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CC SR 20260616 C - PSA for On-Call Grant Management Services CITY COUNCIL MEETING DATE: 06/16/2026 AGENDA REPORT AGENDA HEADING: Consent Calendar AGENDA TITLE: Consider awarding Professional Services Agreements to NCB Incorporated and Witt O’Brien’s, LLC for on-call grant application and management services. RECOMMENDED COUNCIL ACTION: 1) Award a Professional Services Agreement to NCB Incorporated for on-call grant application, management, and related services for a one-year term, with two additional optional one-year term extensions, in an amount not-to-exceed $100,000; 2) Award a Professional Services Agreement to Witt O’Brien’s, LLC, for on-call grant application, management, and related services for a one-year term, with two additional optional one-year term extensions, in an amount not-to-exceed $75,000; and, 3) Authorize the Mayor to execute the Professional Service Agreements in forms approved by the City Attorney. FISCAL IMPACT: There is no fiscal impact to establish a pre-qualified on-call list with NCB and Witt O’Brien’s, as this list does not obligate the City to issue any task orders or assignments to either consultant. However, to support any task orders that are issued, the City has budgeted $100,000 in the Fiscal Year (FY) 2026-27 Draft Budget (subject to adoption by the City Council this evening under a separate agenda item) under the City’s grant management services or other City Council approved budget, as needed. VR Amount Budgeted: $100,000 (FY 2026-27 Draft Budget) Additional Appropriation: None Account Number(s): 101-400-2999-5101 (Non-Departmental - Professional/Technical Services) VR ORIGINATED BY: Megan Barnes, Senior Administrative Analyst REVIEWED BY: Catherine Jun, Deputy City Manager CJ APPROVED BY: Ara Mihranian, AICP, City Manager ATTACHED SUPPORTING DOCUMENTS: A. Professional Services Agreement with NCB Incorporated (page A-1) B. Professional Services Agreement with Witt O’Brien’s, LLC (page B-1) C. Grant Management Services RFP (page C-1) 1 CITYOF RANCHO PALOS VERDES D. NCB Incorporated Proposal (page D-1) E. Witt O’Brien’s, LLC Proposal (page E-1) F. RFP Evaluation Sheet (page F-1) G. Grant Management Tracker (page G-1) BACKGROUND: Since 2009, the City has utilized the services of consultants to assist in identifying grant opportunities, preparing and submitting applications, and providing post-award management. Historically, the City applied for a few grants per year, with some smaller grants managed by Staff. In recent years, however, the City has seen a dramatic uptick in grant activity due to the landslide emergency and other priority projects, such as Portuguese Bend Landslide remediation, wildfire mitigation, and the proposed Emergency Operations Center (EOC) at the Ken Dyda Civic Center, among others. Additionally, the City has submitted several federal earmark requests for these priority projects since they were reinstated by Congress in 2021. Several pending multi-million-dollar federal grants related to landslide mitigation have required increasing amounts of staff time as the City goes through the complex and lengthy grant administration process. A Grant Management Tracker summarizing the status of competitive, non-entitled, or atypical grants that have been submitted, pending, or awarded since 2016 is included in this report (Attachment G). The City’s current contract for general grant management services expires on June 30, 2026. Recognizing the increased need for services, sometimes on short notice due to tight submission deadlines, Staff has restructured the City’s grant management services contract into an on-call model utilizing multiple pre-qualified consultants. Tonight, the City Council is being asked to consider awarding two on-call Professional Services Agreements (PSAs) to NCB Incorporated (NCB) and to Witt O’Brien’s, LLC (Witt O’Brien’s). DISCUSSION: On March 10, 2026, the City issued a Request for Proposals (RFP) for Grant Management Services online via PlanetBids. Additionally, Staff notified known and potentially interested firms. Eight firms submitted proposals by the submission deadline. A panel consisting of four staff members representing the City Manager’s Office, the Public Works Department, and the Recreation and Parks Department evaluated the proposals. Four firms were short-listed, and Staff conducted interviews with representatives from each, rating 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%). 2 Table 1 - Request for Proposals (RFP) Evaluation Sheet for On-Call Grant Management Services Based on the proposals, evaluation, and interviews, the panel recommends awarding on- call agreements to the two highest ranked firms, NCB and Witt O’Brien’s. Staff believes each firm brings diverse and extensive experience, familiarity with the City, and specialties that will bolster the City’s grant program. Their proposals are included in this report (Attachments D and E). The PSAs establish hourly rates based on staff classifications and will be used as the basis for fees for individual task orders. These firms will constitute the pre-qualified on- call list of consultants to provide as-needed grant management services for a period of one year, with two optional one-year extensions. This on-call list does not preclude City Staff from issuing separate solicitations whenever needed to best meet the City’s needs. As detailed in the Scope of Services section of the PSAs, both firms would provide on- call services for drafting and submitting grant applications, drafting and submitting Request for Information (RFI) responses for submitted grants, engineering support for grant applications and RFI responses, post-award tracking and reporting, and other grant related activities. One key difference between the PSAs is that NCB would provide additional services, including grant research, monitoring, and strategy development. NCB would also keep track of potential grant opportunities for which the City is likely to be competitive and provide guidance to support the City’s overall grant strategy. Accordingly, the contract sum is not-to-exceed $100,000 for NCB and not-to-exceed $75,000 for Witt O’Brien’s. It should be noted that these contract amounts serve as caps only. Compensation is based on actual services provided, as needed and when authorized by the City. With the 3 ~~@illul11•n:1 ■r. 01:J11 • -., ... _,_ -- -:-11 ■1111 .. - B&A California ESS Evans Hout NCB Villa Civil Witt Consulting Brooks O'Brien's Raw Final Raw Final Raw Final Raw Final Raw Final Raw Final Raw Final Raw Final Criteria Value Score Score Score Score Score Score Score Score Score Score Score Score Score Score Score Scon co-101 co-101 co-101 co-101 co-101 co-101 co-101 co-101 Approac h to Scope of Services 25% 8 2 6 1.5 8 2 7 1.75 7 1.75 9 2 .25 7 1.75 10 2.5 Proposal Sched ule and Costs 25% 8 2 7 1.8 8 2 8 2 6 1.5 8 2 6 1.5 8 2 Staff Qua lificati on s and Experience 25% 7 1.8 7 1.8 8 2 7 1.75 8 2 9 2 .25 8 2 9 2.25 Organization and Staffing 15% 7 1.1 6 0.9 8 1.2 8 1.2 7 1.05 9 1.35 7 1.05 9 1.35 Qua lity Control 10% 9 0 .9 8 0 .8 8 0 .8 9 0 .9 8 0 .8 8 0 .8 7 0 .7 8 0.8 Total Fina l Scores 100% 7.7 6.7 8.0 7 .6 7.1 8.7 7 .0 8.9 exception of federal earmark and state budget requests, Staff typically bring grant applications to the City Council for authorization prior to submittal. The City has budgeted $100,000 for grant management services in FY 2026-27, which is below the combined contract maximum of $175,000. This is to provide flexibility for the variability in the pace of grant opportunities and to avoid having to return to Council with a contract amendment, as occurred in FY 2025-26 amid an uptick in opportunities. City departments may also identify funding within their own budgets to engage consultants for grant application or management services related to specific projects or programs. Some projects have funding for grant management above the general, Citywide grant management services budget, and some programs have funding that could be used for grant applications and grant management. In the event that Staff anticipates going over the $100,000 budgeted in the Citywide grant management services budget, Staff will bring an appropriation request to the City Council for consideration. Task Order Procedure As Staff identifies the need for grant management services, Staff will issue a request with a description of the work to be performed and a schedule for completion. A request may be issued to one or more firms based on availability to complete the work within a certain timeframe, specialties, or any other factor that is in the best interest of the City. At no time is the City obligated to issue any requests to any of the firms. The firms receiving the request shall prepare a task proposal documenting the scope of work, fee to perform the work (based on previously agreed-upon rates), and schedule for completion. The Contract Officer shall approve, modify, or reject the proposal, and issue a Notice to Proceed (NTP) when a written agreement has been reached with a company on the task proposal. The task shall be performed at a cost not exceeding the task budget. CONCLUSION: Staff recommend the City Council award PSAs to NCB and Witt O’Brien’s for on-call grant application, management, and related services for one-year terms, with two additional optional one-year term extensions, in an amount not-to-exceed $100,000, and not-to- exceed $75,000, respectively. ALTERNATIVES: In addition to Staff’s recommendations, the following alternative actions are available for the City Council’s consideration: 1. Reject all proposals and re-solicit the services. 2. Direct Staff to reduce the number of firms with on-call PSAs. 4 3. Reduce the not-to-exceed amount for the agreements. 4. Take other action, as deemed appropriate by the City Council. 5 1 PROFESSIONAL SERVICES AGREEMENT By and Between CITY OF RANCHO PALOS VERDES and NCB INCORPORATED for On-Call Grant Management Services A-1 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF RANCHO PALOS VERDES AND NCB INCORPORATED THIS AGREEMENT FOR PROFESSIONAL S ERVICES (“Agreement”) is made and entered into on June 16, 2026 by and between the CITY OF RANCHO PALOS VERDES, a California municipal corporation (“City”) and NCB INCORPORATED (NCB), an S- Corporation (“Consultant”) for On-Call Grant Management Services. 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” a nd 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 intended. For purposes of this Agreement, the phrase “highest professional standards” shall mean those 01203.0001/835260.1 A-2 2 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 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 A-3 3 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.” Consultant’s Authorized Initials ________ A-4 4 (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. 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 A-5 5 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. 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 $100,000 (One Hundred Thousand Dollars) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.9. A-6 6 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. 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. A-7 7 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 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 June 30, 2027, except as otherwise provided in the Schedule of Performance (Exhibit “D”). The City may, in its sole discretion, extend the Term by two (2) additional one-year term(s) provided the City give written notice of the same not later than ninety (90) days’ before the expiration of the Term. ARTICLE 4. COORDINATION OF WORK 4.1 Representatives and Personnel of Consultant. A-8 8 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: ___________________ __________________________ Neil C. Blais CEO 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 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 the Deputy City Manager or such person as may be designated by the City Manager. 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 A-9 9 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. 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. A-10 10 (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 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. A-11 11 (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 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. A-12 12 (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. (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’ A-13 13 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 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 A-14 14 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 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 A-15 15 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. 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 A-16 16 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 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. A-17 17 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 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. A-18 18 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. 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. A-19 19 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. 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. A-20 20 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 _______ 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] A-21 A-22 IN WITNESS WHEREOF, the parties hereto have executed this Agreement o n the date and year first-above written. ATTEST : Teresa Takaoka, City Clerk APPROVED AS TO FORM: ALESHIRE & WYNDER , LLP William Wynder, City Attorney CITY: CITY OF RANCHO PALOS VERDES, a municipal corporation Paul Seo, Mayor CONSULTANT: NCB INCORPORATED By: . ..._-,,C--+-''--...::;_-=tJIC'-....-=------ N : Neil C. Bl 1s T e : CEO By:~~\. Name:J:>e.,+-"~ Ti tie : ~ ,.~ ... +c.,. (/- Address : 4017 Moonl ight Drive, Little Elm, TX 75068 Two corporate officer s ig natures required when Consu ltant is a corporation, wi th o ne s ig nature required from each of t he follow ing groups: 1) C hairman of the Board, Pres ident or a ny Vice P resident; a nd 2) Secretary, any Assistant Secretary, C h ief F inan cia l Officer o r a ny Assistant T reasurer. CONSULTANT'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ART IC LES OF INCORPORATION, O R OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUS INESS ENTITY. 21 01203.0001/835260.1 A-23 01203.0001/835260.1 A-1 EXHIBIT “A” SCOPE OF SERVICES I. Consultant will provide on-call professional services relating to grant management services ( the Services), as more fully detailed herein. Consultant has been selected to provide this Scope of Services that will be readily available at the rates in this Agreement when needed. However, before any work is performed, Consultant must provide a specific written proposal for any requested services and obtain advance written approval to proceed from City's Contract Office, as such process is more fully described below. Unless specifically defined, each category or type of work listed shall be construed to include all services customarily performed by a first-class consultant as defined under such category or type. II. Work Request Procedure A. Each assignment (referred to as Sub-Task for convenience), to be performed shall be set forth in a verbal or written request (“Request") produced by City' s Contract Officer with a description of the work to be performed, and the time desired for completion. All sub-tasks shall be earned out in conformity with all provisions of this Agreement. B. Following receipt of the Request, Consultant shall prepare a “Sub-task Proposal” that includes the following components: 1. A written description of the requested sub-task ("Sub-task Description”) including all components and further sub-tasks, and including any clarifications of the descriptions provided in the Request, 2. The costs to perform the sub-task (“Sub-task Budget"), 3. A breakdown of the costs or an explanation of how the cost was determined, and 4. A schedule for completion of the sub-task (“Sub-task Completion Schedule”), including a final completion date (“Sub-task Completion Date”) C. City' s Contract Officer shall approve, modify, or reject the Sub-task Proposal in writing, and issue a Notice to Proceed when a written agreement has been reached on the Sub-task Proposal. D. The sub-task shall be performed at a cost not exceeding the Sub-task Budget. E. Consultant shall complete the sub-task and deliver all deliverables to Contract Officer by the Sub-task Completion Date and in accordance with the Sub-task Completion Schedule. A-24 01203.0001/835260.1 A-2 III. Consultant acknowledges that City has no obligation to request that any services be performed by Consultant under this Agreement. For Task 2 only, City’s Contract Officer may establish a rotation schedule with multiple consultants, and may seek competing Sub-task Proposals, may select a consultant that in its judgement is best suited for a particular sub-task, or may select a consultant in a manner that is in the best interest of City. City’s Contract Officer will assign work to the consultant that best meets the City’s needs at the time the services are sought. IV. Brief description of the work to be performed: Task 1: Grant Research and Monitoring and Grants Program Strategy Development 1. Research, conduct feasibility analysis, and recommend grants aligned with the City’s goal and objectives; provide Grant Brief; make go/no-go decision with City staff; and develop quotes for developing proposals. 2. Identify RPV priority projects and needs and align with current and future grant opportunities. Produce a Grants Program Strategy (GPS) based on the City’s goals and priorities for grant funding of projects. 3. Hold quarterly GPS check-in calls with City staff. Task 2: On-Call Grant Application Development and Post-Award Management 1. Develop grant applications as approved and directed by the City to help the City meet its goals and objectives. Includes full spectrum of actions required to deliver proposal, submissions, and post-submission follow-up activities. 2. Develop Request for Information (RFI) responses for submitted grant applications. 3. Provide engineering support for grant applications and RFI responses as needed. 4. Complete post-award tracking and reporting for funding obtained through the consultant’s services. 5. All other activities necessary to provide complete grant application and support services. V. As part of the Services, Consultant will prepare and deliver the following tangible work products to the City: A-25 01203.0001/835260.1 A-3 Task 1: Grant Research and Monitoring and Grants Program Strategy Development A. A Grant Program Strategy based on the City’s goals and priorities for grant funding of projects. B. Periodic notices advising the City of potential grant funding opportunities. C. Feasibility analyses performed prior to recommending the City apply for a grant. D. Any other related documents for grants, as necessary. Task 2: On-Call Grant Application Development and Post-Award Management A. Draft and final grant application packets for funding opportunities the City decides to pursue. B. Draft and final RFI responses for submitted grant applications. C. Grant reports and documentation for funding opportunities the City obtains through the consultant’s services. D. Debriefing reports, notes or other documentation for funding opportunities the City does not obtain through the consultant’s services. E. Any other related documents for grants, as necessary. VI. 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. Quarterly reports summarizing the status of pending and submitted applications. B. Coordination meetings and phone calls as necessary. VII. 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. VIII. Consultant will utilize the following personnel to accomplish the Services: A-26 01203.0001/835260.1 A-4 Staff Title Dawn Olsgaard Project Manager Meg Overocker Assistant Project Manager Andrea Owen Grant Writing Specialist Destin Blais Quality Control Specialist Tonya Frost Grant Research Specialist Neil Blais Engineering Project Manager A-27 01203.0001/835260.1 B-1 EXHIBIT “B” SPECIAL REQUIREMENTS (Superseding Contract Boilerplate) Added text indicated in bold italics, deleted text indicated in strikethrough. Section 1.3, Compliance With Law, is hereby amended as follows: 1.3 Compliance with Law. Consultant shall keep itself informed concerning, and shall render all services hereunder in accordance with, all applicable 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. Specific requirements include, but are not limited to: Build America, Buy America Act (BABAA) Compliance Clause 1. Applicability This project is funded in whole or in part with federal funds, including from the Federal Emergency Management Agency (FEMA). As such, the Contractor shall comply with the Build America, Buy America provisions of the Infrastructure Investment and Jobs Act (Pub. L. No. 117-58, § 70901–70927), and any implementing guidance issued by the U.S. Office of Management and Budget (OMB), the U.S. Department of Homeland Security (DHS), and FEMA. 2. Domestic Preference for Infrastructure Projects In accordance with BABAA, the Contractor agrees that all iron, steel, manufactured products, and construction materials used in the project shall be produced in the United States unless a valid waiver has been issued by FEMA. a. Iron and Steel All iron and steel products used in the project must be produced in the United States. This means all manufacturing processes, from the initial melting stage through the application of coatings, must occur domestically. b. Manufactured Products The cost of the components of manufactured products that are mined, produced, or manufactured in the United States must exceed 55% of the total cost of all components of the product. Final assembly must also occur in the United States. c. Construction Materials Construction materials (e.g., lumber, drywall, glass, plastic, composite building materials) A-28 01203.0001/835260.1 B-2 must be manufactured in the United States. All manufacturing processes, including the final manufacturing process, must take place in the U.S. 3. Waivers If the Contractor believes that a specific item or material is not available domestically in sufficient quantity or of satisfactory quality, the Contractor shall promptly notify the Owner/Grantee in writing. No foreign-made iron, steel, manufactured product, or construction material may be used unless FEMA has issued a specific waiver for that item. It is the Contractor’s responsibility to support any waiver request with sufficient justification and documentation. 4. Flow-Down Requirements The Contractor shall include this BABAA Compliance Clause in all subcontracts and purchase orders for work or products under this contract, ensuring compliance throughout all tiers of subrecipients, suppliers, and subcontractors. 5. Records and Audits The Contractor shall maintain records sufficient to demonstrate compliance with BABAA, including but not limited to: origin of materials, percentage of U.S.-manufactured components, and relevant certifications. These records shall be available to the Owner/Grantee, FEMA, and any other authorized agency upon request. 6. Noncompliance Failure to comply with the Build America, Buy America Act requirements may result in the withholding of payment, termination of contract, debarment from future federal work, or other legal remedies as provided by law. Financial Reporting and Performance Requirements Clause (Incorporating 2 C.F.R. § 200.327) 1. Financial Reporting Obligations The Contractor/Subrecipient shall provide financial information related to this federally funded project as required by the Recipient and in compliance with the reporting requirements of 2 C.F.R. § 200.327. Specifically, the Contractor/Subrecipient shall: a. Submit financial data using standard OMB-approved information collections, including the Federal Financial Report (SF-425) or any successor form required by the federal awarding agency; b. Provide information that is accurate, complete, and supported by adequate documentation; c. Submit reports at the frequency and due dates prescribed by the Recipient (e.g., monthly, quarterly, or as otherwise directed); A-29 01203.0001/835260.1 B-3 d. Provide project status updates, including progress toward performance goals and milestone completion, as requested. 2. Performance Reporting If required, the Contractor/Subrecipient shall also submit performance reports that include: • A comparison of actual accomplishments to the objectives established for the period; • The reasons why established goals were not met, if applicable; • Additional pertinent information including analysis and explanation of cost overruns or high unit costs; • Any other performance indicators or metrics defined in the project scope of work or required by the federal awarding agency. 3. Record Retention and Access The Contractor/Subrecipient shall maintain complete and accurate financial and programmatic records for a minimum of three years from the date of submission of the final expenditure report (or longer if required by 2 C.F.R. § 200.334). These records shall be available for review by the Recipient, FEMA, DHS, the Comptroller General of the United States, or any of their duly authorized representatives. 4. Remedies for Noncompliance Failure to comply with the financial or performance reporting requirements may result in actions including but not limited to: • Withholding of payments; • Disallowance of costs; • Termination of this contract; • Suspension or debarment from future federal awards; • Other remedies as provided under 2 C.F.R. § 200.339 and applicable federal law. Federal Contract Provisions (Appendix II to 2 C.F.R. Part 200) The following provisions apply to this contract in accordance with Appendix II to 2 C.F.R. Part 200 and are required when federal funds are used: 1. Equal Employment Opportunity (Applicable to contracts > $10,000) The Contractor shall comply with Executive Order 11246, “Equal Employment Opportunity,” as amended by Executive Order 11375, and as supplemented by regulations at 41 C.F.R. part 60. The Contractor agrees not to discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. 2. Davis-Bacon Act (Applicable to prime construction contracts > $2,000 funded by HUD only) If applicable, the Contractor shall comply with the Davis-Bacon Act (40 U.S.C. 3141–3148), including the payment of prevailing wages and submission of certified payroll records. A-30 01203.0001/835260.1 B-4 3. Copeland “Anti-Kickback” Act (Applicable to construction or repair contracts > $2,000) Contractor shall comply with 18 U.S.C. § 874 and 40 U.S.C. § 3145 and the Copeland “Anti- Kickback” Act (29 C.F.R. Part 3). No part of the compensation of laborers may be returned to the employer in the form of kickbacks. 4. Contract Work Hours and Safety Standards Act (Applicable to contracts > $100,000) Contractor shall comply with 40 U.S.C. 3702 and 3704, as supplemented by 29 C.F.R. Part 5. No laborer or mechanic shall work more than 40 hours in a workweek unless compensated for overtime at not less than one and one-half times the basic rate of pay. 5. Rights to Inventions Made Under a Contract or Agreement (Applicable to contracts with research institutions) If this contract involves the performance of experimental, developmental, or research work, the Contractor agrees to comply with the requirements of 37 C.F.R. part 401 and any implementing regulations issued by the federal awarding agency. 6. Clean Air Act and Federal Water Pollution Control Act (Applicable to contracts > $150,000) Contractor shall comply with: • The Clean Air Act (42 U.S.C. §§ 7401–7671q); • The Federal Water Pollution Control Act (33 U.S.C. §§ 1251–1387); and • All applicable standards, orders, or regulations issued under those Acts. Contractor shall report violations to FEMA and the Regional Office of the Environmental Protection Agency (EPA). 7. Debarment and Suspension (Applicable to all contracts) Contractor certifies that neither it nor its principals are debarred, suspended, or proposed for debarment by any federal agency. This contract is a covered transaction for purposes of 2 C.F.R. Part 180 and 2 C.F.R. Part 3000 (FEMA suspension and debarment rules). 8. Byrd Anti-Lobbying Amendment (Applicable to contracts > $100,000) Contractor certifies that it will not and has not used federally appropriated funds to pay any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, or any employee of a Member of Congress in connection with this federal contract. Contractor shall complete and submit OMB Standard Form-LLL (“Disclosure of Lobbying Activities”), if applicable. 9. Procurement of Recovered Materials (Applicable to all contracts for items designated under EPA guidelines) A-31 01203.0001/835260.1 B-5 Contractor must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, and procure only EPA-designated items containing the highest percentage of recovered materials practicable. 10. Access to Records Contractor agrees to provide access to the Recipient, FEMA, the Comptroller General of the United States, or any of their authorized representatives to any books, documents, papers, and records of the Contractor that are directly pertinent to this contract for auditing, examination, or inspection purposes. 11. DHS/FEMA-Specific Requirements a. DHS Seal, Logo, and Flags: The Contractor shall not use the Department of Homeland Security or FEMA seal, logo, or flags without prior written consent. b. Compliance with Federal Law, Regulations, and Executive Orders: Contractor acknowledges that federal funding requires full compliance with all applicable laws, regulations, executive orders, FEMA policies, and award terms and conditions. c. No Obligation by Federal Government: The federal government is not a party to this contract and is not subject to any obligations or liabilities to the non-federal entity, contractor, or any party to the contract. d. Program Fraud and False or Fraudulent Statements or Related Acts: Contractor acknowledges that 31 U.S.C. Chapter 38 (Administrative Remedies for False Claims and Statements) applies Section 5.2 (a), General Insurance Requirements, is hereby amended as follows: 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 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, and redacted to maintain confidentiality, copies of all required insurance policies, at any time. Section 5.2 (f), General Insurance Requirements, is hereby amended as follows: 5.2 General Insurance Requirements. A-32 01203.0001/835260.1 B-6 (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, to the extent of the liabilities assumed by Consultant under this Agreement, 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. A-33 01203.0001/835260.1 C-1 EXHIBIT “C” SCHEDULE OF COMPENSATION I. Consultant shall perform the following tasks at the following rates: Task 1 – Grant Program Strategy, Monitoring, and Research Task 1.1 Grant Monitoring $16,400 Task 1.2 Grant Program Strategy (GPS) $4,500 Task 1.3 Quarterly Grant Calls $3,600 Task 1.4 Reimbursable expenses (mileage, minor allowance for unexpected expenses, etc.) Project Manager $165 Assistant Project Manager $145 Grant Writing Specialist $145 Quality Control Specialist $180 Grant Research Specialist $115 Engineering Project Manager $232 A-34 01203.0001/835260.1 C-2 Task 2 – On-Call Grant Application Development, Engineering Support, and Post-Award Management Task 2 On-Call Grant Application Development, Engineering Support, and Post-award 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. A-35 01203.0001/835260.1 D-1 EXHIBIT “D SCHEDULE OF PERFORMANCE I. Consultant shall perform all work (the sum of City-issued Task Orders) within the durations specified in the Agreement and supplemented by individual Task Orders starting from the date(s) of the Notice(s) to Proceed in each respective Task Order. II. Consultant shall deliver tangible work products to the City by the deadlines specified in the Agreement, as supplemented by City-issued Task Orders. III. This agreement shall continue in full force through June 30, 2027. The City may, in its discretion, extend the Term by two additional one (1)-year terms, in accordance with Section 3.2. A-36 1 PROFESSIONAL SERVICES AGREEMENT By and Between CITY OF RANCHO PALOS VERDES and WITT O’BRIEN’S, LLC for On-Call Grant Management Services B-1 AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF RANCHO PALOS VERDES AND WITT O’BRIEN’S, LLC THIS AGREEMENT FOR PROFESSIONAL S ERVICES (“Agreement”) is made and entered into on June 16, 2026 by and between the CITY OF RANCHO PALOS VERDES, a California municipal corporation (“City”) and WITT O’BRIEN’S, LLC, a Delaware limited liability company (“Consultant”) for On-Call Grant Management Services. 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” a nd 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 intended. For purposes of this Agreement, the phrase “highest professional standards” shall mean those 01203.0001/835260.1 B-2 2 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 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 B-3 3 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.” Consultant’s Authorized Initials ________ B-4 4 (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. 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 B-5 5 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. 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 $75,000 (Seventy Five Thousand Dollars) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.9. B-6 6 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. 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. B-7 7 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 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 June 30, 2027, except as otherwise provided in the Schedule of Performance (Exhibit “D”). The City may, in its sole discretion, extend the Term by two (2) additional one-year term(s) provided the City give written notice of the same not later than ninety (90) days’ before the expiration of the Term. ARTICLE 4. COORDINATION OF WORK 4.1 Representatives and Personnel of Consultant. B-8 8 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: ___________________ __________________________ Michelle Little Director ____________________ __________________________ Chelsea Morganti Director 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 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 the Deputy City Manager or such person as may be designated by the City Manager. 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 B-9 9 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. 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 B-10 10 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 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- B-11 11 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 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 B-12 12 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. (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 B-13 13 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 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 B-14 14 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 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. B-15 15 (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. 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 B-16 16 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 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 B-17 17 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 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 B-18 18 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. 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. B-19 19 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. 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. B-20 20 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 _______ 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-21 21 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: Cheryl Joiner Title: Director of Contracts and Compliance By: Name: Michelle Pashko Title: Vice President Human Resources Address: 818 Town & Country Blvd, Suite 200, Houston, TX 77024 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. CONSULTANT’S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY. Docusign Envelope ID: 5B70AADA-A5F5-80D4-82D1-E5DFC6A56701 B-22 01203.0001/835260.1 B-23 01203.0001/835260.1 A-1 EXHIBIT “A” SCOPE OF SERVICES I. Consultant will provide on-call professional services relating to grant management services ( the Services), as more fully detailed herein. Consultant has been selected to provide this Scope of Services that will be readily available at the rates in this Agreement when needed. However, before any work is performed, Consultant must provide a specific written proposal for any requested services and obtain advance written approval to proceed from City's Contract Office, as such process is more fully described below. Unless specifically defined, each category or type of work listed shall be construed to include all services customarily performed by a first-class consultant as defined under such category or type. II. Work Request Procedure A. Each task to be performed shall be set forth in a verbal or written request (“Request") produced by City' s Contract Officer with a description of the work to be performed, and the time desired for completion. All tasks shall be earned out in conformity with all provisions of this Agreement. B. Following receipt of the Request, Consultant shall prepare a “Task Proposal” that includes the following components: 1. A written description of the requested task ("Task Description”) including all components and sub-tasks, and including any clarifications of the descriptions provided in the Request, 2. The costs to perform the task (“Task Budget"), 3. A breakdown of the costs or an explanation of how the cost was determined, and 4. A schedule for completion of the task (“Task Completion Schedule”), including a final completion date (“Task Completion Date”) C. City' s Contract Officer shall approve, modify, or reject the Task Proposal in writing, and issue a Notice to Proceed when a written agreement has been reached on the Task Proposal. D. The task shall be performed at a cost not exceeding the Task Budget. E. Consultant shall complete the task and deliver all deliverables to Contract Officer by the Task Completion Date and in accordance with the Task Completion Schedule. B-24 01203.0001/835260.1 A-2 III. Consultant acknowledges that City has no obligation to request that any services be performed by Consultant under this Agreement. City’s Contract Officer may establish a rotation schedule with multiple consultants, and may seek competing Sub- task Proposals, may select a consultant that in its judgement is best suited for a particular sub-task, or may select a consultant in a manner that is in the best interest of City. City’s Contract Officer will assign work to the consultant that best meets the City’s needs at the time the services are sought. IV. Brief description of the work to be performed: On-Call Grant Application Development and Post-Award Management 1. Develop grant applications as approved and directed by the City to help the City meet its goals and objectives. Includes full spectrum of actions required to deliver proposal, submissions, and post-submission follow-up activities. 2. Develop Request for Information (RFI) responses for submitted grant applications. 3. Provide engineering support for grant applications and RFI responses as needed. 4. Complete post-award tracking and reporting for funding obtained through the consultant’s services. 5. All other activities necessary to provide complete grant application and support services. V. As part of the Services, Consultant will prepare and deliver the following tangible work products to the City: A. Draft and final grant application packets for funding opportunities the City decides to pursue. B. Draft and final RFI responses for submitted grant applications. C. Grant reports and documentation for funding opportunities the City obtains through the consultant’s services. D. Debriefing reports, notes or other documentation for funding opportunities the City does not obtain through the consultant’s services. B-25 01203.0001/835260.1 A-3 E. Any other related documents for grants, as necessary. VI. 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. Quarterly reports summarizing the status of pending and submitted applications. B. Coordination meetings and phone calls as necessary. VII. 