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HomeMy WebLinkAboutNB-4 - 26-311 - 1. PSA - Moore, Iacofano, Goltsman (MIG) - 6/16/20261 Moore Iacofano Goltsman, Inc. Rev. 4-2026 CITY OF COSTA MESA PROFESSIONAL SERVICES AGREEMENT WITH MOORE IACOFANO GOLTSMAN, INC. THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this 16th day of June, 2026 (“Effective Date”), by and between the CITY OF COSTA MESA, a municipal corporation (“City”), and MOORE IACOFANO GOLTSMAN, INC., a California Corporation (“Consultant”). RECITALS A.City proposes to utilize the services of Consultant as an independent contractor to perform arts and culture master plan consulting services, as more fully described herein; and B.Consultant represents that it has that degree of specialized expertise contemplated within California Government Code section 37103, and holds all necessary licenses to practice and perform the services herein contemplated; and C.City and Consultant desire to contract for the specific services described in Exhibit “A” and desire to set forth their rights, duties and liabilities in connection with the services to be performed; and D.No official or employee of City has a financial interest, within the provisions of sections 1090-1092 of the California Government Code, in the subject matter of this Agreement. NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows: 1.0. SERVICES PROVIDED BY CONSULTANT 1.1. Scope of Services. Consultant shall provide the professional services described in Consultant’s Proposal, attached hereto as Exhibit “A,” and incorporated herein. 1.2. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional consultants in similar fields and circumstances in accordance with sound professional practices. Consultant also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant’s performance of this Agreement. 1.3. Performance to Satisfaction of City. Consultant agrees to perform all the work to the complete satisfaction of the City. Evaluations of the work will be done by the City Manager or his or her designee. If the quality of work is not satisfactory, City in its discretion has the right to: (a)Meet with Consultant to review the quality of the work and resolve the matters of concern; (b)Require Consultant to repeat the work at no additional fee until it is ATTACHMENT 1 2 Moore Iacofano Goltsman, Inc. Rev. 4-2026 satisfactory; and/or (c) Terminate the Agreement as hereinafter set forth. 1.4. Warranty. Consultant warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers’ compensation insurance and safety in employment; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement. Consultant shall indemnify and hold harmless City from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description including attorneys’ fees and costs, presented, brought, or recovered against City for, or on account of any liability under any of the above-mentioned laws, which may be incurred by reason of Consultant’s performance under this Agreement. 1.5. Non-Discrimination. In performing this Agreement, Consultant shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military or veteran status, except as permitted pursuant to section 12940 of the Government Code. 1.6. Non-Exclusive Agreement. Consultant acknowledges that City may enter into agreements with other consultants for services similar to the services that are subject to this Agreement or may have its own employees perform services similar to those services contemplated by this Agreement. 1.7. Delegation and Assignment. This is a personal service contract, and the duties set forth herein shall not be delegated or assigned to any person or entity without the prior written consent of City. Consultant may engage a subcontractor(s) as permitted by law and may employ other personnel to perform services contemplated by this Agreement at Consultant’s sole cost and expense. 1.8. Confidentiality. Employees of Consultant in the course of their duties may have access to financial, accounting, statistical, and personnel data of private individuals and employees of City. Consultant covenants that all data, documents, discussion, or other information developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement. Consultant’s covenant under this Section shall survive the termination of this Agreement. 2.0. COMPENSATION AND BILLING 2.1. Compensation. Consultant shall be paid in accordance with the fee schedule set forth in Exhibit “B,” attached hereto and made a part of this Agreement. Consultant’s total compensation shall not exceed One Hundred Thirty-Two Thousand Six Hundred Fifty-Five Dollars ($132,655). 2.2. Additional Services. Consultant shall not receive compensation for any services 3 Moore Iacofano Goltsman, Inc. Rev. 4-2026 provided outside the scope of services specified in the Consultant’s Proposal unless the City Manager or designee, prior to Consultant performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable. 2.3. Method of Billing. Consultant may submit invoices to the City for approval on a progress basis, but no more often than two times a month. Said invoice shall be based on the total of all Consultant’s services which have been completed to City’s sole satisfaction. City shall pay Consultant’s invoice within forty-five (45) days from the date City receives said invoice. Each invoice shall describe in detail, the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as “Additional Services” and shall identify the number of the authorized change order, where applicable, on all invoices. 2.4. Records and Audits. Records of Consultant’s services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City or its Project Manager for inspection and/or audit at mutually convenient times from the Effective Date until three (3) years after termination of this Agreement. 3.0. TIME OF PERFORMANCE 3.1. Commencement and Completion of Work. Unless otherwise agreed to in writing by the parties, the professional services to be performed pursuant to this Agreement shall commence within five (5) days from the Effective Date of this Agreement. Failure to commence work in a timely manner and/or diligently pursue work to completion may be grounds for termination of this Agreement. 