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CC SR 20260317 02 - Ballot Measure Outreach CITY COUNCIL MEETING DATE: 03/17/2026 AGENDA REPORT AGENDA HEADING: Regular Business AGENDA TITLE: Consider receiving the results of the Community Needs Survey and awarding a contract to The Lew Edwards Group (LEG) for Ballot Measure Outreach and Strategic Communications RECOMMENDED COUNCIL ACTION: 1) Receive and file the results of the Community Needs Survey conducted in February 2026 by Fairbank, Maslin, Maullin, Metz & Associates (FM3); and 2) Award a Contract Services Agreement (Agreement) to The Lew Edwards Group (LEG) for Ballot Measure Outreach and Strategic Communications. FISCAL IMPACT: There is no fiscal impact to receive and file the Community Needs Survey results presented by FM3. Separately, the proposed scope of work listed in the attached Agreement with LEG is estimated to be $20,000 and represents a limited and economical approach to ballot measure outreach and strategic communications that is reliant on City staff to assist with outreach efforts. However, if it is determined that the full-service option, as outlined in the Agreement and Proposal (Attachments A and C) is required, given limited resources, staffing or time, the City may opt in for $6,750/month for a not-to-exceed $60,000 total for the Agreement. Sufficient funds are available in the Fiscal Year (FY) 2025-26 General Fund Budget under the City Manager’s Department, and no additional appropriation is requested. VR Amount Budgeted: $179,000 Additional Appropriation: None Account Number(s): 101-400-1410-5101 (General Fund – City Manager - Professional/Tech Services) VR ORIGINATED BY: Catherine Jun, Deputy City Manager CJ REVIEWED BY: Same as below APPROVED BY: Ara Mihranian, AICP, City Manager ATTACHED SUPPORTING DOCUMENTS: A) Unsigned Agreement with LEG (Page A-1) (Signed Agreement is forthcoming as late communications) 1 B) RFP for Ballot Measure Outreach and Strategic Communications (Page B-1) C) Proposal from LEG (Page C-1) BACKGROUND: In June 2025, the City Council added a new City Council Goal to identify revenue generating opportunities that will help maintain high quality City services, projects and policies. The City Council also established a Fiscal Sustainability Subcommittee, comprised of Councilmembers Bradley and Lewis, to provide Staff with feedback and guidance throughout this process. As part of this effort to identify revenue generating opportunities, the City hired consultant Fairbank, Maslin, Maullin, Metz & Associates (FM3) to conduct 1 to 2 citywide, statistically significant Community Needs Surveys this year. Such surveys are intended to gather resident opinions across a broad cross-section of the City, regarding their satisfaction with City operations and to identify the most critical areas for improvement, prioritization, or further funding investment. The results would provide data to help direct limited financial and staff resources towards the programs and services that matter most, and to determine whether a potential revenue tax measure(s) could be supported and considered by voters on a future general election along with community outreach. This evening, the City Council will receive a report on the result s of the recent Community Needs Survey, as well as to consider an Agreement with a communication firm on public outreach. DISCUSSION: Community Needs Survey Results Between February 4 and 12, 2026, FM3 conducted a dual-mode (telephone and online) voter Community Needs Survey (Survey) of likely November 2026 voters in Rancho Palos Verdes and received 412 responses. The margin of sampling error was +/-4.9% at the 95% confidence level and was administered through telephone calls and email/text invitations to complete the Survey online. Residents who were contacted were given the option to complete the Surveys in English, Chinese, and Korean. Residents were asked a variety of questions, including their top issues or concerns that should be prioritized for funding. Examples of such issues or concerns included, but were not limited to, maintaining roads, preparing for and responding to natural disasters, maintaining parks and trails, and landslide mitigation. The intent of the Survey was to inform future policy decisions involving funding for high priority needs in the future. In addition, the survey tested two hypothetical tax measures (increasing the Transient Occupancy Tax from 10% to 13% and Golf Tax from 10% to 15%) for the November 2026 General Election ballot; those measures have the potential to generate tax revenue to help fund these needs, if approved by 50% + 1 of Rancho Palos Verdes voters. 2 Tonight, Richard Bernard, a partner at FM3, will present the results of this Survey to the City Council and the public. Based on community input and City Council feedback, afterwards, Staff will use the Survey results as part of a secondary phase to provide the public with information about the Survey results, the City’s financial strengths and challenges, and the potential ballot measures that the City Council could consider for the November 2026 General Election. Potential Ballot Measure Outreach and Strategic Communications The City does not advocate for any particular outcome associated with the Survey results, the City’s financial or operational condition, or potential ballot measures. However, the City may provide information and educational materials to inform the public accordingly. To assist with community outreach efforts, on February 17, 2026, the City issued a Request for Proposals (RFP) for qualified consultants to provide comprehensive outreach and communications services that are transparent, honest, and easily understood by the community (Attachment B). Consultants must also be able to guide the process, timeline, and procedure for getting any City Council-approved ballot measure(s) on the November 2026 General Election ballot and advise and assist the City in developing its information efforts. Staff received and reviewed 5 total proposals by the February 27, 2026 deadline and interviewed the two highest ranked firms: LEG and Tripepi Smith. All proposers are listed below from highest to lowest ranking: RFP Proposers 1 The Lew Edwards Group (LEG) 2 Tripepi Smith & Associates 3 TeamCivX 4 CliffordMoss 5 Dorado Creative The RFP Evaluation Panel consisted of the City Manager, Deputy City Manager, and the Director of Finance, who evaluated each proposal and rated them in accordance with the RFP rubric that assessed the following: proposer’s qualifications (25%), experience working on similar projects (25%), approach to the RFP scope of work (25%), and cost proposal (25%). Based on the proposal, evaluation, and interviews, the Evaluation Panel recommends awarding an Agreement to LEG, a California-based firm that has provided strategic communications to local governments throughout the State (Attachment C). LEG is currently in its 29th year and has extensive experience working with cities in Los Angeles County, including Gardena, Hermosa Beach, Lomita, Long Beach, Redondo Beach, Rolling Hills Estates, and Signal Hill and has a working knowledge of Rancho Palos Verdes issues, its fiscal condition, and history related to ballot measures. 3 LEG’s proposed Scope of Work is outlined in the attached Agreement (Attachment A) and summarized below: Task 1: Community Outreach on City’s Financial Strengths and Challenges (Timeline is March 18–April 30, 2026; cost is $10,000) • Review Community Needs Survey results, City demographics, finances, major projects, and public information • Review City’s Community Survey Results • Create public education and outreach content on City’s financial strengths/challenges. • Develop talking points, frequently asked questions and answers, and information fact sheets for City Staff to disseminate. • Assist in the preparation of content for various platforms and informational materials, including materials for public outreach meetings or workshops. • Provide advice on distribution and provide message training/coaching to City staff as needed. Task 2: Ballot Measure Services and Municipal Election Communications Toolkit (Anticipated timeline over a four-week period in June or July 2026; cost is $10,000) • If the City chooses to move forward with the 1 to 2 potential ballot measures, LEG would provide advice and added value to potential ballot components, staff reports, recitals and ballot question recommendations for City Resolutions to possibly adopt any ballot measures, and ballot materials, including measure sequencing and letter designations. • Create public education and outreach content. • Provide input on any rapid response needs The attached Agreement (Attachment A) with LEG is for a term of one year; however, Staff anticipate the scope of work will be completed by November 2026, following the conclusion and results of the General Elections. Furthermore, the Scope of Work represents an economical service model of $20,000. However, should Staff require additional services, given its limited time and resources, the Agreement provides the flexibility to opt into the Full Scope model for a monthly retainer of $6,750. The monthly retainer would generally continuing support services beyond the months listed in Task 1 (March-April 2026) and Task 2 (June or July 2026), as well as facilitating community outreach meetings (i.e. town halls) and communication on various platforms. To accommodate this potential change in Scope of Work, the Agreement compensation is set at a not-to-exceed amount of $60,000 (which includes the $20,000 cost for Tasks 1 and 2 as described above). Sufficient funds are budgeted in the FY 2025-26 Adopted Budget and no budget appropriation is requested at this time. ADDITIONAL INFORMATION: 4 FM3 has one remaining survey left in their Scope of Work. This survey is called a tracking survey that is slightly shorter than the first survey (also known as a baseline survey). The tracking survey reassesses resident opinion on the most salient survey results to affirm whether their opinions hold steady or may have shifted in the last few months. In the course of the ballot measure outreach and strategic communications work, should the City and LEG believe that the tracking survey is needed, with City Council authorization, the City will authorize FM3 to complete the Tracking Survey in June 2026. The cost is not-to-exceed $25,000 and is already included in this fiscal year’s budget. CONCLUSION: City Council is requested to receive and file the results of the Survey, which was conducted by FM3 on behalf of the City and to approve an Agreement with LEG for ballot measure outreach and strategic communications services. ALTERNATIVES: In addition to Staff’s Recommendations, the following alternative actions are available for the City Council’s consideration: 1) Do not receive and file the Survey results and request additional clarification , as needed. 2) Do not approve the Agreement with LEG; consider requesting Staff to revisit the results of the RFP and identify another qualified consultant to provide the aforementioned services. 3) Discontinue pursuing potential ballot measures for the November 2026 General Election and any related community outreach. 4) Take other action as deemed appropriate. 5 09999.0009/267879.1 1 CITY OF RANCHO PALOS VERDES CONTRACT SERVICES AGREEMENT FOR BALLOT MEASURE OUTREACH AND STRATEGIC COMMUNICATIONS THIS PROFESSIONAL SERVICES AGREEMENT (herein “Agreement”) is made and entered into this 17th day of March 2026, by and between the CITY OF RANCHO PALOS VERDES, a California municipal corporation (“City”) and THE LEW EDWARDS GROUP, a California Corporation (herein “Consultant”). NOW, THEREFORE, the parties hereto agree as follows: 1. SERVICES OF CONSULTANT 1.1 Scope of Services. In compliance with all of the terms and conditions of this Agreement, the Consultant shall perform the work or services set forth in the “Scope of Services” attached hereto as Exhibit “A” and incorporated herein by reference. Consultant warrants that it has the experience and ability to perform all work and services required hereunder and that it shall diligently perform such work and services in a professional and satisfactory manner. 1.2 Compliance With Law. All work and services rendered hereunder shall be provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental agency of competent jurisdiction. 1.3 Licenses, Permits, Fees and Assessments. Consultant shall obtain at its sole cost and expense such licenses, permits, and approvals as may be required by law for the performance of the services required by the Agreement. 1.4 Special Requirements. Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the “Special Requirements” attached hereto as Exhibit “B” and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit “B” and any other provisions of this Agreement, the provisions of Exhibit “B” shall govern. 2. COMPENSATION 2.1 Contract Sum. For the services rendered pursuant to this Agreement, Consultant shall be compensated in accordance with the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference, but not exceeding the maximum contract amount of Sixty Thousand Dollars ($60,000) (“Contract Sum”). 2.2 Invoices. Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement. The invoice shall provide a description of the services provided. Consultant shall not invoice City for any duplicate services performed by more than one person. A-1 2 09999.0009/267879.1 City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within forty five (45) days of receipt of Consultant’s correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by the City of any invoice provided by the Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law. 2.3 Additional Services. City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to the Consultant, incorporating therein any adjustment in (i) the Contract Sum for the actual cost of the extra work, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Consultant. Any increase in compensation of up to ten percent (10%) of the Contract Sum but not exceeding a total contract amount of Six Thousand Dollars ($6,000) or in the time to perform of up to ninety (90) days may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively , must be approved by the City Council. No claim for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed. 3. PERFORMANCE SCHEDULE 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. 3.2 Schedule of Performance. Consultant shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the “Schedule of Performance” attached hereto as Exhibit “D” and incorporated herein by this reference. When requested by the Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer but not exceeding thirty (30) days cumulatively. 3.3 Force Majeure. The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for A-2 3 09999.0009/267879.1 any delay in the performance of this Agreement, however caused, Consultant’s sole remedy being extension of the Agreement pursuant to this Section. 3.4 Term. Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding one (1) year from the date hereof, except as otherwise provided in the Schedule of Performance (Exhibit “D”). 4. COORDINATION OF WORK 4.1 Representative of Consultant. Catherine Lew is hereby designated as being the representative of Consultant authorized to act on its behalf with respect to the work and services specified herein and make all decisions in connection therewith. All personnel of Consultant and any authorized agents shall be under the exclusive direction of the representative of Consultant. Consultant shall utilize only competent personnel to perform services pursuant to this Agreement. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors, and shall keep City informed of any changes. 4.2 Contract Officer. The Deputy City Manager or designee is hereby designated as being the representative the City authorized to act in its behalf with respect to the work and services specified herein and to make all decisions in connection therewith (“Contract Officer”). 4.3 Prohibition Against Subcontracting or Assignment. Consultant shall not contract with any entity to perform in whole or in part the work or services required hereunder without the express written approval of the City. Neither this Agreement nor any interest herein may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Any such prohibited assignment or transfer shall be void. 4.4 Independent Consultant. Neither the City nor any of its employees shall have any control over the manner, mode or means by which Consultant, its agents or employees, perform the services required herein, except as otherwise set forth. Consultant shall perform all services required herein as an independent contractor of City with only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employ ees of City, or that it is a member of a joint enterprise with City. 5. INSURANCE AND INDEMNIFICATION 5.1 Insurance Coverages. The Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance which shall cover all elected and appointed officers, employees and agents of City: (a) Commercial General Liability Insurance (Occurrence Form CG0001 or equivalent). A policy of comprehensive general liability insurance written on a per occurrence basis for bodily injury, personal injury and property damage. The policy of insurance shall be in an amount not less than $1,000,000.00 per occurrence or if a general aggregate limit is used, either A-3 4 09999.0009/267879.1 the general aggregate limit shall apply separately to this contract/location, or the general aggregate limit shall be twice the occurrence limit. (b) Worker’s Compensation Insurance. A policy of worker’s compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for the Consultant against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by the Consultant in the course of carrying out the work or services contemplated in this Agreement. (c) Automotive Insurance (Form CA 0001 (Ed 1/87) including “any auto” and endorsement CA 0025 or equivalent). A policy of comprehensive automobile liability insurance written on a per occurrence for bodily injury and property damage in an amount not less than either (i) bodily injury liability limits of $100,000 per person and $300,000 per occurrence and property damage liability limits of $150,000 per occurrence or (ii) combined single limit liability of $1,000,000. Said policy shall include coverage for owned, non-owned, leased, hired cars, and any other automobile. (d) Professional Liability. Professional liability insurance appropriate to the Consultant’s profession. This coverage may be written on a “claims made” basis, and must include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of or related to services performed under this Agreement. The insurance must be maintained for at least 5 consecutive years following the completion of Consultant’s services or the termination of this Agreement. During this additional 5-year period, Consultant shall annually and upon request of the City submit written evidence of this continuous coverage. (e) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit “B”. (f) Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 5.2 General Insurance Requirements. All of the above policies of insurance shall be primary insurance and shall name the City, its elected and appointed officers, employees and agents as additional insureds and any insurance maintained by City or its officers, employees or agents may apply in excess of, and not contribute with Consultant’s insurance. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against the City, its officers, employees and agents and their respective insurers. The insurance policy must specify that where the primary insured does not satisfy the self-insured retention, any additional insured may satisfy the self-insured retention. All of said policies of insurance shall provide that said insurance may not be amended or cancelled by the insurer or any party hereto without providing thirty (30) days prior written notice by certified mail return receipt requested to the City. In the event any of said policies of insurance are cancelled, the Consultant shall, prior to the cancellation date, submit new evidence of insurance in conformance with this Section 5.1 to the Contract Officer. No work or services under this A-4 5 09999.0009/267879.1 Agreement shall commence until the Consultant has provided the City with Certificates of Insurance, additional insured endorsement forms or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by the City. City reserves the right to inspect complete, certified copies of and endorsement to all required insurance policies at any time. Any failure to comply with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City. The insurance required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated “A” or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the City’s Risk Manager or other designee of the City due to unique circumstances. 5.3 Indemnification. To the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and agents (“Indemnified Parties”) against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein “claims or liabilities”) that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, invitees, or any individual or entity for which Consultant is legally liable (“indemnitors”), or arising from Consultant’s or indemnitors’ reckless or willful misconduct, or arising from Consultant’s or indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, except claims or liabilities occurring as a result of City’s sole negligence or willful acts or omissions. The indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement. 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION 6.1 Records. Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder (the “books and records”), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services and shall keep such records for a period of three years following completion of the services hereunder. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. 6.2 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement or as the Contract Officer shall require. 6.3 Confidentiality and Release of Information. (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such A-5 6 09999.0009/267879.1 information or work product to persons or entities other than the City without prior written authorization from the Contract Officer. (b) Consultant shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Consultant gives the City notice of such court order or subpoena. (c) If Consultant provides any information or work product in violation of this Agreement, then the City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) Consultant shall promptly notify the City should Consultant 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 thereunder. The City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with the City and to provide the City with the opportunity to review any response to discovery requests provided by Consultant. 6.4 Ownership of Documents. All studies, surveys, data, notes, computer files, reports, records, drawings, specifications, maps, designs, photographs, documents and other materials (the “documents and materials”) prepared by Consultant in the performance of this Agreement shall be the property of the City and shall be delivered to the City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by the City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder. Moreover, Consultant with respect to any documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for the City. 7. ENFORCEMENT OF AGREEMENT AND TERMINATION 7.1 California Law. This Agreement shall be interpreted, construed and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Los Angeles, State of California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California. 7.2 Disputes; Default. In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, if circumstances warrant. During the period of time that Consultant is in default, A-6 7 09999.0009/267879.1 the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under this Article. 7.3 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary provision herein, Consultant shall file a statutory claim pursuant to Government Code Sections 905 et. seq. and 910 et. seq., in order to pursue any legal action under this Agreement. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 7.4 Termination Prior to Expiration of Term. This Section shall govern any termination of this Contract except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Contract at any time, with or without cause, upon thirty (30) days’ written notice to Consultant, except that where termination is due to the fault of the Consultant, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, the Consultant reserves the right to terminate this Contract at any time, with or without cause, upon sixty (60) days’ written notice to City, except that where termination is due to the fault of the City, the period of notice may be such shorter time as the Consultant may determine. Upon receipt of any notice of termination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Except where the Consultant has initiated termination, the Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer. In the event the Consultant has initiated termination, the Consultant shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder, but not exceeding the compensation provided therefore in the Schedule of Compensation Exhibit “C”. In the event of termination without cause pursuant to this Section, the terminating party need not provide the non- terminating party with the opportunity to cure pursuant to Section 7.2. 7.5 Termination for Default of Consultant. If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated. 8. MISCELLANEOUS A-7 8 09999.0009/267879.1 8.1 Covenant Against Discrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class in the performance of this Agreement. Consultant shall take affirmative action to ensure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry, or other protected class 8.2 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount, which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement. 8.3 Notice. Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Rancho Palos Verdes, 701 East Rancho Palos Verdes, Rancho Palos Verdes, California 90745 and in the case of the Consultant, to the person(s) at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section. 8.4 Integration; Amendment. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing. 8.5 Severability. In the event that part of this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining portions of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 8.6 Waiver. No delay or omission in the exercise of any right or remedy by non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. A party’s consent to or approval of any act by the other party requiring the party’s consent or approval shall not be deemed to waive or render unnecessary the other party’s consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 8.7 Attorneys’ Fees. If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which any be A-8 9 09999.0009/267879.1 granted, whether legal or equitable, shall be entitled to reasonable attorney’s fees, whether or not the matter proceeds to judgment. 8.8 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply. 8.9 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument. 8.10 Warranty & Representation of Non-Collusion. No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of “financial interest” shall be consistent with State law and shall not include interests found to be “remote” or “noninterests” pursuant to Government Code Sections 1091 or 1091.5. Consultant warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement. Consultant further warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement. Consultant is aware of and understands that any such act(s), omission(s) or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect. Consultant’s Authorized Initials _______ 8.11 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties. [Signatures on the following page.] A-9 10 09999.0009/267879.1 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written. CITY: CITY OF RANCHO PALOS VERDES, a municipal corporation Paul Seo, Mayor ATTEST: Teresa Takaoka, City Clerk APPROVED AS TO FORM: ALESHIRE & WYNDER, LLP William Wynder, City Attorney CONSULTANT: THE LEW EDWARDS GROUP, a California Corporation By: Name: Catherine Lew Title: President Address: 5454 Broadway Oakland, CA 94618 A-10 09999.0009/267879.1 A-1 EXHIBIT “A” SCOPE OF SERVICES I. Consultant will perform the following services: Task 1: Pre-Placement Community Outreach on City’s Financial Strengths and Challenges (anticipated to be March 18th – April 30th) • Review demographics and public information pertaining to the City. Review information pertaining to LEG’s Best Practices in similar projects or communities. • Review City’s Public Opinion Research. • Conduct project kickoff with City staff to discuss the project scope and goals; conduct a total of 2 or 3 meetings under this task. • Assess City’s existing communications practices for informational opportunities. • Create public education and outreach content on City’s financial strengths/challenges. • Develop talking points, frequently asked questions and answers, and information fact sheets. • Assist in the preparation of content for various platforms and informational materials, including materials for public outreach meetings or workshops. • Provide advice on distribution and provide message training/coaching to City staff as needed. • Graphic design will be an optional service All materials will be finalized following one round of edits by City. Legal advice or services is expressly not within Consultant’s Scope of Work. Task 2: Ballot Measure Services and Municipal Election Communications Toolkit (anticipated to be over a four week period in either June or July) • Conduct 1-2 Project session meetings under this task • Provide post-Primary context following June Primary and other dynamics affecting project, such as changes in USPS regulations affecting balloting • Provide advice and added value to potential ballot components such as AB1416 consideration/s, staff report/s, recitals and ballot question recommendations for city resolution/s, and ballot material/s, including measure sequencing and letter designations • Provide updated content copy for Municipal Election informational materials pertaining to the measure/s • Create public education and outreach content for as many as two ballot measures • Provide input on any rapid response needs (Consultant does not function as a paid spokesperson) A-11 2 09999.0009/267879.1 • Graphic design will be an optional service All materials will be finalized following one round of edits by City. Legal advice or services is expressly not within Consultant’s Scope of Work. NO advocacy services will be provided as part of any City scope of services. Alternatively, Consultant is available to provide a full scope of services at its standard rate of Six Thousand, seven hundred and fifty Dollars ($6,750) per month upon the mutual agreement of the parties, consistent with Consultant’s stated commitment to working collaboratively with City to ensure project needs are being met while also considering evolving needs and cost efficiency. The monthly retainer would generally continue support services beyond the months listed in Task 1 (March-April 2026) and Task 2 (June or July 2026). II. As part of the Services, Consultant will prepare and deliver the following tangible work products to the City: a) For each task, develop a Communications Suite of informational materials (such as website copy, letter or mailing text, FAQs, talking points and other collaterals as needed). b) Participate in up to three planning sessions per task with City Staff to review and/or update recommended messaging materials. c) Make one round of revisions to messaging/communications materials and transmit them to City. d) Provide strategic advice. III. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City provided that it is within 1-2 rounds of edits. IV. Consultant will utilize the following personnel to accomplish the Services: a) Catherine Lew, President/Founder b) Jennifer Rindahl, Consultant A-12 09999.0009/267879.1 B-1 EXHIBIT “B” SPECIAL REQUIREMENTS (Superseding Contract Boilerplate) [THIS PAGE INTENTIONALLY LEFT BLANK] A-13 D-1 09999.0009/267879.1 EXHIBIT “C” SCHEDULE OF COMPENSATION I. Consultant shall perform the following Services at the following rates: a) Ten Thousand Dollars ($10,000) for completion of Task 1 upon invoice by Consultant b) Ten Thousand Dollars $10,000 for completion of Task 2 upon invoice by Consultant c) Should graphic design services be desired, mail designs shall be at the flat rate of six hundred dollars ($600) per mail design. City will print/mail/implement paid social or digital at its own expense. Alternatively, LEG is available to provide a full scope of services at the standard rate of Six Thousand, seven hundred and fifty Dollars ($6,750) per month. II. Within the budgeted amounts for each Task, and with the approval of the Contract Officer, funds may be shifted from one Task subbudget to another so long as the Contract Sum is not exceeded per Section 2.1, unless Additional Services are approved per Section 2.3. III. The City will compensate Consultant for the Services performed upon submission of a valid invoice in accordance with this Schedule of Compensation. IV. The total compensation for the Services shall not exceed $60,000, as provided in Section 2.1 of this Agreement. V. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2. A-14 1 CITY OF RANCHO PALOS VERDES REQUEST FOR PROPOSALS: B ALLO T MEASURE OUTREACH AND STRATEGIC COMMUNICATIONS RFP Release Date: Tuesday, February 17, 2026 Deadline for Written Questions: Monday, February 23, 2026 by 4:00pm (PST) RFP Submittal Deadline: Friday, February 27, 2026 by 4:00pm (PST) B-1 2 1. PURPOSE OF THE RFP The City of Rancho Palos Verdes is seeking proposals from qualified Consultants to provide professional services for public outreach and strategic communications related to 1-2 potential ballot measures for the November 2026 General Election. Services are expected to begin in March 2026 and continue through November 2026, with the option to extend as needed. To be considered for this RFP, proposals must be submitted via the PlanetBids portal by no later than 4:00 p.m., Pacific Standard Time (PST) on Friday, February 27, 2026. 2. CITY OVERVIEW The City of Rancho Palos Verdes, California was incorporated in 1973 and is the largest of four cities on the Palos Verdes Peninsula in Los Angeles County. Rancho Palos Verdes is a semi-rural community that is home to approximately 42,000 civic-minded residents and a diverse array of community organizations, businesses, and stakeholders who actively engage with City government. This robust engagement remains a top priority for the City Council and plays a vital role in advancing its vision of Rancho Palos Verdes as a premier coastal community defined by the health of its people, infrastructure, environment, finances, and government. Rancho Palos Verdes is a general law and contract city. The City operates under a Council- Manager form of government with a five-member City Council elected at large and includes 150 full-time and part-time employees across five departments: Administration, Community Development, Finance, Public Works, and Recreation and Parks. In addition, public safety services are provided by the Los Angeles County Sheriff’s Department and Fire Department. Collectively, these efforts support the City’s ongoing commitment to excellence in the community’s quality of life. 3. SCOPE OF WORK The City conducted a statistically significant survey in February 2026, randomly asking 412 residents about their highest community needs and priorities. The intent of the survey was to inform future policy decisions and ensure that the City’s limited resources are directed to those needs and priorities in the future. In addition, the survey tested two hypothetical ballot measures that may generate revenue to help fund these needs, if approved by 50% + 1 of Rancho Palos Verdes residents at a future election. The City does not advocate for any particular outcome associated with any of the ballot measures. However, the City may provide information and educational materials to inform the voting public regarding the survey results, the City’s financial and operational condition, and the potential ballot measures to guide the City’s next steps. The City is seeking proposals from firms that can outline the process, timeline, and procedure for getting the measure(s) on the November 2026 ballot and can advise and assist the City in developing its information efforts. Residents must also be educated on the funding levels needed to sustain City services and fund B-2 3 critical infrastructure projects. It is important for the City to create a comprehensive and consistent message that is transparent, honest, and easily understood by residents and the business community. The Consultant will meet with City staff for a kick-off meeting to discuss the project process. Regular meetings will be held with staff to discuss issues, concerns, and recommendations during each of the Tasks identified below. The Consultant must provide regular updates on project milestones. The City anticipates awarding a contract depending on scope, approach, experience and value demonstrated. The City reserves the right to adjust scope to align with available funding. As such, Consultants should identify the minimum scope necessary to achieve meaningful results. To facilitate, please break down proposed costs for each Task below and if possible, provide individual costs for each activity being proposed under each Task. This will allow the City to identify an outreach program that fits its needs and available budget. Task 1: Community Outreach and Technical Services Consultant shall provide the necessary community outreach and technical services for ballot measure awareness and understanding, including but not limited to the following: 1. Meet with City staff to discuss the project scope, purpose, uses and goals to ensure that the proposal will be appropriate to the needs of the City. 2. Create a public education and outreach efforts regarding the City’s financial strengths and anticipated challenges. 3. Create a public education and outreach efforts regarding the 1-2 potential ballot tax measures. 4. Craft appropriate informational and educational materials and provide advice on distribution methods to reach target audiences. 5. Develop talking points, frequently asked questions and answers, and information fact sheets. 6. Assist in the preparation of PowerPoint presentations, articles, website content, social media content, printed content, and other informational materials using the information under item 5 above, for the targeted outreach. 7. Conduct public outreach meetings and community workshops for residents, businesses, and other stakeholders. 8. Present an update to City Councilmembers at critical stages of the scope of work. Task 2: Ballot Services 1. Provide advice and added-value to potential ballot components such as staff reports, city resolutions, and ballot materials. 1. CONTENTS OF PROPOSAL The following should be submitted with your Proposal. B-3 4 a) Transmittal Letter: This letter will summarize (in a brief and concise manner) the Consultant’s understanding of the scope of work. The transmittal letter must be signed by an officer of the Consultant authorized to do so. Also include contact information for: (1) the person responsible for answering questions regarding this Proposal, (2) the person responsible for contract negotiation, and (3) the signer. b) Firm Qualifications: An overview of qualifications for the firm, which should include the type of organization, size, professional registration, and affiliations of the company. Include any relevant project experience that includes project name, scope of work, duration, and applicability to this RFP. All relevant project experience should fall within the Scope of Work. • Include resumes/bios and backgrounds of the project manager and principal staff who will be working directly and regularly on this project as well as their roles. c) Technical Approach and Work Plan / Methodology: Detailed work plan with specific task descriptions, timeline, and deliverables to demonstrate that the proposer has considered all aspects of the project. The work plan must identify the main elements of the project, anticipated completion dates, and expected outcomes per each element. Please include assumptions or disclaimers as needed. d) References: At a minimum, provide contact information for three (3) references, at least two (2) of which are municipal or governmental agencies; including the name, contact person’s name, title, address, telephone number, and email address. For each reference, provide a summary overview of Project including budget, scope of work, and timelines. e) Cost Proposal: Consultants should identify the minimum scope necessary to achieve meaningful results. To facilitate, please break down proposed costs for each Task under the Scope of Work and if possible, provide individual costs for each activity being proposed under each Task. A fee structure for the services to be providedThe total price to be proposed is to contain all direct and indirect costs including all out-of-pocket expenses. 2. SCHEDULE FOR SELECTION AND AWARD All dates shown are tentative and subject to change. The City will make every effort to adhere to the dates shown below. Advance notice of any changes to the schedule will be given to any Consultant that has submitted a response to this RFP by the deadline. Provided below is the anticipated timeline to be followed for this RFP process: 1. Release of RFP………………….………………………………………………………….February 17, 2026 2. Written Questions Due Date…………………………………………February 23, 2026 by 4pm (PST) 3. City Responses to Written Questions Due Date………………February 24, 2026 by 4pm (PST) 4. RFP Due Date……………………………………………………………..February 27, 2026 by 4pm (PST) 5. City Council Meeting Award……………………………………………………………… March 17, 2026 B-4 5 From the date that this RFP is issued until a firm is selected and the selection is announced, firms are not allowed to communicate for any reason with any City employee, representative, or officer other than the contracting officer listed below in this RFP. The City reserves the right to reject any proposal for violation of this provision. No questions other than written will be accepted, and no response other than written will be binding upon the City. City of Rancho Palos Verdes Attention: Catherine Jun, Deputy City Manager 30940 Hawthorne Blvd., Rancho Palos Verdes, CA 90275 Phone: (310) 544-5203 | Email: cjun@rpvca.gov 6. EVALUATION CRITERIA The City will coordinate a review and evaluation of all responses received by the City in response to this RFP. As part of the assessment process, the City will place particular emphasis on the qualifications/experience of the firm; the ability for the firm to undertake the management of the RFP scope of work; each firm’s understanding and proposed approach to the project; and cost and references. The following specific criteria will be used in the evaluation process: a. Technical Approach and Work Plan / Methodology / Understanding of Project (25 points) b. Qualifications and experiences of the firm and key individuals/subcontractors including but not limited to demonstrated ability to perform high quality work, control costs, and meet schedules and recent experiences in conducting similar scope, complexity, and magnitude of services provided to other public agencies (25 points) c. Relevant work experience and references (25 points) d. Cost Proposal (25 points) The City reserves the right to reject any or all proposals. In addition to reserving its right to negotiate an agreement, the City reserves its right to negotiate fees for services not anticipated by the proposer in its retainer prior to authorizing commencement of such work. Should the hours projected to be worked exceed the number of hours specified as part of the proposer’s retainer, the City reserves its right to negotiate an adjustment in fees to compensate the selected consultant. 7. SELECTED CONSULTANT After assessing all of the responses received, the most qualified respondents may be invited to participate in an interview with City staff. Following that interview process, the City will identify a selected firm to partner with on this project. The selected firm will be asked to enter into a Professional Service Agreement (PSA) with the City. A sample PSA is available in Attachment A. 8. SPECIAL CONDITIONS The following terms and conditions apply to this RFP: B-5 6 1. All responses shall become the property of the City. 2. Due care and diligence has been exercised in the preparation of this RFP and all information contained herein is believed to be substantially correct. However, the responsibility for determining the full extent of the services rests solely with those making responses. Neither the City nor its representatives shall be responsible for any error or omission in this response, nor for the failure on the part of the respondents to determine the full extent of their exposures. 