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. VIII. Consultant will utilize the following personnel to accomplish the Services: Staff Title Michelle Little Project Manager Daniel Petrelli Assistant Project Manager Kayla Jones Grant Writing Specialist Emily Winburn Quality Control Specialist Chelsea Morganti Grant Management Subject Matter Expert Karen Patterson Grant Management Subject Matter Expert Bill Sario Engineering Project Manager Brian Donovan Professional Engineer Len Wright Professional Engineer John Connolly Professional Engineer B-26 01203.0001/835260.1 B-1 EXHIBIT “B” SPECIAL REQUIREMENTS (Superseding Contract Boilerplate) Added text indicated in bold italics, deleted text indicated in strikethrough. Section 1.3, Compliance With Law, is hereby amended as follows: 1.3 Compliance with Law. Consultant shall keep itself informed concerning, and shall render all services hereunder in accordance with, all applicable 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. Specific requirements include, but are not limited to: Build America, Buy America Act (BABAA) Compliance Clause 1. Applicability This project is funded in whole or in part with federal funds, including from the Federal Emergency Management Agency (FEMA). As such, the Contractor shall comply with the Build America, Buy America provisions of the Infrastructure Investment and Jobs Act (Pub. L. No. 117-58, § 70901–70927), and any implementing guidance issued by the U.S. Office of Management and Budget (OMB), the U.S. Department of Homeland Security (DHS), and FEMA. 2. Domestic Preference for Infrastructure Projects In accordance with BABAA, the Contractor agrees that all iron, steel, manufactured products, and construction materials used in the project shall be produced in the United States unless a valid waiver has been issued by FEMA. a. Iron and Steel All iron and steel products used in the project must be produced in the United States. This means all manufacturing processes, from the initial melting stage through the application of coatings, must occur domestically. b. Manufactured Products The cost of the components of manufactured products that are mined, produced, or manufactured in the United States must exceed 55% of the total cost of all components of the product. Final assembly must also occur in the United States. c. Construction Materials Construction materials (e.g., lumber, drywall, glass, plastic, composite building materials) B-27 01203.0001/835260.1 B-2 must be manufactured in the United States. All manufacturing processes, including the final manufacturing process, must take place in the U.S. 3. Waivers If the Contractor believes that a specific item or material is not available domestically in sufficient quantity or of satisfactory quality, the Contractor shall promptly notify the Owner/Grantee in writing. No foreign-made iron, steel, manufactured product, or construction material may be used unless FEMA has issued a specific waiver for that item. It is the Contractor’s responsibility to support any waiver request with sufficient justification and documentation. 4. Flow-Down Requirements The Contractor shall include this BABAA Compliance Clause in all subcontracts and purchase orders for work or products under this contract, ensuring compliance throughout all tiers of subrecipients, suppliers, and subcontractors. 5. Records and Audits The Contractor shall maintain records sufficient to demonstrate compliance with BABAA, including but not limited to: origin of materials, percentage of U.S.-manufactured components, and relevant certifications. These records shall be available to the Owner/Grantee, FEMA, and any other authorized agency upon request. 6. Noncompliance Failure to comply with the Build America, Buy America Act requirements may result in the withholding of payment, termination of contract, debarment from future federal work, or other legal remedies as provided by law. Financial Reporting and Performance Requirements Clause (Incorporating 2 C.F.R. § 200.327) 1. Financial Reporting Obligations The Contractor/Subrecipient shall provide financial information related to this federally funded project as required by the Recipient and in compliance with the reporting requirements of 2 C.F.R. § 200.327. Specifically, the Contractor/Subrecipient shall: a. Submit financial data using standard OMB-approved information collections, including the Federal Financial Report (SF-425) or any successor form required by the federal awarding agency; b. Provide information that is accurate, complete, and supported by adequate documentation; c. Submit reports at the frequency and due dates prescribed by the Recipient (e.g., monthly, quarterly, or as otherwise directed); B-28 01203.0001/835260.1 B-3 d. Provide project status updates, including progress toward performance goals and milestone completion, as requested. 2. Performance Reporting If required, the Contractor/Subrecipient shall also submit performance reports that include: • A comparison of actual accomplishments to the objectives established for the period; • The reasons why established goals were not met, if applicable; • Additional pertinent information including analysis and explanation of cost overruns or high unit costs; • Any other performance indicators or metrics defined in the project scope of work or required by the federal awarding agency. 3. Record Retention and Access The Contractor/Subrecipient shall maintain complete and accurate financial and programmatic records for a minimum of three years from the date of submission of the final expenditure report (or longer if required by 2 C.F.R. § 200.334). These records shall be available for review by the Recipient, FEMA, DHS, the Comptroller General of the United States, or any of their duly authorized representatives. 4. Remedies for Noncompliance Failure to comply with the financial or performance reporting requirements may result in actions including but not limited to: • Withholding of payments; • Disallowance of costs; • Termination of this contract; • Suspension or debarment from future federal awards; • Other remedies as provided under 2 C.F.R. § 200.339 and applicable federal law. Federal Contract Provisions (Appendix II to 2 C.F.R. Part 200) The following provisions apply to this contract in accordance with Appendix II to 2 C.F.R. Part 200 and are required when federal funds are used: 1. Equal Employment Opportunity (Applicable to contracts > $10,000) The Contractor shall comply with Executive Order 11246, “Equal Employment Opportunity,” as amended by Executive Order 11375, and as supplemented by regulations at 41 C.F.R. part 60. The Contractor agrees not to discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. 2. Davis-Bacon Act (Applicable to prime construction contracts > $2,000 funded by HUD only) If applicable, the Contractor shall comply with the Davis-Bacon Act (40 U.S.C. 3141–3148), including the payment of prevailing wages and submission of certified payroll records. B-29 01203.0001/835260.1 B-4 3. Copeland “Anti-Kickback” Act (Applicable to construction or repair contracts > $2,000) Contractor shall comply with 18 U.S.C. § 874 and 40 U.S.C. § 3145 and the Copeland “Anti- Kickback” Act (29 C.F.R. Part 3). No part of the compensation of laborers may be returned to the employer in the form of kickbacks. 4. Contract Work Hours and Safety Standards Act (Applicable to contracts > $100,000) Contractor shall comply with 40 U.S.C. 3702 and 3704, as supplemented by 29 C.F.R. Part 5. No laborer or mechanic shall work more than 40 hours in a workweek unless compensated for overtime at not less than one and one-half times the basic rate of pay. 5. Rights to Inventions Made Under a Contract or Agreement (Applicable to contracts with research institutions) If this contract involves the performance of experimental, developmental, or research work, the Contractor agrees to comply with the requirements of 37 C.F.R. part 401 and any implementing regulations issued by the federal awarding agency. 6. Clean Air Act and Federal Water Pollution Control Act (Applicable to contracts > $150,000) Contractor shall comply with: • The Clean Air Act (42 U.S.C. §§ 7401–7671q); • The Federal Water Pollution Control Act (33 U.S.C. §§ 1251–1387); and • All applicable standards, orders, or regulations issued under those Acts. Contractor shall report violations to FEMA and the Regional Office of the Environmental Protection Agency (EPA). 7. Debarment and Suspension (Applicable to all contracts) Contractor certifies that neither it nor its principals are debarred, suspended, or proposed for debarment by any federal agency. This contract is a covered transaction for purposes of 2 C.F.R. Part 180 and 2 C.F.R. Part 3000 (FEMA suspension and debarment rules). 8. Byrd Anti-Lobbying Amendment (Applicable to contracts > $100,000) Contractor certifies that it will not and has not used federally appropriated funds to pay any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, or any employee of a Member of Congress in connection with this federal contract. Contractor shall complete and submit OMB Standard Form-LLL (“Disclosure of Lobbying Activities”), if applicable. 9. Procurement of Recovered Materials (Applicable to all contracts for items designated under EPA guidelines) B-30 01203.0001/835260.1 B-5 Contractor must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, and procure only EPA-designated items containing the highest percentage of recovered materials practicable. 10. Access to Records Contractor agrees to provide access to the Recipient, FEMA, the Comptroller General of the United States, or any of their authorized representatives to any books, documents, papers, and records of the Contractor that are directly pertinent to this contract for auditing, examination, or inspection purposes. 11. DHS/FEMA-Specific Requirements a. DHS Seal, Logo, and Flags: The Contractor shall not use the Department of Homeland Security or FEMA seal, logo, or flags without prior written consent. b. Compliance with Federal Law, Regulations, and Executive Orders: Contractor acknowledges that federal funding requires full compliance with all applicable laws, regulations, executive orders, FEMA policies, and award terms and conditions. c. No Obligation by Federal Government: The federal government is not a party to this contract and is not subject to any obligations or liabilities to the non-federal entity, contractor, or any party to the contract. d. Program Fraud and False or Fraudulent Statements or Related Acts: Contractor acknowledges that 31 U.S.C. Chapter 38 (Administrative Remedies for False Claims and Statements) applies Section 5.2 (a), General Insurance Requirements, is hereby amended as follows: 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 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, and redacted to maintain confidentiality, copies of all required insurance policies, at any time. Section 5.2 (f), General Insurance Requirements, is hereby amended as follows: 5.2 General Insurance Requirements. B-31 01203.0001/835260.1 B-6 (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, to the extent of the liabilities assumed by Consultant under this Agreement, 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. B-32 01203.0001/835260.1 C-1 EXHIBIT “C” SCHEDULE OF COMPENSATION I. Consultant shall perform the following tasks at the following hourly rates: Project Manager $175 Assistant Project Manager $150 Grant Writing Specialist $115 Quality Control Specialist $125 Grant Management Subject Matter Expert $150 Engineering Project Manager $225 Professional Engineer $195 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-33 01203.0001/835260.1 D-1 EXHIBIT “D SCHEDULE OF PERFORMANCE I. Consultant shall perform all work (the sum of City-issued Task Orders) within the durations specified in the Agreement and supplemented by individual Task Orders starting from the date(s) of the Notice(s) to Proceed in each respective Task Order. II. Consultant shall deliver tangible work products to the City by the deadlines specified in the Agreement, as supplemented by City-issued Task Orders. III. This agreement shall continue in full force through June 30, 2027. The City may, in its discretion, extend the Term by two additional one (1)-year terms, in accordance with Section 3.2. B-34 Page 1 of 10 City of Rancho Palos Verdes RFP – Grant Management Services March 10, 2026 City of Rancho Palos Verdes Request for Proposals On-Call Grant Management Services RFP Release Date: March 10, 2026 Deadline for Written Questions: March 20, 2026 by 4 p.m. (PST) RFP Submittal Deadline: April 1, 2026 by 4 p.m. (PST) C-1 Page 2 of 10 City of Rancho Palos Verdes RFP – Grant Management Services March 10, 2026 On-Call Grant Management Services The City of Rancho Palos Verdes is requesting proposals from qualified consulting firms to provide on-call grant management services for the City. To be considered for this project, please submit an electronic copy of the proposal to PlanetBids by 4 p.m. on April 1, 2026. All correspondence and questions regarding this RFP should be submitted via the Planet Bids platform. For general questions about the City’s RFP process, please contact: Megan Barnes, Senior Administrative Analyst Email: mbarnes@rpvca.gov C-2 Page 3 of 10 City of Rancho Palos Verdes RFP – Grant Management Services March 10, 2026 TABLE OF CONTENTS I. Introduction Page 4 II. Project Objective Page 4 III. Project Background and Purpose Page 5 IV. Scope of Services Page 5 V. Necessary Qualifications and Submittal Requirements Page 6 VI. Submission of Proposal Page 8 VII. Evaluation and Selection Process Page 9 VIII. Attachment Attachment A – Sample Professional Services Agreement C-3 Page 4 of 10 City of Rancho Palos Verdes RFP – Grant Management Services March 10, 2026 I. INTRODUCTION The City of Rancho Palos Verdes (City) is a scenic, residential coastal community of approximately 42,000 residents and located on the Palos Verdes Peninsula of southwestern Los Angeles County (County). Incorporated in 1973, Rancho Palos Verdes is a General Law City that operates under a Council-Manager form of government. Policy-making and legislative authority are vested in a five-member City Council, consisting of the Mayor, Mayor Pro-Tem, and three Council Members. The City is also a contract city, meaning certain municipal services are provided through agreements with public or private agencies, while others are delivered by the City employees. Prime examples of services that are contracted out to third parties include law enforcement and fire protection services, which are delivered by Los Angeles County. The City is committed to providing its residents, businesses, and visitors with exemplary municipal governance and services, while preserving its low-density, semi-rural character, inclusive of its natural resources and open space. These efforts reflect the vision, principles, and goals of the City’s General Plan, while addressing the evolving needs of the community. II. PROJECT OBJECTIVE The City is requesting proposals from qualified consulting firms to provide on-call grant management services. The City reserves the right to award one or more contracts for on- call services for a period of one (1) year and reserves the right to extend the contract(s) for two (2) additional one (1) year terms, subject to annual review, satisfactory service, agreeable terms, and the concurrence of the City Council. III. PROJECT BACKGROUND AND PURPOSE Since 2009, the City has contracted with a consultant to provide comprehensive grant management services, which included monthly meetings with staff to track and present a list of potential grant opportunities and to assess the City’s competitiveness for certain grants; these services were provided under a monthly retainer. Furthermore, the consultant would provide separate cost proposals to move forward with a grant application or request grant administration services. During that time, the City was selected for tens of millions of dollars in state, federal and local grants for a variety of public works, planning and parks projects supporting the City’s goals and objectives. C-4 Page 5 of 10 City of Rancho Palos Verdes RFP – Grant Management Services March 10, 2026 Given the City’s procurement policies and Staff’s interest in exploring different service models, the City is initiating an RFP to identify one or more firms to provide monthly grant research and on-call grant application and management services (see Section IV, Scope of Services for details). Qualified firms will take the lead in identifying, applying for, and/or managing grants for a number of anticipated future projects and initiatives that touch on the City’s priorities, including but not limited to: • Landslide stabilization • Time-sensitive construction of an emergency operations center • Civic center campus (including a new City Hall) development and improvement • Surface and subsurface drainage and water quality improvement • Sanitary sewer improvements • Highway safety measures • Traffic calming • Street beautification • Rehabilitation of roadways, pavement and sidewalks • Utility undergrounding and infrastructure • Wildfire mitigation • Fuel modification • Park development and improvements, including playgrounds • Open space acquisition and maintenance • Trailhead improvements • Affordable housing development • Economic development • Mental health resources for youths and young adults • Services for the aging and disabled communities • Homelessness resources IV. SCOPE OF SERVICES The consultant will perform the following services: • Provide technical and administrative support for the City’s grant program as directed by the City Manager or by the City Manager’s designee. • Research, assess, and suggest grants for which the City might be competitive, which meet the goals and objectives set by the City Council. • Perform a feasibility analysis prior to recommending the City apply for a grant. C-5 Page 6 of 10 City of Rancho Palos Verdes RFP – Grant Management Services March 10, 2026 • Develop grant applications as approved and directed by the City to help the City meet its goals and objectives. • Create records that will track and document funding sources, types of projects, and amount of funding as it relates to the grant program. • As part of the services, the consultant will prepare and deliver the following tangible work products to the City: o Periodic notices advising the City of potential grant funding opportunities. o Quotes for the preparation of grant applications for funding opportunities the City decides to pursue. o Draft and final grant application packets for funding opportunities the City decides to pursue. o Grant reports and documentation for funding opportunities the City obtains through the consultant’s services. o Debriefing reports, notes or other documentation for funding opportunities the City does not obtain through the consultant’s services. • The consultant will keep the City appraised of the status of performance by delivering the following: o Quarterly reports summarizing the status of grant opportunities, pending and submitted applications. o Quarterly meetings with City Staff (via teleconference or in person) to review the reports. o An annual meeting with City Staff (via teleconference or in person) to review the City’s goals and priorities for grant funding of projects. • Proposers should structure their cost proposals to reflect an on-call, as-needed service model rather than a fixed recurring service fee. • All work product is subject to review and acceptance by the City, and must be revised by the consultant without additional charge until found satisfactory and accepted by City. V. NECESSARY QUALIFICATIONS AND SUBMITTAL REQUIREMENTS 1. The submittal should be typed and as brief as possible while adequately describing the qualifications of the firm and any subconsultants. The final submittal shall be sent as a PDF via the City’s PlanetBids.com website. 2. The proposing firm shall submit the following information with the package, including the same information for subcontractors, in the following format: a. Cover Letter: Provide the name, address, and phone number of the firm; the present staff (size, classification, credentials); the primary contact’s name, phone number, and email address; any qualifying statements or comments regarding the proposal; and identification of any sub-consultants C-6 Page 7 of 10 City of Rancho Palos Verdes RFP – Grant Management Services March 10, 2026 and their responsibilities. Identify the firm’s type of organization (individual, partnership, corporation), including names and contact information for all officers, and proof that the organization is currently in good standing. The signed letter should also include a paragraph stating that the firm is unaware of any conflict of interest in performing the proposed work. (No more than two pages.) b. Approach to Scope of Services: Re-state the Scope of Services with any additions, expansions, clarifications, or modifications that the firm proposes in order to provide the services and produce the deliverables contained in this RFP. Describe how completing the Scope of Services will be approached and any cost-saving or value-adding strategies or innovations the firm will bring to the project. (Pages as needed.) c. Organization and Staffing: Identify the person who will be the Project Manager and primary contact person responsible for the overall delivery of the project. Provide an organizational chart of the project team that clearly delineates communication and reporting relationships among the project staff and among the sub-consultants involved in the project. Identify key personnel to perform work in the various tasks and include major areas of subcontracted work. Indicate the expected contributions of each staff member in time as a percentage of the total effort. Indicate that the Project Manager and key staff will remain assigned to this project through completion of the Scope of Services. (No more than two pages). d. Staff Qualifications and Experience: Describe qualifications of the assigned staff and sub-contractors including relevant technical experience. Staff assigned to complete the Scope of Services must have previous experience in providing the necessary services as described under the Scope of Services. Description of consultant’s experience should include: • Prior Experience: Demonstrate that the firm has significant experience providing services similar to those described under the Scope of Services. (No more than two pages.) • Staff Qualifications: Provide resume for the Project Manager and any other key staff members to be assigned to contribute to the Scope of Services, with an emphasis on similar services which they provided to other agencies. (No more than 10 pages.) • Reference Projects: Include at least three projects with similar scope of services performed by the project team (excluding subconsultants) C-7 Page 8 of 10 City of Rancho Palos Verdes RFP – Grant Management Services March 10, 2026 within the past three years and indicate the specific responsibilities of each team member on the reference project. Provide contact information for each client. (No more than 10 pages.) e. Project Cost: Provide cost estimate associated with fulfilling the requested services which should include: • Cost estimate breakdown by task and key personnel. • Cost estimate must also include an estimate of reimbursable expenses that should be as specific as possible to minimize variable costs to the greatest degree. f. Quality Control Plan: Describe the quality control procedures and associated staff responsibilities which will ensure that the deliverables will meet the City’s needs. (No more than one page.) g. Acceptance of Conditions: State the offering firm’s acceptance of all conditions listed in the RFP document and Sample Professional Services Agreement (PSA) (Attachment A). Any exceptions or suggested changes to the RFP or PSA, including the suggested change, the reasons therefore and the impact it may have on cost or other considerations on the firm’s behalf must be stated in the proposal. Unless specifically noted by the firm, the City will rely on the proposal being in compliance with all aspects of the RFP and in agreement with all provisions of the PSA. (No more than one page.) VI. SUBMISSION OF PROPOSAL A. Requests for Clarification: Requests for clarification of the information contained herein shall be submitted in writing through the PlanetBids Q&A tab prior to 4 p.m. on March 20, 2026. Responses to any clarification question will be provided to each firm from which proposals have been requested. B. Confirmation Email: Upon submission of proposal to the City, the proposing firm shall request an email confirmation that the proposal was received and retain the email as a record. If an email confirmation is not received, the proposing firm shall correspond with the City until a confirmation is received. VII. EVALUATIONS AND SELECTION PROCESS 1. Proposals will be evaluated based on the following criteria: C-8 Page 9 of 10 City of Rancho Palos Verdes RFP – Grant Management Services March 10, 2026 a. Approach to Scope of Services (25%) • Understanding of the Scope of Services as demonstrated by the thoroughness of the proposal, introduction of cost-saving or value- adding strategies or innovations (including those applying to overall project schedule), and an overall approach most likely to result in the desired outcome for the City. b. Proposal Schedule and Costs (25%) • Ability to complete the work in the shortest schedule possible (excluding time for review and community meetings) and within the allotted budget of the City. c. Staff Qualifications and Experience (25%) • Relevance of experience of the proposing firm (to provide support resources to the project team). • Relevance to experience and strength of qualifications of the Project Manager. • Relevance of experience and strength of qualifications of the key personnel performing the work. • Relevance of referenced projects and client review of performance during those projects. d. Organization and Staffing (15%) • Availability of key staff to perform the services throughout the duration of the project. • Assignment of appropriate staff in the right numbers to perform the Scope of Services. • Appropriate communication and reporting relationship to meet the City’s needs. e. Quality control (10%) • Adequate immediate supervision and review of staff performing the work as well as appropriate independent peer review of the work by qualified technical staff not otherwise involved in the project. 2. Selection Process An evaluation panel will review all proposals submitted and select the top proposals. These top firms may then be invited to make a (virtual) presentation to the evaluation panel, at no costs to the City. The panel will select the proposal(s), if any, which best fulfills the City’s requirements. The City reserves C-9 Page 10 of 10 City of Rancho Palos Verdes RFP – Grant Management Services March 10, 2026 the right to negotiate special requirements and proposed service levels using the selected proposal(s) as a basis. If the City is unable to negotiate an agreeable fee for services with one or more of the top ranked firms, the City will negotiate with any remaining qualified firms. 3. Award Notification The City will notify all proposers in writing of the outcome of the selection process and intent to award. This RFP does not commit the City to award an agreement, nor pay any costs incurred in the preparation and submission of the proposal in anticipation of an agreement. The City reserves the right to reject any or all proposals, or any part thereof, to waive any formalities or informalities, and to award the agreement to the proposer(s) deemed to be in the best interest of the City and the Department. 4. Award of Agreement The selected firm(s) shall be required to enter into a written agreement (see sample PSA in Attachment A) with the City, in a form approved by the City Attorney, to perform the Scope of Services. This RFP and the proposal, or any part thereof, may be incorporated into and made a part of the final agreement; however, the City reserves the right to further negotiate the terms and conditions of the agreement with the selected consultant(s). The agreement will, in any event, include a maximum “fixed cost” to the City. C-10 ATTACHMENT A Sample Professional Services Agreement C-11 01203.0001/835260.1 1 PROFESSIONAL SERVICES AGREEMENT By and Between CITY OF RANCHO PALOS VERDES and __________________________________ C-12 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 C-13 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 C-14 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.” C-15 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. C-16 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. C-17 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. C-18 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 C-19 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 C-20 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. C-21 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 C-22 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 C-23 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. C-24 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 C-25 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 C-26 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. C-27 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 C-28 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 C-29 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. C-30 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. C-31 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 _______ C-32 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] C-33 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. C-34 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. C-35 □ □ □ □ □ □ □ □ □ 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. C-36 □ □ □ □ □ □ □ □ □ 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. C-37 01203.0001/835260.1 B-1 EXHIBIT “B” SPECIAL REQUIREMENTS (Superseding Contract Boilerplate) Added text indicated in bold italics, deleted text indicated in strikethrough. C-38 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. C-39 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. C-40 DATE: April 1, 2026 PRESENTED BY: NCB Incorporated (949) 322-3055 ncbincorporated.com Because blending in isn’t an option REQUEST FOR PROPOSALS ON-CALL GRANT MANAGEMENT SERVICES D-1 Incorporated Corporate Proposals I Government Grants RANCHO IPALOS VERDES Ca l ifornia April 1, 2026 City of Rancho Palos Verdes Transmitted via PlanetBids Attn: Ms. Megan Barnes, Senior Administrative Analyst City Manager’s Office 30940 Hawthorne Blvd. Rancho Palos Verdes, CA 90275 Subject: RFP – On-Call Grant Management Services Dear Ms. Barnes: NCB Incorporated (NCB), an S-Corporation, is pleased to provide our proposal for On-Call Grant Management Services in response to the City of Rancho Palos Verdes’ request for proposals. NCB’s staff of six experienced grant professionals brings more than 130 years of collective direct experience providing grant research, writing, and post-award administration services to the City for nearly all departments. Our proposed Project Manager, Ms. Dawn Olsgaard, will coordinate and manage services out of our regional office in Orange County. The contract will be administered out of our corporate headquarters in Texas. Office for Services and Project Management For Contracts, Insurance, and Billing 9592 Brynmar Drive Villa Park, CA 92861 (714) 274-5961 dolsgaard@ncbincorporated.com 4017 Moonlight Drive Little Elm, TX 75068 (949) 322-3055 nblais@ncbincorporated.com Attn: Neil C. Blais, CEO I am NCB’s authorized representative capable of committing resources including legal, invoicing, and insurance requirements. Dawn has full authority to respond to all other requests from the City. Rates provided herein are valid for one year, with a modest 3% annual increase to allow NCB to provide year-over-year competitive wages and benefits to employees. The following is also noted: NCB is unaware of any conflict of interest in performing the proposed work. We are acknowledging Addendum No. 1, issued March 30, 2026. NCB is in good standing as evidenced by our sam.gov registration indicating we are not debarred nor suspended from participating in federal contracts. We are also in good standing with the State of California Secretary of State. See next page for screenshots. D-2 City of Rancho Palos Verdes We are excited about the opportunity to work with the City of Rancho Palos Verdes and trust you will reach out to me at (949) 322-3055, or nblais@ncbincorporated.com, if you have any questions. Sincerely, Neil C. Blais President & CEO D-3 Jn,t10/ Filing Dote 08/27/2025 Status Active Standing -505 Good Standing -FTB Good Standing -Agent Good Standing -VCFCF Good Formed In TEXAS Entity Type Stock Corporation -Out of State -Stock Pnnopol Address 4017 MOONLIGHT DRIVE LITTLE ELM, TX 75068 Mo,tmg Address 4017 MOONLIGHT DRIVE LITTLE ELM,TX75068 Statement of Info 08/31/2026 Due Date Agent 1505 CorJ>oration CAPITOL CORPORATE SERVICES, INC. NCB INCORPORATED •ActiveReg,strat10n Unique Ent,tylD C2KEM6611LLS Physical Address 4017 Moonlight DR Little Elm, Tens 75068 -3128, United StatH Purpose of RegiS1 ralion AIIAwuds Version I Current Record CAGE/NCAGE 15324 Mailing Address 4017 Moonlight DR Little Elm, Texas 75068-3128, Unit•d Statos lntity lnform~n c,p.,aoon Oar. Au&J0,2026 City of Rancho Palos Verdes Contents Section 1: Approach to Scope of Services .................................................................................. 3 The Big Picture: It Starts Here .................................................................................................... 3 Methodology ............................................................................................................................ 4 Task 1: Grant Program Strategy (Needs Assessment) .................................................................. 5 Task 2: Grant Funding Research, Go/No Go, Quarterly Check-ins ............................................... 7 Task 3: Grant Proposal Development and Submission .............................................................. 11 Post-Submission but Prior to Award ..................................................................................... 15 Task 4: Grant Administration & Reporting ................................................................................. 17 Lifecycle Management. ....................................................................................................... 17 Post-Award Reporting.......................................................................................................... 18 Funder Relationships .......................................................................................................... 19 NCB Policies, Additional Services, and CEO Practices ............................................................. 20 Policy on Client Communication ......................................................................................... 20 Policy on Artificial Intelligence ............................................................................................. 21 More than Just Grant Research, Writing, and Management ................................................... 21 Annual CEO No Cost Site Visit ............................................................................................. 23 Section 2: Organization and Staffing .........................................................................................24 Key Personnel ......................................................................................................................... 24 Supporting Personnel .......................................................................................................... 25 Section 3: Staff Qualifications and Experience ..........................................................................26 Project Experience.................................................................................................................. 26 Staff Qualifications) ................................................................................................................ 28 Reference Projects ................................................................................................................. 29 Section 4: Project Cost ..............................................................................................................36 Why Time and Materials .......................................................................................................... 36 NCB’s Approach to Managing Budgets ..................................................................................... 36 Proposed Budget: Summary.................................................................................................... 38 Proposed Budget: Detail ......................................................................................................... 39 Section 5: Quality Control Plan .................................................................................................41 Section 6: Acceptance of Conditions .........................................................................................42 Appendix 1: Key Personnel Resumes .......................................................................................43 D-4 Grant Consulting Services City of Rancho Palos Verdes Section 1: Approach to Scope of Services The Big Picture: It Starts Here The City of Rancho Palos Verdes (RPV) is seeking more than a grant writer, you are seeking a long- term partner capable of supporting a unified approach to identifying, developing, and managing grant funding that aligns with your priorities and delivers measurable results. NCB provides end-to- end grant consulting services designed specifically for public-sector agencies, offering deep expertise in grant strategy, research, application development, submission management, post- award compliance, process improvement, standardization, and training. NCB knows public-sector agencies and we speak your language. NEPA, AFY, E-76, planning, permits, site plans, final design, sustainable growth, and PA&ED, are just a few of the terms you will not need to explain to us A defining strength is our ability to understand and develop winning proposals for all municipal departments. NCB is not specialized in just one department, but brings a winning track record that spans emergency management, housing, traffic, wildlife management, parks, nature trails, libraries, planning, museums, community centers, homelessness, public health, fire, police, vegetation management, and of course large-scale, complex projects like roads, water infrastructure, and landslides. Whether pursuing additional FEMA funds for a landslide, Caltrans Highway Safety Improvement Program (HSIP) grants, or whale migration exhibit funding, we bring the expertise to write, secure, and manage grants with a high level of technical precision and efficiency. With NCB, the City of RPV benefits from: Efficient project-based cost model rather than a fixed recurring service fee, which means you only pay for the work we actually do End-to -end grant consulting support including strategy, research, writing, submission, and post-award management, including deep foundation experience A structured Grant Program Strategy process that aligns funding with your priorities Shipley-based proposal development that strengthens competitiveness through clear win themes and disciplined compliance checks Audit-ready grant management tools and systems designed to reduce risk and protect long-term eligibility A streamlined coordinated team approach capable of scaling without overcomplicating the process or burdening your staff Access to technical experts, when needed, to include planning and design, engineering, benefit-cost specialists, environmental, air quality, and transportation consulting 3 D-5 City of Rancho Palos Verdes Methodology NCB is a comprehensive end-to-end grant consulting firm, and we understand how to partner with RPV to navigate the grant environment. From a high-level perspective, we utilize key assets to deliver services as illustrated in Figure 1, which reinforces our desire to work in partnership with your staff while also reducing your burden by providing technical expertise. Figure 1: NCB Key Assets 4 D-6 Project Manager ~ ANT OGRAM RA-TEGV- WHAT MAKES NCB UNIQUE One Service Lead We offer real relationships, not a roster Proven Process We follow a tested and proven process We Track ROI Expect $20-$80 in revenue for every $1 spent D Annual CEO Visit Program and services review with our CEO City of Rancho Palos Verdes Task 1: Grant Program Strategy (Needs Assessment) Optional Value-Added Task Develop Grant Program Strategy (GPS). While not requested in the RPV Scope of Services, at the beginning of every partnership, NCB highly recommends conducting an initial needs assessment with each City department, preferably in a group setting to help with constructive collaboration between department needs. This effort helps align grant pursuits with the City’s priorities, including: Landslide stabilization Wildfire mitigation Street beautification Fuel modification Civic center campus (including a new City Hall) development and improvement Park development and improvements, including playgrounds Surface and subsurface drainage and water quality improvement Open space acquisition and maintenance Sanitary sewer improvements Trailhead improvements Highway safety measures Affordable housing development Traffic calming Economic development Time-sensitive construction of an emergency operations center young adults Before this meeting, we will conduct a deep dive into your operations by reviewing your General Plan, 2025-26 Adopted Budget, Comprehensive Financial Reports, and City Council minutes, to name a few. We will also review a 5-year summary of grants the City has applied for and the status of each, including won, denied, and closed out, if this list can be provided without burdening staff. Based on our needs assessment meeting with City staff, including leadership, we will develop the GPS. The GPS serves as a comprehensive roadmap aligning the City’s needs, identifying funding gaps, validating current funding priorities, and outlining attainable grant and funding solutions. The GPS will align the City’s priority projects and programs with appropriate grant opportunities and ensure that the funding priority areas are viable. It is a foundational, living document that is kept evergreen during the monthly GPS check-in call and reviewed annually during the on-site visit by NCB’s President and Chief Executive Officer. Heat Maps We will often develop heat maps to quickly assess and identify where grant funds could be used to increase your competitiveness. Heat maps we may create include: Climate priority zones Transportation corridors Recreation deserts Flood risk Disadvantaged communities, if any 5 D-7 :~ :~ :~ :~ :~ :~ :~ :~ :~ :~ :~ :~ :~ :~ :~ :~ :~ :~ :~ :~ City of Rancho Palos Verdes Based on the GPS, while remaining flexible to changes in the grant landscape, we will recommend which programs or projects best align with specific grant solicitations, thereby improving the likelihood of successful awards. The GPS will allow us to work with RPV staff to pre-position projects with funding agency staff and maintain a competitive edge. Throughout this process, NCB will identify and evaluate all relevant federal, state, regional, and select private or corporate grant opportunities for their alignment with the City’s goals and funding priorities. Figure 2: A Grant Program Strategy aligns grant pursuits with your priorities – this is an optional value-added task and an NCB best practice 6 D-8 Pacific Ocean RANCHO PALOS VERDES California CRANT HPROGR~M Redondo . Sign.I HUI t lPI tic t " S1 i tAN Palos Verdes Peninsula Long Beach uthrou ''"'" ~QL\ Corporate Proposals Government Grants City of Rancho Palos Verdes Task 2: Grant Funding Research, Go/No Go, Quarterly Check-ins Daily Research. Understanding the funding landscape and tracking opportunities cannot be achieved without a robust research department. Daily, our research team reviews all federal, state, and regional government granting agencies to locate new and open grant opportunities as early as possible. This includes monitoring the federal grants.gov portal and Federal Register, subscribing to agency-specific listservs and newsletters, manual agency-by-agency research, and creating tailored alerts within the Foundation Directory. The Foundation Directory is a paid, subscription- based nationwide repository for corporate, private foundation, and non-profit grants. All funding opportunities are maintained in a comprehensive database that is updated daily. Our research team also regularly attends grant agency webinars and workshops. We provide written insights and details from those events to appropriate departments to help assess program need and fit. Our long history with funding agencies often provides another opportunity to help you vet project competitiveness with agency staff, pre-position projects in advance of a Notice of Funding Opportunity (NOFO) release, and seek clarification on project specific questions. We will work with the research team to ensure that the team focuses on the funding priorities in your GPS, which could include, but are not limited to, natural hazard mitigation, road improvements, infrastructure development and maintenance, environmental or climate resiliency, community/economic development, housing programs, technology, parks and recreation, trail development, water quality and supply, and health and human services. Grant Briefs. Our research team develops Grant Briefs (see Figure 3) for solicitations, summarizing what can be 100- to 200-page solicitations, which allows for easier understanding and discussion. Data includes, at a minimum: due dates, key programmatic requirements, historic awards, available funding, average awards (to target your request), match requirements, and key criteria. As opportunities are identified that might be a match with your GPS or our knowledge of your operations, we will log that into your GPS and send you a Grant Brief. Our email transmittal to you will quickly summarize why we are sending the Grant Brief and what projects or programs we believe are good candidates for consideration. In the same email, we will ask that we have a conference call within 1-3 days (depending on the deadline) to WE DO THE FIRST PASS you, we take the time to evaluate it first and assess if it is a good fit. This saves your staff’s precious time and resources. opportunities, we deliver insight. 