. Consultant will inform City regarding any out-of-scope work being performed by Consultant. This is a time-and-materials contract.
CITY OF UPLAND
CAPITAL PROJECT FOR RESERVOIR-TANK INSPECTIONS
PROPOSAL COST SHEET AND RATES
Scope Categories Estimated Hourly Extended Rate Hours] Rate
Task 1-Corrosion Evaluation/Reports Project Manager 16 $200.00 $3,200 Project Engineer 96 $190.00 $18,240
Eng.Technician 48 $125.00 $6,000
Dive learn 54 $375.00 $20,250
Clerical 10 $70.00 $700
ITEM TOTAL $48,390
Task 2-Cleaning Project Manager 4 $200.00 $800 Eng.Technician 12 $125.00 $1,500
Dive Team 101 $375.00 $37,875
Filter Bags 14 $350.00 $4,900
ITEM TOTAL $45,075
Task 3-Laboratory Analysis Project Manager 1.875 $200.00 $375 Engineering Technician 9 $125.00 $1,125
Testing 72 $75.00 $5,400
ITEM TOTAL $6,900
Task 4- Prioritization Report Project Manager 24 $200.00 $4,800 Project Engineer 12 $190.00 $2,280
Clerical 12 $70.00 $840
ITEM TOTAL $7,920
PROJECT TOTAL $108,285
The cost for Inspection& Report for each reservoir is based on diving one reservoir per day. However, if the City elects not to clean a reservoir and two(2)reservoirs can be inspected in a day,the cost per reservoir may be reduced accordingly.
14
MINUTES OF THE SPECIAL MEETING OF THE FINANCE COMMITTEE February 28, 2024
4:00 p.m.
Carnegie Library Building
123 East D Street
1. CALL TO ORDER AND ROLL CALL
The meeting was called to order at 4:00 p.m.
In attendance: Committee Chairperson Maust, Committee Members Breitling and Bradley (arrived at 4:10 p.m.), and Assistant City Manager Parker.
2. ORAL COMMUNICATIONS
None
3. AGENDA ITEMS
a. PENSION FUNDING POLICY DISCUSSION
Assistant City Manager Parker presented information on the Pension Funding Policy along with a PowerPoint presentation.
Ira Summer of Govinvest provided additional information on the graphs projecting the unfunded liability.
b. STATUS UPDATE ON AMERICAN RESCUE PLAN ACT FUNDS
Assistant City Manager Parker presented an update on the American Rescue Plan Act fund expenditures along with a PowerPoint presentation. c. DECEMBER 31, 2023 PORTFOLIO REVIEW
Assistant City Manager Parker presented the portfolio review. d. SALES TAX UPDATE — 1ST - 3RD QUARTERS 2023
Assistant City Manager Parker presented the 3rd quarter sales tax update.
4. ADJOURNMENT
The meeting was adjourned at 4:56 p.m. The next regularly scheduled Finance Committee meeting is Wednesday, April 24, 2024.
Keri Johnson, City Clerk
1
4 or 17p,t CI'YU PLAN D
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**AGENDA**
Wednesday, February 28, 2024
4:00 p.m.
SPECIAL MEETING
Carnegie Library Building
123 East D Street
Residents may observe the meeting remotely via livestream on the City website, Spectrum Cable TV Channel 3, or Frontier Cable TV Channel 26.
1. CALL TO ORDER AND ROLL CALL
2. ORAL COMMUNICATIONS
Citizens wishing to address the Committee on any matter that is listed or not listed on the agenda may do so at this time. Anyone wishing to address the Committee is requested to submit a speaker card to staff at or prior to speaking. The speakers are requested to keep their comments to no more than three (3) minutes.
Please note that under provisions of the Brown Act the Committee Members cannot respond to, nor take action on, items that are not listed on the agenda.
3. AGENDA ITEMS
a. PENSION FUNDING POLICY DISCUSSION
Recommended Action:
The Finance Committee receive the information report on the pension funding policy and its effects on future budgets.
b. STATUS UPDATE ON AMERICAN RESCUE PLAN ACT FUNDS Recommended Action:
The Finance Committee receive an informational report on the city's use of American Rescue Plan Act funds.
c. DECEMBER 31, 2023 PORTFOLIO REVIEW
Recommended Action:
The Finance Committee receive and file the City of Upland's December 31, 2023 Portfolio Review.
d. SALES TAX UPDATE — 1ST - 3RD QUARTERS 2023
Recommended Action:
The Finance Committee receive and file the first, second and third quarter 2023 sales tax updates prepared by HdL Companies.
4. ADJOURNMENT
The next regularly scheduled Finance Committee meeting is Wednesday, April 24, 2024.