3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties. Such acts shall include, but not be limited to, acts of God, fire, strikes, pandemics (excluding COVID-19), material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party (each, a “Force Majeure Event”). If a party experiences a Force Majeure Event, the party shall, within five (5) days of the occurrence of the Force Majeure Event, give written notice to the other party stating the nature of the Force Majeure Event, its anticipated duration and any action being taken to avoid or minimize its effect. Any suspension of performance shall be of no greater scope and of no longer duration than is reasonably required and the party experiencing the Force Majeure Event shall use best efforts without being obligated to incur any material expenditure to remedy its inability to perform; provided, however, if the suspension of performance continues for sixty (60) days after the date of the occurrence and such failure to perform would constitute a material breach of this Agreement in the absence of such Force Majeure Event, the parties shall meet and discuss in good faith any amendments to this Agreement to permit the other party to exercise its rights under this Agreement. If the parties are not able to agree on such amendments within thirty (30) days and if suspension of performance continues, such other party may terminate this Agreement immediately by written notice to the party experiencing the Force Majeure Event, in which case neither party shall have any liability to the other except for those rights and liabilities that accrued prior to the date of termination. 4 Moore Iacofano Goltsman, Inc. Rev. 4-2026 4.0. TERM AND TERMINATION 4.1. Term. This Agreement shall commence on the Effective Date and continue for a period of twelve (12) months, ending on June 15, 2027, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties. This Agreement may be extended by two (2) additional one (1) year periods upon mutual written agreement of both parties. 4.2. Notice of Termination. The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing written notice to Consultant. The termination of this Agreement shall be deemed effective upon receipt of the notice of termination. In the event of such termination, Consultant shall immediately stop rendering services under this Agreement unless directed otherwise by the City. 4.3. Compensation. In the event of termination, City shall pay Consultant for reasonable costs incurred and professional services satisfactorily performed up to and including the date of City’s written notice of termination. Compensation for work in progress shall be prorated based on the percentage of work completed as of the effective date of termination in accordance with the fees set forth herein. In ascertaining the professional services actually rendered hereunder up to the effective date of termination of this Agreement, consideration shall be given to both completed work and work in progress, to complete and incomplete drawings, and to other documents pertaining to the services contemplated herein whether delivered to the City or in the possession of the Consultant. 4.4. Documents. In the event of termination of this Agreement, all documents prepared by Consultant in its performance of this Agreement including, but not limited to, finished or unfinished design, development and construction documents, data studies, drawings, maps and reports, shall be delivered to the City within ten (10) days of delivery of termination notice to Consultant, at no cost to City. Any use of uncompleted documents without specific written authorization from Consultant shall be at City’s sole risk and without liability or legal expense to Consultant. 5.0. INSURANCE 5.1. Minimum Scope and Limits of Insurance. Consultant shall obtain, maintain, and keep in full force and effect during the life of this Agreement all of the following minimum scope of insurance coverages with an insurance company admitted to do business in California, rated “A,” Class X, or better in the most recent A.M. Best’s Rating Guide, and approved by City: (a) Commercial general liability, including premises-operations, products/completed operations, broad form property damage, blanket contractual liability, independent contractors, personal injury or bodily injury with a policy limit of not less than One Million Dollars ($1,000,000.00) per occurrence, Two Million Dollars ($2,000,000.00) general aggregate. (b) Business automobile liability for owned vehicles, hired, and non-owned vehicles, with a policy limit of not less than One Million Dollars ($1,000,000.00) combined single limit per accident for bodily injury and property damage. 5 Moore Iacofano Goltsman, Inc. Rev. 4-2026 (c) Workers’ compensation insurance as required by the State of California. Consultant agrees to waive, and to obtain endorsements from its workers’ compensation insurer waiving subrogation rights under its workers’ compensation insurance policy against the City, its officers, agents, employees, and volunteers arising from work performed by Consultant for the City and to require each of its subcontractors, if any, to do likewise under their workers’ compensation insurance policies. (d) Professional errors and omissions (“E&O”) liability insurance with policy limits of not less than One Million Dollars ($1,000,000.00), combined single limits, per occurrence and aggregate. Architects’ and engineers’ coverage shall be endorsed to include contractual liability. If the policy is written as a “claims made” policy, the retro date shall be prior to the start of the contract work. Consultant shall obtain and maintain, said E&O liability insurance during the life of this Agreement and for three years after completion of the work hereunder. 5.2. Endorsements. The commercial general liability insurance policy and business automobile liability policy shall contain or be endorsed to contain the following provisions: (a) Additional insureds: “The City of Costa Mesa and its elected and appointed boards, officers, officials, agents, employees, and volunteers are additional insureds with respect to: liability arising out of activities performed by or on behalf of the Consultant pursuant to its contract with the City; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; automobiles owned, leased, hired, or borrowed by the Consultant.” (b) Notice: “Said policy shall not terminate, be suspended, or voided, nor shall it be cancelled, nor the coverage or limits reduced, until thirty (30) days after written notice is given to City.” (c) Other insurance: “The Consultant’s insurance coverage shall be primary insurance as respects the City of Costa Mesa, its officers, officials, agents, employees, and volunteers. Any other insurance maintained by the City of Costa Mesa shall be excess and not contributing with the insurance provided by this policy.” (d) Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the City of Costa Mesa, its officers, officials, agents, employees, and volunteers. (e) The Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability. 