3. The City reserves the right to select firms from the responses received; to waive any or all informalities and / or irregularities; to re-advertise with either an identical or revised scope, or to cancel any requirement in its entirety; or to reject any or all responses received. 4. A response to this RFP does not constitute a formal bid, therefore, the City retains the right to contact any / all proposing firms after submittal in order to obtain supplemental information and/or clarification in either oral or written form. Furthermore, an explicit provision of this RFP is that any oral communication made is not binding on the City’s response process. 5. Insurance Requirements Acknowledgement: Proposer must acknowledge that, upon awarding of the contract, they/their organization will be able to provide sufficient insurance documents which is described in Attachment A.. 6. The City will not be liable for, nor pay for any costs incurred by responding firms relating to the preparation of any response for this RFP. 7. City may disqualify a Proposer if: • References fail to substantiate Proposer’s description of services and deliverables provided. • References fail to support that Proposer has a continuing pattern of providing capable, productive, and skilled personnel. • City is unable to reach the point of contact with reasonable effort. It is the Proposer’s responsibility to inform the point of contact(s) of normal City working hours. • Proposer(s) contacts any other City staff or elected officials with questions or comments related to this RFP, or any other regard. B-6 7 ATTACHMENT A Sample Professional Services Agreement B-7 01203.0001/835260.1 1 PROFESSIONAL SERVICES AGREEMENT By and Between CITY OF RANCHO PALOS VERDES and __________________________________ B-8 01203.0001/835260.1 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF RANCHO PALOS VERDES AND _______________________________ THIS AGREEMENT FOR PROFESSIONAL SERVICES (“Agreement”) is made and entered into on _________________, 2025 by and between the CITY OF RANCHO PALOS VERDES, a California municipal corporation (“City”) and __________________, a [form of company] (“Consultant”). City and Consultant may be referred to, individually or collectively, as “Party” or “Parties.” RECITALS A. City has sought, by issuance of a Request for Proposals, the performance of the services defined and described particularly in Article 1 of this Agreement. B. Consultant, following submission of a proposal for the performance of the services defined and described particularly in Article 1 of this Agreement, was selected by the City to perform those services. C. Pursuant to the City of Rancho Palos Verdes Municipal Code, City has authority to enter into and execute this Agreement. D. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein. OPERATIVE PROVISIONS NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the parties agree as follows: ARTICLE 1. SERVICES OF CONSULTANT 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, the Consultant shall provide those services specified in the “Scope of Services”, as stated in the Proposal, attached hereto as Exhibit “A” and incorporated herein by this reference, which may be referred to herein as the “services” or “work” hereunder. As a material inducement to the City entering into this Agreement, Consultant represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the services required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the work and services contemplated herein. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Consultant covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good quality as well as fit for the purpose B-9 01203.0001/835260.1 2 intended. For purposes of this Agreement, the phrase “highest professional standards” shall mean those standards of practice recognized by one or more first-class firms performing similar work under similar circumstances. 1.2 Consultant’s Proposal. The Scope of Service shall include the Consultant’s Proposal which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such Proposal and this Agreement, the terms of this Agreement shall govern. 1.3 Compliance with Law. Consultant shall keep itself informed concerning, and shall render all services hereunder in accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental entity having jurisdiction in effect at the time service is rendered. 1.4 California Labor Law. If the Scope of Services includes any “public work” or “maintenance work,” as those terms are defined in California Labor Code section 1720 et seq. and California Code of Regulations, Title 8, Section 16000 et seq., and if the total compensation is $1,000 or more, Consultant shall pay prevailing wages for such work and comply with the requirements in California Labor Code section 1770 et seq. and 1810 et seq., and all other applicable laws, including the following requirements: (a) Public Work. The Parties acknowledge that some or all of the work to be performed under this Agreement is a “public work” as defined in Labor Code Section 1720 and that this Agreement is therefore subject to the requirements of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works contracts and the rules and regulations established by the Department of Industrial Relations (“DIR”) implementing such statutes. The work performed under this Agreement is subject to compliance monitoring and enforcement by the DIR. Consultant shall post job site notices, as prescribed by regulation. (b) Prevailing Wages. Consultant shall pay prevailing wages to the extent required by Labor Code Section 1771. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages are on file at City Hall and will be made available to any interested party on request. By initiating any work under this Agreement, Consultant acknowledges receipt of a copy of the DIR determination of the prevailing rate of per diem wages, and Consultant shall post a copy of the same at each job site where work is performed under this Agreement. (c) Penalty for Failure to Pay Prevailing Wages. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. The B-10 01203.0001/835260.1 3 Consultant shall, as a penalty to the City, forfeit $200 (two hundred dollars) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Consultant or by any subcontractor. (d) Payroll Records. Consultant shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Consultant and each subconsultant to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform the City of the location of the records. (e) Apprentices. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6, and 1777.7 and California Code of Regulations Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Consultant shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Consultant shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within 60 (sixty) days after concluding work pursuant to this Agreement, Consultant and each of its subconsultants shall submit to the City a verified statement of the journeyman and apprentice hours performed under this Agreement. (f) Eight-Hour Work Day. Consultant acknowledges that 8 (eight) hours labor constitutes a legal day's work. Consultant shall comply with and be bound by Labor Code Section 1810. (g) Penalties for Excess Hours. Consultant shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Consultant shall, as a penalty to the City, forfeit $25 (twenty five dollars for each worker employed in the performance of this Agreement by the Consultant or by any subcontractor for each calendar day during which such worker is required or permitted to work more than 8 (eight) hours in any one calendar day and 40 (forty) hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code section 1815, work performed by employees of Consultant in excess of 8 (eight) hours per day, and 40 (forty) hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than one and 1½ (one and one half) times the basic rate of pay. (h) Workers’ Compensation. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees if it has employees. In accordance with the provisions of California Labor Code Section 1861, Consultant certifies as follows: “I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.” B-11 01203.0001/835260.1 4 Consultant’s Authorized Initials ________ (i) Consultant’s Responsibility for Subcontractors. For every subcontractor who will perform work under this Agreement, Consultant shall be responsible for such subcontractor's compliance with Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code, and shall make such compliance a requirement in any contract with any subcontractor for work under this Agreement. Consultant shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a review of the certified payroll records of the subcontractor on a periodic basis or upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Consultant shall diligently take corrective action to halt or rectify any such failure by any subcontractor. 1.5 Licenses, Permits, Fees and Assessments. Consultant shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. Consultant shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Consultant’s performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder. 1.6 Familiarity with Work. By executing this Agreement, Consultant warrants that Consultant (i) has thoroughly investigated and considered the scope of services to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should the Consultant discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant’s risk until written instructions are received from the Contract Officer in the form of a Change Order. 1.7 Care of Work. The Consultant shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City’s own negligence. B-12 01203.0001/835260.1 5 1.8 Further Responsibilities of Parties. Both parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other. 1.9 Additional Services City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written Change Order is first given by the Contract Officer to the Consultant, incorporating therein any adjustment in (i) the Contract Sum for the actual costs of the extra work, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Consultant. Any increase in compensation of up to 15% (fifteen percent) of the Contract Sum; or, in the time to perform of up to 90 (ninety) days, may be approved by the Contract Officer through a written Change Order. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. It is expressly understood by Consultant that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services. Consultant hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates and that Consultant shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other Consultants. No claims for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed. If in the performance of the Services, the Contractor becomes aware of material defects in the Scope of Work, duration, or span of the Services, or the Contractor becomes aware of extenuating circumstance that will or could prevent the completion of the Services, on time or on budget, the Contractor shall inform the City’s Contract Officer of an anticipated Change Order. This proposed change order will stipulate the facts surrounding the issue, proposed solutions, proposed costs, and proposed schedule impacts. 1.10 Special Requirements. Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the “Special Requirements” attached hereto as Exhibit “B” and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit “B” and any other provisions of this Agreement, the provisions of Exhibit “B” shall govern. B-13 01203.0001/835260.1 6 ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT. 2.1 Contract Sum. Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed $____________ (______________ Dollars) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.9. 2.2 Method of Compensation. (a) The method of compensation may include: (i) a lump sum payment upon completion; (ii) payment in accordance with specified tasks or the percentage of completion of the services; (iii) payment for time and materials based upon the Consultant’s rates as specified in the Schedule of Compensation, provided that (a) time estimates are provided for the performance of sub tasks, and (b) the Contract Sum is not exceeded; or (iv) such other methods as may be specified in the Schedule of Compensation. (b) A retention of 10% shall be held from each payment as a contract retention to be paid as part of the final payment upon satisfactory and timely completion of services. This retention shall not apply for on-call agreements for continuous services or for agreements for scheduled routine maintenance of City property or City facilities. 2.3 Reimbursable Expenses. Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expenses, and travel expenses approved by the Contract Officer in advance, or actual subcontractor expenses of an approved subcontractor pursuant to Section 4.5, and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City. Coordination of the performance of the work with City is a critical component of the services. If Consultant is required to attend additional meetings to facilitate such coordination, Consultant shall not be entitled to any additional compensation for attending said meetings. 2.4 Invoices. Each month Consultant shall furnish to City an original invoice, using the City template, or in a format acceptable to the City, for all work performed and expenses incurred during the preceding month in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement. The invoice shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub- contractor contracts. Sub-contractor charges shall also be detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person. B-14 01203.0001/835260.1 7 City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, or as provided in Section 7.3, City will use its best efforts to cause Consultant to be paid within 45 (forty-five) days of receipt of Consultant’s correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by the Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law. 2.5 Waiver. Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant. ARTICLE 3. PERFORMANCE SCHEDULE 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. 3.2 Schedule of Performance. Consultant shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the “Schedule of Performance” attached hereto as Exhibit “D” and incorporated herein by this reference. When requested by the Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer through a Change Order, but not exceeding 60 (sixty) days cumulatively. 