In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the City Clerk's Office, 909-931-4120. Notification 48 hours prior to the meeting will enable the City to make reasonable arrangements to ensure accessibility to this meeting. [28 CFR 35.102-35.104 ADA Title II]
On February 22, 2024 a true and correct copy of this agenda was posted at 450 N. Euclid Avenue (Upland Public Library), 460 N. Euclid Avenue (Upland City Hall), 123 East D Street (Carnegie Library Building), and the City website at www.uplandca.gov
The full packet for the Finance Committee meeting can be viewed on our website at:
https://www . uplandca .gov/city-council-
agendasminutes
You may also view the video of the meeting at:
https://uplandca .gov/council-meeting-
broadcasts
(choose the tab for "other archived meetings"
to locate the meeting video)
4��a �p19� CITY UPLAND
�5, _�� "The City of Gracious Living"
C,,tIFOB,S
'• Staff(krctill
DATE: March 11,2024
TO: MAYOR AND CITY COUNCIL
FROM: MICHAEL BLAY,CITY MANAGER
PREPARED BY:STEPHEN PARKER,CPA,ASSISTANT CITY MANAGER
SUBJECT: ANNUAL COMPREHENSIVE FINANCIAL REPORT(ACFR)AND RELATED REPORTS FOR THE FISCAL YEAR ENDED JUNE 30,2023
RECOMMENDED ACTION:
It is recommended that the City Council receive and file the Annual Comprehensive Financial Report(ACFR), the Auditor's Communication with Those Charged with Governance, the Auditor's Report on Internal Control over Financial Reporting and Compliance and Other Matters, and the Independent Accountants' Report of Agreed-Upon Procedures Applied to Appropriations Limit Worksheets for the Fiscal Year Ended June 30,2023.
GOAL STATEMENT
The proposed action supports the City's goal of managing the City's resources in a fiscally responsible manner.
BACKGROUND
Each year Finance is responsible for the preparation and publication of the City's Annual Comprehensive Financial Report(ACFR) following an independent audit. The ACFR presents a summary of financial position and financial transactions for the 2022/23 fiscal year.
The ACFR has been prepared by the Administrative Services Department in conformity with generally accepted accounting principles. This report includes all funds and entities that are within the control of the City.
ISSUES AND ANALYSIS
The ACFR is organized into three sections: 1) the Introductory Section,which includes the letter of transmittal,the City's organizational chart and a list of principal officials for the fiscal year ended June 30, 2023; 2) the Financial Section,which includes the independent auditor's report, management's discussion and analysis,the basic financial statement and supplementary information; and 3) the Statistical Section which includes information on financial trends,revenue and debt capacity,and demographic,economic and operating information for multiple years. To gain an initial understanding of the report,the reader is directed to the letter of transmittal and management's discussion and analysis.
The firm of Van Lant& Fankhanel, LLP, Certified Public Accountants, has conducted an independent audit of the financial statements of the City of Upland for the fiscal year ended June 30, 2023, and has issued an"unqualified" opinion thereon. An "unqualified" opinion is the highest rating possible and means that the auditors believe the financial statements of the City fairly present, in all material respects,the financial position and changes in financial position and cash flows for the City for the year ended June 30, 2023, in conformance with generally accepted accounting principles. In addition to their report on the City's financial statements,the independent auditors have also issued three other required reports and letters to the City Council: an auditor communication letter, a Report on Internal Controls Over Financial Reporting and On Compliance and Other Matters, and a report on agreed-upon procedures relating to the calculation of the City's appropriations' limit for the year ended June 30,2022.
The first letter is a direct communication between the auditors and the governing body and advises the City Council of certain significant matters related to the audit, such as the most sensitive estimates and disclosures included in the financial statements, as well as whether they encountered any difficulties in dealing with management or had any disagreements with management. The auditors noted no such difficulties or disagreements during the course of their audit.
The second letter indicates that the auditors discovered no deficiencies in internal control that they considered to be a material weaknesses or significant deficiency.
The final item is the Report on Agreed-Upon Procedures Applied to Appropriations Limit Worksheets for the Year Ended June 30, 2023. The auditors noted no issues in reviewing staffs calculation of the appropriations limit for Fiscal Year 2022/23.
ENVIRONMENTAL DETERMINATION
The proposed action is the receive and file of financial reports and is not subject to the California Environmental Quality Act (CEQA). Section 15378 of the CEQA Guidelines defines a project subject to CEQA. The proposed action is not included within the definition of a"project"and thus is exempt.
FISCAL IMPACTS
There is no fiscal impact associated with this action.
ALTERNATIVES
Provide alternative direction to staff.