5.3. Deductible or Self-Insured Retention. If any of such policies provide for a deductible or self-insured retention to provide such coverage, the amount of such deductible or self-insured retention shall be approved in advance by City. No policy of insurance issued as to 6 Moore Iacofano Goltsman, Inc. Rev. 4-2026 which the City is an additional insured shall contain a provision which requires that no insured except the named insured can satisfy any such deductible or self-insured retention. 5.4. Certificates of Insurance. Consultant shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement. 5.5. Non-Limiting. Nothing in this Section shall be construed as limiting in any way, the indemnification provision contained in this Agreement, or the extent to which Consultant may be held responsible for payments of damages to persons or property. 6.0. GENERAL PROVISIONS 6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement. 6.2. Representatives. The City Manager or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement. Consultant shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Consultant called for by this Agreement, except as otherwise expressly provided in this Agreement. 6.3. Project Managers. City shall designate a Project Manager to work directly with Consultant in the performance of this Agreement. Consultant shall designate a Project Manager who shall represent it and be its agent in all consultations with City during the term of this Agreement. Consultant or its Project Manager shall attend and assist in all coordination meetings called by City. 6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement or the work hereunder may be provided by personal delivery or mail and shall be addressed as set forth below. Such communication shall be deemed served or delivered: (a) at the time of delivery if such communication is sent by personal delivery, and (b) 48 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail. IF TO CONSULTANT: IF TO CITY: Moore Iacofano Goltsman, Inc. 800 Hearst Avenue Berkeley, CA 94710 City of Costa Mesa 77 Fair Drive Costa Mesa, CA 92626 Tel: (510) 845-7549 Tel: (714) 754-5679 7 Moore Iacofano Goltsman, Inc. Rev. 4-2026 Attn: Daniel Iacofano, PhD, President Attn: Monique Villasenor Courtesy copy to: City of Costa Mesa 77 Fair Drive Costa Mesa, CA 92626 Attn: Finance Dept. | Purchasing 6.5. Drug-Free Workplace Policy. Consultant shall provide a drug-free workplace by complying with all provisions set forth in City’s Council Policy 100-5, attached hereto as Exhibit “C” and incorporated herein. Consultant’s failure to conform to the requirements set forth in Council Policy 100-5 shall constitute a material breach of this Agreement and shall be cause for immediate termination of this Agreement by City. 6.6. Attorneys’ Fees. If litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof. 6.7. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California. 6.8. Assignment. Consultant shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Consultant’s interest in this Agreement without City’s prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City’s consent, no subletting or assignment shall release Consultant of Consultant’s obligation to perform all other obligations to be performed by Consultant hereunder for the term of this Agreement. 6.9. Indemnification and Hold Harmless. Consultant agrees to defend, indemnify, hold free and harmless the City, its elected officials, officers, agents and employees, at Consultant’s sole expense, from and against any and all claims, actions, suits or other legal proceedings brought against the City, its elected officials, officers, agents and employees arising out of the performance of the Consultant, its employees, and/or authorized subcontractors, of the work undertaken pursuant to this Agreement. The defense obligation provided for hereunder shall apply without any advance showing of negligence or wrongdoing by the Consultant, its employees, and/or authorized subcontractors, but shall be required whenever any claim, action, complaint, or suit asserts as its basis the negligence, errors, omissions or misconduct of the Consultant, its employees, and/or authorized subcontractors, and/or whenever any claim, action, complaint or suit asserts liability against the City, its elected officials, officers, agents and employees based upon the work performed by the Consultant, its employees, and/or authorized subcontractors under this Agreement, whether or not the Consultant, its employees, and/or authorized subcontractors are specifically named or otherwise asserted to be liable. 8 Moore Iacofano Goltsman, Inc. Rev. 4-2026 Notwithstanding the foregoing, the Consultant shall not be liable for the defense or indemnification of the City for claims, actions, complaints or suits arising out of the sole active negligence or willful misconduct of the City. This provision shall supersede and replace all other indemnity provisions contained either in the City’s specifications or Consultant’s Proposal, which shall be of no force and effect. 6.10. Independent Contractor. Consultant is and shall be acting at all times as an independent contractor and not as an employee of City. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees, except as set forth in this Agreement. Consultant shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of City. Consultant shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Consultant and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Consultant shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant further agrees to indemnify and hold City harmless from any failure of Consultant to comply with the applicable worker’s compensation laws. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this paragraph. 6.11 Conflicts with Independent Contractor. Contractor/consultant’s duties and services under this Agreement shall not include preparing or assisting the public entity with any portion of the public entity’s preparation of a request for proposals, request for qualifications, or any other solicitation regarding a subsequent or additional contract with the public entity. The public entity entering into this Agreement shall at all times retain responsibility for public contracting, including with respect to any subsequent phase of this project. Contractor/consultant’s participation in the planning, discussions, or drawing of project plans or specifications shall be limited to conceptual, preliminary, or initial plans or specifications. Contractor/consultant shall cooperate with the public entity to ensure that all bidders for a subsequent contract on any subsequent phase of this project have access to the same information, including all conceptual, preliminary, or initial plans or specifications prepared by contractor pursuant to this Agreement. 