7 D-9 ' I , -~-x:J, -- City of Rancho Palos Verdes review the solicitation and include other departments as needed. By discussing “fit” early, we avoid both late-stage scrambles and low-probability submissions. Figure 3: NCB Grant Brief (Page 1). Our grant briefs enable quick analysis of project feasibility and competitiveness 8 D-10 :~~ GRANT BRIEF Corporate Proposals I Government Grants SUMMARY FY 2026 Safe Streets and Roads for All Funding Agency U.S. Department of Transportation Due Date May 26, 2026, 5:00 p.m. EDT Imp lementation Gran ts : $2.SM-$25M Award Date Local Match Late 2026 20% from Non-Fede r al Min/Max Request Plann i ng and Demonstration Grants: $100k­ $5M Funds Purpose Eligible Project Types Notes Eligible Applicants Total Funding Available Success Rate To support p lanning, infrastructure, and behavioral and operational ini tia ti ves to prevent fatalities and ser ious injuries on roads and streets involving al l roadway users, including pedestr ians, bicycl ist s, publ ic trans portation, motorists, and commercial vehicle operators. • Development of a comprehensive safety action plan (Action Plan) • Con du cting su p p lemen t al sa f ety plann i ng to e nhan ce an Action Plan • Demonstration activities to in form developmen t of/u pd at e to an Action • Planning, design, and deve lopment activities fo r projec t s and strategies identified in an Actio n Plan • Impl eme nt p rojects and strategies identifi ed in an Actio n Plan t hat add r ess roadway sa f et y prob lems Technical questions for all grant types and pre -application e ligi b ility rev iew requests for Implementatio n Grants must be su b mitted by 5:00 PM EDT, Ap r i l 24, 2026. DETAILS Metropol itan planning organizations, pol itical subdiv isions of a State or territory (e.g., cities, towns, Counties), Federally recogn ized Triba l governments, and multijurisdictional entity groups comprised of the three aforementioned entity types $993,488,194 Imp lementation Grants: Expec t 40-70 awards; Planning and Demonstration Grants: Expect 400 to 700 awards; Hist ori cal success rate : 15%-25 % • Modernizatio n of public safety infrast ructure • Promote safety to preven t fatal and serious injuries on public roadways • Employ low-cost, high -impact strategies to improve safety over a wide geographic area Key Priorities • Ensure equitable investment in the safety needs of underserved urb an and ru ral commun ities • Advance eligible truck parking with a clea r roadway safety nexus • Demonstrate engagement with a variety of publ ic and priva t e stakeho lders (7 14) 274 -5961 I research@ocbiocornora ted co m I Page 1 of 2 City of Rancho Palos Verdes It is important to note that we always maintain flexibility in our alerts. If an opportunity is released and it does not match anything in the GPS nor has it been identified as a priority project during a monthly check-in call, but we believe it is something you would be interested in, we will send it to you with an explanation. Feasibility Analysis, Viability and Competitiveness Evaluations. During our go/no go conference call, viability is determined by reviewing the scoring criteria, priorities for funding, and past awards. We also discuss the likelihood of winning a grant based on prior win rates, the time and effort it will take to develop the grant application, and any post-award requirements that might be concerning (e.g., tight performance periods, unusual match requirements, difficult rules). These discussions ensure that you are advised on project alignment with funder expectations. We may also discuss win themes we should incorporate and non-City stakeholders and partners who would be vitally interested in providing support. After a thorough analysis and thoughtful discussions with you, a final go/no go decision is made. Optional Value-Added Task Monthly Check-in Call. A monthly check-in call is vital to our ongoing success. We can also conduct a quarterly call, which is requested per the RFP; however, benefits of conducting monthly calls include: Timely communication regarding project or program recommendations that are best aligned with current grant opportunities Growth of cross-departmental camaraderie, brainstorming, knowledge of priorities, and grant pursuits Keeping the GPS evergreen Timely information exchange – you can help keep us current on new priorities from leadership and staff, and we can help keep you current on new developments within the grant industry, including legislative initiatives like federal earmarks Grant Stacking Experts NCB’s team has extensive experience with ‘grant stacking.’ In other words, using multiple funding sources to fully fund a project or program. For example, a trail project that also provides connections to key destinations could receive a federal Safe Streets for All grant for safety improvements where the trail interfaces with roadways, a State of California Active Transportation Program grant for trail improvements, County funds for a trailhead and parking, developer fees for lights, and a non-profit, foundation grant to plant trees. Fund stacking requires careful planning but is an effective way to accomplish your goals. 9 D-11 ' I , -~­x:J.. -- City of Rancho Palos Verdes Whether monthly or quarterly, check-in calls serve two primary purposes: 1) to keep the grant team unified and engaged, and 2) to align grant pursuits with priorities. They are standing virtual calls conducted monthly, are calendared for the same day and time, and typically last 45 minutes to one hour. Departments are asked to designate at least one senior or upper management person who will participate on an on-going basis and who has authority to liaison cross-departmentally, as needed. The check-in call agenda includes several standing topics, including: 1. Reviewing the Grant Program Strategy (i.e., monthly written report) that includes funding prospects and grant applications 2. Grants under development and when they are due – this discussion often lends itself to fantastic cross-departmental advice, synergy, idea sharing, and brainstorming 3. Open grant opportunities and status of go/no go decisions 4. Submitted grants and current status, any site visits or requests for more information 5. Status of debriefs for denied applications 6. Grants on the horizon, pre-positioning needed 7. Relationship-building (foundations and legislative) 8. New priorities to add to the GPS (and priorities to remove) 9. Grant Management, new wins, onboarding grant contracts, close-outs, upcoming deadlines 10 D-12 City of Rancho Palos Verdes Task 3: Grant Proposal Development and Submission Time-and-Materials Based Quote: Our standard grant writing process involves the entire team at NCB in strategizing ways to maximize an application’s scoring and focus, and ultimately in developing high-quality, winning grant applications. As always, this effort always starts with developing a time-and-materials, not-to-exceed quote for grant proposal development. With a notice to proceed, we will prepare for a kickoff meeting and will follow NCB’s grant development process illustrated in Figure 4. This standardized framework ensures you receive predictable, high-quality experience regardless of the project scope or complexity. For turnkey grant applications where we are asked to develop the proposal end-to-end, we will start with step 1 and continue through to step 6. If we are asked to develop a specific section of a grant application, the point of entry using our process will be dependent on the specific assignment. Building on the process shown in Figure 4, the following highlights the grant development strategies that allow us to draft compelling and compliant narratives, project descriptions, and detailed budget justifications. Grant development begins with a kickoff meeting, where we utilize a standardized Proposal Planner that captures all application requirements, the development schedule, win themes and differentiators, the team, and evaluation criteria. We also create a compliance matrix Figure 4: NCB’s Proposal Development Process 11 D-13 1 2 3 NCB'S PROPOSAL DEVELOPMENT PROCESS Proj ct Initiation Sets ypur project up for success Kick:off Meeting Standardized ss • Create plan ner & compliance matrix • Develop concept strategy & win themes • Identify long lead items • Attend wo rkshops , submit questions • Lia ison with funding agency • Finalize strategy and win themes • Discuss narrative , budget, match • Confirm project schedule • Review/align scoring crite ria • Identify support lette rs • Discuss obstacles and risks • Confirm check-in cadence Develop - • Scope of wo rk, narrative & graphics • Budget & budget na rrat ive • Schedule • Agency fo rms , reso lutions • Support lette rs • Regu latory requi reme nts 4 5 6 • Red draft (75-85 % complete) • NC B compliance check &QC/QA • Incorporate your feedback • Gold draft (final) • NCB compliance check • Incorporate your feedback • Submit fina l proposal Final QC & Submit Electronic : 2 days prior to dead line Hardcopy: 5 days prior to deadli ne (always overnight del ivery) Ne m;ss a deadline • Provide all final products • Monitor for awards • Answer questions from agency • Prepare for site visits • Prepare for debrief, if denied City of Rancho Palos Verdes and identify long-lead items and information we may need from you to develop the scope of work and budget. The development schedule will include a list of anticipated tasks, due dates, necessary conference calls and discussions, and projected delivery of the red draft (~75-85% draft) and the gold draft (final). The schedule will identify leads for each task and who we will approach to provide support letters. The schedule ensures we understand everything that is needed for the application, the timing of those requirements, and who is responsible for the creation of that information. The kickoff meeting formalizes the submission protocols for the application. We integrate the Shipley Method into the application development framework, which brings discipline, strategy, and rigorous win-themes into every application. Shipley is the gold standard for high-stakes corporate proposals. For example, prior to developing the narrative, we will discuss and confirm with you the specific win themes and message points that will anchor the proposal. Most grant writing firms will focus on answering the questions as quickly as possible. Speed is the goal. The Shipley method is “slow down to speed up.” By focusing on win themes and message points first, the narrative becomes one cohesive and clear story woven throughout, and one evaluators will remember. The Shipley Method also has an unrelenting focus on compliance and requires creating a compliance matrix that is checked at specific intervals. Most firms leave compliance up to memory or a simple checklist with no formal checkpoints. At NCB, we are committed to the formal compliance matrix with regular checkpoints. Our team maintains regular contact throughout the process – we take communication seriously and emphasize that “email does not equal communication.” The Proposal Planner includes a schedule where regular check-in calls are documented and calendared. 12 D-14 The Shipley Difference Decide Win Themes Decide how we are going to win before we start writing Track Every Requirement We use a formal comp li ance mat r ix that t racks everything WHAT IS SH IPLEY? Review at Key Points We co ndu ct stru ctured reviews at k ey st ag es - red and go ld One Clear Story Key message p o ints are wove n t hro u gho ut the pro p osal Shipley is the gold standard for high-stakes corporate proposals. NCB applies this proven process to grant writing -an innovative approach that delivers a more disciplined methodology and competitive edge. City of Rancho Palos Verdes We ensure the application is professionally written in active voice and responds to the program’s specific questions clearly and concisely. Depending on the point system for the application, we will alert you about areas of deficiency and ways to improve the application scoring, or how best to offset deficiencies to the maximum extent possible. Following the Shipley Method, our process provides you with a red draft (75-85%) that will have the major components outlined and narrative developed but may still be waiting on details like final budget numbers, design plans, support letters, or other long lead items. While you review the red draft and provide feedback, we continue working on the final elements and incorporating all feedback. The second deliverable is the gold draft (final, or 99% final) that has been vetted through our Quality Assurance/Quality Control process to ensure that the application is complete. Our process cross-checks proposal components against the compliance matrix including formatting, layout, budget numbers and associated calculations, enunciation of deliverables, and project schedule. The gold draft is error free and ready for submission except for your final feedback. Our goal is to deliver a red draft two weeks prior to the application deadline and gold drafts one week prior to the application deadline. Quick turnaround requests may have compressed delivery schedules. Your NCB team develops all application materials as independently as possible. This, in turn, saves precious staff time and reduces your burden. Our comprehensive work includes, but is not limited to: Developing a proposal planner and hosting a kickoff meeting Discussing and agreeing on win themes and strategies Attending webinars or pre-submission meetings required by the grant agency Registering and creating login credentials for online submission portals long before the grant due date Researching to obtain information for the grant application as independently as possible including reviewing General Plans and other agency documents Interviewing your technical staff, as needed, to develop narrative and obtain documents and materials to help inform the grant application Drafting support letters and circulating them for review and signature Developing draft budgets and budget narratives that are clear to the grant agency Developing all narrative using technical and persuasive arguments, active voice, and ensuring the question is being answered clearly and concisely Developing scope of work narratives in task or narrative format Developing schedules in a format that is easily understood (e.g., Gantt charts) Creating or incorporating graphics and design elements Obtaining local photographs and/or testimonials Completing required forms and circulating for signature 13 D-15 City of Rancho Palos Verdes Continually checking the grant application materials against the grant solicitation to ensure compliance Hosting and leading progress calls Providing drafts at specified intervals for client review and feedback Submitting the final proposal on behalf of the client With respect to developing narrative, we have a unique ability to develop your story in a way that is not only technically correct, but persuasive and compelling. We specialize in narrative that elevates your proposal above the competition and helps evaluators connect with your project and remember your application. CASE STUDY FEMA’s Hazard Mitigation Grant Program (HMGP) Benefit-Cost Analysis. One of our team member’s most rewarding accomplishments was developing the methodology to conduct a benefit-cost analysis for FEMA where modeling guidance did not exist. For a project involving undergrounding utility lines in a high-risk fire threat area, FEMA had no guidance for developing a BCA to submit with the grant application. Working with FEMA staff, he developed an acceptable model that ultimately resulted in the client winning $9 million in HMGP funding. This is just one of the many “out of the box” resources NCB brings to a grant consulting relationship. Budget Justifications. We have several budget and budget narrative templates that have been tested and proven effective over the years. We can adapt budget justifications to be task-based, narrative format, or a combination of both. We understand how to incorporate FTE language, fully burdened rates, indirect costs (if Rancho Palos Verdes has an approved federal indirect cost rate), escalating costs based on a construction schedule, and average industry standard percentages for planning, design, environmental, and construction drawings, cost-plus, and construction administration. Submission Management. As desired, NCB will lead the full grant submission process via portals, email, or hardcopy, ensuring all formatting and deadline requirements are met. With respect to grant portals, our team is experienced in using grants.gov, Valid Eval for U.S. DOT grants, CalOES Grants Central System, and several other online submission portals. During our kickoff call, we have a standing placeholder on the Proposal Planner requiring input on what the application submission process is and if it is an electronic portal, confirmation that you are registered and current, including grants.gov, and that we have your login and password information (if you allow sharing). 14 D-16 City of Rancho Palos Verdes Proficiency with Technology. NCB uses all of the latest software, including the full suite of Microsoft products. We use Microsoft Teams for conference calls, and our grant management workbook is in Excel. We also invest in graphic design software to create unique visuals. All files are stored in Egnyte, the IT professional’s choice for file security and ease of use. While we use Artificial Intelligence (AI) for some scraping during research (with limited success), we recognize that our greatest asset is the human mind. Reviewing Applications to Improve Competitiveness. One of our unique strengths is helping agencies improve their win rate by setting the application up for success on day one. While we cannot control everything once a proposal is submitted (e.g., political realities, volume of proposals submitted, limited grant funding to award), we can control many factors. Starting with the question – should we really go for this, or should we have tried (if a submitted application is denied)? We assume that we may be asked to resubmit an unfunded application that your staff or another consultant developed. Our approach to reviewing unfunded/denied applications starts with requesting a debrief from the funding agency, or at a minimum, the evaluator scorecard(s). With this information in hand, we then conduct a forensic evaluation of the application noting agency comments and other areas of weakness. When points are the deciding factor, it is imperative to evaluate every lost point and assess if improvements could be made for the next cycle. Sometimes points are awarded based on demographic or location factors – things we cannot control, at first glance. Sometimes if we shift the project focus or location (e.g., bus stops, trailheads) we might be able to improve points that once were thought to be static. We will help evaluate the proposal with these concepts and ideas in mind – can we shift the focus or win theme? Can we shift the project to a different location? Can we submit a different project that is more competitive and use local funds for what is not competitive? Denied applications are frustrating, but if the long game is the goal, unfunded applications can oftentimes become competitive and funded with strategic corrections and patience. Approach to Managing Deadlines. Our Proposal Planner’s ‘schedule’ tab requires backward planning from the grant deadline to ensure there are no last-minute panic moments. All known obstacles are mitigated in the schedule including required signatures/approvals, vacation, holidays, and long lead items like support letters. The typical turnaround time from start to finish is 2-6 weeks. For grant management, deadlines are managed through our comprehensive workbook. Post-Submission but Prior to Award Following the submission of your application, our research team monitors and tracks the post- submission process, any changes to an agency’s anticipated award date, and eventual award announcements. If opportunities are available for additional advocacy before or during the review period, NCB will provide suggestions for outreach. If the grant agency makes any supplemental 15 D-17 City of Rancho Palos Verdes information requests, NCB will work with you to develop an appropriate, expedient response and coordinate the submittal of the requested information. If a proposal is not selected for funding, NCB will coordinate a debriefing with the agency. Our experience has shown that debriefings are incredibly useful, helping us discern whether an application was not selected based on lack of funding, politics, or for any reason that can be corrected for a future application. On more than one occasion, a debriefing has resulted in winning funding on a second submission because of the relationships and interest built during the debriefing. Optional Value-Added Tasks Rapid Response Engineering Services. Our team also includes technical assistance providers, as needed, including on-call engineering support. Over the years, we have found that there are times when a client’s staff are so burdened with current projects that they do not have the bandwidth to pivot quickly to develop simple design plans or a preliminary cost estimate, which can be required documents for infrastructure grant proposals. Having our own on-call technical experts as a quick- turnaround resource has proven immensely valuable. They are only activated when needed and report to NCB. Government Relations. NCB’s team has a long history of working with staff from U.S. Senator’s offices, Members of Congress, and State of California delegations. We have assisted clients with hosting legislators to on-site tours to discuss key projects, goals, objectives, and ways elected officials can help (e.g., letters of support, coordination with funding agencies). NCB has extensive experience working with federal advocates and can seamlessly support their efforts on day one. This includes working closely with staff to develop “leave behinds” or one-page documents describing critical projects and issues for the City Council and staff to leave with their federal representatives when visiting Washington D.C. The documents can also be left with federal agency staff and leadership when these visits occur. Federal Appropriations Requests. NCB also has extensive experience working directly with elected federal delegation members to secure funding through the federal appropriations process, known as Community Project Funding (House) and Congressionally Directed Spending (Senate). Our work includes introducing project ideas, completing required forms, creating project fact sheets, drafting support letters, and being available to answer follow-up questions. In 2024, $14.6B was allocated to over 8,000 projects. This could be a significant source of funding for many projects in RPV, including landslide mitigation. The process typically begins in February/March and submissions are due shortly thereafter. We stand ready to assist you with this process for Congressman Gil Cisneros and Senators Alex Padilla and Adam Schiff. 16 D-18 City of Rancho Palos Verdes Task 4: Grant Administration & Reporting Optional Value-Added Task Lifecycle Management. Winning a grant award is truly only the beginning. Our grant management process is similar to grant writing – we have a turnkey model that can easily track and communicate grant requirements, reporting deliverables, and milestones. Figure 5 describes our grant management six-step process, similar to grant writing. Referring to Figure 5, we draw your attention to #4, Compliance. This is key to protecting your grant award and your reputation. The goal is to ensure you have a solid track record and are competitive for future grants because of your reputation managing prior awards. To that end, our process includes ensuring every single regulation, rule, and policy governing your grant award is recorded in the compliance matrix and regularly checked. This includes everything from Presidential Executive Orders, Code of Federal Regulations (2 CFR 200 in particular), FTA Circulars, FHWA Memorandums, State of California procurement rules, regional air quality standards that must be achieved or maintained, as well as County and City regulations and rules. Our experience includes ensuring prevailing wages (Davis-Bacon) are paid, NEPA environmental compliance is achieved, procurement rules are followed, subrecipients are monitored, and records retention policies and procedures are adopted, to name a few. The systematic process and tools we have developed are tested and proven. Figure 5: NCB’s Grant Management Process 17 D-19 1 2 3 NCB'S GRANT MANAGEMENT PROCESS Award Onboarding Start strong • Review grant agreement Identify conditions and deadlines • Execute agreement with funding agency Liaison with funding agency • Host grant team kickoff meeting • Establish ground rules & expectations • Records management & file organization Systems & Records . Establish records retention protocols Infrastructure • Maint ain invoices & documentation Build t e backbone • O rganize correspondence & approvals • Prepare document structu re fo r audits • Develop & ma intain grant workbook Financial Tracking Protect the grant funds • Track award and local match • Reconcile with client's accounting • Review contractor invo ices • Support budget amendments 4 5 6 Compliance Protect your rep uta tion Coordination Communication is key Reporting Reimbursement Closeout Be the A+ grantee • Deve lop compliance matrix • Monitor compliance • Ensu re procurement compliance • Prov ide required flow-down language • Host check-in calls with team • Provide 1 :1 support to project manager • Liaison with funding agency • Support site visit reques ts • Prepare and submit: c Progress reports c Financial reports c Closeout report • Prepare re imbursement requests • Assist with audit s • Prov ide fina l recor ds City of Rancho Palos Verdes Post-Award Reporting. NCB has an unmatched track record in managing awarded funds (submitting progress reports, required financial information, etc.) regardless of their source (federal, state, regional, or other). This includes using a proprietary workbook tool built on our team’s 30+ collective years of experience managing grants that includes a comprehensive compliance matrix to ensure 100 percent adherence throughout the grant’s performance period. The workbook gives you an auditable, long-term operational asset rather than a temporary consulting product. Workbook Details. More specifically, the workbook contains multiple sections including a detailed schedule with milestones and reporting requirements, key dates, roles and responsibilities, financial tracking, compliance matrix, and other required elements including audits and records retention. The workbook is portable and transferable to your staff during and after the assignment. This ensures your team has permanent ownership and can quickly respond to audit and records retention requirements long after the grant has been closed out. Historically, our team has never had a major audit finding in one of our managed grants. When a task order is assigned for grant management, we will work with your team to review the grant agreement. We will provide a workbook for the project that highlights programming requirements and deliverables you are agreeing to perform. Working with Finance and Procurement Teams. At the same time, NCB will work with your finance and procurement teams to develop the necessary tracking of expenditures, reporting requirements, and purchasing policies to ensure requirements are met. For example, many grant programs require the issuance of an RFP or RFQ for design or construction and these need to follow your normal procurement process if that process meets the guidance of the grant agreement. If changes need to be made to the purchasing process, NCB will ensure your team is aware of any alterations, approvals, and variations. We will even craft the necessary alternative language to meet the program requirements. “We can pick up the phone and be confident you are going to solve the problem.” - Anaheim Transportation Network on NCB’s Grant Management Services Draft Reports and Submissions. Similar to the grant development process, staff will receive preliminary drafts for review to ensure they agree with the documented progress. You will then receive a draft that has been reviewed through our Quality Control / Quality Assurance process that checks formatting, layout, budget numbers and associated calculations, enunciation of progress, completed deliverables, and project schedule. Once comments are incorporated into the final documents, you will receive a complete and final draft for review and approval to submit prior to the 18 D-20 City of Rancho Palos Verdes reporting deadline. We will submit the documentation following the grant program reporting requirements, portals, or process. Calendar of Requirements. NCB will maintain a calendar of requirements and will provide you with ample warnings when deadlines approach and the tasks that need to be completed to meet the reporting or scheduled deliverable. Compliance with the grant agreement and reporting requirements is crucial to ensure that the City performs well in any audits and receives a favorable rating that will help with future grant pursuits. PROOF IN PRACTICE Anaheim Transportation Network. NCB is currently managing 12 grant awards with a value over $40 million for the Anaheim Transportation Network. This includes compliance, financial tracking, reporting, and providing technical assistance to contractors and consultants to ensure projects stay on schedule and budget. She will bring this same level of experience and dedication to all post-award projects Rancho Palos Verdes may need assistance with. Shared Filing System. Finally, NCB hosts a shared file system using Egnyte, whereby you and NCB staff can access all documents in a standardized and logical filing system. Access is available 24/7/365 and can be managed by staff members and passwords. An audit subfolder can also be offered. Funder Relationships NCB will also provide guidance to staff on building relationships with foundations, associations, other government entities, and private companies. These relationships could potentially provide funding for the Point Vicente Interpretive Center, Los Serenos de Point Vicente, and Palos Verdes Nature Preserve, in partnership with the Palos Verdes Peninsula Land Conservancy. Our coaching and guidance will include, at a minimum: 1. Engage early and strive to engage at the board member-to-board member level or staff-to- staff level. Using the Foundation Directory, and other publicly available information, we will coach and teach your staff how to obtain foundation board member and executive staff names and circulate them to your elected officials and senior staff. Do they know anyone on the list? If yes, we will work with you to broker a meeting or conference call to engage the foundation. If there are no pre-existing relationships, we will help arrange for a meet and greet, staff-to -staff, with talking points and an invitation to come to the City to see the project or program site. 19 D-21 City of Rancho Palos Verdes 2. Connect often and invite funders into your ecosystem. Foundations are more likely to want to be intimately involved within the communities they invest in (especially foundations located in close proximity to the City) and therefore we will encourage your staff to invite funders to meetings, ribbon cuttings, socials, and other community events. As foundation staff see, hear, and experience the City and grow in their relationship with you, funding considerations become more personal and rewarding which results in a higher probability of receiving not only first-time funding, but continual funding. 3. Be transparent and fulfill promises. It is especially important to always be transparent and finish what we said we would do. We will be a strong voice encouraging the team to complete the scope of work as outlined, complete projects on time, and keep the foundation aware of any obstacles encountered. Public Funders: NCB strives to maintain positive relationships with all federal, state, and public funders. These are typically developed over the life of the grant, either as we initiate contact to ask questions about an open grant, participate in a debrief for an unfunded project, or manage an existing award. Excellent management of an existing grant award is the best example of how to make a good impression on a public funding agency. NCB’s goal of making the funding agency happy is the best way to build positive relationships and help secure future funding. NCB Policies, Additional Services, and CEO Practices Policy on Client Communication NCB proudly holds to a “relationships-first” philosophy. Naturally, effective communication is a core foundation of our operating procedures. The NCB Procedures Manual has a chapter dedicated solely to “communicating”; excerpts are outlined below: Accessible and Enthusiastic Culture. NCB takes pride in being 100 percent accessible. We share cell phone numbers and welcome text and phone calls at any time. We must be able to adapt quickly given the deadline-driven environment we operate within, and NCB has created a culture of accessible and enthusiastic responsiveness. During an active grant application assignment or other project/task, communication begins with a kickoff meeting and standing check-in calls are imbedded into the project schedule. NCB will provide regular updates to the City project lead or team members almost daily for quick turnarounds, or, at a minimum, 1-3 times per week if there is a longer lead time. We host a specific red and gold meeting to review your feedback on drafts, answer questions, and assess the overall competitiveness of the proposal. When submitting the grant proposal, depending on the method of delivery, we will coordinate directly with your team to submit jointly or receive authorization from you to submit on your 20 D-22 City of Rancho Palos Verdes behalf, and we always monitor for receipt confirmation from the funding agency and communicate to you that the proposal was successfully submitted. Voice versus email. We balance “should this be a phone call or email?” In other words, which would result in better communication? Difficult or disappointing news. This will always be a phone call. We believe that sending an email does not equal communication. Monthly check-in call – as a group. As presented above, NCB highly recommends a monthly check-in call with the entire team, due to the unexpected nature of the grant industry, a monthly meeting (standing call with an agenda) keeps information current and evergreen. Agendas. While many firms are doing away with meeting agendas, we take this form of communication seriously. Your time is important and for that reason we always come to meetings with an agenda and clearly articulate why we are meeting and what we need to accomplish during the meeting. Follow-up action items are always emailed to the team. Video Recording. NCB, with your approval, may record Microsoft Team meetings allowing anyone who may have missed the meeting to watch, seek clarification on what someone said, or to create summary notes. Meetings are only recorded with everyone’s approval - this is not a standard practice but one that is available. City Council Presentations/Other. NCB staff can provide annual updates to your governing boards, as requested (e.g., City Council, Housing Authority, Community Development Committee). These can be formal or informal presentations providing summaries on progress, wins, and future opportunities. Policy on Artificial Intelligence NCB uses artificial intelligence (AI) in a limited and carefully managed manner to improve efficiency and reduce costs for our clients. When used, AI supports specific administrative and research tasks, that may include identifying new grant opportunities, helping track deadlines, generating reminders, and reviewing prior narratives originally written by experienced grant professionals so they can be efficiently adapted to new applications with similar requirements. These tools allow us to complete routine tasks more quickly, which helps control project costs and ensures more of our time is spent on strategic thinking, analysis, and writing that requires professional judgment. All grant narratives and final work products are developed, reviewed, and edited by humans. We do not rely on AI to generate content and grant applications, and we do not use client information to train AI systems. Our goal in using these tools is simple: to responsibly streamline parts of the process so we can deliver high-quality work while saving you money. More than Just Grant Research, Writing, and Management RPV will be establishing a long-term relationship with a best in the industry team that provides decades of unmatched experience. NCB’s team members have layers of expertise in many 21 D-23 City of Rancho Palos Verdes elements that feed into the grant process, project development, and your overall operations. Following are tangible experiences that most traditional “grant writers” cannot bring to a team: Planning process and requirements for General Plans, Open Space Master Plans, and Specific Plans Federal Emergency Management Agency benefit-cost analysis (BCA) expertise Developing nomination forms for award programs Working with legislative advocacy firms to further a client’s grant strategy Helping you work with senate and congressional offices Working knowledge and experience with National Environmental Policy Act (NEPA) requirements and process Federal Transit Administration requirements for transit operations Sustainable community development planning Housing and Urban Development Section 8 Environmental Protection Agency Brownfields requirements The engineering process for construction and transportation projects, including design- build Community engagement NCB employees are actively, or have in the past, served on local city councils as mayors and council members, served on regional boards overseeing fire services and transportation agencies, and served on economic development corporations – this gives NCB a deeper understanding of the political realities associated with projects and programs NCB employees are actively, or have in the past, served on local non-profit boards and community development organizations – this enables NCB a deeper and kinder appreciation of non-profit organizations’ needs and limitations and the nuances associated with non-profit supporters on a local and regional level NCB has successfully navigated grant applications and efforts involving regional partners including regional transportation agencies, regional planning organizations, statewide and regional associations, and state agencies 22 D-24 City of Rancho Palos Verdes Annual CEO No Cost Site Visit The President and CEO of NCB meets with every client on an annual basis to review their satisfaction with their assigned service lead and team, the status of the agreement with the agency, and successes over the past year and since the inception of services. During this annual visit, we will discuss the return on investment for that budget year and the overall length of our engagement with you. NCB believes that meeting your expectations and building a solid relationship over the years is best for everyone – you, your assigned team members, and our firm. We do not allow short- term gain to outweigh the long-term relationship. NCB maintains a comprehensive database of submitted applications. Our database allows us to track and monitor the number of applications we have developed, the award rate, and the return on investment made by RPV. Our success is tied directly to the success of meeting your required deliverables and funding goals and your return on investment with our firm. NCB will be the first to alert you if we believe you are not receiving a positive return on your investment and will make recommendations on how to improve these results. lead, grant writer, and grant manager follows proven processes, communicates professionally, and prioritizes client satisfaction. This results in consistent, high- quality proposals. For RPV, this means reliable service, stronger grant applications, and a team that represents your organization with the highest level of professionalism. 