CEQA:Not a Project
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Fiscal Year Ended
June 30 , 2023
CITY OF UPLAND, CALIFORNIA
ANNUAL COMPREHENSIVE FINANCIAL REPORT
Year Ended June 30, 2023
Prepared by
Finance Division
City of Upland
Annual Comprehensive Financial Report
Year Ended June 30, 2023
TABLE OF CONTENTS
Page
INTRODUCTORY SECTION
Letter of Transmittal i - iv
List of City Officials v
Organizational Chart vi
GFOA Certificate of Achievement for Excellence in Financial Reporting vii
FINANCIAL SECTION
Independent Auditor's Report 1 -3
Management's Discussion &Analysis 4- 12
Basic Financial Statements
Government-wide Financial Statements:
Statement of Net Position 14
Statement of Activities 15- 16
Fund Financial Statements:
Balance Sheet- Governmental Funds 17
Reconciliation of the Balance Sheet of Governmental Funds to the Statement of Net Position 18 Statement of Revenues, Expenditures and Changes in Fund Balances-Governmental Funds 19 Reconciliation of the Statement of Revenues, Expenditures, and Changes in Fund Balances of Governmental Funds to the Statement of Activities 20 Statement of Net Position - Proprietary Funds 21 Statement of Revenues, Expenses and Changes in Net Position - Proprietary Funds 22 Statement of Cash Flows- Proprietary Funds 23 Statement of Net Position - Fiduciary Funds 24 Statement of Changes in Net Position- Fiduciary Funds 25 Notes to Financial Statements 26-63
Required Supplementary Information
Schedule of Revenues, Expenditures and Changes in Fund Balances- Budget and Actual:
General Fund 65
Housing Special Revenue Fund 66
ARPA Special Revenue Fund 67
Notes to Required Supplementary Information 68 Schedule of Changes in the Net Pension Liability—Miscellaneous Plan 69-70 Schedule of Changes in the Net Pension Liability—Safety Plan 71 Schedule of the City's Proportionate Share of the Net Pension Liability 72 Schedule of Contributions 73-74
Schedule of Changes in the Net OPEB Liability and Related Ratios 75-76 Supplementary Information
Non-major Governmental Funds: 79-80
Combining Balance Sheet 81 -84
Combining Statement of Revenues, Expenditures and Changes in Fund Balances 85-88 Budgetary Comparison Schedules for Non-major Funds:
City of Upland
Annual Comprehensive Financial Report
Year Ended June 30, 2023
TABLE OF CONTENTS -Continued
Page
Supplementary Information -Continued
Gas Tax 89
Home Program 90
CalHome Program 91
Community Development Block Grant 92
Measure I 93
Air Quality Management District 94
Parking and Business Improvement 95
SB 509 Public Safety Augmentation 96
Asset Forfeiture 97
Public Safety Grants 98
Other Grants 99
CARES Act 100
Park Acquisition and Development 101
General Capital Development 102
Storm Drain Development 103
Street and Traffic Safety Development 104
General Capital Projects 105
Street and Alley Repair 106
Energy Efficiency Improvements 107
Internal Service Funds: 109
Combining Statement of Net Position 110 Combining Statement of Revenues, Expenses, and Changes in Net Position 111 Combining Statement of Cash Flows 112
Custodial Funds: 114- 115
Combining Statement of Fiduciary Net Position 116- 118 Combining Statement of Changes in Fiduciary Net Position 119- 121
STATISTICAL SECTION
Net Position by Component 124- 125
Changes in Net Position 126- 129
Fund Balances of Governmental Funds 130- 131 Changes in Fund Balances of Governmental Funds 132- 133 Assessed Value and Estimated Actual Value of Taxable Property by Major Type 134- 135 Water Sales by User Type 136
Direct and Overlapping Property Tax Rates 137- 138 Principal Property Tax Payers 139
Principal Water Purchasers 140
Property Tax Levies and Collections 141
Ratios of Outstanding Debt by Type 142 - 143
Direct and Overlapping Bond Debt 144
Legal Debt Margin Information 145- 146 Pledged Revenue Coverage 147- 148
Demographic and Economic Statistics 149
Principal Employers 150
Full-time Equivalent City Government Employees by Function 151 Capital Asset Statistics by Function 152 - 153 Operating Indicators by Function 154- 155
INTRODUCTORY SECTION
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January 31,2024
Honorable Mayor and
Members of the City Council
City of Upland, California
The Annual Comprehensive Financial Report of the City of Upland, California for the fiscal year ended June 30,2023 is hereby submitted.
The Annual Comprehensive Financial Report(ACFR) is prepared in accordance with generally accepted accounting principles as promulgated by the Government Accounting Standards Board (GASB). GASB has primary responsibility for determining current accounting and financial reporting standards for activities and transactions of state and local government entities. Responsibility for both the accuracy of the data, and the completeness and fairness of the presentation, including all disclosures, rests with the City. To the best of our knowledge,the data enclosed is accurate in all material aspects; it is presented in a manner designed to fairly set forth the financial position and results of operations of the City as measured by the financial activity of its various funds; and all disclosures necessary to enable the reader to gain the maximum understanding of the City's financial activities have been included. For a more detailed discussion and analysis of the City's financial performance, refer to Management's Discussion and Analysis on page 4.