6.12. PERS Eligibility Indemnification. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City. Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, 9 Moore Iacofano Goltsman, Inc. Rev. 4-2026 including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits. 6.13. Cooperation. In the event any claim or action is brought against City relating to Consultant’s performance or services rendered under this Agreement, Consultant shall render any reasonable assistance and cooperation which City might require. 6.14. Ownership of Documents. All findings, reports, documents, information and data including, but not limited to, computer tapes or discs, files and tapes furnished or prepared by Consultant or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Consultant agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Consultant. City shall indemnify and hold harmless Consultant from all claims, damages, losses, and expenses, including attorneys’ fees, arising out of or resulting from City’s use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Consultant. Consultant shall deliver to City any findings, reports, documents, information, data, in any form, including but not limited to, computer tapes, discs, files audio tapes or any other Project related items as requested by City or its authorized representative, at no additional cost to the City. 6.15. Public Records Act Disclosure. Consultant has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Consultant, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code section 7920.000 et seq.). Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code section 7924.510, and of which Consultant informs City of such trade secret. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court. 6.16. Conflict of Interest. Consultant and its officers, employees, associates and subconsultants, if any, will comply with all conflict of interest statutes of the State of California applicable to Consultant's services under this agreement, including, but not limited to, the Political Reform Act (Government Code sections 81000, et seq.) and Government Code section 1090. During the term of this Agreement, Consultant and its officers, employees, associates and subconsultants shall not, without the prior written approval of the City Representative, perform work for another person or entity for whom Consultant is not currently performing work that would require Consultant or one of its officers, employees, associates or subconsultants to abstain from a decision under this Agreement pursuant to a conflict of interest statute. 6.17. Responsibility for Errors. Consultant shall be responsible for its work and results under this Agreement. Consultant, when requested, shall furnish clarification and/or explanation as may be required by the City’s representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Consultant occurs, then Consultant shall, at no cost to City, provide all necessary design 10 Moore Iacofano Goltsman, Inc. Rev. 4-2026 drawings, estimates and other Consultant professional services necessary to rectify and correct the matter to the sole satisfaction of City and to participate in any meeting required with regard to the correction. 6.18. Prohibited Employment. Consultant will not employ any regular employee of City while this Agreement is in effect. 6.19. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, this Agreement shall govern over the document referenced. 6.20. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein. 6.21. Binding Effect. This Agreement binds and benefits the parties and their respective permitted successors and assigns. 6.22. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Consultant and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement. 6.23. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement. 6.24. Construction. The parties have participated jointly in the negotiation and drafting of this Agreement and have had an adequate opportunity to review each and every provision of the Agreement and submit the same to counsel or other consultants for review and comment. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. 6.25. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement. 6.26. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver. 11 Moore Iacofano Goltsman, Inc. Rev. 4-2026 6.27. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations. 6.28. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement. 6.29. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement. [Signatures appear on following page.] 12 Moore Iacofano Goltsman, Inc. Rev. 4-2026 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written. CONSULTANT __________________________________ Date: __________________________ Daniel Iacofano, PhD, President CITY OF COSTA MESA __________________________________ Date: __________________________ Cecilia Gallardo-Daly City Manager ATTEST: __________________________________ Brenda Green City Clerk APPROVED AS TO FORM: __________________________________ Date: __________________________ Kimberly Hall Barlow City Attorney APPROVED AS TO INSURANCE: __________________________________ Date: __________________________ Ruth Wang Risk Management APPROVED AS TO CONTENT: __________________________________ Date: __________________________ Monique Villasenor Project Manager 13 Moore Iacofano Goltsman, Inc. Rev. 4-2026 DEPARTMENTAL APPROVAL: __________________________________ Date: __________________________ Brian Gruner Parks and Community Services Director APPROVED AS TO PURCHASING: __________________________________ Date: __________________________ Finance Director EXHIBIT A CONSULTANT’S PROPOSAL 2 City of Costa Mesa | Arts and Culture Master Plan Our process will be inclusive, accessible, and actionable—combining deep listening with analytic rigor to deliver a plan that is visionary, implementable, and distinctly Costa Mesa. A STRATEGIC PARTNERSHIP This partnership unites MIG’s leadership in cultural and public art planning, CPG’s deep experience in arts policy and administration, and CVL’s strength in economic and funding strategy. Together, we bring the full spectrum of expertise to help Costa Mesa