23 D-25 II ). --,... ~ ~ ~,, ~/lfERS\"( ""- City of Rancho Palos Verdes Section 2: Organization and Staffing Key Personnel Key personnel assigned to RPV will remain assigned to this project through completion of the scope of services. Your assembled team members have worked together for 15 years and resumes detailing experience, education, and qualifications are in Appendix 1. There are no major areas of subcontracted work. Dawn Olsgaard, Project Manager. Dawn will serve as your Project Manager and primary point of contact. With over 20 years of grant writing and grant management experience, Dawn has written or supported 425 grant proposals winning $319 million. She will be supported by NCB’s bench of experienced writers only when surge capacity is needed (we do not employ a rotating writer pool). Dawn will identify funding opportunities, conduct feasibility analyses, and recommend high- probability opportunities. She will coordinate all grant activities including developing the value- added Grant Program Strategy (GPS), conducting your GPS check-in call, and developing all grant applications. RPV Specific: Dawn has been allocated 58% of the proposed hours and will provide services from Villa Park, California. Meg Overocker, Assistant Project Manager and Research Manager. Meg will serve as the assistant Project Manager and Research Manager. She will often participate in conference calls launching the application development phase and may participate in your monthly or quarterly calls. As necessary, Meg will develop sections of your applications. Meg has led or participated in developing 106 grant proposals securing $171.1 million in grant funding and $50 million in loans. Her expertise in environmental sustainability, affordable housing, and civic engagement will serve RPV well. RPV Specific: Meg has been allocated 28% of the proposed hours and will provide services from North Carolina. 24 D-26 PROJECT ORGANIZATIONAL CHART Neil Blais Economist I Govt Relations, 6% Subcontractor(s) Quick-turn Engmeenng Support. <5% RANCHO PALOS VERDES Dawn Olsgaard Project Mgr ., 58 % 1 Meg Overocker Asst. Project Manager Research Mgr , 28 % Destin Blais Quality Control , 8 % Andrea Owen Surge Writer , as ne eded City of Rancho Palos Verdes Destin Blais, Quality Control. Destin will support the project team by providing quality control. Destin has 30 years’ experience developing or supporting over 265 proposals securing $302 million. This experience also includes directly managing, or having oversight, for over $300 million in grant funding – federal, state, and regional. Destin’s grant industry experience spans leading all grant efforts for the Missouri Emergency Management Agency, Santa Ana Housing Authority, and Orange County Transportation Authority. She also founded and grew two grant consulting businesses, including NCB. Destin has spent a lifetime leading the grant industry in the development of standard operating procedures, forms, tracking mechanisms, and training programs. RPV Specific: Destin has been allocated 8% of the proposed hours and will provide services from Dallas, NCB’s headquarters. Neil Blais, Economist and Government Relations. Neil will lead and conduct all required benefit-cost analyses (BCA) for BRIC and HMGP applications and will support all FHWA INFRA and BUILD BCAs. He will also provide government relationship assistance, if needed, and operational support regarding contracts, insurance, and invoicing. Neil brings 35 years of experience in engineering, hazard mitigation and community sustainability, and public policy. He is a national expert performing FEMA’s BCA for HMGP applications. Neil also has over 20 years of elective public office experience and currently serves as president of Little Elm’s Economic Development Corporation. RPV Specific: Neil has been allocated 6% of the proposed hours and will provide services from Dallas, NCB’s headquarters. Supporting Personnel Andrea Owen, Surge Writer. Andrea has worked with the project team for nearly 20 years and was the grant consultant for several years for RPV prior to joining NCB. Andrea has developed or supported 235 proposals, winning $150 million. She has over 15 years’ experience in the grant consulting industry. Andrea will support Dawn and Meg as an experienced writer for surge capacity and will contribute “as needed” time to RPV as surge capacity for writing (hours will be pulled from Dawn and Meg). 15 Years Together Your proposed Project Team has worked together for 15 years, building a level of trust, communication, and efficiency only create. 25 D-27 ' I , -~-x:J, -.. City of Rancho Palos Verdes Section 3: Staff Qualifications and Experience Project Experience NCB provides end-to-end grant consulting services and the leadership team has more than 130 years of collective public agency grant consulting experience. Over the course of our careers, we, have personally developed or worked with teams developing more than 1,400 grant proposals securing over $860 million in funding. A defining strength of NCB is our historical understanding of the City of RPV. Co-owners Neil and Destin Blais, along with senior members of our staff, worked with the City of RPV for over a decade at our former company. Collectively, NCB staff members have written approximately 10 winning grants for RPV, providing more than $12 million in funding as identified below: Past Rancho Palos Verdes Awards Written by NCB Senior Staff $9.4M | CA Department of Water Resources (DWR), Prop 1E: Storm Water Flood Management Grant | San Ramon Canyon Storm Water Flood Reduction Project $708K | CA State Water Resources Control Board (SWRCB), Santa Monica Bay Restoration Commission Proposition 84 Grant Program | Santa Monica Bay Catch Basin Insert Project $707K | CA Department of Transportation (Caltrans), Highway Safety Improvement Program (HSIP) | Hawthorne Boulevard Signal Synchronization $487K | CA Department of Transportation (Caltrans), Highway Safety Improvement Program (HSIP) | PVDE Bronco to Headland Barriers, Guard Rails, and Warning Signals $300K | Los Angeles County Regional Park and Open Space District, Los Angeles County Regional Park and Open Space Grant | Sunnyside Ridge Trail Segment Improvement $221K | CA Department of Transportation (Caltrans), Sustainable Transportation Planning Grant | Peninsula-Wide Safe Routes to Schools Program $165K | Southern California Association of Governments (SCAG), Sustainability Planning Grant | Western Avenue Corridor Design Implementation Guidelines $144K | California Natural Resources Agency (CNRA), Cultural and Historical Endowment Museum Grant | PVIC Lighthouse Lens and Hunting the Whale Exhibits $ 24K | U.S. Department of Homeland Security; Federal Emergency Management Agency (FEMA), Hazard Mitigation Grant Program (HMGP) | City of RPV and Rolling Hills Estates Multi- Jurisdictional Hazard Mitigation Plan Experience Matters Your proposed Project Team has developed more than 1,400 grant proposals securing $860 million in funding. 26 D-28 e i f ) ) ) ' I , -@ I • , I ' ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) City of Rancho Palos Verdes NCB delivers results across the full spectrum of competitive grant funding. The following illustrates our real-world experiences and successes (common acronyms used for brevity, examples): Table 1: Agency Experience (examples) $860M+ secured | 1,400+ grant proposals | 75+ agencies Federal $360M | 400 proposals California $425M | 680 proposals Regional $80M | 160 proposals Foundations $3M | 110 proposals DOT Caltrans SCAG Guenther HUD DWR SCAQMD CoreCivic EPA CEC Met. Water District Carrico DOE (energy) EPA LA Metro PIMCO HHS CNRA | Parks Dogwood Health DOJ CalOES Bob Barker DOL OTS Neeb Family DOI - BOR Rivers & Mountains BNSF EDA CalFIRE Energy Trust DHS Highlighted Awards $81.2M | U.S. Department of Transportation, RAISE | Missouri Department of Transportation -Construct new bridge over Missouri River on Interstate 70* $19M | California Local Transportation Climate Adaption Program | Anaheim, CA -Construct storm drain, active transportation, and bus stop improvements $15M | U.S. Department of Transportation, BUILD | Fontana, CA -Complete streets project including bus turnouts, bike lanes, trails, sidewalk connectivity, and integrated IT systems** $9M | U.S. Department of Homeland Security, FEMA, Hazard Mitigation Grant Program | Anaheim, CA -Underground high voltage power lines in high fire-hazard threat zone $8.3M | U.S. Department of Housing & Urban Development, Neighborhood Stabilization Program | Indio, CA -Residential buyout program and rehabilitation $3M | U.S. Economic Development Administration, Economic Assistance & Adjustment Program | Anaheim, CA -Renovate a facility into a small business incubator and workforce development center $1.5M | California Department of Transportation | Anaheim, CA -Safe Routes to Schools sidewalk gap closure $1.472M | California Coastal Conservancy Grant Program | Orange, CA -Develop engineering plans for OC Riverwalk Upland Habitat Restoration Project 27 D-29 City of Rancho Palos Verdes Staff Qualifications) See Resumes in Appendix 1 28 D-30 City of Rancho Palos Verdes Reference Projects NCB clients typically fall into one of two models: 1) full service, and 2) on-call, as needed assistance. Regardless of the model, our approach is the same but adjusted to meet each client’s needs based on the point of entry into the grant cycle. We are proud that our clients are diverse not only geographically but also based on the services they provide and who they serve. No client is too small or too big. The following examples illustrate our experience with clients and projects of similar size and scope: City of Anaheim, California Rudy Emami, Public Works Director Kevin Clausen, Community Investment Manager, Housing and Community Development The City of Anaheim budget of $2.41B. NCB’s services include grant research and advising during the go/no go decision-making process, developing grant proposals end-to-end, assisting with federal appropriations (i.e., earmarks), coordinating with regional agencies and partners, and post- award grant management. Term: Starting in 2007 to present, Destin and/or Dawn have provided continuous full-service support to Anaheim since 2007. The current contract for services began November 2026- present. NCB Staff and Roles Assigned to Anaheim: Dawn Olsgaard, Project Manager Meg Overocker, Assistant Project Manager and Research Manager Destin Blais, Quality Control and Strategy Andrea Owen, Surge Writing 29 D-31 City of Rancho Palos Verdes City of Anaheim, California Example No. 1 (2024/2025): La Palma Avenue Storm Drain Improvement and Resilience Project Dawn Olsgaard and Meg Overocker developed and won a $21.77M grant to construct a new underground stormwater drainage system with drain pipes, catch basins, trash screens and a flow-mitigating underground detention system to mitigate severe flooding on La Palma Avenue. The project also included shade trees, vegetated bioswales, upgraded traffic signals, ADA curb ramps, and other features. The grant was submitted to the Local Transportation Climate Adaptation Program offered by Caltrans. Anaheim’s proposal was one of 15 proposals submitted and the second highest award at $21.77M. Only eight (8) proposals were funded (a 53% chance of winning). Meg served as the project manager and provided leadership and guidance throughout the application. She developed the NCB proposal planner to guide the application development, hosted and led the kickoff call, developed the majority of the grant proposal including all narrative writing, developed a red draft and gold draft and incorporated client input, and submitted the proposal on time. Dawn Olsgaard assisted with narrative writing, compliance reviews, and quality control. Example No. 2 (December 2025-January 2026): Gap Financing for Workforce Housing Dawn Olsgaard and Meg Overocker developed and won a $5M grant to expand Anaheim’s Local Housing Trust Fund - - to provide gap financing for the development of workforce housing near job centers. The grant was submitted to the Southern California Association of Governments’ LEAP2.0 program and awarded on March 5, 2026. Anaheim’s proposal ranked #2 out of 23. Only five (5) were awarded funding (a 22% chance of winning). Dawn served as the project manager and provided leadership and guidance throughout the application. She developed the NCB proposal planner to guide the application development, hosted and led the kickoff call, developed the majority of the grant proposal including all narrative writing, developed a red draft and gold draft and incorporated client input, and submitted the proposal on time. Meg Overocker assisted with select narrative writing and compliance reviews. NCB submitted a grant writing quote on December 30, 2025, NTP was provided by the City of Anaheim on January 6, 2026, the grant was developed and submitted on January, 20, 2026 and awarded in March 2026. Dawn – as I’m reflecting on our work together, I want you to know that I value your friendship, skill, and positivity. Your work has reshaped my hometown [Anaheim] in countless ways. You should be very proud of the work you’ve done. Keep your light strong and know that you are magic.” Kevin Clausen, City of Anaheim 30 D-32 City of Rancho Palos Verdes City of Orange, California Orange, California budget of $253M. The City of Orange hired NCB to provide grant writing assistance for one specific project. Term: September – December 2025 NCB Staff and Roles Assigned to City of Orange: Dawn Olsgaard, Project Manager Meg Overocker, Assistant Project Manager and Research Manager Destin Blais, Quality Control Project Example (September – December 2025): OC River Walk – Upland Habitat Restoration Project Dawn Olsgaard and Meg Overocker developed a $1.28M grant proposal to the California State Coastal Conservancy. Funds were requested to enable the City to develop 90% complete PS&E documents for a 7.3-acre habitat restoration and riverbank improvement project on the eastern bank of the Santa Ana River to support local wildlife and urban greening. Dawn served as the project manager and provided leadership and guidance throughout the application. She developed the NCB proposal planner to guide the application development, hosted and led the kickoff call, developed the majority of the grant proposal including all narrative writing, developed a red draft and gold draft and incorporated client input, and submitted the proposal on time. Meg Overocker assisted with select narrative writing and compliance reviews. NCB provided a grant writing estimate on September 26, 2025. A Concept Proposal was submitted to the Conservancy on November 4, 2025, with the Conservancy conducting a site visit three days later on November 7 and extending an invitation to submit a full proposal. The full proposal was submitted on December 1, 2025. The Conservancy staff are recommending this project for funding at the April 23, 2026, Board meeting and recommending an additional $192K in funding to help augment additional community engagement, wayfinding, or upgraded fencing. 31 D-33 ~ Coastal Conservancy City of Rancho Palos Verdes Jurupa Valley, California Contact: Amy Sells, Deputy City Manager Jurupa Valley, CA 92509 asells@jurupavalley.org Jurupa Valley, California budget pf $94M. Jurupa Valley contracts out several functions including public safety and public works and therefore has a low FTE count based on cities of comparable size. NCB provides grant research and go/no go assistance, end-to-end grant proposal development, and assistance with legislative earmarks. Term: The current contract for services began February 2026 – present NCB Staff and Roles Assigned to Jurupa Valley: Dawn Olsgaard, Project Manager Meg Overocker, Assistant Project Manager and Research Manager Destin Blais, Quality Control and Strategy Andrea Owen, Surge Writing Project Example (January – March 2026): First-Time Homebuyer Downpayment Assistance Program Dawn Olsgaard and Meg Overocker worked together to develop a $500K grant proposal to the California Housing and Community Development HOME Investment Partnership Program to implement a first-time homebuyer downpayment assistance program in the City of Jurupa Valley. Dawn served as the project manager and provided leadership and guidance throughout the application. She developed the NCB proposal planner to guide the application development, hosted and led the kickoff call, developed the majority of the grant proposal including all narrative writing, developed a red draft and gold draft and incorporated client input, and submitted the proposal on time. Meg Overocker assisted with select narrative writing and compliance reviews. The proposal is pending at the funding agency. 32 D-34 City of Rancho Palos Verdes Pilot Point, Texas Contact: Michele Sanchez, Assistant City Manager & Chief Financial Officer 102 East Main Street (940) 686-2165, ext. 124 Pilot Point, TX 76258 msanchez@pilotpointtx.gov Pilot Point, Texas growth due to its proximity to North Dallas. Pilot Point is projected to grow to over 25,000 residents by 2030. NCB provides on-call grant research and go/no go assistance, end-to -end grant proposal development, and assistance with legislative earmarks. Term: Services are provided on an on-call basis with task orders issued per assignment NCB Staff and Roles Assigned to Pilot Point: Destin Blais, Project Manager Meg Overocker, Assistant Project Manager and Research Manager Dawn Olsgaard, Quality Control Project Example (February - March 2026): Congressional Community Project Funding (earmark) Safe Streets Initiative Destin Blais and Meg Overocker worked together to develop a $1.865M funding request to Congressman Brandon Gill through the U.S. House of Representatives’ Community Project Funding effort. Funds were requested from the Transportation, Housing and Urban Development and Related Agencies Appropriations Subcommittee to make safe streets improvements on five local roadways near elementary and middle schools. Destin served as the project manager and provided leadership and guidance throughout the application process. She hosted and led the kickoff call, developed the majority of the grant proposal including all narrative writing, developed a red draft and gold draft, incorporated client input, and submitted the proposal on time. Meg Overocker assisted with select narrative writing and compliance reviews. The funding request is pending. 33 D-35 City of Rancho Palos Verdes Following are additional public-agency clients NCB team members have provided similar services within the past three years. Table 2: Other Clients Agency Agency Contact Address, Phone E-mail Services | Team Service Dates Transportation Network 1354 South Anaheim Blvd Anaheim, CA 92805 (714) 563-5287 acastaneda@atnetwork.org writing and post-award management) Dawn Olsgaard | Meg present Economic Development 200 S. Anaheim Blvd Anaheim, CA 92805 (714) 765-4629 Project specific writing Dawn Olsgaard | Meg 2025 Public Library 500 W. Broadway Anaheim, CA 92805 (714) 765-1810 Project specific writing Dawn Olsgaard 2022 Community Services 200 S. Anaheim Blvd Suite 433 Anaheim, CA 92805 (714) 765-5155 jjimenez@anaheim.net writing and post-award assistance) Dawn Olsgaard | Meg September 2025 99 E. Ramsey Street, Banning, CA 92220 (951) 922-4860 Project specific grant writing Dawn Olsgaard | Meg Overocker August 2025 Department of Public Utilities 1626 E Street, Fresno, CA 93706 (559) 621-8612 Paul.Amico@fresno.gov writing and post-award assistance) Meg Overocker | Dawn 2025 8353 Sierra Avenue Fontana, CA 92335 (909) 350-7606 writing); project specific grant writing 2023 Supported service lead as needed 34 D-36 City of Rancho Palos Verdes Table 2: Other Clients Agency Agency Contact Address, Phone E-mail Services | Team Service Dates Josefina Alvarez 850 S. Madera Street, Kerman, CA 93630 (559) 550-0714 Project specific grant writing Dawn Olsgaard | meg Overocker August 2025 1700 W. Fifth Street San Bernardino, CA 92411 (909) 379-7100 Alexander.Shippee@omnitrans. writing and post award assistance) Dawn Olsgaard | Meg September 2025 NCB: End-to-End Grant Consulting Firm NCB has spent years developing relationships with technical experts to include language translators, engineers, environmentalists, air quality specialists, traffic planners, housing consultants, and park planners. These services are engaged only when necessary to meet specific grant requirements where specialized expertise is beyond our team’s core capabilities. With NCB, you have an end-to-end grant consulting firm capable of fulfilling all requirements for even the most complex grant applications. For you, that means simplicity – working with a single coordinated team from start to finish. 35 D-37 City of Rancho Palos Verdes Section 4: Project Cost Why Time and Materials NCB utilizes a time-and-materials approach, with the additional protection of a not-to -exceed warranty. NCB recognizes that other grant firms charge retainers, subscription fees, or fixed fees for services, but our experience teaches that those approaches benefit the grant writing firm, and not the client. For example: Grant programs are cyclical in nature. There are months when a limited number of opportunities are open You will pay the actual fee, possibly saving funds We become your trusted advocate, recommending you pursue grants because we believe you will win We invoice you only when we are working for you NCB’s Approach to Managing Budgets NCB believes that the cost of our services should never dissuade you from doing work, pursuing a grant proposal, or managing a grant post-award. That is why we only bill you for the work we actually do, rather than charge you a fixed fee for service. The following is our approach to managing budgets: NCB utilizes a blended rate structure aligned with the services provided. This means your fees remain consistent regardless of staffing level, ensuring cost efficiency while maintaining senior-level oversight throughout the project. This approach is transparent, predictable, and a cost-effective alternative to traditional tiered hourly billing rates All staff and subcontractors, if any, are required to submit time records on a weekly basis. Time charged is reviewed against the approved task authorization as an internal control to monitor progress and manage costs We recognize that requirements may evolve or additional tasks may arise. Any changes will be promptly communicated and discussed with you. If work falls outside the approved scope, we will coordinate with you to determine appropriate next steps, which may include a scope or budget adjustment. While this is rare, we are transparent about how change orders are handled We do not apply any markup to direct, reimbursable expenses; all such costs are passed through at actual cost For subconsultant work (if any), we process an 8 percent administrative fee 36 D-38 e i f ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) ) City of Rancho Palos Verdes Invoices provide clear and sufficient detail to identify the work performed during each billing period Detailed time records are maintained and are available upon request. Receipts and supporting documentation for direct, reimbursable expenses are likewise retained and can be provided as needed We utilize professional accounting software to manage and maintain all financial records, use ADP for payroll processing, and engage a certified public accountant with expertise in business accounting to prepare and file all required federal and applicable state tax returns Table 3: Fee Schedule Description Rate NCB, blended rate for all services • Dawn Olsgaard, Project Manager • Meg Overocker, Assistant Project Manager, Research Manager • Destin Blais, Quality Control • Tonya Frost, Research, Writing • Andrea Owen, Surge Capacity • Neil Blais, Economist and Government Relations licensed, professional civil engineers)  Travel will be from Villa Park, California, if requested At cost | No markup approved At cost | No markup Note: NCB hourly rates will increase 3% on January 1 of every multi-year contract With a request for services, NCB will provide you with a time-and-materials quote for the proposed level of effort. We will also only bill for the time expended, so if we complete the project in less time than estimated, you will only pay for the actual time expended. 37 D-39 City of Rancho Palos Verdes Proposed Budget: Summary Table 4: Budget Summary Year 1 Year 2 Year 3 Annual Cost $77,350 $79,671 $82,061 - *Grant Program Strategy $4,500 $0 $0 Monthly Check-in Call $3,600 $3,708 $3,819 Grant Management $9,000 $9,270 $9,548 Quick-Turn Engineering Support $5,040 $5,191 $5,347 Other General Support $7,200 $7,416 $7,638 *GPS does not repeat in years 2 and 3; 3% escalation applied each year The Annual Cost excludes all proposed value-added optional tasks The Adjusted Annual Cost includes all proposed value-added optional tasks The budget includes sufficient funds to develop approximately five (5) proposals annually; hours can be shifted as needed based on your actual needs; this is consistent with our leadership’s historical experience working with RPV, dating back to 2010 The budget provides approximately 509 hours for NCB staff time if selecting the Annual Cost option; if all value-added optional tasks are selected, total NCB staff time hours increase to 671 + 20 hours annually for quick-turn engineering support Fifty-eight percent (58%) of the total hours are allocated for the Project Manager (296 hrs), 28% for the Assistant Project Manager and Research Manager (140 hrs), 8% for Quality Control and Client Satisfaction (43 hrs), and 5% for economic (benefit-cost analyses) and government relations support (30 hrs); these percentages shift nominally if the value-added optional tasks are selected Years 2 and 3 include a modest 3% increase in labor to help NCB provide competitive wages and benefits to employees year-over-year NCB’s cost to provide services is 0.25% of the City’s annual operating budget ($41.5M) Based on a 20:1, 50:1, and 80:1 return on investment, Rancho Palos Verdes should realize $1.5 million, $3.9 million, or $6.2 million, respectively, in grant funds by the end of Year 2 38 D-40 City of Rancho Palos Verdes Proposed Budget: Detail 39 D-41 KEY PERSONNEL HOURS Total No. "C iii of Total :;; .,. "' u "' 'OD 0 ·;;; Proposals Total Annual "' iii iii "' 0 > ·;;; Estimated Estimated Hourly Estimated %of C: 0 '.S iii ;: 'OD "' 'iii No. On-Call Service/Task Description Per Year Hours Rate Cost Total "' Cl> Cl> 0 :;: 0 z 1 Gra nt Mon ito ri ng & Rese arch Research, conduct feasibility analys is, and recommend grants aligned with City goals and N/A 120 $150 $18,000 23% 60 50 10 objectives; provide Grant Brief, make go/no go dec isions w/ RPV staff, develop quotes for developing proposal -10 hrs per month x 12 months 2 Qu arte rly Gra nt Progra m Lead 6 0-minute grant team call to discuss grant landscape ; open solicitations, pend ing N/A 24 $150 $3,600 5% 16 6 2 St ra tegy (GPS) Chec k-in Call proposals, debriefings, new priorities; keep records and reports summarizing status of a ll grant opportunities, pending, and su bmitted applications 6 hrs per qtr x 4 qtrs (4 hrs record keep in g/qtr and mtg prep , 1 hr call, 1 hr post-call follow-up) 3 Gra nt Propos a l Develop m ent Lead all grant development using systematic, tested process to deliver compliant, compe l ling, 7 1% and competitive proposals -includes l ead i ng full spectrum of actions req uired to deliver proposal, post-submission follow-up activities, and debrief ings Tier 1: Simple 10-30 hours for turnkey_proposal deve l opment 1 25 $150 $3,750 20 4 1 Tier 2: Medium Complexity 30-70 hours for turnkey proposa l deve l opment 3 70 $150 $3 1,500 130 60 20 Tier 3: Complex 70+ hou rs for turnkey propo sa l developm ent (Stormwater, BRIC , HMGP, BU IL D.INFRA, etc.) 1 130 $150 $19,500 70 20 10 30 4 Re imbu rsable Expenses 1) Mileage for Dawn to attend up the three (3) on site meetings (roundtrip trave l from Villa Park) N/A $1 ,000 1% for Grant Program Strategy meeting and two addit ional meet ings w hen on si t e is helpful ($300/y r) 2) Allowance for hard copy proposal submissions (likely not needed) ($500/yr) 3) Minor allowance for unexpected expenses ($200/yr) 4) Annual site vis it is no cost to RPV ($0/yr) 5 Annual Meeting -no cost To review City's goals an d priorities for grant funding and review hi storical grant w ins and grant N/A $0 management successes ; including documenting all activat es during c urrent year and historical from year 1 -No cost Total Estimated Annual Budget 509 $77,350 100% 296 140 43 30 Percent of Staff Time to Total Hours Budgeted 58% 28% 8% 6% City of Rancho Palos Verdes Proposed Budget: Detail (continued) 40 D-42 KEY PERSONNEL HOURS Total No. ,, :;; of Total :. -"' "' .. u No. On-Call Service/Task "" 0 'iij "' Proposals Total Annual "' :;; iii 0 > 'iij Estimated Estimated Hourly Estimated %of C: 0 -~ iii ;: "" Description Per Year Hours Rate Cost Total .. .. .. 'iii C ::E C z Add: Valu e-Added Opti onal Tasks 6 Grant Progr am Strategy (GPS ) Identify RPV prio rity proj ects and needs and align with current and future grant op portuniti es; N/A 30 $150 $4,500 15% 20 5 5 keep current via GPS c heck-i n call; one -time onboard ing activity 7 Mont hly GPS Ch eck-in Call Same activit ies as No. 2 above except ca ll is hosted mo nt hly instead of quarterly N/A 24 $150 $3,600 12% 16 6 2 No add it io nal hours needed for record keeping 24 additional hours proposed: 8 for 1 hour call, 8 for preparat io n, and 8 for post-call fo llow-up 8 Post-Award Gra nt Managem ent Assist w it h post-award co m pli ance inc lud ing project manager support, comp li ance, fi nancial and N/A 60 $15 0 $9,000 3 1% 36 18 6 program reporting, budget and scope amendme nts, f inal closeout, audit preparation , records retention ••Some grant awards allow costs to be reimbursed wl grant funds or count towards local match** -60 hrs per year /5 hrs/mo), as requested 9 Quick-Turn Engi neering Suppo rt Quick-tu rn enginee ring support inc luding preliminary design plans, cost est imat es, and 1 20 $252 $5,040 17% enviro nment al. Only request ed if RPV engineering staff are unable to support a quick-turn reque st. 10 Ot her General Su pport As requested, including federa l appropriat ions requests, gove rn ment rela ti ons and education, N/A 48 $150 $7,2 00 25% 25 12 5 6 strat egic guidance outs ide of grants, emergency advisory services 4 hrs per month x 12 months Tota l Estimated An nua l Val ue-Added Optional Tasks 162 $29,340 100% 97 4 1 18 6 Percen t of Staff Time to Total Hours Budgeted for Val ue-Add ed Optional Tasks 60% 25% 11% 4% Total Estimated Annual Budget with Value-Added Options 671 $106,690 393 1s1 61 36 Percent of Staff Time to Total Hours Budgeted 59% 27% 9% 5% City of Rancho Palos Verdes Section 5: Quality Control Plan Quality control is built into every procedure within the NCB framework. This includes: Quality Control Manager. At NCB, we have an assigned Quality Control Manager who has founded two nationwide grant writing firms and has more than 30 years of direct experience developing complex award-winning proposals and managing grant funds. Destin Blais serves in this capacity and is responsible for developing our procedures, templates, and processes and ensuring all NCB work products follow our tested and proven procedures. These procedures exceed industry standards (as evidenced by our repeat clientele) and include innovative practices like the Shipley Method. Shipley Method. We integrate the Shipley Method into the proposal process, which brings discipline, strategy, and rigorous win-themes into every application. The Shipley method also has an unrelenting focus on compliance and requires creating a compliance matrix that is checked at specific intervals. Most firms leave compliance up to memory or a simple checklist with no formal checkpoints. At NCB, we are committed to the formal compliance matrix with regular checkpoints. Application Development Procudures. Grant development is highly structured utilizing a kickoff meeting, Proposal Planner (capturing application requirements), development schedule, win themes and differentiators, the team, evaluation criteria, and a compliance matrix. The development schedule includes anticipated tasks, due dates, necessary conference calls and discussions, and projected delivery of the red draft (~75-85% draft) and the gold draft (final). The schedule identifies leads for each task and who we will approach to provide support letters. The schedule ensures we understand everything that is needed for the application, the timing of those requirements, and responsible person. The kickoff meeting formalizes submission protocols for the application. The red draft outlines major components and narrative but may still be waiting on final budget numbers, design plans, etc. The gold draft (final, or 99% final) is vetted through our Quality Assurance/Quality Control process to ensure that the application is complete before sending to you. Our process checks everything against the compliance matrix including formatting, layout, budget numbers and associated mathematics, enunciation of deliverables, and project schedule. Our NCB quality control procedures are designed with our most valuable asset in mind – our clients! We are dedicated to deliverables that meet and, more importantly, exceed your expectations. 41 D-43 City of Rancho Palos Verdes Section 6: Acceptance of Conditions NCB Incorporated accepts all conditions listed in the City of Rancho Palos Verdes RFP document and Sample Professional Services Agreement (PSA) 42 D-44 City of Rancho Palos Verdes Appendix 1: Key Personnel Resumes Dawn Olsgaard, Project Manager | 3 pages Meg Overocker, Assistant Project Manager | Research Manager | 3 pages Destin Blais, Quality Control | 3 pages Neil Blais, Economist & Government Relations | 1 page 43 D-45 Masters Courses Arizona State University BA English & Political Science University of California , Berkeley Public Affairs Education Harvard University Courses Writing Dawn is a seasoned grant strategist with nearly 20 years of experience helping municipalities, nonprofits, and private organizations secure vital funding. She specializes in crafting winning grant proposals and developing cost-effective strategies that maximize impact and return on investment. Recognized for her collaborative approach, Dawn builds strong partnerships that drive sustainable community growth. Her leadership and expertise have resulted in securing hundreds of millions in funding across diverse sectors, from parks, housing, and transportation to climate resiliency and public safety. About Dawn Work Experience 2025-present Director NCB Incorporated Secure capital and programmatic funding for municipal agencies, private firms, and non-profits by developing high- quality and compelling grant applications and proposals. Create cost-effective strategies for pursuing grant funding that maximizes return on investment. Champion clients’ projects, from planning through completion, to achieve positive impacts on the communities served. Director 2009-2025 B&A Professional Grant Services Wrote 115+ winning grant applications for municipal clients for housing, parks, transit, active transportation, economic development and workforce training, public utilities, disaster preparation/mitigation, climate change and resiliency, public safety and other topics. Secured $200 million in funding from federal, state, and regional agencies. Reviewed and edited 75+ additional winning applications, securing $118 million in funding. Created funding strategies and matched federal, state and regional agencies’ and major national foundation’s funding programs to clients’ project needs. Project Manager Dawn Olsgaard dolsgaard@ (714) 274-5961 Orange County, CA Skills Contact Strategic Funding & Grant Prospect Expert Grant Writing & Proposal Development Relationship Building & Engagement Corporate Strategic Leadership & Program Development NEPA & CEQA Training ncbincorporated.com 44 D-46 Incorporated Corporate Proposals I Government Grants • • • • • • • Work Experience (con’t) Director 2009-2025 B&A Professional Grant Services Dawn Olsgaard Analyzed grant funding opportunities for relevancy to clients’ needs and eligibility, providing critical guidance in “go/no go” decisions. Strategized across departments, agencies and projects to coordinate and maximize funding success. Prepared promotional materials to pre-position projects for funding. Generated publicity on project success and outcomes through successful award nominations. Owner 2004-2006 Next Best Thing Launched a successful dog walking and pet sitting company, managing all aspects of the business, including training and certification, marketing, customer service, scheduling and billing. Associate 1998-2004 COSMOS Corporation Served as a research associate on national evaluations of federal and foundation-sponsored grant programs. Conducted site visits, completed case studies, drafted and edited final reports, handouts and slide presentations for client meetings and industry presentations. Public Affairs Associate 1996-1998 New York City Economic Development Corporation, New York, NY Prepared news releases for economic development activities. Wrote speeches, talking points and press briefings for leadership and elected officials. Grant Wins See next page 45 D-47 • • • • • • • =~Qft Corporate Proposals I Government Grants Grant Award Program $28.617 million California State Transportation Agency, Transit and Intercity Rail Capital Program (TIRCP), purchase zero emission micro-cruisers, electric buses, install solar canopy (Anaheim Transportation Network) $10.1 million Orange County Transportation Authority, Comprehensive Transportation Funding Program, Regional Capacity Program; Right- of-Way Purchase (Anaheim Public Works) $4.227 million California Natural Resources Agency Statewide Park Development & Community Revitalization; new park and community center (Anaheim Community Services) $1.0 million U.S. Department of Transportation, Transportation, Community, and System Preservation Grant Program; create river walk and entrance along Santa Ana River Trail (Anaheim Public Works) $523,700 U.S. Department of Transportation Federal Highway Administration, Safe Routes to Schools; new sidewalks for elementary schools (City of Chino Hills) $416,950 California Department of Housing and Community Development, Housing Related Parks Program; renovate an aquatic center with splash pad, plunge pool, showers, and restrooms (City of Fontana) $135,680 U.S. Department of Homeland Security, Assistance to Firefighters Program; purchase washers/extractors, mobile data computers, vehicle exhaust extractor system (City of Fontana) $96,000 California Department of Forestry and Fire Protection (Cal FIRE), Green Trees for the Golden State; plant 600 trees in historic downtown (Anaheim Public Works) Grant wins - representative examples Dawn has personally developed almost 120 winning grant proposals securing $199.9 million for her clients. She also supported or reviewed 76 grant proposals that won $118.7 million for cities, counties, and non-profits. This track record accounts for her professional work with COSMOS, B&A, and NCB. The following are examples of her awarded work. A complete list can be provided upon request. Dawn Olsgaard 46 D-48 Meg is a seasoned grant professional with more than a decade of experience in research, proposal development, and grant management. She has secured over $171 million in competitive funding and loans for public- sector, federal and non-profit clients across sectors including transportation, utilities, disaster preparedness, and public health. Meg is gifted in finding grants to match needs and leading teams. With a strong background in environmental consulting and community outreach, she combines technical expertise with collaborative leadership to deliver impactful funding solutions. About Meg Work Experience 2025-Present Senior Associate NCB Incorporated Manage the research team to deliver timely and exceptional Grant Briefs Act in Service Lead positions to help clients make aggressive but logical go/no go decisions for grant pursuits Develop competitive, compliant, and compelling grant proposals Manage awarded grant funds to ensure compliance including staying on schedule and on budget Provide technical assistance to clients on complementary grant services including environmental requirements, community outreach, and training Participate on the NCB leadership team, representing the Research Department Principal, Grant Development 2021-2025 Blais & Associates, LLC (B&A) Developed 23 winning grant applications for municipal clients on topics including transit, transportation, public utilities, parks and recreation, active transportation, disaster preparedness, and climate resiliency Secured $59.7 million in grant and $50 million in loan funding for clients from regional, state, and federal agencies Assistant Project Manager, Research Manager Meg Overocker moverocker@ (815) 992-1766 Asheville, North Carolina Contact Master of Science University of Tennessee Education Skills Grant research and client funding strategies Grant writing and management Training Environmental studies Community outreach Client-facing collaboration and relationship-building ncbincorporated.com Earth and Planetary Science Bachelor of Science East Carolina University Geology 47 D-49 Incorporated Corporate Proposals I Government Grants • • • • • • • • Work Experience (con’t) Meg Overocker Reviewed and edited 16 applications that secured $61.4 million in funding Developed and delivered a grant writing training program for new hires Developed and delivered a “Train the Trainer” program Led client-facing monthly grant strategy meetings Program Coordinator 2018-2021 University of Illinois Extension, Ottawa, IL Developed strategies to deliver community service projects using University of Illinois Extension Master Gardener and Master Naturalist volunteers Organized, developed, and delivered public educational activities including webinars, presentations, seminars, and new volunteer training programs Prepared news releases, marketing materials, and quarterly, and year-end reports related to the activities and impacts of the programs Recruited volunteers Hydrogeologist 2009-2013 Ayres Associates, Eau Claire, WI Prepared various environmental studies and reports Designed and led subsurface investigations for soil and groundwater remediation Delivered Occupational Safety and Health Administration (OSHA) required training to staff Prepared four federal grant applications including Brownfields and Hazardous Substances Cleanup Grants securing approximately $2.5 million in funding Grant Wins See next page Other Experience 15 years experience in both teaching and training roles, including University level teaching and staff and volunteer training Consulting experience for industrial hygiene services, including lead-based paint and asbestos sampling, remediation oversight, and reporting 48 D-50 • • • • • • • • • • • • • • :~(Jft Corporate Proposals I Government Grants Meg Overocker Grant wins - representative examples Grant Award Program $21 million California Department of Transportation (Caltrans), Local Transportation Climate Adaptation Program: construct the La Palma Avenue Storm Drain Improvement and Resiliency Project (City of Anaheim Public Works) $8.4 million U.S. Department of Transportation, Low/No and Bus and Bus Facilities Program: purchase four 60-foot battery electric buses and charging infrastructure (Omnitrans) $5.172 million California Department of Water Resources, Drought Relief Program: launch a Lawn-to-Garden rebate program (City of Fresno Department of Public Utilities) $1.312 million California Department of Transportation (Caltrans), Active Transportation Program: close a sidewalk gap (City of Anaheim Public Works) $1.5 million U.S. Department of Health and Human Services: Building a Medical Home for Multiply Diagnosed HIV Positive Homeless Populations - Demonstration Sites (Pasadena Public Health Department) $1.0 million U.S. Environmental Protection Agency, EPA Brownfields Assessment Coalition Program: conduct 40 Phase 1 Environmental Assessments (City of Cheyenne, WY) $734,452 U.S. Bureau of Reclamation, Drought Resiliency Program: install wellhead treatment system (City of Fresno Department of Public Utilities) $200,000 U.S. Environmental Protection Agency, EPA Brownfields Assessment Hazardous Substances Cleanup Program: clean up soils (Ashland, Wisconsin) Meg has developed over 105 winning grant proposals securing over $172 million in grant funding, including a $50 million loan. The following are examples of awarded work. A complete list can be provided upon request. 