The Scope of the Annual Comprehensive Financial Report
In accordance with Generally Accepted Accounting Principles(GAAP),the ACFR combines the financial statements of the City of Upland together with the Successor Agency to the former Upland Community Redevelopment Agency (UCRA), the Upland Public Financing Authority (Authority) and the City of Upland Financing Authority (Financing Authority). Although the Successor Agency to UCRA and the Authority are legally separate from the City,the City has certain responsibilities with respect to the fiscal accountability of those entities.
The City of Upland
The City of Upland is situated on the western border of San Bernardino County,bordered by the cities of Claremont,Montclair,Ontario and Rancho Cucamonga. Upland,known as the"City of Gracious Living," is nestled at the base of the San Gabriel Mountains and encompasses 15.2 square miles. It has an estimated population of 78,769 persons as of January 2021.
It was the year of 1882 when brothers, George and W.B. Chaffey, arrived in California from Canada seeking a new place for a colony. The wide stretch of green against the foothills was lush and fertile, and they had found that for which they were looking. After acquiring the land,they used wise and long-range planning which facilitated giving Upland its unique characteristics. Upland's wide, main, thorough way City of Upland
460 North Euclid Avenue,Upland,CA 91786-4732•(909)931-4100•Fax(909)931-4123•TDD(900)735-2929•wwwpgpits .ieg 33 0
named Euclid Avenue (which the Chaffey's named after the "Father" of geometry) is still an attraction and the envy of many. Upland was incorporated on May 15, 1906 and utilizes a Council-Manager form of government. The City provides a wide range of traditional municipal and public enterprise services.
Services Provided by the City of Upland
Municipal Services Public Enterprise Services
General Administrative Support Water Utility
Public Safety Solid Waste Utility
Highways and Streets Sewer Utility
Public Improvements
Planning and Zoning
Development Services and Housing
Library and Cultural
Recreation and Parks
The City Council consists of a directly elected Mayor and City Treasurer,and four Council members elected by residents in their respective districts. Council terms are four years. Elections are held every two years at which time either the Mayor, City Treasurer and one Council member, or three Council members are elected. The City Council appoints a City Manager to administer the affairs of the City, as well as a City Attorney. A listing of names of officials of the City of Upland and a City organization chart are included in the Introductory Section of this ACFR.
Officials responsible for City financial administration are the City Treasurer, City Manager, and the Assistant City Manager. The City Treasurer is elected by the community at large to a four-year term. The City Treasurer is the custodian of all City funds. The Assistant City Manager is appointed by the City Manager and is responsible for establishing and maintaining the general accounting system for the City, auditing and approving for payment of all demands or charges upon the City.
Local Economy
The United States' economy is estimated to have grown by 3.3 in 2023, up from an anemic 2.1% in 2022 when the economy felt the constraints of an inflation rate of 8.0%. The City of Upland has seen much stronger growth in its sales tax revenues,which climbed by 15.2%in FY 22/23 thanks primarily to a couple of key local businesses.
The federal government's approval of the American Rescue Plan Act (ARPA) in March 2021 provided Upland with$15.2 million, and a unique opportunity to invest in the community. The ARPA funds,on the heels of the Coronavirus Aid, Relief, and Economic Security (CARES) Act, combined with a war in Ukraine and disrupted supply chains all over the globe lead to an 8% inflation rate in 2022—the country's highest rate in almost four decades.
To counter the inflation that peaked at 9.1% in June 2022, the Federal Reserve (Fed) embarked on an unprecedented string of interest rate increases. In 14 months from March 2022 through May 2023,the Fed approved 10 increases to raise the Federal Funds rate from 0% to 5%. Despite the cooling off of money supply,the US has been fortunate to see no dip in unemployment while dramatically decreasing the inflation rate. The 4.1% average inflation in 2023 halved the 2022 rate,with all signs indicating that inflation will continue to decrease—albeit at a slower basis going forward—with the fourth quarter average being only
3.23%. Meanwhile, the 3.7% unemployment rate in December 2023 is only slightly higher than the 54- year low of 3.4% set in January 2023, and still lower than the 3.8%rate when the Fed made their first cut.
This reflects a significant success by the Fed's attempt to have a "soft landing" and avoid entering the ii
economy into a recession. According to a December survey from the National Association of Business Economics, 76%of economists believe the chances of a recession in 2024 is 50%or less.