realize a future where art and culture are treated as essential civic infrastructure—vital to the City’s economic health, identity, and quality of life. We are committed to creating a plan that does more than inspire—it will establish a lasting framework for coordination, investment, and community pride in Costa Mesa’s cultural future. We look forward to the opportunity to discuss our approach and answer any questions you may have. Should you have any questions or need additional information, please contact me at aberchtold@migcom.com or by phone at (858) 254-3031. Sincerely, Ann Berchtold Principal-in-Charge / Director of Public Art and Placemaking City of Costa Mesa | Arts and Culture Master Plan 3 BACKGROUND AND PROJECT SUMMARY Our approach to community engagement goes beyond outreach to create value-added participation—building civic capacity, strengthening partnerships, and fostering resilience across Costa Mesa’s creative community. Through collaboration with artists, small businesses, and cultural organizations, we will identify shared opportunities and design win–win solutions that expand access and amplify impact. The updated plan will move beyond visioning to deliver a clear, actionable roadmap that connects artistic innovation to economic strategy, reinforces Costa Mesa’s identity, and provides equitable access to cultural opportunities. By positioning art as integral civic infrastructure, Costa Mesa will continue to lead as a city where creativity is celebrated, structurally supported, visible in every neighborhood, and vital to its collective future. Costa Mesa has built a remarkable creative reputation, and the community has embraced its identity as the City of the Arts. The foundation is strong. The next step is turning that identity into a more intentional, sustainable system—one that ties cultural investment to the City’s broader goals for economic vitality, community connection, and civic pride. The City of Costa Mesa's 2021 Arts and Culture Master Plan created a strong foundation for collaboration among artists, institutions, and local government. Four years later, with significant demographic shifts, mounting economic pressures on creative spaces, and new expectations for public participation, it is time to measure progress and renew the framework that supports Costa Mesa’s creative ecosystem. The MIG Team brings the local insight and national expertise needed to guide this evolution. We understand that successful arts and culture master plans now operate as strategic civic systems—connecting creativity to infrastructure, planning, and policy. This update will align with and complement the work of other City departments, embedding arts and culture into initiatives spanning economic development, land use, mobility, and parks planning. 4 City of Costa Mesa | Arts and Culture Master Plan METHOD OF APPROACH Task 1.4: Baseline Data and Resource Assessment Compile and analyze available data to establish baseline conditions for the Plan update. This includes cultural asset mapping, funding landscape analysis, and review of existing data on community demographics, participation rates, and cultural engagement. CVL Economics will assess current funding levels and per-capita investment in the arts compared with peer cities. Task 1.5: Interdepartmental Coordination and Alignment Conduct virtual coordination meetings with relevant City departments (Planning, Economic Development, Parks & Community Services, and Communications) to assure the arts lan supports and aligns with ongoing City initiatives. Phase 1 Deliverables Summary: Kickoff Meeting Summary and Schedule, Existing Plans Review Matrix, Integration Opportunities/Shared Performance Indicators List, Project Management Plan (Gantt Schedule), Baseline Data and Funding Assessment, Cultural Asset Inventory Map, Interdepartmental Coordination Summary. PHASE 2: ASSESSMENT OF PROGRESS AND CURRENT CONDITIONS Building on Phase 1, this phase evaluates progress since the City of Costa Mesa's 2021 Arts and Culture Master Planand defines the current state of Costa Mesa’s cultural ecosystem. Using qualitative and quantitative analysis, the MIG Team will assess achievements, identify opportunities, and examine trends shaping the City’s creative future—establishing the foundation for subsequent recommendations. Task 2.1: Plan Progress Evaluation Review the goals, strategies, and implementation actions of the City of Costa Mesa's 2021 Arts and Culture Master Plan to document completed, ongoing, and unmet initiatives. Evaluate policy effectiveness, organizational capacity, and the impact of past investments on community engagement and cultural growth. The MIG Team will lead a clear, phased process designed to be analytical, inclusive, and action- oriented. Our methodology builds from understanding to implementation—moving from research and coordination to engagement, strategy development, and plan delivery. Each phase builds upon the last, providing continuity between discovery, analysis, and community dialogue. The result will be a cohesive, data-driven, and community-validated plan that reflects Costa Mesa’s identity as the City of the Arts while providing the practical tools, policies, and partnerships needed to sustain its cultural growth for the next decade. PHASE 1: PROJECT INITIATION AND DISCOVERY This phase lays the groundwork for a successful plan by aligning expectations, confirming goals, and integrating with related City initiatives. Through coordination with staff and review of existing materials, the MIG Team will assess progress since 2021, identify gaps, and establish baseline metrics to guide future work within the City’s broader policy framework. Task 1.1: Project Kickoff Meeting Conduct a 1-hour kickoff meeting (virtual) with City staff to confirm goals, communications protocols, decision- making pathways, and key project milestones. Review roles, responsibilities, and reporting expectations for all participants. Task 1.2: Review of Existing Plans and Policies Review the City of Costa Mesa's 2021 Arts and Culture Master Plan and related City initiatives—including the City’s Economic Development Strategy, Parks and Recreation Master Plan, and any current planning or mobility studies—to identify alignment opportunities and data gaps. Task 1.3: Project Management Framework Develop a comprehensive project management plan using MIG’s Monday.com tracking system. The framework will outline project phases, deliverables, responsibilities, and inter-departmental coordination steps. 