3.3 Force Majeure. The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within 10 (ten) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for any delay in the performance of B-15 01203.0001/835260.1 8 this Agreement, however caused, Consultant’s sole remedy being extension of the Agreement pursuant to this Section. 3.4 Term. Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding ______________, except as otherwise provided in the Schedule of Performance (Exhibit “D”). ARTICLE 4. COORDINATION OF WORK 4.1 Representatives and Personnel of Consultant. The following principals of Consultant (“Principals”) are hereby designated as being the principals and representatives of Consultant authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith: (Name) (Title) (Name) (Title) It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. All personnel of Consultant, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the foregoing Principals may not be replaced nor may their responsibilities be substantially reduced by Consultant without the express written approval of City. Additionally, Consultant shall utilize only the personnel included in the Proposal to perform services pursuant to this Agreement. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors, if any, assigned to perform the services required under this Agreement. Consultant shall notify City of any changes in Consultant’s staff and subcontractors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance. City shall have the right to approve or reject any proposed replacement personnel, which approval shall not be unreasonably withheld. 4.2 Status of Consultant. Consultant shall have no authority to bind City in any manner, or to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. Consultant shall not at any time or in any manner represent that Consultant or B-16 01203.0001/835260.1 9 any of Consultant’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. Neither Consultant, nor any of Consultant’s officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Consultant expressly waives any claim Consultant may have to any such rights. 4.3 Contract Officer. The Contract Officer shall be [NAME], [TITLE], or such person as may be designated by the Director of ____________. It shall be the Consultant’s responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Consultant shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement. 4.4 Independent Consultant. Neither the City nor any of its employees shall have any control over the manner, mode or means by which Consultant, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Consultant’s employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Consultant shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant. 4.5 Prohibition Against Subcontracting or Assignment. The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Consultant shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City; all subcontractors included in the Proposal are deemed approved. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more 25% (twenty five percent) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Consultant or any surety of Consultant of any liability hereunder without the express consent of City. B-17 01203.0001/835260.1 10 ARTICLE 5. INSURANCE AND INDEMNIFICATION 5.1 Insurance Coverages. Without limiting Consultant’s indemnification of City, and prior to commencement of any services under this Agreement, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. (a) General liability insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted. (b) Automobile liability insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non- owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. (c) Professional liability (errors & omissions) insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement. (d) Workers’ compensation insurance. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000). (e) Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein. (f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit “B”. 5.2 General Insurance Requirements. (a) Proof of insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers’ compensation. Insurance certificates and endorsements must be B-18 01203.0001/835260.1 11 approved by City’s Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. (b) Duration of coverage. Consultant shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Services hereunder by Consultant, its agents, representatives, employees or subconsultants. (c) Primary/noncontributing. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non- contributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured. (d) City’s rights of enforcement. In the event 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 and continuously maintain 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. (e) Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or that is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VI (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the City’s Risk Manager. (f) Waiver of subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees 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. (g) Enforcement of contract provisions (non-estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. (h) Requirements not limiting. Requirements of specific coverage features or limits contained in this section are not intended as a limitation on coverage, limits or other B-19 01203.0001/835260.1 12 requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. (i) Notice of cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with a 30 (thirty) day notice of cancellation (except for nonpayment for which a 10 (ten) day notice is required) or nonrenewal of coverage for each required coverage. (j) Additional insured status. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies. (k) Prohibition of undisclosed coverage limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. (l) Separation of insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer’s limits of liability. The policy(ies) shall not contain any cross-liability exclusions. (m) Pass through clause. Consultant agrees to ensure that its subconsultants, subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the project will be submitted to City for review. (n) Agency’s right to revise specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant 90 (ninety) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant’s compensation. (o) Self-insured retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City. B-20 01203.0001/835260.1 13 (p) Timely notice of claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. (q) Additional insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work. 5.3 Indemnification. To the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and agents (“Indemnified Parties”) against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein “claims or liabilities”) that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable (“indemnitors”), or arising from Consultant’s or indemnitors’ reckless or willful misconduct, or arising from Consultant’s or indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith: (a) Consultant will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys’ fees incurred in connection therewith; (b) Consultant will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Consultant hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees harmless therefrom; (c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Consultant for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys’ fees. Consultant shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Consultant shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Consultant in the performance of professional B-21 01203.0001/835260.1 14 services hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of City’s sole negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City’s negligence, except that design professionals’ indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement. ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION 6.1 Records. Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder (the “books and records”), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of three (3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolution of Consultant’s business, custody of the books and records may be given to City, and access shall be provided by Consultant’s successor in interest. Notwithstanding the above, the Consultant shall fully cooperate with the City in providing access to the books and records if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act. 6.2 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Consultant hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Consultant agrees that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Consultant is providing design services, the cost of the project being designed, Consultant shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Consultant is providing design services, the estimated increased or decreased cost estimate for the project being designed. 6.3 Ownership of Documents. All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (the “documents and materials”) prepared by Consultant, its employees, subcontractors and agents in the performance of this B-22 01203.0001/835260.1 15 Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or assignment of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Consultant will be at the City’s sole risk and without liability to Consultant, and Consultant’s guarantee and warranties shall not extend to such use, reuse or assignment. Consultant may retain copies of such documents for its own use. Consultant shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, Consultant with respect to any documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for the City. 6.4 Confidentiality and Release of Information. (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Contract Officer. (b) Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) 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. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. B-23 01203.0001/835260.1 16 ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION 7.1 California Law. This Agreement shall be interpreted, construed and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Los Angeles, State of California, or any other appropriate court in such county, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California. 7.2 Disputes; Default. In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe is 15 (fifteen) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under this Article. Any failure on the part of the City to give notice of the Consultant’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement. 7.3 Retention of Funds. Consultant hereby authorizes City to deduct from any amount payable to Consultant (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of Consultant’s acts or omissions in performing or failing to perform Consultant’s obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Consultant, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Consultant to insure, indemnify, and protect City as elsewhere provided herein. 7.4 Waiver. Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement shall not constitute a waiver of any other B-24 01203.0001/835260.1 17 provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. 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 Agreement. 7.5 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 7.6 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary provision herein, Consultant shall file a statutory claim pursuant to Government Code Sections 905 et seq. and 910 et seq., in order to pursue a legal action under this Agreement. 7.7 Termination Prior to Expiration of Term. This Section shall govern any termination of this Contract except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Contract at any time, with or without cause, upon thirty (30) days’ written notice to Consultant, except that where termination is due to the fault of the Consultant, the period of notice may be such shorter time as may be determined by the Contract Officer. Upon receipt of any notice of termination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 7.3. In the event of termination without cause pursuant to this Section, the City need not provide the Consultant with the opportunity to cure pursuant to Section 7.2. 7.8 Termination for Default of Party. If termination is due to the failure of the other Party to fulfill its obligations under this Agreement: (a) City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the B-25 01203.0001/835260.1 18 compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated. (b) Consultant may, after compliance with the provisions of Section 7.2, terminate the Agreement upon written notice to the City‘s Contract Officer. Consultant shall be entitled to payment for all work performed up to the date of termination. 7.9 Attorneys’ Fees. If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney’s fees. Attorney’s fees shall include attorney’s fees on any appeal, and in addition a party entitled to attorney’s fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 8.1 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement. 8.2 Conflict of Interest. Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of services under this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the Contract Officer. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which affects her/his financial interest or the financial interest of any corporation, partnership or association in which (s)he is, directly or indirectly, interested, in violation of any State statute or regulation. The Consultant warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement. B-26 01203.0001/835260.1 19 8.3 Covenant Against Discrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class in the performance of this Agreement. Consultant shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class. 8.4 Unauthorized Aliens. Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C. § 1101 et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of work and/or services covered by this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys’ fees, incurred by City. ARTICLE 9. MISCELLANEOUS PROVISIONS 9.1 Notices. Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Rancho Palos Verdes, 30940 Hawthorne Blvd., Rancho Palos Verdes, California 90275 and in the case of the Consultant, to the person(s) at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in 72 (seventy two) hours from the time of mailing if mailed as provided in this section. 9.2 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply. 9.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument. B-27 01203.0001/835260.1 20 9.4 Integration; Amendment. This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the parties. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Consultant and by the City Council. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void. 9.5 Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a 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 Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 9.6 Warranty & Representation of Non-Collusion. No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of “financial interest” shall be consistent with State law and shall not include interests found to be “remote” or “noninterests” pursuant to Government Code Sections 1091 or 1091.5. Consultant warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement. Consultant further warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement. Consultant is aware of and understands that any such act(s), omission(s) or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect. Consultant’s Authorized Initials _______ B-28 01203.0001/835260.1 21 9.7 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) that entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties. [SIGNATURES ON FOLLOWING PAGE] B-29 01203.0001/835260.1 22 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written. CITY: CITY OF RANCHO PALOS VERDES, a municipal corporation Paul Seo, Mayor ATTEST: Teresa Takaoka, City Clerk APPROVED AS TO FORM: ALESHIRE & WYNDER, LLP William Wynder, City Attorney CONSULTANT: ____________________________________ By: Name: Title: By: Name: Title: Address: Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. B-30 01203.0001/835260.1 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA COUNTY OF LOS ANGELES On __________, 2023 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: _____________________________________ OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT INDIVIDUAL CORPORATE OFFICER _______________________________ TITLE(S) PARTNER(S) LIMITED GENERAL ATTORNEY-IN-FACT TRUSTEE(S) GUARDIAN/CONSERVATOR OTHER_______________________________ ______________________________________ SIGNER IS REPRESENTING: (NAME OF PERSON(S) OR ENTITY(IES)) _____________________________________________ _____________________________________________ ___________________________________ TITLE OR TYPE OF DOCUMENT ___________________________________ NUMBER OF PAGES ___________________________________ DATE OF DOCUMENT ___________________________________ SIGNER(S) OTHER THAN NAMED ABOVE A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. B-31 01203.0001/835260.1 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA COUNTY OF LOS ANGELES On __________, 2023 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: _____________________________________ OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT INDIVIDUAL CORPORATE OFFICER _______________________________ TITLE(S) PARTNER(S) LIMITED GENERAL ATTORNEY-IN-FACT TRUSTEE(S) GUARDIAN/CONSERVATOR OTHER_______________________________ ______________________________________ SIGNER IS REPRESENTING: (NAME OF PERSON(S) OR ENTITY(IES)) _____________________________________________ _____________________________________________ ___________________________________ TITLE OR TYPE OF DOCUMENT ___________________________________ NUMBER OF PAGES ___________________________________ DATE OF DOCUMENT ___________________________________ SIGNER(S) OTHER THAN NAMED ABOVE A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. B-32 01203.0001/835260.1 A-1 EXHIBIT “A” SCOPE OF SERVICES I. Consultant will perform the following Services: A. [COPY AND PASTE FROM PROPOSAL, OR INSERT SCOPE OF WORK PAGES] II. As part of the Services, Consultant will prepare and deliver the following tangible work products to the City: A. III. In addition to the requirements of Section 6.2, during performance of the Services, Consultant will keep the City appraised of the status of performance by delivering the following status reports: A. IV. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City. V. Consultant will utilize the following personnel to accomplish the Services: A. B-33 01203.0001/835260.1 B-1 EXHIBIT “B” SPECIAL REQUIREMENTS (Superseding Contract Boilerplate) Added text indicated in bold italics, deleted text indicated in strikethrough. B-34 01203.0001/835260.1 C-1 EXHIBIT “C” SCHEDULE OF COMPENSATION I. Consultant shall perform the following tasks at the following rates: II. Within the budgeted amounts for each Task, and with the approval of the Contract Officer, funds may be shifted from one Task subbudget to another so long as the Contract Sum is not exceeded per Section 2.1, unless Additional Services are approved per Section 1.9. III. The City will compensate Consultant for the Services performed upon submission of a valid invoice. Each invoice is to include: A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate. B. Line items for all materials and equipment properly charged to the Services. C. Line items for all other approved reimbursable expenses claimed, with supporting documentation. D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services. IV. The total compensation for the Services shall not exceed the Contract Sum as provided in Section 2.1 of this Agreement. V. The Consultant’s billing rates for all personnel are attached as Exhibit C-1. B-35 01203.0001/835260.1 D-1 EXHIBIT “D SCHEDULE OF PERFORMANCE I. Consultant shall perform all services timely in accordance with the following schedule: ______________ ______________ ______________ ______________ Task C ______________ ______________ II. Consultant shall deliver the following tangible work products to the City by the following dates. A. B. C. III. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2. Any further extensions require City Council approval. B-36 Proposal to Provide Ballot Measure Outreach and Strategic Communications to the City of Rancho Palos Verdes February 26, 2026 C-1 Page 1 A. Transmittal Letter Ms. Catherine Jun, Deputy City Manager City of Rancho Palos Verdes 30940 Hawthorne Boulevard Rancho Palos Verdes, CA 90275 Dear Deputy City Manager Jun: The Lew Edwards Group (LE G) is delighted to submit this proposal to the City of Rancho Palos Verdes (RPV) to provide professional services for ballot measure outreach and strategic Munic ipal Election communications. As a California leader in enacting funding measures for local government, the following is what a collaboration with LEG provides RPV: ✓ A nationally recognized, award -winning firm specializing in public agency engagement and communications that has represented over 300 public entities, including success with dual placement measures; ✓ A firm that has enacted nearly $50 Billion with a 95% success rate for local governments and other public entities, including $29.67 Billion in Los Angeles County alone, and winning 84 of 88 attempted measures and clients in 2024; and ✓ A firm with extensive experience in LA County – our clients include the cities of Alhambra, Arcadia, Artesia, Azusa, Baldwin Park, Bell, Bellflower, Beverly Hills, Diamond Bar, Downey, Gardena, Hermosa Beach, Inglewood, La Canada Flintridge, La Mirada, Lakewood, Lawndale, Lomita, Long Beach, Norwalk, Manhattan Beach, Paramount, Pasadena, Pico Rivera, Redondo Beach, Rolling Hills Estates, San Gabriel, Santa Fe Springs, Sierra Madre, Signal Hill, South Gate, Santa Monica, South Pasadena, Temple City, Torrance, and West Hollywood, among many others in the County. Please feel free to contact me directly to respond to questions, finalize terms, or contracting needs. Warmly, Co-Founder & Principal Consultant catherine@lewedwardsgroup.com /510-594-0224 x 261 cc: info@lewedwardsgroup.com C-2 Page 2 B. FIRM QUALIFICATIONS About The Lew Edwards Group The Lew Edwards Group (LEG) is a California leader in providing strategic communications, long- term planning, and revenue generation services to local governments throughout California. Co- founded by Catherine Lew and the late Lloyd Edwards, the firm is a California corporation celebrating its 29th year as a company. Local government or public agency representation constitutes more than two-thirds of LEG’s practice. LEG functions as a Lead Consultant to our client cities/towns. Experts from LEG are frequently sought after trainers and speakers for the League of California Cities, California Municipal Treasurers Association, California Society of Municipal Finance Officers, Local Government Commission, Institute for Local Governments, Municipal Management Association, California Police Chiefs Association, and others. LEG’s amazing eight-member team’s direct mail products have been recognized on multiple occasions in the prestigious nati onal Pollie Awards. Current national policy proposals related to tariffs and economic issues have created nervousness amongst voters on the cost of groceries, rising cost of living, and fears of recession or economic depression. LEG has enjoyed its strongest enactment rates during crisis years, including the global Enron collapse, the Great Recession of 2008, 9/11 and COVID lockdown/economic ripple effects. Los Angeles County Experience ✓ City of Alhambra ENACTED General Purpose Tax and 2026 client ✓ Arcadia Unified School District ENACTED Bond Measures (2) ✓ City of Arcadia ENACTED General Purpose Tax ✓ City of Artesia ENACTED General Purpose Tax ✓ City of Azusa ENACTED General Purpose Taxes (2) ✓ City of Baldwin Park 2025 Client ✓ City of Bell 2026 Client ✓ City of Bellflower ENACTED General Purpose Tax ✓ City of Beverly Hills Advisory Services ✓ Centinela Valley UHSD ENACTED Tax Measure ✓ Cerritos College ENACTED Bond Measure ✓ Citrus College ENACTED Bond Measure ✓ City of Downey ENACTED General Purpose Tax ✓ El Camino College ENACTED Bond Measures (2), 2026 client ✓ El Monte Union High School District ENACTED Bond Measure ✓ Compton CCD ENACTED Bond Measures (2) ✓ City of Covina Ballot Measure Services ✓ City of Diamond Bar Advisory Services C-3 Page 3 ✓ City of Gardena ENACTED General Purpose Tax ✓ Gateway Cities Council of Government Public Information Services ✓ City of Hermosa Beach ENACTED TOT, Cannabis & UUT Measures ✓ City of Inglewood ENACTED General Purpose Tax ✓ City of La Canada Flintridge ENACTED General Purpose Tax ✓ City of La Mirada ENACTED General Purpose Tax ✓ City of Lakewood ENACTED General Purpose Tax ✓ City of Lawndale ENACTED General Purpose Tax ✓ Little Lake City School District Enacted Bond Measure and 2026 Client ✓ City of Lomita 2026 Client ✓ City of Long Beach Advisory Services ✓ Long Beach Unified SD ENACTED Bond Measures (2) ✓ Long Beach City College ENACTED Bond Measure ✓ Los Angeles County Parks/Rec Advisory Services ✓ Los Angeles Unified SD ENACTED Bond Measures (3) ✓ Los Nietos School District ENACTED Bond Measures (2) ✓ Lynwood Unified SD ENACTED Bond Measure ✓ City of Lynwood Advisory Services ✓ City of Manhattan Beach ENACTED TOT ✓ Mt. SAC Community CD ENACTED Bond Measures (2) ✓ City of Norwalk ENACTED 218 and UUT Measures ✓ Norwalk-La Mirada USD ENACTED Bond Measures (2) ✓ City of Paramount ENACTED UUT ✓ Paramount Unified SD ENACTED Bond Measures (2) ✓ City of Pasadena ENACTED General Purpose Tax ✓ Pasadena City College Advisory Services ✓ City of Pico Rivera ENACTED 218 Measure ✓ City of Redondo Beach ENACTED UUT ✓ City of Rolling Hills Estates ENACTED BLT ✓ City of San Gabriel 2026 Client ✓ City of Santa Fe Springs ENACTED UUT and Oil Tax Measures ✓ City of Santa Monica ENACTED UUT ✓ Santa Monica-Malibu USD ENACTED Bond Measure ✓ City of Sierra Madre 2026 Client ✓ City of Signal Hill ENACTED General Purpose Tax ✓ City of South Gate ENACTED General Purpose Tax ✓ City of South Pasadena ENACTED UUT ✓ City of Temple City ENACTED Ballot Measures ✓ Temple City Unified SD ENACTED Bond Measure ✓ City of Torrance ENACTED UUT ✓ City of West Hollywood ENACTED General Purpose Taxes (2) C-4 Page 4 AB 1416 was enacted in 2024, requiring opponents and supporters of measures to be listed as part of the official ballot label. While counties can opt out of this new law, LAC did not -- requiring careful handling of this new requirement as part of your strategy, including a broad coalition that includes local small business owners, firefighters, deputy sheriffs, and parks/recreation leaders. Experience with Dual Placement Measures LEG has extensive experience and success with enacting dual or simultaneous multi -measure placements. In those instances where LEG enters at the inception of a project, we assess what order the measures should appear on the ballot for a successful strategy: Alhambra USD 2 simultaneous bond measures City of East Palo Alto 3 simultaneous measures City of Elk Grove 9 simultaneous measures City of Emeryville 2 simultaneous measures Folsom Cordova USD 2 simultaneous bond measures City of Fort Bragg 2 simultaneous measures City of Hermosa Beach 4 simultaneous measures Humboldt County 2 simultaneous measures Los Nietos School District 2 simultaneous bond measures City of Oxnard 4 simultaneous measures Peralta Colleges simultaneous bond and parcel tax measures City of San Leandro 3 simultaneous measures City of Sausalito two elections with 2 simultaneous measures City of Seal Beach 2 simultaneous measures City of Seaside 2 simultaneous measures South Monterey County UHSD 2 simultaneous bond measures Trinity County 2 simultaneous measures Victor Valley UHSD 2 simultaneous bond measures (partial list) LEG’s recent cycle sheets are in the Appendix of this document. LEG closed 2024 with 84 enactments and wins (of 88 taken to the ballot). For a comprehensive list of clients, visit www.lewedwardsgroup.com. Assigned Project Specialists If chosen as your consulting partner, RPV would be assured of service from highly experienced specialists from our team. C-5 Page 5 Catherine Lew, Esq., Co-Founder & Principal – Senior Strategist Co-Founder and Principal Consultant Catherine Lew is a premier consultant in California providing communications services and revenue generation services to local governments and other public entities. Catherine has more than 30 years of experience in the communications and political arena. Known as “The Closer,” she is a veteran of over 900 communications campaigns or ballot measure preparation projects , specializing in difficult to pass bond and tax measures. Catherine was the Lead Consultant in quarterbacking nearly $15 Billion in bonds for the Los Angeles Unified School District and has led successful communications and/or ballot measure projects for cities of diverse sizes and demographics such as the cities of Arcadia, Beverly Hills, Long Beach, Manhattan Beach, Pasadena, Rolling Hills Estates, and Santa Monica. A graduate of the University of California, Berkeley and the University of San Francisco School of Law, Catherine is a member of the California State Bar, ensuring effective collaborations with LEG client city attorneys. In 2018, Catherine was named a California Influencer by the McClatchy News Service and provided ongoing commentary on innovative policy and political issues for the Sacramento Bee from 2018 and 2019. Jennifer Rindahl, Account/Project Manager Jennifer Rindahl has led strategic planning, communications programs, and successful political campaigns over the past 23 years for a number of Lew Edwards Group’s clients that include the cities of Bellflower and Lakewood and Los Angeles Unified School District, Long Beach Unified School District, and Mt. San Antonio Community College District, among many others. In the 2024 cycle, she also supported a successful dual bond measure strategy for Victor Valley Union High School District, among other measures. Known as a top specialist in coalition-building and community organizing, Jennifer also has special expertise in innovative online- based communications strategy and e-based organizing, fundraising, and outreach efforts derived from her years as Director of a Southern-California based internet company. Jennifer attended the Medill School of Journalism and graduated from Northwestern University. She is a native of Lakewood here in Los Angeles County. C. TECHNICAL APPROACH AND WORKPLAN LEG services can be summarized as follows: C-6 Page 6 1. Review City Background/Provide Project Support 2. Develop Community Outreach, Engagement and Communications 3. Assist with Ballot Measure Development Project Preparation/Project Support Prior to any project kickoff meeting, LEG typically performs a full audit of items in the public arena related to RPV, including policy and budget information, City Council deliberations, coverage in local media or blog posts, and of course any information the City can provide, including the recent polling results. If retained as the City’s partner, LEG will provide a supportive, team-building approach towards the timely deployment of key project activities. LEG approaches its partnerships with personal dedication, enthusiasm, and a commitment to excellent service, recognizing that our ultimate consumer is not only RPV, but most importantly, the constituents the City represents. Develop Community Outreach, Engagement and Communications The City has identified the following scope needs: 1. Meet with City staff to discuss the project scope, purpose, uses, and goals. 