In June, 2023 City Council adopted a resolution reaffirming a General Fund Reserve Policy, which was originally adopted June 2021. The reserve policy establishes an economic uncertainty reserve of 22.5% and an emergency disaster contingency reserve. When those are fully funded, any year-end operating surplus will go to the pension stabilization reserve (45%), infrastructure improvement reserve (30%), building replacement reserve(15%)and general plan update reserve(5%),with the remaining 5%set aside as unassigned. This intentional setting aside of funds ensures that money is available to address needs both in the present and the future.
In June 2021, City Council also adopted a pension funding policy, which was revised in December 2021.
City Council will continue to make intentional efforts to address its pension liability,including setting aside funds to contribute to the City's Section 115 Pension Trust as called for in the pension funding policy, and making additional discretionary payments to CalPERS beyond those required by actuarial valuations.
The City's fiscal health is the strongest it has been in well over a decade,thanks to a substantial growth in sales tax revenue. The General Fund's cash and fund balance in FY 22/23 exceeds amounts in FY 21/22, and the City Council continues to build up reserves in accordance with the General Fund Reserve Policy.
Strong sales tax and property tax revenues are expected to garner similar revenue results in Fiscal Year 2022/23.
However, the City still faces significant challenges. Service levels in a number of areas do not meet the standards our residents expect and deserve, and years of deferred maintenance are taking their toll on City infrastructure and facilities. With CalPERS' -6.1%return for FY 21/22 and the corresponding increase of over$40 million in pension liability, the City will be faced with significant increases in required pension payments beginning in FY 24/25. These additional payments will put a strain on City finances. Funds prudently set aside in the Section 115 Pension Trust provide an essential pool of reserves that may be needed in the near future.
Financial Controls
Management of the City is responsible for establishing and maintaining an internal control structure designed to ensure that the assets of the City are protected from loss, theft, or misuse and to ensure that adequate accounting data is compiled to allow for the preparation of financial statements in conformity with GAAP. The internal control structure is designed to provide reasonable, but not absolute, assurance that these objectives are met. The concept of reasonable assurance recognizes that: (1) the cost of a control should not exceed the benefits likely to be derived; and (2) the valuation of costs and benefits require estimates and judgments by management.
Budgetary Controls
The City's budget policy provides for an orderly process that allows for the adoption of the annual budget by June 30 of each year. The City maintains a budget control system to ensure compliance with legal provisions embodied in the annual appropriated budget approved by the City Council. The legal level of budgetary control, that is, the level at which expenditures cannot exceed appropriations, is the fund level within the General Fund,Special Revenue and Capital Projects Funds. For budgeting purposes,the General Fund is composed of several departments while all other budgeted funds are each considered to be a single department. The City maintains an encumbrance accounting system as one technique to further maintain budgetary control. Revenues are also estimated annually in the adoption of the annual budgeted. Revenues and expenditures are monitored throughout the year,with a mid-year budget provided to the City Council. i i i
OTHER RELEVANT INFORMATION
Auditor's Opinion
Included in the Financial Section is the independent auditors' opinion, which is a significant part of the ACFR. In this report, Van Lant & Fankhanel, LLP, Certified Public Accountants, express their opinion that the financial statements are presented fairly in conformity with generally accepted accounting principles.The opinion is unmodified and therefore signifies a substantial level of achievement.
Certificate of Achievement
The Government Finance Officers Association of the United States and Canada (GFOA) awarded a Certificate of Achievement for Excellence in Financial Reporting to the City of Upland for its ACFR for the fiscal year ended June 30, 2021. To receive the award, a governmental unit must publish an easily readable and efficiently organized ACFR whose contents conform to program standards, and satisfy both generally accepted accounting principles and applicable legal requirements. A Certificate of Achievement is valid for a period of one year only. We believe our current report conforms to the Certificate of lchievement program requirements and we are submitting it to GFOA.
Acknowledv,ements
Our sincere appreciation and thanks for the support of the City Council and City department staff for their continuing cooperation. Special thanks are also extended to the Finance Division staff whose dedication and perseverance resulted in producing this report.
In keeping with past practice, a copy of this ACFR will be placed on file in the City's library and sent to the City Council, City management personnel,bond rating agencies and other agencies (such as financial institutions and governments), which have expressed an interest in the financial affairs of the City of Upland. This ACFR will also be available online at www.uplandca.gov .