6 City of Costa Mesa | Arts and Culture Master Plan Task 3.1: Stakeholder Engagement Framework Organize outreach around key stakeholder constituencies, recognizing the unique roles each plays in Costa Mesa’s cultural life. This framework will guide targeted engagement efforts and encourage balanced representation across all sectors. Stakeholder Groups Include: »City leadership and department representatives (Economic Development, Planning, Parks & Community Services) »Arts organizations and individual artists »Independent venues, cultural businesses, and creative entrepreneurs »Philanthropic and nonprofit partners »Small businesses and economic development leaders Task 3.2: Multimodal Engagement Strategy Implement a variety of engagement formats to maximize participation and broad demographic, cultural, and geographic representation. This includes: »A citywide survey (online and in-person) to capture broad resident input. »Two pop-up engagements at arts events, libraries, and parks to reach people in informal, high-traffic settings. »Two bilingual focus groups with artists, youth, cultural organizations, small business owners, and underrepresented communities. »Two bilingual public workshops co-facilitated by local cultural partners. »A joint Arts Commission and Parks & Community Services Commission session to review findings and build cross-departmental alignment. Task 3.3: Trusted Partner and Compensation Model Establish partnerships with trusted local organizations to extend reach and build authenticity in community participation. Community-based organizations will be compensated for their time and expertise, recognizing their role as conveners and cultural translators. Task 3.4: Digital and Interactive Engagement Tools Use interactive platforms such as ArcGIS StoryMap, online dashboards, and visual polling tools to gather, visualize, and share community input. Digital tools will complement in-person efforts, expanding participation beyond traditional public meetings. Task 3.5: Synthesis of Engagement Findings Compile and analyze engagement results, identifying key themes, emerging opportunities, and shared priorities. These findings will directly inform the development of the Plan’s vision, goals, and implementation framework in the next phase. Phase 3 Deliverables Summary: Stakeholder Engagement Framework, Engagement Strategy and Outreach Calendar, Citywide Survey and Pop-Up Toolkit, Partner Stipend and Participation Model, ArcGIS StoryMap and Online Dashboard, Engagement Summary Report and Infographic. PHASE 4: PLAN REFINEMENT AND STRATEGIC VISIONING This phase transforms insights from earlier work into a strategic framework positioning the arts as a core part of Costa Mesa’s civic infrastructure. Working with City staff and stakeholders, the MIG Team will refine the cultural vision, set priorities, and establish clear, achievable actions supported by realistic funding and measurable outcomes. Task 4.1: Vision and Mission Refinement Revisit and refine Costa Mesa’s vision and mission for the arts, drawing from stakeholder input, engagement findings, and City leadership priorities. The refined vision will serve as a unifying statement for City departments, artists, and community partners. Task 4.2: Identification of Strategic Focus Areas Define key focus areas for the Plan, building on community priorities and national best practices. Anticipated focus areas include: »Public Art and Creative Placemaking »Youth Engagement and Arts Education »Cultural Equity and Inclusion »Creative Economy and Workforce Development »Integration of Art in Public Works and Urban Design City of Costa Mesa | Arts and Culture Master Plan 9 Task 5.2: Peer City Benchmarking Benchmark Costa Mesa against a refined cluster of peer cities with comparable populations and thriving arts programs, including Pasadena, Santa Monica, Boulder, Burbank, and Tempe. These cities offer a spectrum of approaches—from city-led to hybrid governance models—providing valuable insights into scalable staffing and funding frameworks. MIG will evaluate the following best-practice indicators within each benchmark city: »Number and type of full-time equivalent positions dedicated to arts and culture. »Departmental placement and reporting structure (e.g., Planning, Economic Development, or standalone Cultural Affairs Division). »Integration of public art, events, and creative economy functions. »Staffing-to-population ratio and per-capita funding levels. »Use of hybrid partnerships or nonprofit management models. Task 5.3: Phased Staffing Model and Capacity Plan Develop a phased staffing plan aligned with Costa Mesa’s cultural goals and budget realities. Recommendations will define roles, position qualifications, and estimated costs for short-, mid-, and long-term implementation. The plan will emphasize adaptability, professional development, and partnership-based capacity building (e.g., collaboration with nonprofits, regional institutions, or private sponsors). Task 5.4: Interdepartmental Integration Recommendations Provide recommendations for improved coordination between City departments—such as Planning, Economic Development, Parks and Community Services, and Communications—to enhance efficiency and embed arts considerations are embedded across policy and project development. Phase 5 Deliverables Summary: Organizational Assessment Summary, Peer City Benchmarking Report and Matrix, Phased Staffing and Capacity Plan with Budget Implications, Departmental Integration Memo and Coordination Map. PHASE 6: PLAN PREPARATION, DESIGN, AND ADOPTION The final phase unites all research, analysis, and engagement into a clear, visually engaging, and actionable plan that communicates Costa Mesa’s cultural vision. MIG will synthesize findings into an accessible, well-designed document that serves as both a policy roadmap and a communication tool—making complex ideas understandable, inspiring civic pride, and encouraging investment in the City’s creative future.. Task 6.1: Draft Plan Development Prepare a full draft of the Arts and Culture Master Plan that integrates all prior analyses, community input, and recommendations. The document will include key elements such as the refined vision, strategic focus areas, implementation roadmap, funding and governance strategies, and staffing recommendations. Task 6.2: Plan Design and Visualization Develop a visually engaging and user-friendly plan layout that reflects Costa Mesa’s creative identity. MIG’s design team will incorporate infographics, maps, and photography to communicate data and ideas effectively. The Plan will be designed for both print and digital