2. Create public education and outreach efforts financial strengths/challenges. 3. Create public education and outreach efforts for as many as two ballot measures. 4. Craft appropriate informational and educational materials and provide advice on distribution. 5. Develop talking points, frequently asked questions and answers, and information fact sheets. 6. Assist in the preparation of content for various platforms and informational materials. 7. Support public outreach meetings and community workshops. 8. Update City Councilmembers at critical stages of the scope of work. Following a comprehensive review of the City’s polling, LEG will develop Strategic Recommendations. LEG will assist the City in developing copy for appropriate engagement and communications materials to deliver and saturate your informational message, including guest columns/articles, copy for links on the City website, a Power Point Presentation for informational (online) Speakers’ Bureau, Stakeholder, Key Influential and community presentations. LEG will provide first drafts of selected materials for review and approval by the City. Project Communication Goals 1. Develop messages that effectively inform, engage, and respond to the public’s questions 2. Provide structure and effective communications outreach content to educate the public about the needs and the City services at stake 3. Recommend an earned (non-paid) media press strategy to highlight pertinent information C-7 Page 7 4. Use all other available vehicles, including direct mail and social and digital media/Internet- based communications platforms to inform and engage the public Development of Informational Messages Our project collaboration will have the goal of informing the public and raising awareness of the City’s fiscal sustainability needs. “Message discipline” and a clear, concise focus are critical to our informational effort. LEG will draft and refine talking points for City staff use. It is essential that the community be engaged, creating two-way and collaborative dialogue with your public. Direct Mail/Social Media/Digital Media LEG recommends a communications approach that will allow the City to raise awareness of city needs beyond already-active stakeholders and key influentials, to a broader public. LEG will draft text copy and provide samples for the City’s staff and vendors to design/print/mail for any materials specifically related to this project. Doing so is often less expensive for our clients and supports any existing local vendor relationships our clients have. In consultation with City staff, LEG will also draft and/or refine informational handouts, press releases and website copy, with appropriate materials (charts, graphs, visual aids, etc.) to communicate messages and information. In addition, LEG will draft, review and/or refine supporting fact sheets, flyers, and other communications. Other communications vehicles include your City website, social media (such as Facebook, Twitter, Instagram, and other platforms) and a Speakers’ Bureau program. LEG assists in drafting information or adding value for social media as part of our multi-disciplinary public outreach effort and advises our municipal clients on how to navigate independent or third- party sites such as blogs or Nextdoor. LEG clients augment or expand their digital media reach and communications considering today’s multi-faceted communications, which can be discussed further if we launch a collaboration. Press or Online Blog Coverage LEG will review earned (non-paid) media press opportunities with City staff. Balanced press coverage will build additional constituent engagement throughout the process, which is critical to engaging community stakeholders and informing your public about your needs. While LEG does not function as a spokesperson, we can support the City’s communications efforts by developing additional collaterals such as project-related press releases, media backgrounders, talking points and rapid response needs, as necessary. C-8 Page 8 Ballot Services Consistent with the City’s desired scoping, LEG will collaborate with the City Attorney and City staff to provide advice and added-value to potential ballot components such as staff reports, city resolutions, and ballot materials so that they are understandable to the average RPV resident. Even in highly educated and sophisticated communities like RPV, LEG continues to find that addressing specific documents such as the measure ordinance/s, ballot question/s, city resolution/s, AB1416 considerations, and staff report/s to ensure that all voter handbook and related materials are understandable to your average resident -- not just lawyers – is critical. This is particularly important as LEG counsels utilizing these official documents as the basis for any Municipal Election materials or mailings that include citation of the measure/s as the most appropriate and permissible manner for disseminating information. Sample Full Scope Thumbnail Timeline Below and on the following page is a sample thumbnail timeline for those clients for whom LEG is providing a full scope of services. CITY OF RANCHO PALOS VERDES SAMPLE 11/26 FULL SCOPE PROJECT SCHEDULE As of 2/27/26 MARCH LAUNCH PROJECT, PREPARE FOR COMMUNITY ENGAGEMENT ❑ Conduct public audit of City demographics, budget/policy information, and media coverage ❑ Review City’s community survey results ❑ Formalize LEG onboarding (City) ❑ Convene All-Hands Kick Off Planning Meeting -Reach consensus on Messaging Platform ❑ Build out Communications Calendar with messaging opportunities such as routine City mailings or publications, public session budget workshops or adoption dates, and community events or meetings ❑ Update Opinion Leader database and organizational hit list (City) ❑ Develop Informational Messaging Toolkit ❑ Identify messengers ❑ Conduct Informational Message Training APRIL-MAY LAUNCH COMMUNITY ENGAGEMENT ❑ Conduct first round of engagement/informational presentations ❑ Make refinements to initial informational rollout as needed ❑ Issue 1-2 Opinion Leader updates ❑ Maximize any budget adoption messaging opportunities ❑ Respond to community questions JUNE-JULY COMPLETE ENGAGEMENT, PREPARE FOR MEASURE PLACEMENT/S ❑ Complete initial engagement/information phase C-9 Page 9 ❑ Assist with staff reports and measure preparation/s ❑ Assist in preparing for Council adoption vote/s o Media updates o Community participation ❑ Address Rapid Response Needs as necessary AUGUST POST-ADOPTION MUNICIPAL ELECTION INFORMATION ❑ Update City’s website and all communications vehicles with updated Municipal Election information ❑ Issue final Opinion Leader Update announcing placement of the measure/s on the ballot ❑ Continue informational Speakers’ Bureau presentations (City) ❑ Implement Earned Media/Internet Communications RPV can continue its factual, informational efforts following placement of a measure on the ballot but cannot engage in any partisan activities. SEPTEMBER- NOVEMBER ❑ Draft media and social media information ❑ Issue informational mailings/online outreach ❑ Address rapid response needs ❑ Continue to disseminate Municipal Election information ❑ Provide two-way media comments ❑ Thank the community (City) D. REFERENCES City of Alhambra (current TOT client for November 2026) City Manager Jessica Binnquist 111 S. First Street, Alhambra, CA 91801 626-570-5010 jbinnquist@cityofalhambra.org LEG is providing a full service scope of work to the City for full service ballot measure outreach and strategic communications. LEG’s professional services contract is $87,750 for a period from October 1, 2025 through October 31, 2026. Graphic design, paid digital communications, and direct mail production are not included in LEG’s contract as the City prefers to utilize its own vendors/in house staff team. City of Lomita (current sales tax client for June or November 2026) City Manager Andrew Vialpando 24300 Narbonne Avenue, Lomita CA 90717 (310) 325-7110 x 115 a.vialpando@lomitacity.com LEG is providing a full service scope of work to the City for ballot measure outreach and strategic communications. LEG’s professional services contract is $ $108,000 for a period from August 1, 2025 C-10 Page 10 through November 30, 2026. In response to developments pertaining to LA County’s placement of its own measure on the June ballot, the City decided just recently to preserve the option of proceeding in June. Graphic design, paid digital communications, and direct mail production are not included in LEG’s contract as the City prefers to utilize its own vendor s/in house staff team. City of Sierra Madre (current client) City Manager Mike Bruckner (LEG also worked with Mr. Bruckner in the City of Arcadia) 232 W. Sierra Madre Boulevard, Sierra Madre, CA 91024 (626) 355-7135w mbruckner@sierramadreca.gov LEG provided a short scope of work for a time-limited period in 2025 to the City for advisory services in the amount of $20,000 to assess ballot measure options. Additionally, LEG is currently providing full service ballot measure outreach and strategic communications for a June 2026 Gann Limit measure. LEG’s 2026 professional services contract is an additional $40,500 for a period from January 1, 2026 through June 30, 2026. Graphic design, paid digital communications, and direct mail production are not included in LEG’s contract as the City prefers to build expertise and capacity with their in house staff team for long-term professional development. E. COST PROPOSAL The City’s RFP specifically requests the “minimum scope necessary to achieve meaningful results” for its identified Task 1 (Community Outreach) and Task 2 (Ballot Services) scopes. For returning clients only, LEG has a Short Scope model that has been highly effective for other cities while being extremely cost efficient. While the City itself is not a returning client of LEG’s the Deputy City Manager is a potential returning client, so the below model would be extended as a courtesy to RPV. Given the City’s RFP wording, LEG presumes the City’s polling results are robust and reflect strong viability of one or both measures above the Margin of Error on the third ballot test. Under these circumstances, LEG can structure effective minimum scopes as follows. Task 1: Pre-Placement Community Outreach on City’s Financial Strengths and Challenges Short Scope Model Cost: $10,000 1. Meet with City staff to discuss the project scope, purpose, uses, and goals. 2. Create public education and outreach efforts financial strengths/challenges. 3. Create public education and outreach efforts for as many as two ballot measures. In LEG’s experience, this scope of work is post-placement as the messaging draws from official measure documents, so we have moved this line item to Task 2 for the purposes of the bid. 4. Craft appropriate informational and educational materials and provide advice on distribution. 5. Develop talking points, frequently asked questions and answers, and information fact sheets. 6. Assist in the preparation of content for various platforms and informational materials. C-11 Page 11 7. Support public outreach meetings and community workshops. LEG would provide comms materials for these formats but would clearly not be an onsite presence in a Short Scope context. 8. Update City Councilmembers at critical stages of the scope of work . Direct engagement with City Councilmembers is not available in a Short Scope model, as all work is performed directly with City staff. Task 2: Ballot Services (including post placement Municipal Election Measure Information) Short Scope Model Cost: $10,000 1. Provide advice and added value to potential ballot components such as AB1416 considerations, staff reports, city resolutions, and ballot materials. 