49 D-51 :~(Jft Corporate Proposals I Government Grants Destin is a seasoned leader with nearly 30 years of experience in grant research, writing, and management, serving local and regional governments nationwide. Her most cherished accomplishments are focused on building teams that accomplish amazing success for clients. She has personally developed more than 100 winning federal and state proposals, securing multimillion-dollar funding for community-focused projects. Dedicated to empowering teams and clients alike, Destin combines innovation, collaboration, and results-driven strategies to strengthen communities and drive long-term success, never losing the personal relationship touch. About Destin Work Experience 2020-present Co-founder, Chief Operating Officer NCB Incorporated Collaborate with the President & CEO to drive strategic leadership and foster strong internal and external relationships that promote organizational success, employee engagement, and client retention. Partner with the Vice Presidents of Corporate Proposals and Government Grants to streamline operations, strengthen internal procedures, and deliver consistent client satisfaction and funding wins. Champion client success by coaching and mentoring staff to achieve high-performance standards. Leverage the latest technologies, techniques, and processes to maximize efficiency and resource savings, while maintaining a client- focused, relationship-driven approach. Founder 2000-2020 B&A Professional Grant Services Founded and led a 100 percent, virtual-based, nationwide grant consulting company. Created a centralized, cloud-based file sharing system with filing protocols. Ensured efforts were maintained and improved upon using a continual process improvement strategy. Quality Control Destin Blais dblais@ (949) 322-3056 Dallas, TX Contact BS Accounting University of Missouri, Columbia Education Skills Exceptional communication and strategic thinking Software development Grant research, writing, and management NEPA and CEQA Team Building Corporate Processes and Procedures Training ncbincorporated.com 50 D-52 Incorporated Corporate Proposals I Government Grants • • • • • • • Centralized the Orange County Transportation Authority’s grant department (from a decentralized process). Required assessing current processes and identifying how to bring together different departments with different operating procedures. Provided support to the Federal Government Relations Director by developing the agency’s federal agenda documents for Washington, DC legislative briefings. Personally developed over 40 government grant proposals requiring both technical and persuasive writing styles. Writing topics included providing bus passes for veterans seeking medical help at a local or regional Veteran’s Hospital, constructing a compressed natural gas refueling center, purchasing electric buses, providing day passes for college students, etc. Work Experience (con’t) Destin Blais Developed overall corporate structure, including staffing, by establishing divisions and centralizing or decentralizing, as needed, to ensure company success. Personally developed 65 federal and state government proposals requiring the convergence of both persuasive and technical writing in the following sectors: transportation, transit, military, water (including recycled, wastewater, and stormwater), public health/healthcare (including homelessness), emergency management/disaster relief infrastructure and planning, housing, public safety (fire and police), libraries and museums, alternative fuel vehicles and infrastructure (including compressed natural gas and electric), parks and recreation, environmental (including brownfields and air quality), conservation (including forestry), and planning. Grant Manager 2003-2005 Orange County Transportation Authority Management Analyst 2000-2003 City of Santa Ana, CA Assigned to the Santa Ana Housing Authority. Assisted with day-to-day management activities to include developing all department correspondence, City Council staff reports, and other reports as needed. Developed grant applications to the U.S. Housing and Urban Development. State Hazard Mitigation Officer 1994-2000 State of Missouri, Emergency Management Agency Worked under the direction of the Assistant Director (a retired Army Colonel) to administer a flood buyout program following the Great Floods of 1993. Started as a temporary auditor working with cities and counties throughout the State to ensure Federal Emergency Management Agency (FEMA) grant funds were spent according to federal rules and regulations. Promoted to permanent employee as the State Hazard Mitigation Officer. 51 D-53 • • • • • • • t~Qft Corporate Proposals I Government Grants Destin Blais Grant wins - representative examples Grant Award Program $81.2 million U.S. DOT/FHWA Infrastructure for Rebuilding America (Missouri Department of Transportation) $8.3 million U.S. HUD Neighborhood Stabilization Program Round 2: Housing Relief Program for Foreclosed Properties; (City of Indio, CA) $7 million California Transportation Commission Prop. 1 Local Partnership Program: Construct pedestrian and bicycle access to downtown (City of Claremont, CA) $1.5 million U.S. Department of Health and Human Services: Building a Medical Home for Multiply Diagnosed HIV Positive Homeless Populations - Demonstration Sites (Pasadena Public Health Department) $862,135 California Department of Public Health: Oral Health Program (Pasadena Public Health Department $750,000 San Bernardino County Transportation Development Act: Pedestrian and Bicycle Facilities (City of Fontana, CA) $400,000 U.S. Department of Transportation: Transportation, Community, and System Preservation (City of Farmington, New Mexico) $6,000 U.S. Department of Justice: Bulletproof Vest Program (City of Elk Grove, CA) Destin has developed almost 265 winning grant proposals securing $302.4 million for her clients. This track record accounts for her professional work with the State of Missouri, City of Santa Ana, Orange County Transportation Authority, and as owner of B&A, and now NCB Incorporated. The following are examples of awarded work. A complete list can be provided upon request. 52 D-54 :~(Jft Corporate Proposals I Government Grants Neil is a seasoned leader with nearly 30 years of experience in grant research, writing, and management for local and regional governments. He is nationally recognized for his expertise in conducting benefit-costs analyses, hazard mitigation, sustainable community development, and strategic leadership. Throughout his career, Neil has founded and led successful organizations, advised government and nonprofit entities, and built strong, lasting partnerships that drive community resilience and growth. His work reflects a deep commitment to empowering communities through innovative strategies, collaboration, and results-driven solutions. Experience 2020-present Founder, President & CEO NCB Incorporated Responsible for overall strategic leadership and relationship building - both internal and external to achieve long-term success Provide strategic assistance, technical, and policy consulting services to government and non-government organizations Founder, President & CEO 2008-2020 B&A Professional Grant Services Responsible for overall strategic leadership and relationship building - both internal and external to achieve long-term success Economist and Government Relations Neil Blais nblais@ (949) 322-3055 Dallas, TX Contact Master of Arts Dallas Theological Seminary BS Aerospace Engineering California State Polytechnic University, Pomona Christian Leadership Education Skills National expert on flood hazard mitigation and loss estimation methodologies Conducting Benefit-Cost Analysis (BCAs) Strategic leadership and sustainable community development Municipal government executive leadership ncbincorporated.com General Manager, State and Local Government Operations 1994-2008 ABS Consulting Primary business focus was emergency and risk management Chairman, Multihazard Mitigation Council 2010-2015 National Institute of Building Sciences Assisted with the reconstitution of the Multihazard Mitigation Council Led Public and Private Incentivization bringing stakeholders together to discuss methods of driving resilience Project manager for developing FEMA HAZUS Flood Model Recognized as a national expert on hazard mitigation and sustainable community development 53 D-55 Incorporated Corporate Proposals I Government Grants • • • • • • • • Grant Management Services April 1, 2026 A Proposal for The City of Rancho Palos Verdes DUNS: 962763277 UEI: SYKHEKA6C9Q4 CAGE CODE: 61RD3 wittobriens.comE-1 .... RFP – Grant Management Services i wittobriens.com COVER PAGE Proposal in Response to RFP – Grant Management Services Submitted to: The City of Rancho Palos Verdes 30940 Hawthorne Boulevard Rancho Palos Verdes, CA 90275 Prime Vendor: Witt O’Brien’s, LLC 818 Town & Country Blvd. Suite 200, Houston, TX 77024 (281) 320-9796 | www.wittobriens.com Contact for Proposal Correspondence: If you have any questions about our proposal or require additional information about our services or firm, please contact Michelle Little at ALittle@wittobriens.com with a copy to contractrequests@wittobriens.com. Submittal Deadline: April 01, 2026 Witt O’Brien’s reserves the right to negotiate terms and conditions applicable to any final agreement and, if selected, will negotiate in good faith with the City of Rancho Palos Verdes to enter into a mutually agreeable formal written agreement. E-2 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services ii wittobriens.com TABLE OF CONTENTS COVER PAGE .......................................................................................................................... i COVER LETTER .................................................................................................................... iii 1. APPROACH TO SCOPE OF SERVICES ................................................................................. 1 1.1 Project Startup ..................................................................................................................... 2 1.2 Provide technical and administrative support for the City’s grant program ................................. 4 1.3 Research, assess, and suggest grants .................................................................................... 7 1.4 feasibility analysis ................................................................................................................. 7 1.5 Develop grant applications .................................................................................................... 9 1.6 Tracking and Reporting ....................................................................................................... 12 1.7 Post-Award Program Administration ..................................................................................... 14 1.8 Value-Added ...................................................................................................................... 15 2. ORGANIZATION AND STAFFING ..................................................................................... 17 3. STAFF QUALIFICATIONS AND EXPERIENCE .................................................................... 19 3.1 Prior Experience ................................................................................................................. 19 3.2 Staff Qualifications .............................................................................................................. 21 3.3 Reference Projects .............................................................................................................. 25 4. PROJECT COST ................................................................................................................ 30 5. QUALITY CONTROL PLAN ................................................................................................ 32 6. ACCEPTANCE OF CONDITIONS ........................................................................................ 33 APPENDIX A: EVIDENCE OF GOOD STANDING .................................................................... 34 APPENDIX B: KEY PERSONNEL RESUMES ........................................................................... 36 E-3 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / 818 Town and Country Blvd. Suite 200 wittobriens.com F: +1 (281) 320-9700 COVER LETTER April 01, 2026 Megan Barnes, Senior Administrative Analyst The City of Rancho Palos Verdes 30940 Hawthorne Boulevard Rancho Palos Verdes, CA, 90275 RE: RFP – Grant Management Services Dear Ms. Barnes and Members of the Selection Committee: Witt O’Brien’s is pleased to present this proposal to provide on-call grant management services to the City of Rancho Palos Verdes (the City). We understand the City is seeking a qualified partner to support grant research, feasibility analysis, application development, grant administration, reporting, and related advisory services aligned with the City’s priority projects and community goals. While the myriad Federal funding streams have created opportunities for local organizations to support their important initiatives, navigating the complex eligibility and programmatic requirements specific to each program can be daunting. The City of Rancho Palos Verdes needs a contractor with broad experience across the various funding streams to provide support in identifying and applying for grants funding programs that best meet the City’s needs and circumstances. Witt O’Brien’s is a firm focused on policy advisory services, emergency management, and the entire lifecycle of grants management. For more than 20 years, Witt O’Brien’s and its legacy entities have provided grants management advisory services to improve the resilience of communities nationwide. Reasons to select Witt O’Brien’s: We are experts in Federal funding programs and compliance requirements. Over the past 20+ years, we have maximized the recovery and implementation of over $75 billion in Federal funding across the spectrum of available sources—from the legacy FEMA and HUD disaster recovery programs to the more recent Federal and State resilience-related funding. We bring perspective from across the funding cycle. Our world-class team of experts includes and program managers with firsthand experience on the frontlines of grants management, providing oversight of matrixed organizations, including subrecipients and contractors. In these positions, they have managed across technical disciplines—including housing, public health, health and human services, engineering, climate change, critical infrastructure, and economic development. We also have staff who have served in senior positions across nearly . We view each of our clients as partners and work collaboratively to achieve your desired outcomes. We set organizations up to succeed—from Day 1, our focus is on building your capabilities. We tailor our services to best support your needs. The following information is provided in accordance with the requirements of the solicitation: Firm Information: Legal Name: Witt O’Brien’s, LLC Address: 818 Town & Country Blvd, Suite 200, Houston, TX 77024 Phone: +1 281-320-9796 Type of Organization: Limited Liability Company Docusign Envelope ID: 15EC6547-5692-4C4D-BC0A-D2B9B42A9B49 E-4 WITT O'BRIEN'S / PART OF ll--l E AMBIPAR GROU P 818 Town and Country Blvd. Suite 200 wittobriens.com F: +1 (281) 320-9700 Prime Contact: Michelle Little, Director, +1 (501) 412-6265 | ALittle@wittobriens.com Good Standing Witt O’Brien’s maintains a strong financial and operational foundation. Our client portfolio spans over 500 geographically diverse government and non-governmental entities, many of which are engaged through multi-year contracts that contribute to recurring revenue and long-term stability. Witt O’Brien’s, LLC is currently in good standing. Evidence of good standing is provided in Appendix A. Present Staff, Size, Classification, and Credentials Witt O’Brien’s maintains a multidisciplinary team of professionals who support public-sector clients in grant strategy, grant writing, grant administration, program implementation, financial compliance, procurement compliance, project management, and closeout support. Our team of over 300 dedicated professionals is structured to deliver uninterrupted service across all engagements, ensuring seamless continuity of operations across business units. This depth of talent and workload capacity enables us to scale effectively while maintaining high performance standards. Relevant credentials across our key personnel team include Transportation and Land Use (MURP), Certified Floodplain Manager (CFM), and Grant Professionals Certification (GPC). Sub-consultants Witt O’Brien’s will engage Grant Management Associates (GMA) as sub-consultants to provide general grants support, as needed. GMA is a certified woman-owned California S-Corp with a national footprint and client base. Since their founding in 2009, they have grown from 4 associates to over 50 professionals and have completed hundreds of proposals to diverse federal and state agencies, securing almost $2 billion in awards for their clients. Their overall win rate exceeds 90% on proposals they have led, bringing valuable support to the City of Rancho Palos Verdes. Officers / Authorized Representatives Guilherme Patini Borlenghi, CEO/President – (281) 320-9796| contractrequests@wittobriens.com Cheryl Detillieu Joiner, Director of Contracts & Compliance – (281) 320-9796| contractrequests@wittobriens.com Michelle Pashko, Vice President-Human Resources – (281) 320-9796| hiring@wittobriens.com Witt O’Brien’s, LLC states that it is unaware of any conflict of interest that would impair its ability to perform the proposed work in an objective, impartial, and professional manner for the City of Rancho Palos Verdes. We appreciate your time and consideration of our proposal. Witt O’Brien’s reserves the right to negotiate terms and conditions applicable to any final agreement and, if selected, will negotiate in good faith with The City of Rancho Palos Verdes to enter into a mutually agreeable formal written agreement. Respectfully, Witt O’Brien’s, LLC Cheryl Detillieu Joiner, CPCM Director of Contracts & Compliance Docusign Envelope ID: 15EC6547-5692-4C4D-BC0A-D2B9B42A9B49 E-5 WITT O'BRIEN'S / PART OF ll--l E AMBIPAR GROU P RFP – Grant Management Services 1 wittobriens.com 1. APPROACH TO SCOPE OF SERVICES We understand that the City of Rancho Palos Verdes funding needs span five core priority areas: 1) Resilience and Public Safety; 2) Infrastructure and Utilities; 3) Transportation and Streetscape; 4) Civic, Parks, and Open Space Assets; and 5) Housing, Economic Development, and Community Services. These categories reflect both the City’s immediate and long-term capital, community, and resilience objectives, including hazard mitigation, critical facility development, utility and mobility improvements, public space enhancements, and targeted community support initiatives. Our approach will align these priorities with the most appropriate federal, state, regional, and other funding sources, while also identifying opportunities to sequence and, where allowable, braid funding to maximize impact. By organizing the City’s needs into these strategic categories, Witt O’Brien’s will help the City evaluate opportunities more efficiently, prioritize pursuit efforts, and build a practical, forward-looking funding strategy that supports implementation readiness and long-term community benefit. Successfully pursuing funding requires time and resources—particularly in a time when the grants landscape is changing, and municipalities face funding uncertainties. Our vast grants experience allows us to support the City’s strategic approach to grants planning and pursuit by seeking right-fit opportunities, leveraging available funds, and braid funding sources when possible. In the following sections, we describe our proven approach to grant pursuit and administration, which can help you meet your objectives. To ensure that we have addressed each element in the scope of services, we have organized our approach as follows:  Develop funding strategy – To facilitate the grants pursuance process, we will create a funding strategy that aligns your priorities with potential public and private funding sources. This typically includes an organizational baseline assessment of your current program capabilities to maximize success.  Identify and evaluate funding opportunities – In alignment with the funding strategy, we will identify notices of funding opportunities (NOFOs) and evaluate eligibility requirements, deadlines, and funding amounts.  Develop and submit applications – We will assist in the development, submission, and tracking of grants applications, ensuring compliance with funding guidelines from initial concept to final submission.  Track and report on progress – Throughout the pursuance process, we will implement a comprehensive tracking system throughout the project to track and report on potential funding sources, the grant opportunities selected for pursuance, timelines and milestones, level of effort required for each application, and outcomes of submission.  Conduct post-decision analysis – As requested, we can help identify strengths and weaknesses of applications post-award, including considerations for reapplication. Exhibit 1 below presents a chronological timeline of the activities under our approach. Our timeline includes a focus on the initial start-up activities (from kick-off through the award of an initial grant) and a full schedule of iterative, ongoing activities across the 1-year time period. E-6 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 2 wittobriens.com Exhibit 1: Chronological Timeline 1.1 PROJECT STARTUP Prior to starting the work—and to establish a solid foundation for the project—our team will work with the City to schedule and facilitate the kick-off meeting. This meeting will be used to discuss the project management approach—including developing a shared vision of project goals, timelines, deliverables, and approach. This meeting will also serve as the first opportunity for your staff to get to know our team at the onset of our engagement. Additionally, we will work with the City to identify the key internal and external stakeholders for inclusion in this project. In advance of the meeting, our team will review the available pertinent data such as the City budget, Capital Improvement Plan, and active grant projects. At the meeting, we will request any updates (e.g., to the budget, pending grant applications, etc). This will allow us to use the kick-off meeting to gather information to help inform the tasks outlined in the RFP and conduct a baseline assessment of your current program. Following the kick-off meeting, our proposed Project Manager, Michelle Little, will work with the City to develop a Project Management Plan (PMP) that will serve as the roadmap for our management of the project. The PMP will be based on standardized principles from the Project E-7 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP Provide Recommendations for Improvement = Timeline ♦= Deliverable ONG OING / RFP – Grant Management Services 3 wittobriens.com Management Institute (PMI) guidance, but will be customized to meet your needs. It will identify high‐ level tasks, activities, deliverables, schedule, key milestones, and the staffing plan. The PMP will provide the basis for monitoring, controlling, and reporting on the work, including the comparison of planned vs. actual schedule and costs, work accomplishments, and product delivery. As part of the PMP, we will develop a Communications Management Plan (CMP) to ensure that the City and other project stakeholders receive the necessary information to help with project understanding and oversight. Our CMP will define the communications requirements, including regularly scheduled meetings and project update reports. These meetings will allow us to discuss issues that impact the work effort and ensure all partners understand the progress that has been made. To ensure steady progress in our efforts, our team will document all technical work activities and resource allocations and maintain a master project schedule that tracks all ongoing tasks. This schedule will be a living document used to ensure that all deliverables are completed in a timely manner, within scope, and on budget, including, at a minimum:  Quarterly reports summarizing the status of grant opportunities, pending and submitted applications.  Quarterly meetings with City Staff (via teleconference or in-person) to review the reports.  An annual meeting with City Staff (via teleconference or in-person) to review the City’s goals and priorities for grant funding of projects. We will manage relationships with both internal and external stakeholders throughout the grant process. Our responsibilities will include attending meetings, following up on applications, and performing other necessary tasks. Additionally, we will coordinate with and support the City personnel responsible for ongoing pre-award grant reporting requirements and assist with research and drafting of reports as needed. Project Management The five phases of our project management framework are Initiate, Plan, Monitor and Control, Execute, and Closeout. This framework is an industry best practice and includes multiple opportunities for feedback and continuous improvement. Specifically, our approach includes the following steps:  Initiate: Laying the foundation for a successful grants pursuance program, including the kick-off meeting, as described above.  Plan: Working with the City to clarify the program objectives and develop the necessary program framework, processes, milestones, timeline, and project tools to deliver an effective technical assistance program.  Monitor and Control: Continually monitor the real-time project performance (scope, schedule, cost, and quality) against the PMP, and take corrective actions as necessary. E-8 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP I PROJECT LIFE CYCLE 111M CLOSE OUT / RFP – Grant Management Services 4 wittobriens.com Execute: Work with the client to develop the funding strategy, identify and evaluate opportunities, develop applications, and track progress on all elements. Closeout: Completing all activities and deliverables and all contractual obligations. This will include all resource and summary materials, as well as the final report with lessons learned and recommendations for improvement. 1.2 PROVIDE TECHNICAL AND ADMINISTRATIVE SUPPORT FOR THE CITY’S GRANT PROGRAM At the direction of the City Manager or the City Manager’s designee, Witt O’Brien’s will provide on-call technical and administrative support to strengthen and advance the City’s grant program. This support will be tailored to the City’s priorities and may include strategic guidance, identification of funding opportunities, application development, grant administration, reporting, compliance support, and coordination across City departments and external stakeholders. As part of Witt O’Brien’s approach, before assessing specific opportunities, we will collaborate with the City to formulate a multi-year funding strategy to facilitate the grant application process. A multi-year funding strategy is an essential first step because it gives the City a clear, organized framework for pursuing grants in a strategic rather than reactive manner. It aligns the City’s priorities, project readiness, budget considerations, and staffing capacity with the most suitable funding opportunities, allowing resources to be focused on the applications with the greatest potential value and likelihood of success. This approach improves coordination, reduces inefficiencies, and helps the City plan ahead for deadlines, match requirements, partnerships, and compliance obligations. It also positions the City to identify opportunities to sequence or braid funding sources over time, supporting both immediate needs and longer-term capital, resiliency, and community development objectives. Develop Funding Strategy Our approach to developing a funding strategy typically begins with an assessment of your existing grant management practices to get an accurate picture of the current state of your workflow. This baseline will help determine how best to implement the funding strategy that is ultimately developed (and whether any structural changes may be needed). Our assessment will focus on your organization’s —whether you have the staff, processes, tools, and capability to identify and evaluate funding opportunities; successfully apply for the funds; and then implement the programs compliantly. We have developed a that provides a checklist of items necessary to effectively apply for Federal funding (see Exhibit 2). This tool can be used as an initial assessment to determine where more detailed reviews of the items above might be needed. As needed, we will conduct interviews with your staff and review your policies and processes. E-9 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP I / RFP – Grant Management Services 5 wittobriens.com Exhibit 2: Excerpt from Grant Readiness Tools Based on the results of our organizational assessment, we will identify your specific funding needs, including: Your priority projects (both urgent projects and important longer-term projects) Funding preferences Gaps in funding (how much is needed) The information collected during the assessment will be used to develop a funding strategy that establishes a big picture of what funds are needed, when they are needed, and where to find them. The strategy will be a living document that can be updated as priorities change, timelines are modified, and/or new funding opportunities or partnerships arise. The funding strategy will be developed in coordination with budget and capital plan development and should reflect the priorities of the larger community and elected officials. To develop the strategy, we will develop a list of your organization’s current and future funding priorities, your preferences regarding funding types and sources, and key timelines. We will then identify funding agency programs, including specific opportunities, that best align with your project portfolio and are compatible with your overall plan. For example, we are already familiar with a number of opportunities that may be helpful in addressing the City’s priority areas, as shown in the table below: Potential Funding Sources Priority Area: Grantor/Grant Name: Opportunity Name: Community Wildfire Mitigation Best Practices (Host a Course) Priority Area: Grantor /Grant Name: E-10 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP WITT08RlENS afflbipaf ARE YOU GRANT-READY? ™""' ______ A(tl'l'ii-__..,.,._ ..... -----... ~..-•--"'-ldo_,... __ TN<M<---------.... -_ ........... ., ............... -........... -.t------__ .,,. _______ .. ., ... -- °"' __ .. _. ..,w--"'•• ~·~- n u D D u 0 u -· - l, n L u C C C D lJ u l-L C C L u :!!'.ia:,."!t.,._ .,.11,_ WITT08R; amblpar :-~ ........ ----1---. (& ... ,. __ -------__ , --, o.,.....,;-...... ... _,,,. __ '"'--­•--c.,,,a •-· -· z --'---- D 0 D LJ u u :J D D 0 L 0 :J C D :::J 0 0 :::J 0 D •Ila.Nu,,,. !:Z..~ --II ---· ,_ WITTOBRIENS amblpar _j 7 :J :J 'lllHUo,,_ -- --- u n 0 D D / RFP – Grant Management Services 6 wittobriens.com Opportunity Name: Priority Area Grantor /Grant Name: Opportunity Name: Public Works and Economic Adjustment Assistance (PWEAA). Priority Area Grantor /Grant Name: Opportunity Name: Transportation Infrastructure Finance and Innovation Act (TIFIA) Program. As discussed in the next section of our proposal, through our experience with collaborative hubs and supporting individual clients in grants pursuance, we are very knowledgeable about many of the specific opportunities that are already available and are offered on a regular schedule. As a result, we can quickly identify opportunities that will best meet your needs. For additional funding sources, we will research funding agency programs, including their goals, objectives, and future opportunities (if identified), and identify those that best fit your funding strategy. This will include Federal, state, and local agencies as well as private foundations. The results will help us tailor our ongoing research efforts. Factors to be considered will include: Funding agency Program purpose Project or program types Funding types Funding amounts In addition, we will look for opportunities to layer (i.e., “) multiple funding sources to optimize and amplify their impact. We bring the necessary comprehensive understanding of each program’s specific programmatic requirements to ensure compliance and no duplication of benefits (DOBs). Our team will then work with you to develop the desired format and specific content for the funding strategy, such as: List of your organization’s funding priorities and needs by project. Projects will likely be in different stages of development—ranging from ideation to planning, construction, and even programs in progress with sunsetting funding—and the stage will determine the level of description included in the report. From our analysis of funding opportunities, we will identify the funding programs and specific opportunities that align with the priorities, as well as options for funding match. This will include specific information on each opportunity already identified. Schedule of proposed action, based on timing of opportunities and project timelines. This enables a funding strategy that focuses on release dates, ensuring application development has sufficient time. E-11 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 7 wittobriens.com 1.3 RESEARCH, ASSESS, AND SUGGEST GRANTS As we help execute the funding strategy, we will assist you in identifying and evaluating new funding opportunities. We will assist the City in identifying upcoming or recently opened opportunities to allow as much time as possible to develop competitive and compliant applications. Finding an opportunity early will allow potential applicants to take advantage of assistance offered by the grantor during the open period, such as pre-application conference calls or webinars. We have several ways in which we can identify NOFOs at the earliest time possible. Our dedicated team tracks local, state, and Federal initiatives and NOFOs, . We also partner with technology firms and various advocacy organizations to ensure that we always have the latest information regarding available funding opportunities. In addition to these sources, we using our own experience and a fund-seeking software tool. Our team can create a customized search based on your needs to help fast-track the search for the right grants. We can then identify right-fit funding opportunities that are in alignment with your needs and are a good fit based on allowability requirements and other factors associated with the City’s programs and projects. As we identify opportunities, we will work with you to vet the NOFO and determine the City’s eligibility, fiscal impact, required collaborative partnerships and any additional requirements (such as environmental reviews). Our team reviews NOFOs for information such as: The essential information regarding grant opportunities is encapsulated in concise summaries that provide valuable insights for constructing a funding portfolio and assessing potential opportunities to pursue. 