distribution, for broad accessibility. Task 6.3: Review and Approval Presentations Present the draft Plan to the Arts Commission, Parks & Community Services Commission, and City Council for review and adoption. MIG will facilitate discussion, respond to feedback, and make necessary revisions based on comments from staff and commissioners. Task 6.4: Final Plan and Deliverables Incorporate all feedback into the final Plan and prepare both print-ready and accessible digital versions. The final Plan will include an executive summary, detailed appendices, and implementation tracking tools. City of Costa Mesa | Arts and Culture Master Plan 11 QUALIFICATIONS AND EXPERIENCE OF THE FIRM Cultural Planning Group (CPG) The Cultural Planning Group brings more than two decades of leadership in cultural policy, governance, and creative economy planning. With a portfolio of over 100 cultural and creative economy master plans, CPG excels in developing actionable, community-driven strategies that balance artistic vision with organizational and financial sustainability. Having worked alongside MIG on numerous cultural and public art initiatives—including Redmond, Sugar Land, and Grand Rapids—CPG provides deep expertise in policy analysis, funding strategies, benchmarking, and arts administration models. For Costa Mesa, CPG will lead policy evaluation, funding framework development, and organizational recommendations to strengthen the City’s capacity to implement its vision for the arts. CVL Economics CVL Economics specializes in creative economy analysis and funding strategy development for arts and cultural sectors. Their expertise includes economic modeling, fiscal impact assessments, and governance framework design. CVL’s deep experience in quantifying the value of arts investment provides the data foundation for informed decision-making. For Costa Mesa, CVL will lead a comprehensive analysis of the City’s creative economy—evaluating industry performance, employment, and fiscal impact—to inform funding strategies and support long-term cultural and workforce growth. A Proven Partnership Together, MIG, CVL Economics, and CPG bring a rare combination of strategic, analytical, and creative expertise—grounded in years of collaboration and shared success. Our collective experience assures that the updated Costa Mesa Arts and Culture Master Plan will be visionary, data-informed, community-driven, and implementation-ready, positioning the City of the Arts for its next decade of creative leadership. The MIG Team: MIG, CVL Economics, and Cultural Planning Group MIG has assembled an experienced and well-integrated team that combines national leadership in cultural planning, economic strategy, and implementation design. Together, MIG, CVL Economics, and the Cultural Planning Group (CPG) bring a shared history of collaboration and a collective vision for building sustainable creative ecosystems. Our firms have partnered successfully on multiple cultural and public art initiatives, including the City of Redmond, WA Public Art Master Plan Update; the Grand River Public Art Plan in Grand Rapids, MI; the City of Sugar Land, TX Cultural Plan; the Howard County, MD Arts for All Program; and the City of Santa Clarita Water District Art Integration Project. This proven partnership fosters alignment in approach, seamless communication, and efficient project delivery from planning through implementation. MIG, Inc. MIG is a cross-disciplinary planning and design firm that helps cities connect creativity, policy, and infrastructure to build thriving communities. Our team includes cultural and urban planners, creative economy and workforce development specialists, park and recreation professionals, mobility and transportation planners, designers, and engagement experts—supported by dedicated studios in Native Nations, Health Equity, and Public Art and Placemaking. This diversity mirrors how cities operate—across systems rather than silos— allowing us to integrate arts, culture, and the creative economy into the broader civic framework. For Costa Mesa, MIG will lead project management, community engagement, and plan development, allowing cultural vitality to be embedded across transportation, parks, development, and economic strategies. Our work is grounded in the belief that art is civic infrastructure —essential to identity, resilience, and long-term community wellbeing. 18 City of Costa Mesa | Arts and Culture Master Plan FINANCIAL CAPACITY MIG has no debt and has current assets that are 3.6 times over current liabilities. COST PROPOSAL As requested, we have provided the MIG Team's Cost Proposal separately. DISCLOSURE MIG has no past or current business and personal relationships with any current Costa Mesa elected official, appointed official, City employee, or family member of any current Costa Mesa elected official, appointed official, or City employee. SAMPLE PROFESSIONAL SERVICE AGREEMENT MIG has reviewed the City’s Professional Services Agreement for the Arts and Culture Master Plan and has no exceptions or amendments at this time. 20 City of Costa Mesa | Arts and Culture Master Plan  CORPORATION  LIMITED LIABILITY PARTNERSHIP  INDIVIDUAL  SOLE PROPRIETORSHIP  PARTNERSHIP  UNINCORPORATED ASSOCIATION Names & Titles of Corporate Board Members (Also list Names & Titles of persons with written authorization/resolution to sign contracts) Names Title Phone ___________________________________ ___________________________________ ___________________________________ ___________________________________ ___________________________________ ___________________________________ ___________________________________ ___________________________________ ___________________________________ ___________________________________ ___________________________________ ___________________________________ Federal Tax Identification Number: __________________________________________ X Daniel Iacofano, PhD President, CEO, CFO (510) 845-7549 Christopher Beynon, AICP Vice President, CDO (510) 845-7549 Roxanne Torrez Evanoff COO, Talent Officer (303) 440-9200 Mukul Malhotra Chief Innovation Officer (510) 845-7549 Deanna Chow Trotter Chief Cuture Officer (510) 845-7549 Jay Renkens, AICP Chief Practice Officer (347) 896-8028 City of Costa Mesa | Arts and Culture Master Plan 21 City of Costa Mesa Business License Number: ________________________________________ (If none, you must obtain a Costa Mesa Business License upon award of contract.) City of Costa Mesa Business License Expiration Date: ________________________________ EX PARTE COMMUNICATIONS CERTIFICATION Please