2. Provide content copy for Municipal Election informational materials pertaining to the Measure/s. Without exception, LEG does not invoice or bill on an hourly or time/materials basis. Proposer Bid Notes Kindly note: ▪ This bid is structured as a package where LEG conducts both Task 1 and Task 2. o Our protocols under these models are that all deliverables/services for each respective task is delivered within about a one month period (e.g., March 18 th-April 30th for Task 1; and one month in either June or July for Task 2). Unlike a full scope, there would no ongoing meetings between the completion of the deliverables for each Task. o The City is entitled to two meetings with 1-2 rounds of edits to materials per Task. ▪ Under LEG’s Short Scope models, there is no engagement with City Council members –all work is performed exclusively with City staff, and no onsite visits to the City will be made. ▪ While some other cities request direct mail or digital production services, those are under our full scope models. Under the short scope models, LEG will build out the Comms Toolkits in word copy and PowerPoint formats. If graphic design is desired as an optional service for mailings or materials, the flat cost is $600 per mailing layout. ▪ No partisan or campaign activities are provided under any public entity scope of work. LEG is flexible and welcomes discussing alternative models the City may want LEG to consider or alternatively is available to provide a full scope of services at our standard rate of $6,750 per month. Our organization prefers to initiate the collaboration with the City during the scoping phase to ensure the City’s needs are being met in the most cost efficient manner possible. An Appendix of samples and other information is on subsequent pages. In closing, we would like to thank the City for considering LEG and emphasize our enthusiasm and interest in a potential collaboration. C-12 Page 12 Mail Sample – Pre-Placement Financial Information (Task 1) C-13 Page 13 Mail Sample – Post-Placement Measure Info (Task 2) C-14 Page 14 Selected Paid Digital – City Financial Info (Task 1) C-15 Page 15 Selected Paid Digital -- Municipal Election Info (Task 2) C-16 Page 16 FOR IMMEDIATE RELEASE CONTACT: Catherine Lew, Esq. November 25, 2024 Co-Founder (510) 594-0224 x 261 LEW EDWARDS GROUP CLOSES 2024 WITH 84 WINS & ENACTMENTS (Selected Highlights) Riverside Community College District General Obligation Bond Yes on CC $954 Million SUCCESSFUL San Juan Unified School District General Obligation Bond Yes on P $950 Million SUCCESSFUL Fremont Unified School District $919 Million GO Bond ENACTED Mountain House Community Services District Establishment of Cityhood ENACTED County Supervisors Margaret Abe-Koga (Santa Clara County) ELECTED Nikki Fortunato Bas (Alameda County) ELECTED Wendy Root Askew(Monterey County) RE-ELECTED Mt. San Antonio Community College District General Obligation Bond Yes on V $750 Million SUCCESSFUL City of Oakland Officeholders City Auditor Michael Houston ELECTED Rowena Brown (At-Large City Council) ELECTED D3 Councilmember Carroll Fife RE-ELECTED Oakland Education Association IE OUSD Director Rachel Latta ELECTED OUSD Director VanCedric Williams ELECTED Local Mayors Belmont Mayor Julia Mates RE-ELECTED Emeryville Mayor Courtney Welch RE-ELECTED City of Mountain View Real Property Transfer Tax Raises $9.5 Million annually ENACTED County Measures Humboldt County sales tax ($24M/year) ENACTED Santa Barbara County TOT ($3M/year) ENACTED Anaheim Union High School District General Obligation Bond Yes on K $496 Million SUCCESSFUL Tustin Unified School District General Obligation Bond Yes on J $261 Million SUCCESSFUL Los Angeles County Sales Tax Recaptures City of Azusa (raises $2.5M/yr) ENACTED West Hollywood (raises $5M/yr) ENACTED City of Dublin Yes on II -Development Measure SUCCESSFUL State Center CCD General Obligation Bond Yes on Q $698 Million SUCCESSFUL Business License Tax Modernizations City of Belmont (raises $1.3M/year) ENACTED City of Redwood City (raises $7M/year) ENACTED Alameda Firefighters PAC - IE Councilmembers Greg Boller/Michele Pryor ELECTED Redlands Unified School District General Obligation Bond Yes on D $500 Million SUCCESSFUL C-17 Page 17 Victor Valley Union High School District $180 Million Bond for overcrowding ENACTED $180 Million Bond for upgrades ENACTED San Mateo County CCD Trustees Trustee Lisa Petrides, Area 1 RE-ELECTED Trustee Wayne Lee, Area 3 RE-ELECTED Sales Taxes Requiring Enabling Legislation City of Campbell ½c (raises $7M/yr) ENACTED City of Pinole ½ c (raises $2.5M/year) ENACTED City of La Habra 1 cent General Purpose Sales Tax -Yes on V Raises $15.6 Million annually SUCCESSFUL Orange County Sales Tax Enactments Buena Park -1c (raises $20M/year) ENACTED Seal Beach ½ c (raises $3M/year) ENACTED Westminster ½ c (raises $8M/year) ENACTED Folsom Cordova Unified School District YES on R $144 Million for elementary SUCCESSFUL YES on S $144 Million for middle/high SUCCESSFUL City of Fort Bragg 3/8-cent sales tax (raises $800k/year) ENACTED Transient Occupancy Tax (raises $400k/yr) ENACTED Alameda County Officeholders BART Board Director Melissa Hernandez ELECTED County Educ. Trustee Angela Normand RE-ELECTED Napa – Solano Labor/Working Families PAC-IE Various Officials/Measures SUCCESSFUL Napa Yes on G (1c sales tax; $22M/yr) SUCCESSFUL Los Angeles County K-12 School District Bonds Arcadia USD/Yes on AS, $358M Bond SUCCESSFUL Lancaster SD/Yes on LS, $122.1M Bond SUCCESSFUL Paramount USD/YES on Q, $190M SUCCESSFUL Kern County Enactments Ridgecrest sales tax (raises $6.5M/yr) RENEWED Sierra Sands USD $42M Bond ENACTED Wasco UHSD $35.4M Bond ENACTED Greater Inland Empire Sales Tax Measures Cathedral City ½cent (raises $5M/yr) ENACTED Desert Hot Springs 1cent ($2.4M/yr) ENACTED Moreno Valley 1cent(raises $30M/yr)AFFIRMED Yucaipa – 1cent (raises $6M/year) ENACTED Fresno Unified School District $500 Million GO Bond ENACTED South Monterey County Joint UHSD $35M Measure H GO Bond (Vocational) ENACTED $35M Measure I Go Bond (School Repair) ENACTED Town of Yucca Valley ½ c Water Sales Tax (raises $3M/year) RENEWED ½ cent Sales Tax (raises $3M/year) RENEWED Public Safety Specific Measures Chowchilla Safety Tax 1c ($2.5M/yr) RENEWED Millbrae Fire Assessment Funding RENEWED Sanger Safety Tax ¾ cent ($3.2m/yr) RENEWED General Purpose Sales Tax Renewals City of El Cerrito 1c (raises $4M/year)RENEWED City of Milpitas ¼ c (raises $7M/yr) RENEWED City of Artesia Private Initiative Challenging City DEFEATED ¾ Cent Sales Tax (raises $2.5M/Yr) ENACTED Local Sales Tax Measures City of Clovis 1c sales tax (raises $28M/yr) ENACTED City of Downey ¼ cent (raises $6M/yr) ENACTED La Canada Flintridge (raises $2.625M/yr) ENACTED Santa Paula 1c sales tax (raises $4.5M/yr) ENACTED Compton College General Obligation Bond Yes on CC $200 Million SUCCESSFUL City Transient Occupancy Taxes City of Menlo Park (raises $3.6M/annually) ENACTED City of Newark (raises $2.1M/annually) ENACTED City of Pacifica (raises $720k annually) ENACTED C-18 Page 18 City of Petaluma Local Control of Fairgrounds SUCCESSFUL City of Oxnard Attempted Repeals/Local Funding DEFEATED Maintain CFD Funding ENACTED Selected 2023 Special District Measures & Special Elections Humboldt Fire Protection District 1 Local Fire Prevention Assessment RENEWED Napa-Solano Working Families PAC – IE Vacaville USD School Board member Amy Tran Russell ELECTED City of Solvang (raises $800k annually) ENACTED McKinleyville Community Services District Local Funding for Safety/Parks RENEWED C-19 Page 19 FOR IMMEDIATE RELEASE CONTACT: Catherine Lew, Esq. December 30, 2022 Co-Founder (510) 594-0224 x 261 LEW EDWARDS GROUP CLOSES 2022 with 66 WINS & ENACTMENTS (List Highlights) Cerritos College General Obligation Bond Yes on CC $425 Million SUCCESSFUL Rialto Unified School District General Obligation Bond Yes on A $340 Million SUCCESSFUL Oakland Education Association OUSD Trustee Valarie Bachelor ELECTED OUSD Trustee Jennifer Brouhard ELECTED United Educators of San Francisco Commissioner Lisa Ward ELECTED Commissioner Alida Fisher ELECTED Liz Ortega ELECTED California Assembly Diane Papan ELECTED California Assembly Melissa Hernandez RE-ELECTED Mayor of Dublin Richard Valle RE-ELECTED Alameda County Supervisor Kern County 1 Cent Sales Tax (unincorporated only) Raises $54 Million annually ENACTED Humboldt County Transient Occupancy Tax ENACTED Abandoned Vehicle Tax ENACTED City of Palo Alto New Business License Tax ENACTED Utilities Transfer/General Fund ENACTED Raises/protects $7 Million annually Placer County Transient Occupancy Tax Renewal Protects $4 Million Annually ENACTED City of Santa Clara Business License Tax Update ENACTED Utilities Transfer/General Fund ENACTED Raises/protects $39 Million annually City of Elk Grove/Cosumnes CSD 1 cent sales tax Raises $21.3 Million annually ENACTED Nikki Fortunato Bas RE-ELECTED Oakland City Council President Hank Levy RE-ELECTED Alameda County Treasurer Julia Mates ELECTED Mayor of Belmont Lisa Diaz Nash ELECTED San Mateo City Council C-20 Page 20 Ed Hernandez ELECTED Eden Healthcare District Alameda Firefighters Mayor Marilyn Ezzy-Ashcraft RE-ELECTED Councilmember Tracy Jensen ELECTED California Teachers Association Contra Costa County Board of Education Trustee Sarah Butler RE-ELECTED Napa – Solano Labor/Working Families PAC Various County & Local Officials ELECTED Oakland Unified School District Yes on H Renews College Career for All Parcel Tax Protects $11.5 Million annually SUCCESSFUL City of Atwater Public Safety Sales Tax Renewal Protects $4 Million annually ENACTED Sac Kids First Coalition Yes on L Establishes Children’s Fund (GF Set-Aside) Dedicates $10+ Million annually SUCCESSFUL City of Pacifica ½ cent Local Sales Tax Raises $2.6 Million annually ENACTED Little Lake City School District General Obligation Bond $36 Million ENACTED City of Solana Beach 1 cent Local Sales Tax Raises $3 Million annually ENACTED City of Solvang 1 Cent Local Sales Tax Raises $1.6 Million annually ENACTED City of Belmont Transient Occupancy Tax Increase Raises $600,000 annually ENACTED City of Ridgecrest 1 Cent Local Sales Tax Raises $5.9 Million annually ENACTED City of Galt 1 Cent Local Sales Tax Raises $3.6 Million annually ENACTED City of Tulare Cannabis Tax ENACTED City of South Lake Tahoe Cannabis Tax Measure Raises $950,000 annually ENACTED City of Hercules Utility Users Tax Renewal Protects $3.6 Million/year ENACTED City of Larkspur Additional 1/4 Cent Local Sales Tax Raises $700,000 annually ENACTED City of Tehachapi 1 Cent Local Sales Tax Raises $4 Million annually ENACTED City of Imperial Beach Transient Occupancy Tax Increase Raises $400,000 annually ENACTED City of Hermosa Beach Cannabis Industry Initiative DEFEATED Cannabis Tax ENACTED City of Yucca Valley Transient Occupancy Tax Increase Raises $1.3 Million annually ENACTED City of Millbrae Transient Occupancy Tax Increase Raises $1.5 Million annually ENACTED City of Roseville Transient Occupancy Tax Increase Raises $3 Million annually ENACTED C-21 Page 21 City of Tracy Business License Tax Modernization Raises $3.2 Million annually ENACTED SELECTED 2021 WINS & ENACTMENTS Mialisa Bonta ELECTED California Assembly Special Elections City of Eastvale Gann Limit Measure ENACTED City of Moreno Valley 1 Cent Local Sales Tax Raises $20 Million annually ENACTED City of Vallejo 7/8 Cent Local Sales Tax Raises $18 Million annually ENACTED City of Cathedral City Short-Term Vacation Rental Ord. ENACTED City of Indio 1 Cent Local Sales Tax Renewal Raises $26 Million annually ENACTED City of Riverside Affirmation of Utilities/General Fund Transfer Protects $40 Million annually ENACTED City of Taft 1 Cent Local Sales Tax Raises $1.6 Million annually ENACTED C-22 Page 22 FOR IMMEDIATE RELEASE CONTACT: Catherine Lew, Esq. November 24, 2020 Co-Founder (510) 594-0224 x 261 IN PANDEMIC YEAR, LEW EDWARDS GROUP CLOSES 2020 WITH 68 WINS, TYING 2016 RECORD (List Highlights) Foothill – De Anza Community College Dist. General Obligation Bond Yes on G $898 Million SUCCESSFUL Citrus College General Obligation Bond Yes on Y $298 Million SUCCESSFUL Oakland Education Association OUSD Trustee Sam Davis ELECTED OUSD Trustee VanCedric Williams ELECTED OUSD Trustee Mike Hutchinson ELECTED California Teachers Association Multiple winning County and local School Board races and school parcel tax measures SUCCESSFUL Lily Mei RE - ELECTED Mayor of Fremont Wendy Root Askew ELECTED Monterey County Supervisor Melissa Hernandez ELECTED Mayor of Dublin City of San Luis Obispo Tripled Local Sales Tax to 1.5 cents Raises $21.6 Million annually SUCCESSFUL Emery Unified School District Additional 12 cents/sq.ft Parcel Tax Raises $1.8 Million annually SUCCESSFUL City of Oxnard Additional 1.5 Cent Local Sales Tax Raises $40 Million annually SUCCESSFUL City of Newark Utility Users Tax Renewal Protects $2.75 Million annually SUCCESSFUL Alameda County Fire Department General Obligation Bond $90 Million SUCCESSFUL City of San Bruno Transient Occupancy Tax SUCCESSFUL Cannabis Business Tax Update SUCCESSFUL City of Concord Doubled Local Sales Tax to one cent Raises $27 Million annually SUCCESSFUL C-23 Page 23 Diane Papan RE-ELECTED San Mateo City Council as first place finisher Alameda Firefighters PAC Councilmember Malia Vella RE-ELECTED Kelly Welsh ELECTED Vacaville Unified School Board Edralin Maduli RE-ELECTED Chabot-Las Positas Community College Board Gina Papan RE-ELECTED Millbrae City Council as first place finisher Leslie Reckler ELECTED West Contra Costa Unified School Board Lisa Petrides ELECTED San Mateo County Community College Board Sylvia Hacaj RE-ELECTED Kensington Police & Fire Protection District City of West Hollywood ¾ Cent Local Sales Tax Raises $11 Million annually SUCCESSFUL City of Chino Hills Transient Occupancy Tax Raises $260,000 annually SUCCESSFUL City of Lakewood ¾ Cent Local Sales Tax Raises $10 Million annually SUCCESSFUL City of Exeter One cent Local Sales Tax Raises $800,000 annually SUCCESSFUL Eureka City Schools General Obligation Bond $18 Million SUCCESSFUL City of Eureka Increased Local Sales Tax to 1.25 cents Raises $9.6 Million annually SUCCESSFUL City of Cotati Local Sales Tax Renewal Protects $1 Million annually SUCCESSFUL City of Azusa ¾ Cent Local Sales Tax Raises $4.5 Million annually SUCCESSFUL City of La Habra Cannabis Tax Measure Raises $2 Million annually SUCCESSFUL City of Bellflower ¾ Cent Local Sales Tax Raises $4.5 Million annually SUCCESSFUL City of Turlock ¾ Cent Local Sales Tax Raises $11 Million annually SUCCESSFUL City of South Lake Tahoe 1 Cent Local Sales Tax Raises $5.4 annually SUCCESSFUL City of Menifee Defeated attempted repeal Protects $11 Million/year SUCCESSFUL City of Morro Bay Additional 1 Cent Local Sales Tax Raises $2 Million annually SUCCESSFUL City of Imperial Beach 1 Cent Local Sales Tax Raises $1.3 Million annually SUCCESSFUL City of Lake Elsinore 1 Cent Local Sales Tax Raises $10 Million annually SUCCESSFUL City of Paso Robles 1 Cent Local Sales Tax Raises $10 Million annually SUCCESSFUL City of Milpitas ¼ Cent Local Sales Tax Raises $6.5 Million annually SUCCESSFUL C-24 Page 24 City of Gardena ¾ Cent Local Sales Tax Raises $7.4 Million annually SUCCESSFUL City of Santa Clara Transient Occupancy Tax Increase Raises $7 Million annually SUCCESSFUL City of Petaluma 1 Cent Local Sales Tax Raises $13.5 Million annually SUCCESSFUL City of Half Moon Bay Transient Occupancy Tax increase Raises $1.5 Million annually SUCCESSFUL City of Daly City ½ Cent Local Sales Tax Raises $6 Million annually SUCCESSFUL SELECTED 2019 ENACTMENTS City of Arcadia ¾ Cent Local Sales Tax Raises $8.6 Million annually SUCCESSFUL City of Hermosa Beach Transient Occupancy Tax Raises $550,000 annually SUCCESSFUL City of San Bruno ½ cent Local Sales Tax Raises $4 Million annually SUCCESSFUL City of Novato Transient Occupancy Tax Increase Raises $400,000 annually SUCCESSFUL City of Corona 1 Cent Local Sales Tax Raises $30 Million annually SUCCESSFUL City of Alhambra ¾ Cent Local Sales Tax Raises $8.1 Million annually SUCCESSFUL City of Signal Hill ¾ Cent Local Sales Tax Raises $5 Million annually SUCCESSFUL City of Wheatland ½ Cent Local Sales Tax Raises $330,000 annually SUCCESSFUL City of Rancho Cordova Additional ½ Cent Local Sales Tax Raises $8 Million annually SUCCESSFUL City of Sausalito Prop. 218 Sewer Rate Increase SUCCESSFUL City of Manhattan Beach Transient Occupancy Tax Raises $1 Million annually SUCCESSFUL C-25 Page 25 C-26