1.4 FEASIBILITY ANALYSIS To assist in evaluating a specific opportunity, we developed a Grant Decision Matrix tool that provides a numerical score for each criterion to assist in determining an opportunity’s “right fit” for each client (see Exhibit 3). This tool will allow the City to self-score each criterion to produce an overall score to be considered for decision-making—i.e., whether moving forward makes sense. A key part of determining “go/no go” is whether applicants are able to meet post-award terms and conditions for Federal grant recipients. Other factors include alignment with needs, eligibility, timelines, match requirements, etc. This process expedites the decision while providing context for whether to invest resources in its pursuit, generating a feasibility analysis. E-12 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP $ N0F0 Release Quarter $ Funding Agency $ Program Description $ Award Minimum & Maximum $ Eligible/Ineligible Uses $ Funding Type (Grant, Bond , Finance, Partnership) $ Funding Match Requirement $ Project Type (Planning, Construction) $ Period of Availability / RFP – Grant Management Services 8 wittobriens.com Exhibit 3: Grant Decision Matrix To further maximize efficiency, we can provide the City with a variety of tools to manage the grants identification process, such as: E-13 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP GRANT DECISION MATRIX -SAMPLE WITT O'BRIEN'S ambipar* Funding Source and Type: Decision by: Project to be Funded: Apply for grant: Y /N WEIGHTED DECISION-MAKING CRITERIA Low Medium High 1 3 5 Relationship with No relationship funder Fit with funder's Not aligned iorities Alignment with entity's Not aligned: low priority, mission/ purpose limited impact Documented Limited evidence of need community and Found internal need Staff skills and Limited experience or skills in Experience area in subject matter Staff time commitment Limited availability by internal availability and external resources Reporting Exten sive Requirements Length of grant term 6 months to 1 year Partnerships No identified partners or collaborative agreements Potential to generate Does not generate revenue, no additional funding future funding identified Entity's resources and Requires significant investment of capacity resources and time Competition for Grant High Likelihood of success Low Matching funds Significant funds required Required ($SOOK or more) Ability to develop a Not enough ti me or resources competitive Application to submit application Sufficient funds to Low meet need Need for funding Low TOTAL RATING EVALUATION KEY: 0-17 = Low, do not apply 18-51 = Medium, apply if matching funds available 51+ = High, applyeven ifmatchingfundsnotavai lable Newly developed relationship (prior Well-established relationship experience -minimal) (relevant prior expe rienc e) Minimal alignment Strategic alignment Moderate alignment: focuses on High alignment: major priority/high priority with limited/moderate impact potential impact Partial evidence of need found -Clear demonstration of need and including available data sets and data sets and materials readily materials available Some experience and related subject Subject matter expert matter skills Partial availability by internal and Current staff is able to perform external resources work Moderate Minimal 1 year to 2 years 2 years or more Potential partners or collaborators Longstanding relationships with identified partners/collaborators Future funding sources identified to Future funding sources cover some costs identified to cover all costs Requires some investment of Requires minimal or no investment resources of resources Moderate Low Medium High Moderate funds required Minimal funds required ($250 -SOOK) ($250K or less) Moderate amount of time available to Ample time available to submit submit application (with increase in resources rating may be adjusted) application Moderate High Medium High response RATING / RFP – Grant Management Services 9 wittobriens.com  Develop a grants approval checklist to ensure that, before grants are pursued, they are reviewed and approved as an appropriate fit for the City.  Establish data dashboards to track funding pursuits and associated details (funder, deadlines, dollar amounts, matching funds, etc.).  Customize a funding decision scorecard to evaluate and compare grant opportunities against the City’s identified needs and priorities. 1.5 DEVELOP GRANT APPLICATIONS Grant applications have a variety of requirements that need to be carefully reviewed. Based on the level of complexity of a grant application, preparing it can take a few days or may require a team to spend several weeks assembling an application. We will help to establish a team that understands the funding opportunity and will map out the response and action plan, including an application checklist. This is where we will identify special requirements, such as local match, cost-sharing, and partnership requirements. As applicable, we will also review the applications from prior awardees to identify success factors that can be incorporated into the City’s applications. We will also attend all relevant webinars, track FAQ publications, and submit questions to the grantor to help ensure your applications are as strong as possible. Preparing for the Application We have developed a that we use during the application process to verify that our clients are prepared not only for proposal submission but also implementation of a project (Exhibit 4 provides an excerpt). We tailor the Checklist as necessary to each individual opportunity to capture all requirements of the NOFO, organized by the relevant factors to that opportunity, such as:  Eligibility, e.g., type of applicant, project criteria, applicant registration, etc.  Cost-sharing requirements  Project eligibility, activities, and readiness  Costs  Merit criteria  Application content  Benefit-Cost Analyses (BCAs) E-14 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP I / RFP – Grant Management Services 10 wittobriens.com Exhibit 4: Excerpt from Grant Proposal Checklist and Evaluation Form We propose working with your staff to complete this form as a preliminary streamlined application process. Each question allows you to answer with a yes, no, n/a, or provide any response to guide our staff as they complete the proposal. Additionally, the Checklist provides our staff with questions to ensure that the proposal formatting meets all submission requirements (e.g., page maximum, font size, etc.). Once the Checklist is complete, our team has the information needed to develop the application. Application Writing and Submission Our team will work backwards from the submission deadline to build an application development timeline that includes the required deliverables and who will produce each piece. These may include:  Program narratives  Budget schedules  Quantitative data to support the request (demographic information, research supporting program need, projections for program outcomes, steps to reduce risk, etc.)  Qualitative information on the applicant’s prior accomplishments in the work area requested  Key personnel expertise and experience needed to implement the grants-funded program  Program management sustainability plan for after the grant period has ended  Performance metrics such as historical data, community impact and milestones, etc.  Standard Federal grants application forms  Unique requirements to the grant, such as letters of commitment and/or support; a National Environmental Policy Act (NEPA) review; or other certifications, assurances, or requirements To be successful, the application must thoroughly address the grantor’s point of emphasis, including their priorities and perspective on the grant program. Our team will create an outline to ensure prompts are answered thoroughly, using data and graphics to support arguments where appropriate. We will also pay attention to all the details, including page counts, presentation styles, method of delivery, formatting, etc. Throughout the application period, our team will track the appropriate site to ensure no changes have been made or additional requirements added. E-15 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP •::;:;•• ..,.., ,.,. .... , "'"''°' • "'°'""W' fO,M w_$Ml'fl,u,..,..-•-~',.,,... ~~ T O lllllf.NS blpar GIIANTPROPOSAlCHK.KllSTaEI/AlUAT~NFORM w-..lllLalJ'O -w -AKydr,UPJ.,,.m =::~ t~ I / RFP – Grant Management Services 11 wittobriens.com To aid in the collaborative nature of grant writing and document control, we created the Application Development Tracker, which provides the following benefits (see Exhibit 5):  Offers transparency in the process and serves as an efficient client communication tool.  Preserves a record of the grant writing process for use in future funding agency inquiries or audits.  Ensures ongoing access to research citations, questions asked and answered, other pertinent information, and our systematic approach to grants applications. Exhibit 5: Benefits of the Application Development Tracker Once the final draft is completed, we compare each area against the grant application checklist provided in the proposal language or developed by our team—ensuring all required documents are included in the application. We edit the application to make sure it has “one voice” and is seamless to ensure the content is unambiguous, reads easily, stays on topic, makes a compelling case, and adheres to the following criteria:  Style adheres to an accepted professional style-guide either required by the NOFO or a generally accepted one.  The point of view is consistent regardless of whether first person or third person is used throughout the application.  Voice is active and not passive to indicate the City’s ability to implement the proposed project and manage the award.  Structure follows any stated requirements by the funder, such as font size, style, page limits, etc.  All required elements are included and adequately addressed. E-16 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP The Application Development Tracker at a Glance FEATURES: A Systematic Approach to Grant Writing. We start by breaking down both the written application and the online submission portal, which often has questions that written applications do not include. This ensures that there are no surprises when we go to submit the proposal. A living Record of the Grant Writing Process. The Tracker captures all the application details, so everyone involved can see what information is still outstanding. A Process Manager. The Tracker asks for all the key information upfront to make sure nothing slips through the cracks including mandatory reviewers, key dates, who must approve the final document before submission, and who will submit the application. We make sure that every piece of the application is in place and on time. We sort out the details and create a customized timeline based on your needs and the grantor's requirements. A Safeguard for Quality Assurance. The Tracker keeps the scoring rubric at the forefront of the writing process. We write your grant to earn the highest possible points based on the rubric, giving you the best chance at winning funding. BENEFITS: • Preserves a record of the grant-writing process for future funding agency inquiries or audits. • Ensures ongoing access to research citations, questions asked and answered, other pertinent information, and our systematic approach to grant applications. / RFP – Grant Management Services 12 wittobriens.com Once we have completed the grants application, we will put it through a quality assurance (QA) process. Our team will help ensure applications are compiled in sufficient time for adequate reviews and to take into account any potential technical issues with submission. We will provide the City with a clean draft for review, feedback, and approval. If changes are identified, we will work with you to address and provide a revised version for approval. Finally, we will submit the application if preferred and provide confirmation of receipt. Once the application has been submitted, we will meet with the City to address any informational needs that may arise, such as grantor requests for additional information. 1.6 TRACKING AND REPORTING Throughout the entire grants pursuance process, we will implement a comprehensive tracking system to capture:  Potential funding sources and related grant opportunities  Opportunities selected by the City for pursuance  Activity timelines (e.g., opportunity release schedules, application deadlines)  Level of effort required for each application  Outcomes of submissions Our team will use data from this system to develop quarterly reports with dashboards of progress and related metrics, including the number of grants identified, the number of grants submitted, and the status of submitted grants. The dashboard will include an at-a-glance summary of year-to-date statistics such as total funding awarded to the City. For specific grants, we will provide data on significant dates (application due, submitted, and awarded), and projected and awarded amounts, including any match requirements. Reporting As part of its on-call grant management services, Witt O’Brien’s will prepare and deliver tangible work products that support the City’s grant identification, application, administration, reporting, and post- decision evaluation activities. Deliverables will be developed based on the specific assignments authorized by the City and tailored to the requirements of each funding opportunity or award. Anticipated work products include the following:  Periodic grant opportunity notices will be provided advising the City of relevant grant funding opportunities that align with the City’s priorities. These notices may summarize key information, including the funding source, program purpose, eligible applicants, anticipated funding amounts, match requirements, deadlines, and initial considerations of project fit and readiness.  Task-specific quotes will be prepared for funding opportunities the City elects to pursue. These quotes will outline the proposed scope of work, level of effort, staffing approach, schedule assumptions, and estimated cost for development and submission of the application.  Draft and final application packages for each funding opportunity selected by the City. Depending on the program, these packages may include narratives, forms, budget documentation, schedules, supporting attachments, letters of support, certifications, and other submission materials required by the funding agency. E-17 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP I / RFP – Grant Management Services 13 wittobriens.com  Witt O’Brien’s will prepare grant-related reports and supporting documentation as authorized by the City. Among the typical terms and conditions included in grant agreements are reporting requirements. Grantees or subrecipients are commonly required to submit periodic programmatic and financial reports (monthly, quarterly, or semi-annual) and final reports. These reports inform the grantor of the status of the grant-funded program and demonstrate fiscal responsibility, transparency, and compliance.  Programmatic reporting describes project status and accomplishments. These reports measure the progress achieved on each task in relation to the approved schedule and project milestones for that reporting period. We will assist the City with its review of the project, including its functions and activities, to be included in the progress report. Generally, progress reports are brief (normally less than five pages) and are in chart form, narrative form, or both. We can assist or develop these reports to qualitatively and quantitatively evaluate and inform the funder of the City’s performance in executing the grant program and its award, including identifying any reasons for deviations and corrective actions taken.  Financial reporting ensures proper expenditure and tracking of grant funds during the grant lifecycle, along with compliance with the fiscal terms and conditions of the grant agreement. We can assist the City in preparing the actual expenditures and unliquidated obligations for the reporting period, as well as the cumulative total for the grant. As part of our reporting procedures, we will assist in developing a standard process for meeting the funder’s timeline for reports, including the collection of any data, coordination with other departments such as finance, and incorporating internal approvals. Other Deliverables Witt O’Brien’s will keep the City apprised of performance status through regular reporting and coordination meetings to support transparency, decision-making, and alignment with City priorities. Specifically, we will provide:  Quarterly reports summarizing the status of grant opportunities, including opportunities under review, grants selected for pursuit, pending applications, submitted applications, anticipated deadlines, and key next steps.  Quarterly meetings with City staff, conducted via teleconference or in-person, to review the quarterly reports, discuss progress, confirm priorities, and address any issues affecting ongoing or upcoming grant pursuits.  An annual strategy meeting with City staff, conducted via teleconference or in-person, to review the City’s funding goals, capital and program priorities, and overall grant strategy for the coming year. These reporting and coordination activities will provide the City with a clear understanding of current grant efforts, upcoming opportunities, application status, and strategic considerations, while also creating a regular forum to confirm direction and adjust priorities as needed. E-18 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP I / RFP – Grant Management Services 14 wittobriens.com 1.7 POST-AWARD PROGRAM ADMINISTRATION Grant Program Monitoring Leveraging our extensive decades of experience as consultants, grantees, and grantors, we have developed processes and tools for ongoing and integrated support, ensuring efficiency and tailored strategies to monitor the performance of individual projects, subrecipients, and contractors. We will assist in the reporting process and help develop programs that integrate requisite reporting and compliance requirements. Our work will include:  Financial management. We will create monitoring plans to oversee project allocations, fund disbursement, recapture funds, and budgets. Our team will monitor grant awards, subrecipients, and contracts, ensuring compliance with financial guidelines and accounting practices. We will assist the City in preparing invoices, providing documentation to substantiate expenses, payments, and performance, and designing programs, policies, and procedures. We will develop standardized documentation to streamline payment and expenditure tracking and reporting. Using a database, we will monitor, track, and reconcile payments and expenditures against the agreed schedule and costs, identifying divergences and providing dashboard updates.  Performance management. Our team will evaluate program performance to determine whether the terms and conditions of the grant awards, subawards, and/or contracts are being met. We will develop KPIs and track project metrics, risks, and opportunities with transparent reporting tools.  Compliance management. We will review activities to determine whether they are being conducted consistently with 2 CFR 200 and other relevant requirements. This will include conducting all appropriate checks, such as a DOB review, calculation prior to project award, and again before closeout. Documentation and Reporting We will ensure the City meets expenditure deadlines, complies with state and Federal rules, and meets financial obligations. Disbursements will align with grant agreements, and programmatic, financial, and closeout forms and documentation will be prepared and submitted promptly using the appropriate systems, working with City accounting staff, department heads, and subrecipients. Our team will also provide assistance in developing, managing, and maintaining public record systems to comply with record retention requirements. We will frame the requirements that will drive the method and processes for retaining records for audit readiness—including types of storage, naming conventions, and data organization for ease of monitoring and audit during implementation through closeout and eventual disposition of records. We will review your current record retention system and help you tailor it to accommodate the specific programmatic requirements for each grant. We will also assist with monitoring record retention and collection to support ongoing audit readiness and compliance. Closeout and Audit Support We incorporate compliance and closeout from the start of a grant program. We track and advise on all applicable compliance requirements throughout the project lifecycle, supporting compliance through documentation compilation, preparation, and submission. We incorporate closeout milestones into the implementation plan for each project. We verify quality of reporting and deliverables provided to grantors and integrate required documentation. As the closeout approaches, we develop a strategy that includes meetings, trainings, and workshops to educate and encourage consistent internal control mechanisms. E-19 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP I I I / RFP – Grant Management Services 15 wittobriens.com Before any audit, we will review your files to ensure the City is prepared. We will monitor projects and resolve issues early to mitigate potential audit findings. Our team will handle requests for information (RFIs), justification, audit findings, and eligibility appeals. We will also resolve disputes with Federal funders, external auditors, community partners, or other agencies, including preparing appeals. 1.8 VALUE-ADDED Witt O’Brien’s brings value beyond traditional grant consulting by combining direct support with tools, training, and technical assistance that strengthen the City’s overall grants enterprise. In addition to helping the City identify, pursue, and manage funding opportunities, we provide capacity building resources, structured grants management tools, and scalable, technology-enabled solutions that improve efficiency and support better decision-making. We assist in capacity building to maximize your ability to pursue grant funding In addition to our hands-on grants pursuance services, we also provide clients with training and technical assistance to build internal capacity to pursue grant funding. For example, in partnership with the National League of Cities (NLC), we are providing expert services to the Local Infrastructure Hub “bootcamps” to help municipalities pursue grant funding through IIJA/BIL, IRA, and other Federal opportunities. Participants not only receive application templates and example submissions, but also support from subject matter experts (SMEs) and peer-to-peer learning. As part of the training, we provide a high-level overview of grants management basics along with best practices for vetting, preparing, and applying for funding. To date, we have provided free training and technical assistance to hundreds of cities. We “braid” Federal funding streams Because few significant projects rely on a single funding source, we will assess potential opportunities for layering (e.g.,) multiple funding sources. We bring the necessary comprehensive understanding of each program’s specific programmatic requirements to ensure compliance and no duplication of benefits (DOBs). Our grants management tools provide for greater efficiency Pursuing Federal funding grants successfully requires time and resources. For greater efficiency in the process, we have developed a suite of tools that build efficiency in researching and identifying opportunities, ensuring organizational readiness to pursue and manage grants, evaluating and tracking “right-fit” opportunities, submitting applications, and tracking the application process. We also maintain strategic partnerships with grants management platforms such as eCivis to ensure that we always have the technology solution necessary to meet any client’s needs. Below we provide an overview of these tools, which were discussed as part of our technical approach.  Grants Fund-Seeking Software – This tool allows us to conduct fast-track, targeted research and assessment of funding opportunities using customized search criteria.  Grant Readiness – We provide clients with a detailed checklist of items necessary to effectively apply for IIJA/BIL funding. Where gaps are identified, we assist with a process for moving forward.  Grants Insights – We have developed a series of “factsheets” regarding individual IIJA/BIL programs that provide an overview, goals, key dates, funding amounts (availability and awards), and any cost-share requirements. E-20 I I I WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 16 wittobriens.com  NOFO tracker – For the major funding streams, we maintain a detailed tracker of NOFOs— including due dates, eligibility, award amounts, etc.  Grant Proposal Checklist and Evaluation Form – For each opportunity under consideration, we work with our clients to complete this form as part of a preliminary streamlined application process.  Grant Pursuance Support (GPS) Tracker – Using this tool, our team can keep track of a client’s applications in the pursuance process—including outputs, delivery dates, and the SME accountable for the work. We stay on top of regulatory changes to ensure compliance As discussed above in Section 1.7, our firm offers a , from developing funding strategies through grants application and post-award management through closeout. From our experience, we know that a core challenge with not only obtaining but also is demonstrating compliance set forth in relevant regulations and agency requirements. Through our experience, we are able to provide the following capabilities for your success: As a result of our lengthy history supporting Federally funded grant programs, we have deep experience assisting our clients in complying with Office of Management and Budget (OMB) regulations at 2 CFR Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Award—commonly referred to as “Uniform Guidance.” For each awarded program, we assist clients in establishing compliant financial and programmatic frameworks from day one—ensuring that internal controls, documentation standards, and reporting processes meet federal expectations and withstand audit and oversight scrutiny. Throughout the program execution, we help ensure compliance with Federal and other funding sources’ financial and programmatic reporting requirements; assist with financial, programmatic, and subrecipient monitoring and oversight; and support compliance with other relevant Federal and state programs (e.g., environmental and historic preservation). As part of our support, we have provided training, technical assistance, and development of guidance documents on the Uniform Guidance, while keeping abreast of changes. We continuously function in the world of changing policies and regulations as well as interpretation of those same policies and regulations at every level of government. We receive and share policy updates with internal staff and external stakeholders as they are released to ensure we continue to build upon the knowledge of everyone tasked with the responsibility of navigating the grant management process in their day-to-day roles. Specifically, given the current grant landscape and environment, we anticipate additional revisions to Uniform Guidance soon, as acknowledged by OMB. These revisions are expected to refine key areas of Federal grant administration—streamlining compliance, clarifying cost principles, and reinforcing accountability across recipients and subrecipients. As these changes take shape, we serve as a trusted thought partner to our clients, helping them navigate the evolving landscape of Federal and state policies. We translate regulatory updates into practical strategies that enhance program performance, reduce risk, and strengthen alignment with funding agency expectations. E-21 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP I / RFP – Grant Management Services 17 wittobriens.com 2. ORGANIZATION AND STAFFING The Witt O’Brien’s project team has been purpose-built based on their qualifications and successful execution and delivery of grant management projects both in California and nationwide. Our structure provides the City with a single point of accountability, supported by specialists in grant strategy, mitigation, housing and community development, application development, compliance, and reporting. This structure allows us to scale support in line with the City’s priorities while maintaining clear internal reporting lines and consistent communication with the City. The expected contributions of the proposed project team are provided below, with their resumes presented in Appendix B. Michelle Little, MURP, will serve as Project Manager and primary point-of-contact for the City. She will be responsible for overall contract management, coordination of work assignments, schedule and quality oversight, and communication with City staff. She will also lead annual strategy reviews, confirm staffing assignments for individual tasks, and ensure that all deliverables are aligned with City priorities, contractual requirements, and funding opportunity requirements. Daniel Petrelli, MUPD, will serve as Deputy Project Manager/Grants SME and will support day- to-day delivery, task planning, internal coordination, and schedule management across active assignments. He will assist with grant opportunity review, development of task-specific scopes and budgets, and coordination of technical inputs needed for applications and grant-related deliverables. He will also support continuity of service and provide backup project management support as needed. Kayla Jones will serve as a Grant Writer and Research Specialist. She will support grant research, opportunity tracking, the development of notices and summaries, the preparation of quarterly reporting materials, and the coordination of application components. She will also support task order development, document control, and day-to-day grant program support activities. Emily Winburn, PhD, GPC, will serve as Grant Writing QC and Research Specialist. She will support application development, narrative drafting, compliance review, coordination with City stakeholders, and preparation of supporting materials required for competitive submissions. She will also support debriefing summaries, post-submission follow-up, and other grant documentation as assigned. Chelsea Morganti, CFM, will serve as Emergency Management Grants Subject Matter Expert. She will support assignments involving resilience, hazard mitigation, wildfire mitigation, fuel modification, emergency operations facilities, and other public safety or infrastructure-related grant pursuits. She will provide strategic input on project eligibility, funding alignment, technical positioning, and application competitiveness for mitigation-oriented and resilience-focused opportunities. Karen Patterson will serve as Grants Management Subject Matter Expert. She will support assignments related to affordable housing, homelessness resources, services for aging and disabled communities, mental health and youth services, and broader community development initiatives. She will provide subject matter support on program design, funding alignment, and grant application strategy for these service areas. The expected contributions of the proposed core team are summarized below:  Michelle Little, Project Manager / Primary Contact – 25%  Daniel Petrelli, Deputy Project Manager/Grants SME – 20%  Kayla Jones, Grant Writer and Research Specialist – 25%  Emily Winburn, Grants Writing QC and Research Specialist – 20% E-22 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 18 wittobriens.com  Chelsea Morganti, Emergency Management Grants SME – 5%  Karen Patterson, Grants Management SME – 5%  Grant Management Associates (Sub-consultant) – 10% These percentages reflect anticipated effort across a typical full-service lifecycle and may be adjusted at the task level to align staff expertise with the complexity and subject matter of each assignment. We maintain a staff of over 100 subject matter experts (SMEs), which includes housing, grants, compliance, labor compliance, finance, fraud, engineering, infrastructure, and environmental services to support the contract as needed. Additional as needed SME support staff will be available to provide technical assistance during the project. Witt O’Brien’s is committed to staff continuity throughout the contract term. Michelle Little and the proposed key personnel will remain assigned through completion of the Scope of Services except in circumstances beyond our reasonable control. If substitution becomes necessary, Witt O’Brien’s will promptly notify the City and provide replacement personnel with equivalent or superior qualifications, subject to City approval as applicable. The Exhibit 6 presents Witt O’Brien’s proposed project organization for the City of Rancho Palos Verdes. Exhibit 6: Organizational Chart E-23 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP ,----------------------- ~\. Grant Writer and Research Specialist Kayla Jones Grant Writing QC and Research Spec1al1st Emily Winburn, PhD, GPC RANCHO PALOS VERDES California \. Grants Management Subject Matter Expert Karen Patterson I ------- ~ \. Sub-consultants Grant Management Associates ~ California Experience California-Based ----+ Formal Lines of Communication - -Informal Lines of Communication / RFP – Grant Management Services 19 wittobriens.com 3. STAFF QUALIFICATIONS AND EXPERIENCE 3.1 PRIOR EXPERIENCE Witt O’Brien’s is a firm focused on policy advisory services and the entire lifecycle of grants management to . For more than 20 years, Witt O’Brien’s and its legacy entities have supported grants pursuance and grants management efforts across the country. During this time, we have maximized the recovery and implementation of across the spectrum of available sources — including FEMA, HUD, Treasury, HHS, DOT, and EPA. As shown in Exhibit 7, in the past five years alone, we have assisted more than 250 clients across the country in securing and/or administering grant programs from Federal and state funding programs. Exhibit 7: Witt O’Brien’s Recent Grant Management Experience Grant Application Exhibit 8 provides a snapshot of our recent grant applications for which we provided major support (i.e., drafting all elements of the application). Exhibit 8: Recent Grant Applications (Over $1 Million) Grantee Funding Program Cochise County, AZ US EPA IRA Environmental and Climate Justice Community Change Grants $20,000,000 Fort Wayne, IN US EPA IRA Environmental and Climate Justice Community Change Grants $20,000,000 Locust, NC US DOT $14,540,000 Moody, AL US DOT $9,669,192 St. Clair County, AL US DOT Harris County, TX US DOE $4,860,332 Cochise County, AZ State AZ DOT Smart Fund $4,400,000 Alpharetta, GA Regional Atlanta Regional Commission – Transportation Improvement $4,000,000 Mid-Region Council of Governments, NM US DHS Staffing for Adequate Fire and Emergency Response (SAFER) $3,619,504 Hope Mills, NC FEMA Building Resilient Infrastructure and Communities (BRIC) $2,275,000 E-24 I WITT O'BRIEN'S PART OF THE AMBIPAR GROUP 0 R G Cl , ambipar ® ur ecent rants 1ents WITTOBRIENS so+ nts across e Nation We have provided grant w riting and/or grants administration for more than 250 clients across the nation in the past f ive years. By Client Type ( 3 37 1 /st' 115 ) 28 ) 1 12 (g ) 4 I rn Federal State Counties Municipalities Healthcare Education Utilities NGO/ Tribal Agencies Agencies Assoc iation / RFP – Grant Management Services 20 wittobriens.com Cochise County, AZ US DOT $2,057,500 Pueblo of Isleta, NM US HHS $2,000,000 US DOJ Coordinated Tribal Assistance Solicitation (CTAS) $1,800,000 Grant Success Rates Over the past five years, our firm has actively engaged in grant research and application development, resulting in significant new funding for our clients. We pursued numerous different Federal, state, and foundation funding sources (non-disaster-related). During this time, we have assisted more than 90 different organizations in developing nearly 200 applications for Federal, state, and foundation grants, totaling more than $430 million in requested funding. This includes: 106 applications for Federal program funding; 50 applications for funding from State or regional governmental entities; 40 applications for funding from foundations. Award performance: To date, we have successfully obtained more than $40 million in funded awards. During this time, we have maintained an overall grant award success rate of 47%, with a success rate of achieving 87% of the total grants amount requested. We have more than 125 applications (totaling $315 million) still pending. Client types: We provided grant pursuance and writing services for 91 unique clients during this five- year period: 2 state agencies; 15 county agencies; 66 municipalities; 5 regional councils; 1 utility; and 2 Tribal entities. Grant Management The Exhibit 9 highlights Witt O’Brien’s success in managing large, complex federally funded programs exceeding $500 million. Our team has supported state, territorial, county, and utility clients across diverse funding streams. This experience demonstrates our ability to administer high-value, multi- source programs in complex regulatory environments while maintaining programmatic, financial, and compliance discipline to protect funding and ensure successful outcomes. Exhibit 9: Demonstrated Success in Federal Funding Management in Programs over $500M Client Funds/Grant $ Managed Government of the U.S. Virgin Islands (USVI) $16.3 billion in FEMA PA, HMA, HMGP funding $1.5 billion in FEMA PA funding Harris County, Texas $915 million in DOE and ARPA funding E-25 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP I / RFP – Grant Management Services 21 wittobriens.com 3.2 STAFF QUALIFICATIONS Below, we provide concise summaries of the professional experience and qualifications of all key personnel. Due to the page constraints, we were unable to showcase everyone’s comprehensive qualifications; however, Appendix B provides their full resumes. Project Manager: Michelle Little, MURP Years with firm: 6 Michelle brings nearly 20 years of experience in managing a total of more than $7B in large, complex infrastructure grants programs involving Federal funding sources, HUD (CDBG-DR, CDBG-MIT), FEMA/DHS, ARPA, DOT (FHWA, MARAD, FRA), IIJA/IRA, DOI, EPA, and SBA. She provides project management, grants management, and disaster recovery support to various California clients—Port of Long Beach, Metropolitan Water District of Southern California, Richmond, CA, Eastern Municipal Water District, and Sonoma County. She is also a member of the SoCal Water Grants Network. Specific responsibilities on referenced projects described in Section 3.3:  Metropolitan Water District of Southern California | Project Manager: Leads a team researching, pursuing, and managing funding opportunities, including grants from the CA Air Resources Board for Zero- Emission vehicles.  Port of Long Beach Grants Management | Project Manager: developed on-call grant management services, including grant writing, training and technical assistance, review of policies and procedures, and grant compliance and financial administration.  Sonoma County, CA ARPA Compliance Monitoring Services | Grants Specialist: developed technical assistance materials and training related to program eligibility, subrecipient and contractor monitoring, Section 3 and Davis-Bacon Act, risk reduction, uniform guidance application, and closeout.  Richmond, CA Grants Support | Project Manager: Assisting the City in distributing $22M ARPA funds, including subrecipient eligibility review, financial and program monitoring, closeout, and audit preparedness. Projects include energy efficiency projects like the North Richmond Pump Station, Ferry Point Dornan Pump Station, and stormwater infrastructure improvements. Other relevant projects:  Hurricane Sandy Recovery, NYC: Managed $4.2B in CDBG-DR funding for Hurricane Sandy rebuilding efforts, which funded critical infrastructure projects related to climate change (East Side Coastal Resiliency Project, Rockaway Boardwalk Project, Hunts Point Resiliency) and water quality (Sheepshead Bay Courts Sewer and Water Infrastructure) (2014–2020/Compliance & Monitoring Director/New York City).  