indicate by signing below one of the following two statements. Only sign one statement. I certify that Proposer and Proposer’s representatives have not had any communication with a City Councilmember concerning informal RFP No. 26-09 Affordable Housing Development Projects at any time after October 27, 2025 ________________________________ Date: _______________________ Signature ________________________________ Print OR I certify that Proposer or Proposer’s representatives have communicated after October 27, 2025 with a City Councilmember concerning informal RFP No. 26-09 Affordable Housing Development Projects. A copy of all such communications is attached to this form for public distribution. ________________________________ Date: _______________________ Signature ________________________________ Print Daniel Iacofano, PhD, President, CEO, CFO 2/28/2026 RGEN-25-0908 November 3, 2025 22 City of Costa Mesa | Arts and Culture Master Plan DISQUALIFICATION QUESTIONNAIRE The Contractor shall complete the following questionnaire: Has the Contractor, any officer of the Contractor, or any employee of the Contractor who has proprietary interest in the Contractor, ever been disqualified, removed, or otherwise prevented from bidding on, or completing a federal, state, or local government project because of a violation of law or safety regulation? Yes _____ No _____ If the answer is yes, explain the circumstances in the following space. X City of Costa Mesa | Arts and Culture Master Plan 23 DISCLOSURE OF GOVERNMENT POSITIONS Each Proposer shall disclose below whether any owner or employee of Contractor currently hold positions as elected or appointed officials, directors, officers, or employees of a governmental entity or held such positions in the past twelve months. List below or state "None." None 24 City of Costa Mesa | Arts and Culture Master Plan COMPANY PROFILE & REFERENCES Company Legal Name: Company Legal Status (corporation, partnership, sole proprietor etc.): Active licenses issued by the California State Contractor’s License Board: Business Address: Website Address: Telephone Number: Facsimile Number: Email Address: Length of time the firm has been in business: Length of time at current location: Is your firm a sole proprietorship doing business under a different name: ___Yes ___No If yes, please indicate sole proprietor’s name and the name you are doing business under: Federal Taxpayer ID Number: Regular Business Hours: Regular holidays and hours when business is closed: Contact person in reference to this solicitation: Contact person for accounts payable: Name of Project Manager: Moore Iacofano Goltsman, Inc. (MIG) (510) 845-7549 800 Hearst Avenue, Berkeley, CA 94710 Ann Berchtold, Principal-in-Charge (858) 254-3031 aberchtold@migcom.com 43 years www.migcom.com (510) 845-8750 36 years #C1513382 X 9am - 5pm (Mon-Fri) TBD Saul Vazquez-Mejia, Project Manager (210) 600-9990 svazquez@migcom.com Ann Berchtold, Principal-in-Charge (858) 254-3031 aberchtold@migcom.com City of Costa Mesa | Arts and Culture Master Plan 25 COMPANY PROFILE & REFERENCES (Continued) Submit the company names, addresses, telephone numbers, email, contact names, and brief contract descriptions of at least three clients, preferably other municipalities for whom comparable projects have been completed or submit letters from your references which include the requested information. City of Redmond Chris Weber, Cultural Arts Supervisor 15670 NE 85th Street, Redmond, WA 98052 (425) 556-2316 | cweber@redmond.gov Descrption: MIG is leading an update to Redmond’s Public Art Plan to align the City’s investments in public art with its rapid growth, emerging cultural districts, and creative economy goals. The plan identifies priority sites, funding strategies, and governance models to support a more inclusive, innovative, and sustainable public art program. City of Grand Rapids Kimberly Van Driel, Director of Space Management, Downtown Grand Rapids, Inc. 29 Pearl Street, NQ, Suite 1, Grand Rapids, MI 49503 (616) 915-9500 | kvandriel@downtowngr.org Descrption: MIG, in collaboration with CPG, developed a comprehensive Public Art Plan for the Grand River corridor, integrating art into ongoing river restoration and public space improvements. The plan establishes a curatorial framework, funding strategies, and governance structure to guide implementation across the 80-acre riverfront. City of San Diego Jonathon Glus, Arts & Culture Director 202 C Street, San Diego, CA 92101 (323) 620-6519 | JGlus@sandiego.gov Descrption: Delivered by Cultural Planning Group, the City of San Diego Cultural Plan established a roadmap to strengthen the creative sector, expand equitable access to arts and culture, and integrate cultural vitality into civic life. The plan provides strategies for investment, inclusion, and long-term cultural sustainability. City of Costa Mesa | Arts and Culture Master Plan 27 1 ADDENDUM NO. 1 REQUEST FOR PROPSAL FOR Arts and Culture Master Plan Update RFP NO. 26-09 Parks and Community Services Department CITY OF COSTA MESA Addendum Released on November 12, 2025 The referenced document has been modified as per the attached Addendum No. 1 Please sign this Addendum where designated and return the executed copy with submission of your proposal. This addendum is hereby made part of the referenced RFP. 28 City of Costa Mesa | Arts and Culture Master Plan 2 1. Delete Schedule of Events: Schedule of Events: This Request For Proposal shall be governed by the following schedule: 2. Responses to Questions Posted November 10, 2025 at 5:00pm 3. Proposals are Due November 14, 2025 at 10:00am 4. Interviews (if held) December 2-4, 2025 5. Approval of Contract January 2026 • 6. Replace Schedule of Evets: Schedule of Events: This Request For Proposal shall be governed by the following schedule: 1. Responses to Questions Posted November 18, 2025 at 5:00pm 2. Proposals are Due November 25, 2025 at 10:00am 3. Interviews (if held) December 15-16, 2025 4. Approval of Contract January 2026 • All other provisions of the request for proposal shall remain in their entirety. Vendors hereby acknowledge receipt and understanding of the above Addendum. Complete and submit this Addendum with your proposal. ____________________________ ____________________________ Signature Date Company Name ____________________________ Typed Name and Title Address ____________________________ City State Zip Ann Berchtold, Principal-in-Charge Moore Iacofano Goltsman, Inc. (MIG) 800 Hearst Avenue Berkeley, CA 94710 11/13/2025 EXHIBIT B FEE SCHEDULE EXHIBIT C CITY COUNCIL POLICY 100-5