Respectfully submitted,
Michael Blay Stephen Parker,CPA
City Manager Assistant City Manager
iv
Officials of the City of Upland
Elected Officials
Bill Velto, Mayor
Shannan Maust Councilmember District 1
James Breitling Councilmember District 2
Carlos A. Garcia Mayor Pro Tem District 3 Rudy Zuniga Councilmember District 4
Greg Bradley City Treasurer
Executive Staff
Michael Blay, City Manager
Stephen Parker, CPA Assistant City Manager
Steven Deitsch City Attorney
Robert D. Dalquest Development Services Director Marcelo Blanco Chief of Police
Braden Yu Public Works Director
City of Upland
Organizational Chart
Fiscal Year 2022-23
Citizens of Upland
City Treasurer City Council
City Manager
Assistant City Manager City Attorney
Administrative Services Development Services Police Public Works /r r �
+ Planning City Clerk Investigations -.' r Engineering
Finance g g
Human Resources Building Patrol Street Maintenance Risk Management Economic Development School Resource Officer Storm Drain Maintenance Information Technology Housing Traffic Safety Facility Maintenance Recreation
Successor Agency Cadet Program Park Maintenance Code Enforcement Solid Waste Mangement
Library
Animal Control Fleet Management
Asset Forfeiture + Water Utility Services
JSewer Maintenance
vi Page 147 of 330
Government Finance Officers Association
Certificate of
Achievement
for Excellence
in Financial
Reporting
Presented to
City of Upland
California
For its Annual Comprehensive
Financial Report
For the Fiscal Year Ended
June 30, 2022
c 4lit, P- )*i t(
Executive Director/CEO
vii Page 148 of 330
FINANCIAL SECTION
Van Lant &
Fankhanel LLP
-I Certified Public Accountants E-
Independent Auditor's Report
The Honorable City Council
City of Upland, California
Opinions
We have audited the accompanying financial statements of the governmental activities, business-type activities, the aggregate discretely presented component units, each major fund, and the aggregate remaining fund information of the City of Upland, California (City), as of and for the year ended June 30, 2023, and the related notes to the financial statements,which collectively comprise the City's basic financial statements as listed in the table of contents.
In our opinion, based on our report and the report of other auditors, the financial statements referred to above present fairly, in all material respects, the financial position of the governmental activities, business- type activities, the aggregate discretely presented component units, each major fund, and the aggregate remaining fund information of the City of Upland, as of June 30, 2023, and the respective changes in financial position, and, where applicable, cashflows thereof for the year then ended in accordance with accounting principles generally accepted in the United States of America.
We did not audit the financial statements of the West End Consolidated Water Company and the San Antonio Water Company,which represent 100%, 100%, and 100%, respectively, of the assets, net position, and revenues of the aggregate discretely presented component units as of December 31, 2022, and the respective changes in financial position, and where applicable, cash flows thereof for the year then ended.
Those statements were audited by other auditors whose report has been furnished to us, and our opinions, insofar as it relates to the amounts included for the West End Consolidated Water Company and the San Antonio Water Company, are based solely on the report of other auditors.
Basis for Opinions
We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report. We are required to be independent of the City and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.
Responsibilities of Management for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America, and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to error or fraud.
Van Lant&Fankhanel,LLP
29970 Technology Drive. Suite 105 A
hv1urrieta. CA 92563
909 856 6879 1 Page 150 of 330
In preparing the financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the City's ability to continue as a going concern for twelve months beyond the financial statement date, including any currently known information that may raise substantial doubt shortly thereafter.
Auditor's Responsibilities for the Audit of the Financial Statements Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinions. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with generally accepted auditing standards and Government Auditing Standards will always detect a material misstatement when it exists.
The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgment made by a reasonable user based on the financial statements.
In performing an audit in accordance with generally accepted auditing standards and Government Auditing Standards, we:
• Exercise professional judgment and maintain professional skepticism throughout the audit. • Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the City's internal control. Accordingly, no such opinion is expressed. • Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the financial statements.
• Conclude whether, in our judgment, there are conditions or events, considered in the aggregate, that raise substantial doubt about the City's ability to continue as a going concern for a reasonable period of time.
We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit.
Required Supplementary Information
Accounting principles generally accepted in the United States of America require that the management's discussion and analysis and other required supplementary information, as listed in the table of contents, be presented to supplement the basic financial statements. Such information is the responsibility of management and, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the 2 Page 151 of 330
information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance.
Supplementary Information
Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the City's basic financial statements. The accompanying combining statements and budgetary schedules, as listed in the table of contents, are presented for purposes of additional analysis and are not a required part of the basic financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the basic financial statements. The information has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the combining statements, as listed in the table of contents, are fairly stated, in all material respects, in relation to the basic financial statements as a whole.
Other Information
Management is responsible for the other information included in the annual report. The other information comprises the introductory and statistical sections but does not include the basic financial statements and our auditor's report thereon. Our opinions on the basic financial statements do not cover the other information, and we do not express an opinion or any form of assurance thereon.
In connection with our audit of the basic financial statements, our responsibility is to read the other information and consider whether a material inconsistency exists between the other information and the basic financial statements, or the other information otherwise appears to be materially misstated. If, based on the work performed, we conclude that an uncorrected material misstatement of the other information exists, we are required to describe it in our report.
Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued a report dated January 31, 2024, on our consideration of the City's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the City's internal control over financial reporting and compliance.
1/041- -447t 4- Ye,m4140111/ 11 f
January 31, 2024
Murrieta, CA
3 Page 152 of 330
Management's Discussion and Analysis
Fiscal Year Ended June 30,2023
The discussion and analysis of the City of Upland's (the City) financial performance provides an overview of the City's financial activities for the fiscal year ended June 30, 2023. It should be read in conjunction with the basic financial statements and the accompanying notes to the financial statements.
Financial Highlights
• The City's Total Net Position at the close of the fiscal year is $435.4 million; this is an increase of$24.4 million or
5.9%in comparison with the prior year.
• The City's total assets and deferred outflows increased by$19.9 million during the fiscal year. The largest change was an increase in cash and investments of$23.9 million, which is primarily made up of an $18.0 million increase to cash in the water utility as a result of capital assets only increasing by $2.6 million despite a $15.0 million capital budget.
Other significant changes include a$14.0 million decrease in deferred outflows of resources for pension related items related to the differences between the employer's contributions and the employer's proportionate share of contributions; and a $4.8 million increase in restricted cash and investments due to increased investments in the City's Section 115 Trusts and an increase of$2.0 million in restricted cash in the capital project funds. • The City's liabilities and deferred inflows decreased by $4.5 million. Significant changes from prior year balances include a decrease of $17.5 million in deferred inflows of resources for pension related items due to a change in employer's proportion and differences; an increase of$9.2 million for noncurrent liabilities due in more than one year primarily due to a$15.8 million increase in net pension liability; a decrease in unearned revenue of$3.7 million as the City spends ARPA funds received in 2021 and 2022; and an increase of$3.0 million in OPEB related deferred inflows of resources,primarily due to changes in assumptions.
• As of the close of the current fiscal year, the City's governmental funds reported combined ending fund balances of $73.6 million, an increase of$13.3 million in comparison with the prior year. • As of the close of the current fiscal year, the City's enterprise funds reported combined total net position of$177.6 million, an increase of$11.9 million in comparison with the prior year. • At the end of the fiscal year, unassigned fund balance for the General Fund was ($9.4) million. This represents an increase of$2.4 million from the prior year. Restricted fund balance increased by $1.3 million to $4.0 million and assigned fund balance remained at zero as fund balance cannot be assigned if unassigned fund balance is negative.
Additional information can be found in footnote 1 section P and footnote 14.
Using This Annual Report
This annual report consists of a series of financial statements. The Statement of Net Position and Statement of Activities provide information about the activities of the city as a whole and present a long-term view of the City's finances. For governmental activities, these statements tell how these services were financed in the short-term as well as what remains for future spending. Fund financial statements report the City's operations in more detail than the government-wide statements.
Reporting the City's Most Significant Funds
An analysis of the City's major funds begins on page 9. The fund financial statements begin on page 17 and provide detailed information about the most significant funds, not the City as a whole. Some funds are required to be established by State law, grant requirements or by bond covenants. The City Council has established many other funds to help it control and manage other monies for specific purposes. The City's two kinds of funds - governmental and proprietary -use different accounting approaches.
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• Governmental funds-Most of the City's basic services are reported in governmental funds which focus on how money flows into and out of those funds, and the balances left at year-end that are available for spending. These funds are reported using an accounting method called modified accrual accounting. This method measures cash and all other financial assets that can readily be converted into cash. The governmental fund statements provide a detailed short- term view of the City's general government operations and the basic services it provides. Governmental fund information helps the reader determine whether there are more or fewer financial resources that can be used (in the future)to finance the City's programs. The difference of results in the governmental fund's statements to those in the government-wide financial statements are explained in a reconciliation schedule following the governmental funds financial statements.
• Proprietary funds - When the City charges customers for the services it provides, whether to outside customers or to other units of the City, these services are generally reported in proprietary funds. Proprietary funds are reported in the same way that all activities are reported in the Statement of Net Position and the Statement of Activities. In fact, the City's enterprise funds(a component of proprietary funds)are the same as the business-type activities that are reported in the government-wide statements but provide more detail and additional information, such as cash flows. The City uses internal service funds (the other component of proprietary funds) to report activities that provide supplies and services for the City's other programs and activities an example of such is the City's Self-Insurance fund. The internal service funds are reported with governmental activities in the government-wide financial statements. • Fiduciary Funds—The City is responsible for other assets that,because of a trust arrangement, can be used only for the trust beneficiaries. All the City's fiduciary activities are reported in a separate Statement of Fiduciary Net Position and Statement of Changes in Fiduciary Net Position on pages 24 and 25 respectively. The City excludes these activities from the City's other financial statements because the City cannot use these assets to finance its operations. The City is responsible for ensuring the assets reported in these funds are used for their intended purposes.