City of New Orleans Office of Community Development – Disaster Recovery Unit (OCD-DRU) | Project Manager: Michelle secured and administered $88 million (primarily CDBG-DR) in capital projects, including streetscape and roadway improvement, planning, land acquisition, streetlight repair, and landscaping for OCD-DRU. Master of Urban and Regional Planning, Transportation and Land Use (MURP), University of New Orleans; BS, Geography, University of Central Arkansas; Certificate, Project Management, Rutgers University. Deputy Project Manager/Grants SME: Daniel Petrelli, MUPD Years with firm: 6 Daniel has extensive grants pursuance and management experience in California, including financial and programmatic monitoring, reporting, closeout services, and audit preparedness for nearly $1.5B in Federal grant funding in Richmond, Sonoma County, etc. He is also a member of the SoCal Water Grants Network. E-26 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 22 wittobriens.com Metropolitan Water District of Southern California (MWD), CA | Grants Specialist: Dan is providing training regarding pre-award, application, and post-award phases of the grant lifecycle. Witt O’Brien’s has held a grant consulting services contract with the MWD since 2022. Port of Long Beach Grants Support | Deputy Project Manager: Dan is providing technical assistance and internal controls development for the Port of Long Beach. Currently, Daniel has assisted the Port develop a Title VI training policy and procedure for Port staff. He has also assisted with the development of a Title VI monitoring plan. He also provides general guidance and technical assistance regarding Federal grant programs. Sonoma County, CA ARPA Compliance Monitoring Services | Grants Specialist: Provided ongoing technical assistance to staff to strengthen their understanding of grant processes and compliance obligations. Richmond (CA) Grants Support | Grants Compliance Specialist: Assisting the City in managing $22M in ARPA funds by performing reporting, monitoring, closeout, and audit preparedness services. Projects include energy efficiency projects such as the North Richmond Pump Station, Ferry Point Dornan Pump Station, and stormwater infrastructure improvements. Other relevant projects: Private Sector Client Grant Application | Project Manager: Supported grant pursuance and application drafting for DOE’s Hydrogen and Fuel Cell Technology and Energy Efficiency and Conservation Block Grant. MA, Urban Planning and Development, Cleveland State University; BA, Political Science, Slippery Rock University. Grant Writer and Research Specialist: Kayla Jones Years with firm: 5 Kayla has five years of experience in grants pursuance and management for state and local governments administering Federally funded programs. Kayla provides guidance and technical assistance to government agencies in pursuing and managing federal grant programs. She conducts eligibility reviews, monitors grant compliance, analyzes programmatic and financial data, tracks the impact of federal legislation on state and local funding, and creates tailored reports to support client decision-making. To date, she has led federal and state reporting efforts for over $1 billion in COVID-19 funding, primarily under the American Rescue Plan Act (ARPA). She also conducts on-site monitoring visits focused on labor standards (Davis-Bacon) and grant compliance. Specific responsibilities on referenced projects described in Section 3.3: Metropolitan Water District of Southern California (MWD), CA | Grants Management Specialist: Kayla is part of a team undertaking development of a grants management division for the largest water district in the United States. Kayla has supported developing new policies and procedures for grants management and a six-part training program to build staff understanding of the grants pursuance and management process. Specifically, she facilitated external webinars and training for over 100 participants, while coordinating presentations, managing administrative and logistical needs, and developing supporting materials. She also provides support for grant application research and development, including a recent $950,000 Wildfire Prevention Grant application to the California Department of Forestry and Fire Protection (CalFire). Richmond (CA) Grants Support | Grants Compliance Specialist: Kayla is providing ad-hoc assistance to the City’s ARPA SLFRF program, which is distributing more than $22 million in ARPA funds, including developing and reviewing subaward applications. Her support focuses on supporting the City’s adherence to SLFRF grant reporting requirements. Other relevant projects: Eastern Municipal Water District (EMWD), CA | Grants Compliance Specialist: Kayla provides grants compliance support for EMWD through labor compliance and monitoring for various construction E-27 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 23 wittobriens.com wage interviews. BA, Public Policy, University of Redlands; BA, Business Management, University of Redlands. Grant Writing QC and Research Specialist: Emily Winburn, PhD, GPC Years with firm: 3 Emily is a grants management specialist with 10 years of professional experience in grants management and education, as well as a PhD and Grant Professionals Certification (GPC). Emily has provided grants writing and grants management support to dozens of local government agencies seeking to maximize funding opportunities under the IIJA/BIL and other funding sources. She conducts grants research to identify right-fit funding opportunities and provides advisory services for application development. Specifically, in the past year, she has been responsible for more than 40 grant applications ranging from $1,000 to over $18 million. She also supports grants management and compliance for COVID-19 related funding programs. Specific responsibilities on referenced projects described in Section 3.3: Harris County, TX | Grant Writer: Emily is providing grant writing services and support to Harris County for various grant applications needed to cover multiple topics (law enforcement, construction, road and bridge, energy conservation, public health, etc.). Her support includes analyzing needs for grant funding, conducting research to identify funding opportunities, and developing the full grant application, including narrative and budget. She was instrumental in the County’s successful application to the DOE BIL Consumer Electronics Battery Recycling Programs program for more than $4.8 million. North Carolina League of Municipalities (NLCM) | Deputy Project Manager: Emily is supporting the NCLM project to provide technical assistance to municipalities across the state on maximizing Federal and state grant funding opportunities. She leads a sever-person grant writing team that is providing nearly 50 municipalities with one-on-one assistance to develop grant applications. To date, her team has supported the development of about 45 applications, totaling more than $40 million in grant funding; Emily was the lead writer for more than half of those applications. Other relevant project: Multiple Clients, AL | Grants Management Specialist: Emily is providing end-to-end grants management support for ARPA, IIJA/BIL, and other grant funded projects for the following Alabama government entities: St. Clair County and the cities of Alabaster, Ashville, Irondale, Opelika, and Trussville. PhD, International Family and Community Studies, Clemson University; BS, Spanish and International Health, Clemson University; Grant Professionals Certification (GPC), Grant Professionals Association. Emergency Management Grants SME: Chelsea Morganti, CFM Years with firm: 4 Chelsea is a Certified Floodplain Manager with 12 years of experience in hazard mitigation, grants and project management, community assistance, and program implementation. As a former State Hazard Mitigation Officer (SHMO) and Mitigation, she managed 17 disaster and non-disaster HMA Grants and projects through all sub- grant stages, from application through closeout. Since 2016, she has facilitated the application, implementation, and inspection of dozens of energy projects under FEMA PDM, HMGP, HMGP-PF, BRIC and EMPG. Specific responsibilities on referenced projects described in Section 3.3: North Carolina Leage of Municipalities, NC | Floodplain SME: Chelsea is providing advisory services related to interpretation of FEMA flood maps, the 44 CFR, and other NFIP and insurance related questions related to the impacts of Hurricane Helene. Other relevant projects: City of Tampa, FL | FEMA Mitigation SME: Chelsea is providing Mitigation technical support to the City following Hurricanes Ian, Idalia, Helene, and Milton, including project development and formulation, development of NOI’s, and coordination across multiple city departments. E-28 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 24 wittobriens.com  Bend (OR) Energy Grants Support | Deputy Director: Developed a FEMA BRIC application for an in- conduit hydropower project for a rural community in Oregon.  New Mexico Desalinization Pilot Program: Served on a Governor’s panel to identify alternative drinking water solutions, which resulted in the New Mexico Desalinization Pilot Program (2019/Deputy Dir. Mitigation/NM Dept. Homeland Security and Emergency Management).  Santa Clara Pueblo Mitigation Grant: Coordinated the use of FEMA HMGP funding to address water quality issues resulting from wildfire in the Santa Clara Canyon (2016-2022/Deputy Dir. Mitigation/NM Dept. Homeland Security and Emergency Management). BA, English, Univ. New Mexico; Certified Floodplain Manager (CFM). Grants Management SME: Karen Patterson Years with firm: 7 Karen is a community development and housing specialist with 40 years of professional experience, including nearly 20 years managing large, complex Federally funded disaster recovery and housing grant programs. As a thought leader and program design specialist, Karen assists state, local, and territorial governments with the development and implementation of streamlined and compliant programs using U.S. Housing and Urban Development (HUD) and COVID-19 related Federal funding streams. Specific responsibilities on referenced projects described in Section 3.3:  Sonoma County, CA ARPA Compliance Monitoring Services | Grants Management Compliance Specialist: Karen has been supporting development of training for subrecipients on Uniform Guidance and internal controls; prevention of fraud, waste, and abuse; financial management and separation of duties; allowable uses, costs, and program delivery; suspension and debarment; and procurement and debarment. Other relevant projects:  Grants Management Specialist, Sedgwick County, KS| Grants Management Specialist: For the County’s COVID-19 grants programs, Karen led a team in all phases of Federal grant management, including providing guidance on program design, conducting project eligibility reviews, providing training on procurement compliance, assisting with documentation for payroll eligibility, providing subrecipient training on closeout, and supporting closeout activities.  Grants Management Specialist, King County, WA |Grants Management Specialist: Karen was part of the Witt O’Brien’s team providing post-award grant management, audit, and closeout support for King County’s $1.3+B COVID-19 grant programs. Karen supported the development of policies and procedures, including a fraud handbook and best practice for payment methods. IBM Management Training program; California Manager Training. E-29 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 25 wittobriens.com 3.3 REFERENCE PROJECTS The reference projects presented below are intended to demonstrate Witt O’Brien’s relevant experience supporting public-sector clients in grant planning, funding strategy, application development, post- award administration, compliance, and reporting. These examples also reflect the depth and breadth of experience represented by the proposed project team. For ease of review, the specific responsibilities performed by each proposed team member on the referenced projects are described in Section 3.2. Metropolitan Water District of Southern California | Grant Consulting Services Grant Consulting Services Metropolitan Water District of Southern California (MWD) Period of Performance 10/2022 – 6/2025 (two contracts) Point-of-Contact Rosa Castro, Innovation Manager (213) 217-7011 | rcastro@mwdh2o.com 700 North Alameda Street Description MWD hired Witt O’Brien’s in 2022 to help strengthen its grants management operations and centralize activities. Our support has included: • Conducting an organizational assessment of the Finance Department’s roles and responsibilities, grants management capacity, policies and procedures, training and professional development needs, and process improvement and change management environment. • As an outcome of the assessment, we implemented recommendations for next steps, including a strategy for successful grants management processes (e.g., preparing a Grants Procedures Manual) and staff professional development and training, including: • Hosting trainings, including the Uniform Guidance 2 CFR 200 Training in September 2023 with various Metropolitan Offices; • Developing and implementing a 6-part training program for Metropolitan and its 26- member agencies, focusing on the entire grants management cycle. • Supporting Metropolitan and its 26 member agencies by providing ongoing federal grant guidance, funding opportunities, including as a participant in the quarterly SoCal Water Grants Network meetings. • Using the eCivis platform, identified and evaluated a range of Federal, state, and local grant opportunities for MWD to submit applications • Assisted MWD with application development for various funding opportunities – including Wildfire Prevention Grant from the California Department of Forestry and Fire Protection (CalFire); Integrated Adaptation and Resiliency Program (ICARP): Regional Resilience Planning and Implementation Grant Program (RRGP); and Climate Pollution Project Team (part of the key personnel Michelle Little; Daniel Petrelli; Kayla Jones. E-30 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 26 wittobriens.com Port of Long Beach, CA | On-Call Grant Management Services On-Call Grant Management Services Port of Long Beach 11/2024 – Present Point-of-Contact Charlene Wynne, Manager – Harbor Grants & DBE Liaison Officer Description Our support under this contract includes on-call grant management services, including grant writing, training and technical assistance, review of policies and procedures, and grant compliance and financial administration. Currently, we are conducting an analysis and providing best practices and feedback on their Title VI compliance and administration for the Harbor Department, providing technical assistance for subrecipient oversight, and ensuring compliance with various grants. Under other contracts, we have historically provided oil spill support following the Huntington Project Team (part of the key personnel Michelle Little; Daniel Petrell. Harris County, TX | Grant Writing Support Grant Writing Support Harris County, Texas October/23 - October/24 Point-of-Contact Lisa Lin, LEED AP BD+C, Director of Sustainability (713) 274-1140 | oca.harriscountytx.gov Description Under this contract, Witt O’Brien’s is providing on-call/on-demand grant writing services as needed for various grant applications needed to cover multiple topics (law enforcement, construction, road and bridge, energy conservation, public health, etc.) for Harris County. Our support includes analyzing needs for grant funding, conducting research to identify funding opportunities, and developing the full grant application, including narrative and budget. To date, we submitted an application for the US Department of Energy’s Bipartisan Infrastructure Law (BIL) Consumer Electronics Battery Recycling, Reprocessing, and Battery Collection (Part A): Expanding Consumer Participation in Consumer Electronics Battery Project Team (part of the key personnel proposed) Emily Winburn. North Carolina League of Municipalities, NC | Grants Services Program Grants Services Program North Carolina, NC 2022 - present Point-of-Contact Chris Nida - Director of Technical Assistance for Cities Description We began consulting with North Carolina municipal governments in November 2022 to provide grants research, writing, and braided funding guidance to maximize three Federal grants programs: ARPA’s Coronavirus State and Local Fiscal Recovery Fund (CSLFRF), Infrastructure Investment and Jobs Act/Bipartisan Infrastructure Law (IIJA/BIL), and the Inflation Reduction Act (IRA). Our assistance evolved from our initial work providing municipalities support in managing E-31 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 27 wittobriens.com assisted them in requesting feedback, which showed knowledge gaps for which we subsequently provided technical assistance. As a result, NCLM engaged us for the second part of this program in which they offered municipalities an opportunity to use up to $30,000 for grant identification, writing, and management assistance. We provide each municipality with tailored one-on-one technical assistance to help develop applications that result in funding awards. To date, we are actively providing 43 municipalities with tailored one-on-one technical assistance to help develop grant applications that result in funding awards. Across this group, our team of seven grant writers has developed and submitted—or are currently developing—a total of 34 separate grant applications ranging in size from $1,000 to nearly $5 million. Federal funding sources include: • FEMA Building Resilient Infrastructure and Communities (BRIC), Staffing for Adequate Fire and Emergency Response (SAFER), and Assistance to Firefighter Grants (AFG); • DOT Safe Streets for All (SS4A) and Active Transportation Infrastructure Investment Program (ATIPP); and • DOJ COPS Hiring Program (CHP) and Patrick Leahy Bulletproof Vest Partnership (BVP). • Additional funding sources include State-level grants for economic development and Project Team (part of the key personnel proposed) Chelsea Morganti; Emily Winburn. Sonoma County, CA | ARPA Compliance Monitoring Services ARPA Compliance Monitoring Services Sonoma County (CA) Human Services Department 12/22 – present Point-of-Contact Gerardo Perez, Finance Director Description Witt O’Brien’s is assisting Sonoma County Human Services Department in managing the distribution and administration of $40 million of its $80 million of ARPA funding. We are providing compliance support, monitoring, capacity building, training and technical assistance to ensure that the County and its 24 subrecipients comply with applicable regulations including Uniform Guidance 2CFR200, and the SLFRF/ARPA final rule. Our support has included: • Developing processes and procedures for subrecipient management and monitoring • 7-Part Training series to subrecipients on federal requirements. • Conducting risk assessments • Preparing individual monitoring plans • Conducting subrecipient monitoring desk reviews and in-person site visits • Compiling monitoring results/reports for use by subrecipients • Conducting fiscal reviews of reimbursement invoices • Providing direct and targeted technical assistance to subrecipients Additional details on capacity building / Training provided: This included capacity building, conducting regular training and technical assistance to develop staff expertise related to Federal grants management and compliance including knowledge of required documentation, risk assessment and management, program monitoring, and closeout. Additionally, we developed a full lifecycle grants management training series for the County with a strong focus on Uniform Guidance and its applications from grants pursuance to program closeout. This capacity building series provided highly specific guidance related to the County’s role as grantor E-32 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 28 wittobriens.com Project Team (part of the key personnel proposed) Michelle Little; Daniel Petrelli; Karen Patterson. Richmond, CA | Grants Oversight and Compliance Grants Oversight and Compliance Richmond, CA 2023 - present Point-of-Contact Mubeen Qader, Deputy Director of Finance Description Witt O’Brien’s provides grants management and technical assistance for the City’s $22M ARPA award, including compliance support for eligible subrecipient programs, infrastructure, housing, economic development, and community-based projects. We also oversee expenditures, reporting, monitoring, closeout, and audit preparedness. Our team provided guidance on program and project viability for various Public Works, Community, and Economic Development Projects, preparing contracts and subrecipient agreements meeting Federal, state, and local requirements. We also performed subrecipient eligibility determinations, risk assessments, monitoring reviews, contractor compliance, closeout, single-audit, and external audit preparation. In addition, we completed Federal financial, performance, and compliance reports for internal departments, stakeholders, and the U.S. Treasury. Additionally, we provided capacity building and training in Federal grants management related to Uniform Guidance. Some notable energy efficiency and stormwater infrastructure improvements projects include: • North Richmond Pump Station, critical infrastructure in the Wildcat and San Pablo Creek floodplains that prevents flooding, manages stormwater with levees, and protects against rising sea levels and industrial contamination. • Ferry Point Dornan Pump Station, a vital wastewater infrastructure facility undergoing a major replacement project, which involves constructing a new pump station, installing new electrical equipment, and an EPA-compliant backup generator, while decommissioning the Project Team (part of the key personnel Michelle Litlte; Daniel Petrelli; Kayla Jones. Sub-consultant Reference Projects We will further strengthen our team by engaging Grant Management Associates as a sub-consultant, adding specialized expertise and depth to our overall service delivery capacity. Their involvement enhances our ability to provide responsive, high-quality support and brings valuable complementary expertise to this project. To demonstrate their relevant qualifications, the following projects represent a similar scope of services performed by Grant Management Associates within the past three years. We are also prepared to provide resumes for their key personnel to further illustrate the strength and experience they bring to our team. 1. Ohio Department of Transportation – Lo-No Bus Program (2023)  Services: Grant application development for the US DOT Lo-No Bus and Bus Facilities grant  Outcome: Awarded $29.3 million to procure 34 zero-emissions electric buses and compressed natural gas buses, charging and fueling infrastructure, training, and technical support  Team Members: Ed Ober, Danielle Sotelo, Diana Dinerman, Jeffrey Haines E-33 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP I / RFP – Grant Management Services 29 wittobriens.com 2. Golden Empire Transit – California TIRCP (2024)  Services: Grant application development for California Transit and Intercity Rail Capital Program  Outcome: Awarded $112 million to procure electric buses  Team Members: Ed Ober (Team Lead) and four Associates 3. County of Monterey – California Air Resources Board (2024)  Services: Grant application development for electric vehicle acquisition, infrastructure, and piloting program on behalf of six central California municipalities  Outcome: Currently under negotiation for an award of $15.7 million request  Team Members: Jeffrey Haines (Lead Writer) The remainder of this page is left intentionally blank. E-34 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 30 wittobriens.com 4. PROJECT COST Exhibit 10 presents our proposed hourly rates for the labor categories necessary to execute all tasks under the RFP scope of work including research, funding strategy development, opportunity identification, grant writing services, and any post-award grants management support. Hourly rates are inclusive of labor, taxes, overhead, and profit. All non-labor other direct costs including travel will be billed to the County without markup per GSA guidelines. Exhibit 10: Proposed Hourly Rates Title Hourly Rate Project Manager Deputy Project Manager/Grants SME Grant Writer Research Specialist Grants Writing QC and Research Specialist Emergency Management Grants SME Grants Management SME For each City-authorized assignment, Witt O’Brien’s will provide a task-specific scope, staffing plan, schedule, and estimated cost prior to commencing work. This approach gives the City visibility into anticipated cost, level of effort, and staffing before authorizing each assignment, while maintaining the flexibility needed for time-sensitive and opportunity-specific grant pursuits. For our estimate below, we have used a blended rate of $140.00, resulting in a total of $67,200. We will work with the City to determine the support needed for application development, including which applications to draft and the level of involvement by Witt O’Brien’s team members. Reporting support includes internal and external reporting related to decisions made, applications pursued, and reports to the awarding body as needed. A cost estimate framework by task is provided below to illustrate how assignments will be budgeted and managed: Exhibit 11: Cost estimate framework Task Estimated Hours Hourly Rate Estimated Cost Grant Research / Opportunity Identification Feasibility Analysis / Go-No-Go Review Application Development Application Review / QA Grant Administration / Reporting Support Closeout / Debriefing Support Because grant opportunities vary significantly in complexity, schedule, documentation burden, and coordination needs, the City may authorize assignments of different scales and durations. Witt O’Brien’s will align staffing and level of effort with the complexity of each assignment so that routine research and tracking functions are completed efficiently, while senior staff are assigned where strategic oversight, technical review, or specialized subject matter expertise is required. E-35 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 31 wittobriens.com Estimated Reimbursable Expenses Witt O’Brien’s anticipates minimal reimbursable expenses under this contract. Most services can be performed remotely, including grant research, feasibility review, application development, quarterly reporting, and regular coordination meetings. Reimbursable expenses, if authorized by the City in advance, may include the following:  Local mileage for approved in-person meetings or site visits: billed at the current IRS mileage rate  Pre-approved travel outside the local service area, if requested by the City: actual cost without markup  Pre-approved printing, shipping, or messenger services required for a specific submission or deliverable: actual cost without markup Unless otherwise authorized in advance by the City, no other reimbursable expenses will be charged. Witt O’Brien’s will provide supporting documentation with each invoice for any approved reimbursable expense. Schedule Considerations Witt O’Brien’s is well-positioned to provide timely, cost-effective support under this on-call contract. Our team responds quickly to City requests, led by an experienced Project Manager who streamlines communication, assigns resources efficiently, and prevents delays. With in-house specialists in grant strategy, application development, compliance, reporting, housing, and resilience, we deploy the right expertise immediately. Our approach shortens schedules by minimizing start-up time and using proven tools, templates, and workflows to accelerate opportunity review, go/no-go decisions, application development, and reporting. For each assignment, we establish a clear scope, identify critical path items early, and work backward from deadlines to stay on schedule. This disciplined method enables the City to act swiftly on time-sensitive opportunities while ensuring quality and compliance. We prioritize working within the City’s budget by aligning staffing levels and skills to each task’s complexity, ensuring appropriate support without unnecessary costs. Routine research, tracking, and administrative tasks are handled by lower-cost team members, while senior staff provide strategic oversight, technical review, and specialized subject matter expertise. The remainder of this page is left intentionally blank. E-36 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP I I / RFP – Grant Management Services 32 wittobriens.com 5. QUALITY CONTROL PLAN We weave quality into every aspect of our projects, ensuring that our deliverables and services consistently meet the highest standards. Quality management is led by our project managers, but it is the job of all project team members.  Our PMP addresses translating the project quality requirements or standards into executable activities that can be implemented in the project. Our documented project management processes address establishing and documenting quality requirements for a project and how the project team will implement those requirements in our project work. This increases the likelihood of meeting the quality objectives of our projects, identifying the root causes of poor quality or ineffective processes, and assuring the client that the deliverables will meet all contractual requirements. Our approach to quality management for the City is also grounded in our four-phase, ISO 9001–based quality system that includes:  Plan – We ensure the right people, processes, and tools for establishing quality standards are utilized, tailored to your specific needs.  Execute – We capture and report on performance and contract metrics, providing you with transparent and timely updates.  Review – We monitor and analyze technical, schedule, and cost performance, ensuring that your objectives are being met efficiently and effectively.  Improve – We capture and use lessons learned in ensuring quality and enhancing performance, continuously improving our service delivery to you. Our project teams proactively identify issues and take effective corrective actions in a timely manner. Our quality objectives for deliverables and services provided under the City contract will include accuracy, clarity, context, compliance with the approved schedule, completeness of content, and professional interaction. Other features of our quality management approach to improving client service delivery and deliverables include:   Creating an awareness among our project team of the quality requirements and how they are executed, as documented in the project’s PMP.  Periodic quality reminders and training for our staff.   Periodic performance audits to ensure quality requirements are being adhered to and the results/deliverables are meeting stated objectives.  Use of a peer review process for each deliverable prior to submission to the City. In the peer review process, project team members other than the author(s) are assigned to conduct a review of a deliverable to identify issues associated with the quality objectives listed above.  We also ensure quality through our Project Management Review (PMR) and formal Customer Satisfaction Survey (CSS) processes. The PMR is an internal, rigorous, standardized assessment of project risk, schedule, cost, quality, customer satisfaction, and contractual performance metrics. We also conduct CSSs to gather and report customer feedback, ensuring we stay fully aligned with clients' needs, expectations, and goals. E-37 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 33 wittobriens.com 6. ACCEPTANCE OF CONDITIONS Witt O’Brien’s confirms its acceptance of all conditions, requirements, and provisions set out in the RFP document and the Sample Professional Services Agreement (PSA) included as Attachment A. We have reviewed the RFP and PSA and understand that the City will rely on our proposal as being fully compliant with all requirements and in agreement with all provisions of the PSA unless otherwise noted. Witt O’Brien’s is not proposing any exceptions, exclusions, or suggested changes to the RFP or the PSA. Accordingly, no impacts to cost, schedule, or any other commercial or technical consideration apply in relation to this section. The remainder of this page is left intentionally blank. E-38 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 34 wittobriens.com Appendix A: Evidence of Good Standing E-39 RFP – Grant Management Services 35 wittobriens.com E-40 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP Secretary of State Certificate of Status I, SHIRLEY N. WEBER , PH.D., California Secretary of State, hereby certify Entity Name: Entity No.: Registration Date: Entity Type: Formed In: Status: WITT O'BRIEN'S, LLC 201019610147 07/13/2010 Limited Liability Company -Out of State DELAWARE Active The above referenced entity is active on the Secretary of State's records and is qualified to transact intrastate business in California . This certificate relates to the status of the entity on the Secretary of State 's records as of the date of this certificate and does not reflect documents that are pending review or other events that may impact status . No information is available from this office regarding the financial condition , status of licenses, if any, business activities or practices of the entity. Certificate No.: 429264136 IN WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of California this day of March 03, 2026 . SHIRLEY N. WEBER, PH.D. Secretary of State To verify the issuance of this Certificate, use the Certificate No. above with the Secretary of State Certification Verification Search available at bizfileOnline.sos .ca.gov. / RFP – Grant Management Services 36 wittobriens.com Appendix B: Key Personnel Resumes E-41 RFP – Grant Management Services 37 wittobriens.com Full resumes of the proposed project team are presented in the following order:  Michelle Little, MURP – Project Manager  Daniel Petrelli, MUPD – Deputy Project Manager / Grants SME  Kayla Jones – Grant Writer and Research Specialist  Emily Winburn, Ph.D., GPC – Grant Writing QC and Research Specialist  Chelsea Morganti, CFM – Emergency Management Grants Subject Matter Expert  Karen Patterson – Grants Management Subject Matter Expert E-42 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 38 wittobriens.com Michelle brings nearly 20 years of experience in grants pursuance and managing large, complex grants programs, with a focus on compliance and quality assurance. Michelle manages grant programs involving Federal funding sources, including COVID-19 and the U.S. Housing and Urban Development’s (HUD) Community Development Block Grant – Disaster Recovery (CDBG-DR) funding. Specifically, she has led more than a dozen teams managing programs administering more than $1 billion in COVID-19 funding, specifically CRF and ARPA. She has also been the firm’s SME in developing new procedures for grants administration—including compliance monitoring, risk management, audits, closeout, and Davis- Bacon compliance—which have been used practice-wide and implemented by numerous clients. Additionally, she supports clients in grants pursuance, establishing grants program organizations, identifying funding opportunities, and writing applications. Before joining Witt O’Brien’s, she served as the Compliance and Monitoring Department Head for the New York City Mayor’s Office of Management and Budget (OMB), ensuring compliance for more than $4.2 billion in CDBG-DR funding following Hurricane Sandy. She was also a Project Manager for the City of New Orleans, securing and administering $88 million in capital projects for the Office of Community Development – Disaster Recovery Unit. Michelle held several other positions in the New Orleans area in the aftermath of Hurricanes Katrina, Rita, Gustav, Ike, and Isaac. Project Manager, West Central Arkansas Planning and Development District, AR (2024 – Present) Michelle provides guidance and technical assistance on Workforce Innovation and Opportunity Act (WIOA) funding and overall Federal compliance. She leads a team responsible for programmatic and financial monitoring services for workforce development programs supporting both youth and adults, particularly dislocated workers. Project Manager, Eastern Municipal Water District (EMWD), CA (2023 – Present) Michelle is leading a team providing grants compliance support and technical assistance regarding various funding sources, including ARPA SLFRF, EPA State and Tribal Assistance Grants, and U.S. Bureau of Reclamation funding. The team has provided labor compliance and monitoring support for various construction projects—including technical assistance and training, material development (including contractor packets and tools for use/implementation), review of contractor (and subcontractor) payroll reports, and on-site wage interviews. They also completed a procurement analysis for the EMWD. MICHELLE LITTLE, MURP PROJECT MANAGER YEARS OF EXPERIENCE 18 Years EDUCATION Master of Urban and Regional Planning (MURP), University of New Orleans BS, Geography, University of Central Arkansas Certificate, Project Management, Rutgers University PROFESSIONAL AFFILIATIONS Member, SoCal Water Grants Network E-43 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP I I / RFP – Grant Management Services 39 wittobriens.com Compliance Specialist, Kansas Department of Commerce (DOC), Topeka, KS (2023 – Present) For the Kansas DOC management of SLFRF grants, Michelle develops special conditions related to awardee applications and eligibility and leads a team for monitoring and closeout. Michelle also provides technical assistance related to SLFRF funding. ARPA Compliance Specialist, Wichita, KS (2023 – Present) Michelle is assisting the City’s ARPA program by ensuring eligibility for City-designed programs and providing additional technical assistance on SLFRF and Uniform Guidance 2 CFR 200. Project Manager, City of Richmond, CA (2023 – Present) Michelle has led the effort to develop the City’s ARPA program to distribute more than $22 million in ARPA funds, including developing and reviewing subaward applications. Ongoing technical assistance includes eligibility reviews; subrecipient risk assessment, monitoring, and management; closeout support; supporting single-audit proceedings; ensuring compliance with ARPA requirements; and supporting Federal financial performance, and compliance reports. CDBG-DR Grants Specialist, Town of Morehead City, NC (2023 – Present) For the City’s HUD CDBG-DR grants program, Michelle provides technical assistance and policy review for compliance with CDBG-DR program, Section 3, and Davis-Bacon requirements. Training Lead, California Office of Planning and Research (OPR), CA (2023) Michelle led the development of a four-part training webinar series for Cal OPR to support the State’s efforts to help government entities in California navigate Federal funding opportunities. Training sessions covered current grant management hot topics including Title VI Civil Rights Compliance; Maximizing Federal Funds: ARPA and Bipartisan Infrastructure Law (BIL); ARPA Grant Implementation: Administrative, Indirect, and Direct Costs; and ARPA Compliance Supplement Addendum. Project Manager, Metropolitan Water District (MWD) of Southern California, CA (2022 – Present) Michelle led an assessment of MWD’s grants management organization and processes, which included recommendations for program design and capacity building. She then assisted MWD in standing up an organization capable of grants pursuance and administration, including policies and procedures and training and professional development. MWD then expanded the firm’s scope of work to include grant research, pursuance, and management of their various Federal, State, and local funding opportunities. Grants Specialist, Various Clients (2022 – 2023) For various client ARPA programs (SLFRF funding), Michelle developed technical assistance materials and training related to program eligibility, subrecipient and contractor monitoring, Section 3 and Davis- Bacon Act, risk reduction, uniform guidance application, and closeout. Clients included Jefferson County (AL); Louisville (KY); and Sonoma County (CA). Grants Subject Matter Expert (SME), Bloomberg/National League of Cities [NLC] (2021 – Present) For Bloomberg 311, Michelle provided technical expertise related to ARPA and Uniform Guidance; for Bloomberg/National League of Cities NLC, she served as a technical SME on IIJA/BIL railroad and transportation opportunities. E-44 I I I I I I I I WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 40 wittobriens.com Project Manager, Harris County, TX (2021 – 2024) Michelle led the compliance effort for Harris County’s $915 million ARPA SLFRF award. She established the compliance team and provided technical assistance, including developing a compliance dashboard, performing eligibility assessments, and assessing risk; she also developed compliance and subrecipient monitoring plans, tailored monitoring plans, and closeout plans. She also provided training to Harris County departments and their subrecipients. Compliance and Monitoring Lead, King County, WA (2020 – Present) Michelle is the Compliance Lead for the King County COVID-19 (CRF and ARPA) grant program, overseeing and leading a team responsible for compliance monitoring of over 200 subrecipients and 1,500 contracts. Compliance and Monitoring Unit Head, NYC Mayor’s OMB – CDBG-DR Task Force, New York, NY (2014 – 2020) Michelle established the Department and function at OMB. As Compliance and Monitoring Unit Head, Michelle was responsible for ensuring compliance with the $4.2 billion received after Hurricane Sandy for business, housing, infrastructure, and resiliency projects. She oversaw internal and external engagements, including monitoring engagements by HUD and audits by the Office of the Inspector General (OIG). Project Manager, City of New Orleans Office of Community Development – Disaster Recovery Unit (OCD-DRU), New Orleans, LA (2010 – 2014) As Project Manager, Michelle secured and administered $88 million (primarily CDBG-DR) in capital projects, including streetscape and roadway improvement, planning, land acquisition, streetlight repair, and landscaping for OCD-DRU. Grants Manager, Louisiana Solutions, New Orleans, LA (2009 – 2010) As Grants Manager and Junior Planner, Michelle was responsible for 37 streetscape and roadway improvements, land acquisitions, and planning projects. She was also responsible for analyzing census and beneficiary data, urban planning, and GIS. Planning Assistant, City of Kenner, LA (2007 – 2009) Michelle was a planning assistant for the University of New Orleans on loan to the City of Kenner and was responsible for grant writing and management, land use and master planning, zoning, and GIS. E-45 I I I I I I WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 41 wittobriens.com Daniel (Dan) has six years of experience in municipal community development and grants programs, including HUD CDBG, HUD housing, and COVID-19 funding. Since joining Witt O’Brien’s in 2020, Dan has assisted multiple local governments with their COVID-19 relief programs under the CARES Act and ARPA. He examines the CRF and ARPA-funded programs for eligibility and compliance with 2 CFR 200 and other related Federal regulations. Dan also develops reporting strategies to bolster record retention and award compliance and provides grant project/program close-out services. Dan began his career in public service working for an Ohio municipality for two years. Deputy Project Manager, Port of Long Beach, CA (2024 – Present) Dan is providing technical assistance and internal controls development for the Port of Long Beach. Currently, Daniel has assisted the Port develop a Title VI training policy and procedure for Port staff. He has also assisted with the development of a Title VI monitoring plan. He also provides general guidance and technical assistance regarding Federal grant programs. UASI Grants Monitoring Team Lead, City of Los Angeles, CA (2024 – 2025) Dan was a team leader who helped facilitate subrecipient monitoring efforts which included desk reviews and site visits for 38 of the City’s subrecipients of its Urban Areas Security Initiative (UASI) program. Daniel and his team utilized their expertise in Uniform Guidance, Homeland Security Grant Programs (HSGP) reporting and eligibility requirements, and subrecipient monitoring and management best practices to provide guidance to The City of Los Angeles’ Mayor Office of Public Safely and their partners. The subrecipients included a variety of city and county agencies including police, fire, public health, and IT departments. Grants Compliance Specialist, City of Richmond, CA (2023 – Present) Dan is providing technical assistance regarding Uniform Guidance and assessed a monitoring engagement to determine areas of improvement for the City’s monitoring procedures. The monitoring assessment has led to our team being approved to perform monitoring reviews on behalf of the City. Subrecipient Monitor, California Department of Housing and Community Development (HCD), CA (2023 – Present) Dan is part of the Witt O’Brien’s team conducting a compliance assessment of the State’s $1 billion+ ERA Programs (ERA1 and ERA 2) for fiscal year 2021. He conducts sample selections for the 37 subrecipients of the program and performs compliance and conformance testing