Reporting the City as a Whole
The Statement of Net Position and the Statement of Activities include all the assets and liabilities using the accrual basis of accounting, similar to accounting used by most private-sector companies. All the current year's revenues and expenses are recorded regardless of when cash is received or paid. These two statements report the City's net position and changes in net position. One can think of the City's net position as one way to measure the City's financial health,or financial position.
Over time, increases or decreases in the City's net position are an indicator of whether its financial health is improving or deteriorating. There are other nonfinancial factors that should be considered to assess the overall health of the City, such as,the condition of the City's roads,
City of Upland's Total Net Position
As noted earlier, the City's combined Total Net Position is $435.4 million. The City's net position increased by $24.4 million due to an increase in assets (including deferred outflows of resources) of$19.9 million and liabilities and deferred inflows of resources decreased by $4.5 million. Program expenses by function, general revenues by major source, excess and/or deficiency of revenues over expenses, changes in and total net position are presented in the Statement of Activities.
The City's combined Net Position for the fiscal year ended June 30, 2023 was:
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Table 1
Net Position(In Millions)
Governmental Business-type
Activities Activities Total
2023 2022 2023 2022 2023 2022
Current and other assets $111.7 $97.1 $116.1 $94.9 $227.8 $192.0 Capital assets 277.7 281.6 103.8 101.1 381.5 382.7 Total assets 389.4 378.7 219.9 196.0 609.3 574.7 Deferred outflows of 54.6 53.4 1.7 17.7 56.3 71.1 resources
Long-term liabilities 123.0 112.4 33.9 35.3 156.9 147.7 Other liabilities 22.9 25.1 8.9 8.4 31.8 33.5 Total liabilities 145.9 137.5 42.8 43.7 188.7 181.2 Deferred inflows of resources 40.4 49.3 1.2 4.3 41.6 53.6 Net position:
Net investment in
capital assets 259.6 262.7 86.0 92.6 345.6 355.3 Restricted 49.1 44.5 - - 49.1 44.5 Unrestricted (50.9) (61.9) 91.6 73.1 40.7 11.2 Total net position $257.8 $245.3 $177.6 $165.7 $435.4 $411.0 6 Page 155 of 330
The City's programs for governmental activities include General Government, Public Safety, Public Works and Engineering, Development Services, and Community Services. The programs for business-type activities include Water, Solid Waste, and Sewer operations. A comparison of each program's revenue and expenses are:
Table 2
Change in Net Position
(In Millions)
Governmental Business-type
Activities Activities Total
2023 2022 2023 2022 2023 2022
Revenues
Program Revenues
Charges for services 13.3 11.1 61.9 56.2 75.2 67.3 Operating Contributions/Grants 7.6 5.4 0.1 - 7.7 5.4 Capital Contributions 7.1 4.9 - 2.6 7.1 7.5 General Revenues
Taxes
Property Taxes 20.3 19.1 - - 20.3 19.1 Sales Tax 21.3 18.4 - - 21.3 18.4 Franchise Taxes 1.5 1.4 - - 1.5 1.4 Transient Occupancy Taxes 0.3 0.2 - - 0.3 0.2 Business License Taxes 1.2 1.2 - - 1.2 1.2 Other Taxes 0.6 0.9 - - 0.6 0.9 Investment Income 0.5 (0.6) 1.3 (1.5) 1.8 (2.1) Motor Vehicle In Lieu 0.1 0.1 - - 0.1 0.1 Sale of Capital Asset - - - 6.8 - 6.8 Miscellaneous Revenues 0.1 0.2 - - 0.1 0.2 Total Revenues 73.9 62.3 63.3 64.1 137.2 126.4 Expenses
General government 3.0 0.9 - - 3.0 0.9 Public Safety 29.6 40.9 - - 29.6 40.9 Public Works 14.2 14.8 - - 14.2 14.8 Development Services 8.2 6.2 - - 8.2 6.2 Community Services 5.4 4.5 - - 5.4 4.5 Interest on long term debt 1.0 0.6 - - 1.0 0.6 Water - - 21.4 25.7 21.4 25.7
Refuse - - 17.9 15.6 17.9 15.6
Sewer - - 12.1 10.3 12.1 10.3 Total Expenses 61.4 67.9 51.4 51.6 112.8 119.5 Transfers - - - - - -
Change in Net Position 12.5 (5.6) 11.9 12.5 24.4 6.9 Net Position at beginning of
year 245.3 250.9 165.7 153.2 411.0 404.1 Net Position end of year $ 257.8 $ 245.3 $ 177.6 $ 165.7 $ 435.4 $ 411.0