on a sample of subrecipients. Project and Expenditure Reporting Consultant, Louisville Metro Government (LMG), KY (2023 – Present) Dan is providing technical assistance regarding compliance and reporting tasks for the State and Local Fiscal Recovery Fund (SLFRF) programs and conducting the U.S. Treasury’s Portal quarterly reporting DANIEL ETRELLI DEPUTY PROJECT MANAGER / GRANTS SME YEARS OF EXPERIENCE 6 Years EDUCATION MA, Urban Planning and Development, Cleveland State University BA, Political Science, Slippery Rock University E-46 I I I I I WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 42 wittobriens.com for the LMG. Since September 2022, Witt O’Brien’s has provided the LMG Government with advisory and grants management services for the ARPA SLFRF. Grants Specialist, U.S. Virgin Islands (USVI) Department of Education (2023 – Present) As part of the Territory of USVI’s continued recovery from back-to-back hurricanes in 2017 and the more recent pandemic, Dan is assessing the Department’s monitoring and related policies and procedures. He is also leading a team that will develop and implement an obligation and expense strategy for the Department’s Emergency Support Function (ESF)-3 award. This strategy includes determining the eligibility of programs, determining burn rates and program timelines, delegating team responsibilities, and updating USVI leadership. Grants Monitoring Specialist, Wichita (KS) ARPA (2023 – Present) Dan provided the City with monitoring and compliance support for various economic development programs funded by ARPA SLFRF and provided technical assistance and training to subrecipients and City staff on ARPA SLFRF and Uniform Guidance. Grants Specialist, Metropolitan Water District of Southern California (MWD), CA (2023 – Present) Dan is providing training regarding pre-award, application, and post-award phases of the grant lifecycle. Witt O’Brien’s has held a grant consulting services contract with the MWD since 2022. Grants Monitor, Kansas Department of Commerce, KS (2023) Dan conducted monitoring reviews for the state’s Building a Stronger Economy (BASE) program, which focuses on ARPA SLFRF economic development programs, including evaluation and monitoring. ARPA Monitoring Team Lead, Harris County, TX (2021 – 2023) As part of the project supporting Harris County’s $915 million ARPA SLFRF program, Dan led a team that developed County monitoring and subrecipient monitoring programs. He provided technical assistance to various County departments on compliance related to Uniform Guidance and SLFRF; Dan also delivered training on various aspects of Uniform Guidance to improve the knowledge of County staff and other subrecipients regarding Federal requirements for grant programs. Dan helped develop tracking tools so the County could better understand the level of risk their funding programs face, which helps enable them to avoid potential clawbacks from the Federal government or reductions in future awards. Grants Monitoring Team Lead, King County, WA (2020 – 2023) Dan developed monitoring strategies for 14 programs funded by the CRF and assisted the County in establishing a Grant Compliance Unit (GCU). For the latter role, he drafted policies and procedures for the GCU related to department engagement, program monitoring, subrecipient monitoring, and training. He also trained GCU staff on Unit policies and procedures, and general compliance requirements of Uniform Guidance and SLFRF. Through a multi-year, renewable contract with the County, Witt O’Brien’s is providing post-award management, audit, and closeout services. Community Development Manager, City of Euclid Department of Planning and Development, OH (2019 – 2020) Dan was responsible for managing the City's CDBG Entitlement program administered by HUD. This included determining project eligibility for CDBG funding, managing the CDBG annual budget, compliance with 2 CFR 200 administration and procurement standards, and conducting drawdowns to E-47 I I I I I I I WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 43 wittobriens.com request reimbursement from HUD. He was responsible for preparing environmental reviews for projects receiving CDBG funding in accordance with 24 CFR Part 58. He wrote and submitted Annual Action Plans and the Consolidated Annual Performance and Evaluation Report (CAPER). Housing Coordinator, City of Euclid Housing Department, OH (2018 – 2019) Dan maintained the City's inventory of single- to three-family rental units. He was responsible for processing the annual rental registration payments and scheduled rental unit inspections, investigating unregistered rental inquiries, and prosecuting rental units not in compliance with city housing code chapter 1761.05 of the Euclid Code of Codified Ordinances. E-48 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP I / RFP – Grant Management Services 44 wittobriens.com Kayla has five years of experience in grants pursuance and management for state and local governments administering Federally funded programs. As a Grants Specialist at Witt O’Brien’s, Kayla provides guidance and technical assistance to government agencies in pursuing and managing federal grant programs. She conducts eligibility reviews, monitors grant compliance, analyzes programmatic and financial data, tracks the impact of federal legislation on state and local funding, and creates tailored reports to support client decision making. To date, she has led federal and state reporting efforts for over $1 billion in COVID-19 funding, primarily under the American Rescue Plan Act (ARPA). She also conducts on-site monitoring visits focused on labor standards (Davis-Bacon) and grant compliance. Kayla’s responsibilities also include grants pursuance, including researching funding opportunities, supporting grant application development, and conducting training sessions to build grants management capacity. In addition, she develops grant policies and procedures covering compliance monitoring and reporting, risk management, audit preparedness, and closeout processes. Grants Compliance Specialist, Los Angeles Mayor’s Office of Public Safety (LA MOPS) (2024 – Present) Kayla supports LA MOPS by conducting grants compliance and monitoring activities under the Urban Area Security Initiative (UASI). Her work includes reviewing subrecipient equipment and software purchases, ensuring supporting documentation is sufficient, and performing on-site monitoring visits for various projects. Grants Compliance Specialist, Eastern Municipal Water District (EMWD), CA (2023 – Present) Kayla provides grants compliance support for EMWD through labor compliance and monitoring for various construction projects—including technical assistance and training, material development (including contractor packets and tools for use/implementation), review of contractor (and subcontractor) payroll reports and on-site wage interviews. Grants Compliance Specialist, ARPA Program, Richmond, CA (2023 – Present) Kayla is providing ad-hoc assistance to the City’s ARPA SLFRF program, which is distributing more than $22 million in ARPA funds, including developing and reviewing subaward applications. Her support focuses on supporting the City’s adherence to SLFRF grant reporting requirements. Grants Management Specialist, Metropolitan Water District of Southern California (2022 – Present) Kayla is part of a team undertaking development of a grants management division for the largest water district in the United States. Kayla has supported developing new policies and procedures for grants management and a six-part training program to build staff understanding of the grants pursuance and management process. Specifically, she facilitated external webinars and training for over 100 participants, while coordinating presentations, managing administrative and logistical needs, and KAYLA ONES GRANT WRITER AND RESEARCH SPECIALIST YEARS OF EXPERIENCE 5 Years EDUCATION BA, Public Policy, University of Redlands BA, Business Management, University of Redlands E-49 I I I I WITT O'BRIEN'S PART OF THE AMBIPAR GROUP • '· ~ " "" / RFP – Grant Management Services 45 wittobriens.com developing supporting materials. She also provides support for grant application research and development, including a recent application for a $950,000 Wildfire Prevention Grant from the California Department of Forestry and Fire Protection (CalFire). Grants Compliance Specialist and Data Analyst, Kansas Office of Recovery, KS (2020 – Present) In support of the Office of Recovery’s management of COVID-19 funding, Kayla reviews financial reports, develops guidance and training, assists with eligibility guidance and reporting, and managed fund and expenditure tracking. Specifically, she developed guidance, policies and procedures, and job aids to support state and local agencies with grants management activities. She conducted monthly review of program financial reports from 42 state agencies administering COVID-19 funding, with over $1 billion of expenditure details approved by state auditors and the U.S. Treasury to date. She provided compliance support to 105 counties, assisting with cost eligibility guidance and the reporting of $400 million in CRF direct aid. She previously managed multiple COVID-19 fund and expenditure tracking processes to ensure compliance; supported audit preparation; and reviewed county program proposals and expenditure reports, summarizing her analysis and findings through eligibility memos. She designed and oversaw processes to monitor three Federal funding streams on behalf of a Governor’s Office, ensuring the recurring collection, review, and guidance provision for program financial reporting across 65 state agencies. Grants Writing Specialist, Mid-Region Council of Governments (MRCOG), NM (2023) Kayla provided research and application development for the MRCOG, an association of local governments in central New Mexico developed to build grants capacity. She assisted Sandoval County, NM, in applying for a $3.6 million competitive grant from the DHS Staffing for Adequate Fire and Emergency Response (SAFER) program for additional firefighters. Training Coordinator, California Office of Planning and Research (OPR), CA (2023) Kayla served as the training coordinator for a four-part training webinar series for Cal OPR to support the State’s efforts to help government entities in California navigate Federal funding opportunities. Training sessions covered current grant management hot topics including Title VI Civil Rights Compliance; Maximizing Federal Funds: ARPA and IIJA/BIL; ARPA Grant Implementation: Administrative, Indirect, and Direct Costs; and ARPA Compliance Supplement Addendum. Research Assistant, University of Redlands – Redlands, CA (2019 – 2020) Kayla reviewed and curated previously undigitized primary sources, scholarly literature, and research on women's global economic participation. Her work enhanced an updated edition of ProQuest’s Women Social Movements Library research database. Research Intern, Intelligent Transportation Society of America, Washington, D.C. (2019) Kayla conducted legislative and public policy research to support project initiatives and advance the safe deployment of smart infrastructure, sustainable urban mobility, and transportation technologies within the public and private sectors. She contributed to the development of initiatives and projects by conducting thorough research on relevant legislation and public policies. In her role, Kayla played a key role in promoting the implementation of smart infrastructure and sustainable transportation solutions, ensuring the safety and efficiency of urban mobility. Her research and findings supported the advancement of these initiatives, benefiting both the public and private sectors. E-50 I I I I I WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 46 wittobriens.com Emily is a grants management specialist with 10 years of professional experience in grants management and education, as well as a PhD and Grant Professionals Certification (GPC). Emily has provided grants writing and grants management support to dozens of local government agencies seeking to maximize funding opportunities under the IIJA/BIL and other funding sources. She conducts grants research to identify right-fit funding opportunities and provides advisory services for application development. Specifically, in the past year, she has been responsible for more than 40 grant applications ranging from $1,000 to over $18 million. She also supports grants management and compliance for COVID-19 related funding programs. Emily is a University lecturer for a Masters-level class on Grantsmanship, which covers all aspects of grants, including compliance and federal grant requirements. Prior to joining the firm, was a grant writer for the United Way of Greater Charlotte and the U.S. Climate Action Network. She was also a grants manager and educational specialist with the Littlejohn Community Center’s TRIO Educational Opportunity Center. In this role, she managed several educational support and community development grants ranging from $5,000 to $5,000,000. Deputy Project Manager, North Carolina League of Municipalities (NLCM) (2023 – Present) Emily is supporting the NCLM project to provide technical assistance to municipalities across the state on maximizing Federal and state grant funding opportunities. She leads a sever-person grant writing team that is providing nearly 50 municipalities with one-on-one assistance to develop grant applications. To date, her team has supported development of about 45 applications totaling more than $40 million in grant funding; Emily was lead writer for more than half of those applications. Subject Matter Expert (SME), National League of Cities (NLC), Multiple Clients (2023 – present) Emily is working as a SME for two of NLC Local Infrastructure Hub Bootcamps: Clean Water State Revolving Fund (CWSRF) Bootcamp and the Railroad Crossing Elimination (RCE) Bootcamp. Both of these federal opportunities are important resources for small towns and municipalities, who are Bootcamp attendees. Through her role as SME, Emily developed and delivered presentations, provided 1:1 consultations, and lead participants through coaching exercises to develop their own strong applications. Lecturer on Grantsmanship, Clemson University, SC (2023 – Present) Emily teaches an online class on Grantsmanship, focused on the grant management lifecycle, including compliance with 2 CFR 200. Her course includes a section on compliance and how to achieve compliance with federal grant requirements. EMILY INBURN H GRANTS WRITING QC AND RESEARCH SPECIALIST YEARS OF EXPERIENCE 10 Years EDUCATION PhD, International Family and Community Studies, Clemson University BS, Spanish and International Health, Clemson University CERTIFICATIONS Grant Professionals Certification (GPC), Grant Professionals Association LANGUAGES Spanish, Bilingual E-51 I I I WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 47 wittobriens.com ARPA Grants Management Specialist, Wichita, KS (2023 – Present) Emily is on the Witt O’Brien’s team supporting the City of Wichita with subrecipient monitoring for 22 ARPA awards allocations. Her support includes training, technical assistance, and capacity building regarding Uniform Guidance 2 CFR 200 and related requirements. Grant Writer, Harris County, TX (2023 – Present) Emily is providing grant writing services and support to Harris County for various grant applications needed to cover multiple topics (law enforcement, construction, road and bridge, energy conservation, public health, etc.). Her support includes analyzing needs for grant funding, conducting research to identify funding opportunities, and developing the full grant application, including narrative and budget. She was instrumental in the County’s successful application to the DOE BIL Consumer Electronics Battery Recycling Programs program for more than $4.8 million. Grants Management Specialist, Multiple Clients, AL (2023 – Present) Emily is providing end-to-end grants management support for ARPA, IIJA/BIL, and other grant funded projects for the following Alabama government entities: St. Clair County and the cities of Alabaster, Ashville, Irondale, Opelika, and Trussville. Grants Management Specialist, City of Alpharetta, GA (2023 – 2024) Emily identified right-fit grant opportunities for specific transportation and pedestrian walkability projects for the City and completed two grant applications totaling almost $5 million. Grants Management Specialist, Kansas Department of Transportation (DOT), KS (2023) Emily was part of the team supporting the Kansas DOT Infrastructure Hub, which is a multi-agency body of Kansas state agencies designed to assist Kansas agencies and municipalities to maximize opportunities available through the IIJA/BIL. Emily has assisted in identifying right-fit IIJA/BIL funding opportunities, developed grant applications, and facilitated community collaboration for large-scale project and grant application success. Grant Writer, United Way of Greater Charlotte (UWGC), NC (2022 – 2023) As a Grant Writer, Emily identified grant opportunities that aligned with UWGC’s mission and goals through research utilizing GPA database and skills; maintained grant database and possible grant opportunities database. She wrote grant narrative and budget for grants that align with UWGC’s mission and goals, including research process. Emily also managed grants to include reporting of metrics, communication with the team about needed metrics, and detailed reporting to foundation, private, or government sponsors. Grants Manager & Educational Specialist, Littlejohn Community Center TRIO Educational Opportunity Center, Clemson, SC (2017 – 2020) Emily was responsible for managing several educational support and community development grants ranging from $5,000 to $5,000,000. She also coordinated community events to meet needs of hunger, housing, health, and other needs for at-risk families and implemented tutoring plans and workshop- development for specific student academic needs. E-52 I I I I I I I WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 48 wittobriens.com Chelsea is a Certified Floodplain Manager (CFM) with 12 years of experience in mitigation grants management, community assistance, and program management and implementation. Chelsea joined Witt O’Brien’s after six years with the New Mexico Department of Homeland Security and Emergency Management, where she served as the State Hazard Mitigation Officer (SHMO) for three years. Chelsea has led the development and overseen the completion of nearly 120 hazard mitigation plans (HMPs) and projects for state, local, and tribal governments as well as large universities, quasi-governmental entities, and special districts through FEMA closeout. She is proficient in project planning, coordination, and timeline management. Project Manager, District 3 and District 5, Mississippi Emergency Management Agency (2025-Present) Chelsea is managing the development of these two regional Updates. District 3 includes 9 counties and 62 total jurisdictions. District 5 includes 5 counties and 23 total jurisdictions. Project Manager, City of Bell, CA (2025-Present) Chelsea is leading the development of the City’s first Hazard Mitigation Plan. Floodplain SME, North Carolina Leage of Municipalities (2025-Present) Chelsea is providing advisory services related to interpretation of FEMA flood maps, the 44 CFR, and other NFIP and insurance related questions related to the impacts of Hurricane Helene. FEMA Mitigation SME, City of Tampa, FL (2024 - Present) Chelsea is providing Mitigation technical support to the City following Hurricanes Ian, Idalia, Helene, and Milton, including project development and formulation, development of NOI’s, and coordination across multiple city departments. FEMA Mitigation SME, City of Newberry, SC (2025 – Present) Chelsea is providing Mitigation technical support to the City as they work though recovery from the impacts of Hurricane Helene, which included damage to electrical and fiber infrastructure. BRIC Project Manager, City of Bend, OR (2025) Chelsea managed the development and wrote two of the City’s BRIC sub-grant applications for the 2024 cycle, totaling $50 million. This included an innovative “Project Guide” that would have helped reviewers better understand the complicated water treatment process and proposed mitigation. CHELSEA ORGANTI EMERGENCY MANAGEMENT GRANTS SUBJECT MATTER EXPERT YEARS OF EXPERIENCE 12 Years EDUCATION BA, English, Minor - Latin, University of New Mexico CERTIFICATION CFM since 2019, Association of State Floodplain Managers – New Mexico Chapter FEMA Professional Development Series Certificate TRAINING FEMA: L-273, G-318, G-557, IS-100, IS-120, IS-200, IS-230, IS-235, IS- 240, IS-241, IS-242, IS-244, IS-276, IS-280, IS-319, IS-321, IS-329, IS- 922, IS-546, IS-547, IS-700, IS-702, IS-703, IS-706, IS-800, IS-1100, IS- 1102, IS-1103, IS-1113, IS-2900 E-53 I I I I I I WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 49 wittobriens.com Deputy Project Manager, Nevada Department of Emergency Management, NV (2024 – Present) Chelsea provides technical assistance on hazard mitigation project application development to jurisdictions across the State of Nevada. She assists in the review and development of HMPs and Sub- grant applications for annual and disaster-related mitigation grants, including HMGP post-fire grants. She is also developing and delivering statewide training for state staff and Sub-grantees to increase capabilities at all levels. Project Manager, Fresno County, CA (2023 – 2025) Chelsea provided administrative support in the development of the multi-jurisdictional HMP through a community-informed, bilingual public outreach process, and facilitating activity support and compliance with the National Flood Insurance Program’s (NFIP) Community Rating System (CRS). The Fresno County Plan includes 17 jurisdictions. Project Manager, Union, Dickinson, and Polk Counties, IA (2023 – 2024) Chelsea provided administrative support in the development of the three separate multi-jurisdictional HMPs, one that included NFIP CRS Activity 510 compliance. The counties include Union County (12 jurisdictions), Dickinson County (10 jurisdictions), and Polk County (34 jurisdictions). Two of these counties – Dickinson and Union – are highly rural in character, while Polk is more urban and home to Des Moines, the capital of the State of Iowa. Each of the plans were approved by FEMA. Project Manager, City of Carson, CA (2023 – 2025) Chelsea led the city’s first HMP update since 2013. Originally profiling only three hazards – Earthquake, Flood, and Windstorm – the plan included significant updates and received FEMA APA in January 2025. Plan Update Project Manager, Counties of Lehigh Valley and Northampton, PA (2023 – 2024) Chelsea served as Project Manager for this HMP Update covering 67 jurisdictions - 2 counties, 3 regional authorities, and 62 municipalities. Multi-jurisdictional collaboration was of utmost importance. In total, Chelsea delivered two virtual kickoffs, four hybrid capability workshops, two in-person Threat and Hazard Identification and Risk Assessment (THIRA) /Stakeholder Preparedness Review workshops, two four-hour long in-person participation “office hours,” two in-person THIRA meetings, a hybrid Mitigation Strategy meeting, three 2-hour Action Development workshops, 12 one-on-one coaching sessions, and a virtual town-hall. Subject Matter Expert, National League of Cities (NLC) (2022 – 2025) Chelsea led the development and delivery of content and provided one-on-one municipal technical assistance through the NLC’s Local Infrastructure Hub. She has presented FEMA’s Building Resilient Infrastructure & Communities (BRIC) and Flood Mitigation Assistance grant programs, Clean Buildings, and the U.S. Environmental Protection Agency’s Climate Pollution Reduction Grant. She provided support to FEMA Region VI in Denton, TX and additional cities throughout Texas. Plan Update Project Manager, Montgomery County, MD (2022 – 2024) Chelsea served as Project Manager for the Local HMP update, while other staff from Witt O’Brien’s update the County’s Emergency Operations Plan. This allows for enhanced collaboration and plan integration. This HMP will be Emergency Management Accreditation Program compliant. Montgomery County includes 20 jurisdictions. E-54 I I I I I I I WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 50 wittobriens.com Project Manager / Lead Planner, City of Carnation, King County, WA (2022 – 2023) Chelsea served as Project Manager and Lead Planner in the development of the city’s inaugural annex to the County’s HMP. Witt O’Brien’s was tasked with supporting the utilization of expiring grants funds and facilitating plan development after another jurisdiction declined to fulfill their agreement. Grants Development Specialist, Cochise County, AZ (2022) Chelsea wrote the County’s BRIC sub-grant application for the 2022 cycle. The project was ranked #2 and awarded under the State of Arizona’s allocation. Plan Update Project Manager, District 7, Mississippi Emergency Management Agency (2022 – 2024) Chelsea served as Project Manager/Mitigation Planner updating the Mississippi Regional HMP, which included an extensive file conversion and updates to include climate change. District 7 includes 9 counties and 32 total jurisdictions. This plan was approved in January 2024. Deputy Planner, Colorado Department of Homeland Security and Emergency Management, Denver, CO (2022 – 2023) Chelsea served as Deputy Planner updating the Colorado Enhanced State HMP. She facilitated meetings with all 28 state agencies, presented access and functional need and underserved population considerations, and profiled state agency mitigation activities. Witt O’Brien’s was a sub-consultant on this project. Hazard Mitigation Subject Matter Expert (SME), Alabama Emergency Management Agency (2022) As a Hazard Mitigation SME, Chelsea was tasked with providing technical assistance on hazard mitigation project applications to jurisdictions across the State of Alabama. She assisted in the review and development of 528 sub-grant applications across four disaster grants, totaling $147 million in project funds. Chelsea also delivered Benefit-Cost Analysis training to state staff to increase their capabilities. SHMO, New Mexico Department of Homeland Security and Emergency Management, Santa Fe, NM (2019 – 2022) As SHMO, Chelsea managed 17 disaster and non-disaster Hazard Mitigation Assistance (HMA) grants and facilitated 113 mitigation plans and projects through all sub-grant stages, from application through closeout. She supervised the Mitigation Unit, which included three Mitigation Specialists and the State Floodplain Coordinator who oversaw the state’s NFIP compliance. She contributed to the 2018 NM SHMP and overhauled the state’s Administrative Plan in 2017 and 2021, updating the Mitigation Standard Operating Guidelines, Sub-Grant Orientation Packet, and funding methodology. During the 2021 funding application cycle she processed 48 project Notices of Interest totaling more than $100 million in requested funds. She regularly represented the agency at local, state, and national conferences. Mitigation Specialist, New Mexico Department of Homeland Security and Emergency Management, Santa Fe, NM (2016 – 2019) As a Mitigation Specialist, Chelsea provided individually tailored technical assistance to state agencies, local jurisdictions, tribal nations, and special district/quasi-governmental applicants under the HMA program. She reviewed and approved all procurement, contracts, and invoicing associated with sub- E-55 I I I I I I I WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / RFP – Grant Management Services 51 wittobriens.com grant agreements. She drafted Scopes of Work, budgets, and schedules for New Mexico HMA grants and sub-grants. She has firsthand experience preparing wildfire applications for award under the HMGP, HMGP-Post Fire, BRIC, and Pre-Disaster Mitigation and managing and monitoring all awarded projects through to closeout, ensuring completion occurred in compliance with all federal, state, and local requirements. Chelsea also served in the State’s Emergency Operations Center during activations, deployed to post-fire jurisdictions to provide mitigation technical assistance, and conducted numerous site visits for all project types. Disaster Recovery Analyst, City Of New Orleans, LA (2015) For the City’s Code Enforcement, Chelsea facilitated 383 FEMA conditionally approved demolition properties through the code enforcement, local historic, and FEMA Environmental and Historic Preservation processes. She advocated for legal judgments of ‘blight’ at hearings; in city council meetings; and at local, state, and federal coordination meetings. She created and managed databases to track over $16 million in grants. She inspected damaged properties, identified historic elements for preservation, and oversaw safe remediation and salvage of residential and commercial demolitions. Site Supervisor, St. Bernard Project/Americorps, LA (2013 – 2014) Chelsea managed and trained up to 40 staff and volunteers per site, per day, in the construction and renovation of Hurricane Katrina-damaged homes. She executed all construction phases, enforced quality control, and maintained a safe, OSHA-compliant worksite. Chelsea was responsible for accurately projecting Scope of Work timelines, budgets, and workforce needs. E-56 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP I I / RFP – Grant Management Services 52 wittobriens.com Karen is a community development and housing specialist with 40 years of professional experience, including nearly 20 years managing large, complex Federally funded disaster recovery and housing grant programs. As a thought leader and program design specialist, Karen assists state, local, and territorial governments with the development and implementation of streamlined and compliant programs using U.S. Housing and Urban Development (HUD) and COVID- 19 related Federal funding streams. Since joining the firm, she has guided both USVI and Puerto Rico Electric Power Authority (PREPA) in leveraging CDBG-DR and CDBG-MIT funding for recovery from Hurricanes Irma and Maria recovery activities. Specifically, she led the development of the USVI $1.8 billion CDBD-DR Action Plan and program guidelines for the USVI housing rehabilitation, multi-family development, public housing, infrastructure, and economic revitalization programs territory-wide. She has also provided technical assistance for eligibility reviews, subrecipient monitoring, procurement compliance, and closeout for COVID-19 related grant funded programs. Prior to joining Witt O’Brien’s, she was a Section Chief at California’s Department of Housing and Community Development, responsible for oversight and management of agency funded programs. She was responsible for program implementation of the State’s annual HUD allocations, as well as the $230 million Neighborhood Stabilization Program (NSP), making an acute and timely impact for households affected by the housing and financial crisis. Prior to her 14-year tenure with a state housing agency, Karen honed her financial acumen in the mortgage industry where her career began. She has more than 20 years of mortgage lending experience with the last 15 years of those as an operations manager in large lending organizations. Grants Management Compliance Specialist, Sonoma County, CA (2023 – Present) Karen has been supporting development of training for subrecipients on Uniform Guidance and internal controls; prevention of fraud, waste, and abuse; financial management and separation of duties; allowable uses, costs, and program delivery; suspension and debarment; and procurement and debarment. Community Development Block Grant – Disaster Recovery (CDBG-DR), Subject Matter Expert (SME), Puerto Rico Electric Power Authority (PREPA), San Juan, PR (2023 – Present) Karen is part of the Witt O’Brien’s team assisting PREPA in using Federal funding (FEMA Public Assistance and Hazard Mitigation Grant Program funding and Community Development Block Grant – Disaster Recovery [CDBG-DR] funding) to support repair of the Puerto Rico power system. As the project’s CDBG-DR SME, Karen provides guidance on using the HUD disaster funds in conjunction with FEMA programs. Grants Management Specialist, Sedgwick County, KS (2020 - 2021) For the County’s COVID-19 grants programs, Karen led a team in all phases of Federal grant management, including providing guidance on program design, conducting project eligibility reviews, KAREN ATTERSON GRANTS MANAGEMENT SUBJECT MATTER EXPERT YEARS OF EXPERIENCE 39 Years EDUCATION AND TRAINING IBM Management Training program California Manager Training E-57 WITT O'BRIEN'S PART OF THE AMBIPAR GROUP I I I / RFP – Grant Management Services 53 wittobriens.com providing training on procurement compliance, assisting with documentation for payroll eligibility, providing subrecipient training on closeout, and supporting closeout activities. Grants Management Specialist, King County, WA (2020 - 2021) Karen was part of the Witt O’Brien’s team providing post-award grant management, audit, and closeout support for King County’s $1.3+B COVID-19 grant programs. Karen supported the development of policies and procedures, including a fraud handbook and best practice for payment methods. Project Manager, Minnesota Housing Finance Authority (MHFA), MN (2021) Karen was the Project Manager of Witt O’Brien’s team of over 150 personnel, supporting Minnesota’s successful $289 million Emergency Rental Assistance (ERA) Program. In addition to providing program design feedback, overall management, application, and payment processing service management, Karen also assisted the State of Minnesota as they created their online ERA Program grant portal. Grants Management Specialist, Various Counties in the State of KS (2020 – 2021) Karen provided grants management support to counties across Kansas, including Franklin, Geary, Shawnee, Riley, Rooks, Kingman, Graham, and Johnson. She provided technical assistance on program design, subrecipient and contractor management, conducted beneficiary eligibility reviews, determinations for reimbursement payment, and program and project closeouts. CDBG-DR Expert, Disaster Recovery, U.S. Virgin Islands (USVI) Housing Finance Authority (VIHFA), St. Thomas, USVI (2019 – 2021) Karen supported the Witt O’Brien’s disaster recovery effort in the US Virgin Islands, which included assisting with the effort to plan and manage approximately $1.8 billion in HUD CDBG-DR funds for Housing, Infrastructure, and Economic Revitalization projects throughout the territory. She engaged in planning, program design, program management, compliance, policy, environmental, and financial management. She made key contributions to the CDBG-DR program by assisting VIHFA with program design and implementation technical documents, policies, and procedures, and by providing training and technical assistance. Section Chief, Grant Management Section, California Department of Housing and Community Development (DHCD), Sacramento, CA (2007 – 2019) Karen ended her tenure at CA DHCD as the Chief of the State’s Grant Management Section. In this position, she administered the federal and state CDBG-DR programs (exclusive of the HOME Program’s multi-family housing development activities). She started her 12-year career at CA DHCD as the manager of the State’s $230 million NSP where she managed program development and implementation and the NSP award of $155 million. She was responsible for managing the state’s National Disaster Resiliency Competition award of over $70 million. Since beginning with the CDBG-DR program, the State successfully expended over $230 million NSP grant and program income funds, making a significant impact for households affected by the financial crisis. Karen also served as a trainer for the Council of State Community Development Agencies, delivering CDBG training courses from 2016 through 2018. E-58 I I I I I WITT O'BRIEN'S PART OF THE AMBIPAR GROUP / T: +1 281 320 9796 F: +1 281 320 9700 818 TOWN & COUNTRY BLVD SUITE 200, HOUSTON TX 77024 24/7 EMERGENCY +1 985 781 0804 wittobriens.com E-59 Weighted Criteria Matrix Approach to Scope of Services 25%8 2 6 1.5 8 2 7 1.75 7 1.75 9 2.25 7 1.75 10 2.5 Proposal Schedule and Costs 25%8 2 7 1.8 8 2 8 2 6 1.5 8 2 6 1.5 8 2 Staff Qualifications and Experience 25%7 1.8 7 1.8 8 2 7 1.75 8 2 9 2.25 8 2 9 2.25 Organization and Staffing 15%7 1.1 6 0.9 8 1.2 8 1.2 7 1.05 9 1.35 7 1.05 9 1.35 Quality Control 10%9 0.9 8 0.8 8 0.8 9 0.9 8 0.8 8 0.8 7 0.7 8 0.8 Total Final Scores 100% RFP On-Call Grant Management Services Scoring Sheet B&A California Consulting ESS Evans Brooks NCB Villa Civil Witt O'Brien's Criteria Value Raw Score (0-10) Final Score Raw Score (0-10) Final Score Raw Score (0-10) Hout Final Score Raw Score (0-10) Final Score Raw Score (0-10) Final Score 7.7 6.7 8.0 7.6 7.1 8.7 7.0 8.9 Final Score Raw Score (0-10) Final Score Raw Score (0-10) Final Score Raw Score (0-10) F -1 City of Rancho Palos Verdes Grant Management Tracker (Since 2016) Submittal Date Grant Name Granting Agency Description Funding Type Funding Use Amount Requested Match Requirement Application Status Jun-26 BRIC 25 Bend Landslide Complex landslide Hazard Appropriations Earmark request for Hazard Appropriations Earmark request for Hazard FY 27 Appropriations Emergency Operations Center at the Ken Appropriations - Storm Drain Earmark request for Citywide storm drain HMGP - Voluntary Property Buyout (Round Buyout Program Round 3 to acquire approximately 8 homes in landslide area for hazard mitigation and conversion to open Hazard HMGP - Voluntary Property Buyout (Round Property Buyout Program Round 2 to acquire approximately 5 homes in landslide Hazard $10.16 million (originally requested $29 million in May Selected G -1 2 Submittal Date Grant Name Granting Agency Description Funding Type Funding Use Amount Requested Match Requirement Application Status mitigation and conversion to open Regional Response Plan (RPV lead agency on behalf of Area Homeland Regional emergency response plan for cross-jurisdictional support for immediate emergency operations Hazard $300,000 (Selected for Habitat Restoration and Trails LA County repair trails in and adjacent to areas impacted by landslide Measure A - Connector Trail LA County a trail and bridge project connecting the Filiorum Reserve to the Three Sisters $500,000 Portuguese Bend Landslide Bend Landslide Complex landslide Hazard $48.7 million (originally $40 Landslide stabilization efforts, Hazard Awarded $4 CalFire Wildfire Prevention - Mass Care and compressive mass care and evacuation plan to support mass care Hazard $200,000 G -2 3 Submittal Date Grant Name Granting Agency Description Funding Type Funding Use Amount Requested Match Requirement Application Status evacuations for the Peninsula. Aug-25 CalFire Wildfire Prevention - Fuel Modification fuel modification activities using hand- operated machinery in approximately 112 Hazard $948,000 FY 26 Appropriations Earmark request for Hazard ($1,145,144 requested by Rep. by Rep. Lieu and funded FY 26 Appropriations Earmark request for Hazard $4,023,225 ($1,145,144 requested by Rep. Lieu and Sen. by Rep. Lieu and Sen. Schiff and funded by Appropriations - City EOC Emergency Operations Center at the Ken FY 26 Appropriations - DDW Power permanent power source for landslide area deep dewatering Hazard SHSGP - Mass Care and Homeland compressive mass care and evacuation plan to support mass care Hazard $300,000 (Selected for G -3 4 Submittal Date Grant Name Granting Agency Description Funding Type Funding Use Amount Requested Match Requirement Application Status evacuations for the Peninsula. Nov-24 HMGP - Voluntary Property Buyout (Round Buyout Program Round 1 to acquire 22 homes in landslide area for hazard mitigation and conversion to open Hazard Supervisor Hahn Landslide LA County financial assistance grants for landslide- impacted residents and $2.2 million for City's landslide Financial assistance/hazar FY 25 appropriations Earmark request for Hazard by Rep. Lieu but not FY 25 Appropriations Earmark request for Hazard by Rep. Lieu but not Linda charging Ladera Linda HMGP - Generator at four crucial City of Rancho Palos Verdes Hazard G -4 5 Submittal Date Grant Name Granting Agency Description Funding Type Funding Use Amount Requested Match Requirement Application Status Jan-23 BRIC 22 Bend Landslide Complex landslide Hazard Pano AI Wildfire Camera State Budget State Implementation of the Peninsula-wide network of wildfire Hazard USFW - Wildlife US Fish and Wildlife acquisition of Lower Filiorum and Plumtree properties for Wildlife Habitat WCB - Wildlife Wildlife Conservatio acquisition of Lower Filiorum and Plumtree properties for Wildlife Habitat Wildfire Detection Peninsula-wide network of wildfire Hazard Appropriations - Landslide Portuguese Bend Landslide Remediation Hazard $16.5 million ($2 million requested HMGP - Fuel Modification fuel modification activities using goat Hazard G -5 6 Submittal Date Grant Name Granting Agency Description Funding Type Funding Use Amount Requested Match Requirement Application Status Jun-21 HMGP - Undergroundin overhead electrical utility lines located in the Portuguese Bend Hazard Apr/May- Appropriations - Landslide Portuguese Bend Landslide Remediation Hazard LEAP Planning overlay control district as part of 6th Cycle Housing Element Safety Improvement Guardrail improvements along Measure M - Western Ave Traffic Improvements and recurring congestion along Western Avenue during peak periods and when schools are $4,980,000 (increased from SB 2 Planning overlay control district as part of 6th Cycle Housing Element Grant Program Peninsula-Wide Safe G -6 7 Submittal Date Grant Name Granting Agency Description Funding Type Funding Use Amount Requested Match Requirement Application Status Jan-16 SWRCB Prop 84 -Catch Basin Inserts (RPV, pipe screen units in existing catch basins draining into Santa $708,514 ($600,000 $412,163 G -7