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CC Resolution 13039 - Amendment #2 with Krisch & Company for Payroll Operations Support and System Implementation ServicesRESOLUTION NO. 13039 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CAMPBELL APPROVING AMENDMENT #2 TO THE CONSULTANT SERVICES AGREEMENT WITH KRISCH & COMPANY FOR PAYROLL OPERATIONS SUPPORT AND SYSTEM IMPLEMENTATION SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE THE AMENDMENT #2 AGREEMENT WHEREAS, on December 6, 2022, the City Council adopted Resolution 12918, authorizing the City Manager to execute amendment #1 to the Consultant Services Agreement with Krisch & Company (formerly called Maze & Associates) for payroll operations support and system implementation services; increasing the maximum contract amount to $195,000; and WHEREAS, the implementation of a new Human Resources Information System (HRIS) and Payroll platform is a complex effort that requires significant time not only from the company providing the software (NEOGOV), but also the consultants from Krisch & Company and internal City staff; and WHEREAS, the City has experienced vacancies in its Assistant Finance Director and Human Resources Representative positions over the last few months; which has drawn bandwidth away from system implementation efforts; and WHEREAS, the City's Payroll Accounting Technician is currently on leave to attend to a personal matter and the City's Human Resources Manager will also be on personal leave over the month of October; with both positions playing a significant role in system implementation efforts; and WHEREAS, the City now has the need to amend it is agreement with Krisch & Company to provide further HRIS and payroll system implementation services during FY 2024; increasing is maximum contract amount to $263,000 and extending its term to March 20, 2024; and WHEREAS, the City's FY 2024 Adopted Budget already fully accounted for the likely need to amend the agreement with Krisch & Company and thus, no further budgetary appropriations are needed at this time due to amendment #2; and NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Campbell does hereby approve the amendment #2 to the Consultant Services Agreement with Krisch & Company for payroll operations support and system implementation services and authorizes the City Manager to approve and execute amendment #2 (shown as Exhibit 1 and incorporated by reference). PASSED AND ADOPTED this 5t" day of September, 2023 by the following roll call vote: AYES: Councilmembers: Lopez, Scozzola, Furtado, Landry, Bybee NOES: Councilmembers: None ABSENT: Councilmembers: None APPRO D: Anne Bybee, Mayor ATTEST: lv,��a L" Andrea Sander ity Clerk AMENDMENT TO CONTRACT SERVICES AGREEMENT AMENDMENT #2 CITY OF CAMPBELL 70 NORTH FIRST STREET CAMPBELL, CA 95008 (408) 866-2140 This Amendment to Contract Services Agreement (hereinafter "Amendment") amends the Consultant Services Agreement (hereinafter "Agreement") to provide Accounting Services for payroll operations support and system implementation for the City of Campbell originally entered into on the 21 st day of September 2022, by and between the City of Campbell (a Municipal Corporation, hereinafter referred to as "City") and Maze & Associates (a California Corporation). The contract was reassigned to Krisch & Company (a California Corporation, hereinafter referred to as "Consultant") on the 3 1 " day of May 2023. As provided for under the terms of this Amendment, the City and Consultant agree to amend the following provisions of the Agreement as follows: • Compensation. The compensation under Section 3.1 has a maximum contract obligation amount of $195,000. Included as Exhibit 2 is Amendment # 1 to the original Consultant Services Agreement; in which the maximum contract obligation amount shall be repealed and replaced with a maximum contract obligation of $263,000. • Term. Section 10.9 states that this contract shall have a term of one-year and expire on September 20, 2023. Included as Exhibit 1 is the Consultant Services Agreement; in which the term of the contract shall be repealed and replaced with a term of 18-months and expire on March 20, 2024. All other terms and conditions as set forth in the.Agreement shall remain in effect. Signature Warranty: The undersigned are authorized to represent and enter into this Amendment on behalf of the Consultant. This Amendment to the Consultant Services Agreement shall become effective upon its execution by the City, in witness whereof, the parties have executed this Amendment the day and year first written above. CONTRACTOR Name: Katherine Yuen Krisch, CPA Title: Partner Date: Attachments: Exhibit 2 — Amendment #1 Exhibit 3 — Original Consultant Service Agreement Exhibit 4 — Reassignment of Contract CITY OF CAMPBELL LIZA Name: Brian Loventhal Title: City Manager Date: AMENDMENT TO CONTRACT SERVICES AGREEMENT AMENDMENT #1 CITY OF CAMPBELL 70 NORTH FIRST STREET CAMPBELL, CA 95008 (408) 866-2140 This Amendment to Contract Services Agreement (hereinafter "Amendment") amends the Consultant Services Agreement (hereinafter "Agreement") to provide Accounting Services for payroll operations support and system implementation for the City of Campbell originally entered into on the 215' day of September 2022, by and between the City of Campbell (a Municipal Corporation, hereinafter referred to as "City") and Maze & Associates (a California Corporation, hereinafter referred to as "Consultant"). As provided for under the terms of this Amendment, the City and Consultant agree to amend the following provisions of the Agreement as follows: • Compensation. The compensation under Section 3.1 has a maximum contract obligation amount of $49,999. Included as Exhibit 1 is the Consultant Services Agreement; in which the maximum contract obligation amount shall be repealed and replaced with a $195,000 maximum contract obligation. All other terms and conditions as set forth in the Agreement shall remain in effect. Signature Warranty: The undersigned are authorized to represent and enter into this Amendment on behalf of the Consultant. This Amendment to the Consultant Services Agreement shall become effective upon its execution by the City, in witness whereof, the parties have executed this Amendment the day and year first written above. CONTRACTOR am Name: Katherine Yuen Krisch, CPA Title: Partner Date: Attachments: Exhibit 1— OCC — Consultant Service Agreement CITY OF CAMPBELL By: Name: Brian Loventhal Title: City Manager Date: CITY OF CAMPBELL CONSULTANT SERVICE'S AGREEMENT This Agreement is entered into at Campbell, California on the 21s` day of September 2022, by and between the CITY OF CAMPBELL (hereinafter referred to as "City") and Maze & Associates (hereinafter referred to as "Consultant"). WHEREAS, City desires to obtain Accounting Services for payroll operations support and system implementation; and WHEREAS, Consultant represents that it has the expertise, means, and ability to perform said Accounting Services for payroll operations support and system implementation; NOW, THEREFORE, in consideration of each other's mutual promises, Consultant and City agree as follows: 1. DUTIES OF CONSULTANT 1.1 Consultant agrees to perform services as set forth in Exhibit A - Scope of Services, attached hereto and incorporated herein by reference, and which shall be interpreted together and in harmony with this Agreement. In the event of any conflict between Exhibit A and this Agreement, this Agreement shall govern, control, and take precedence. 1.2 Consultant's project manager will meet with the City's project coordinator prior to commencement of the project to establish a clear understanding of the working relationships, authorities, and management philosophy of City as it relates to this Agreement. 1.3 Consultant, working with the City, will gather available existing information concerning the project, and shall review documents as necessary for compliance with the project's objectives. 1.4 In performance of this Agreement by Consultant, time will be of the essence. 1.5 Notwithstanding Section 1.4, Consultant shall not be responsible for delay caused by activities or factors ;beyond Consultant's reasonable control, including delays or by reason of strikes, work slow -downs or stoppages, or acts of God. 1.6 Consultant agrees to perform this Agreement in accordance with the highest degree of skill and expertise exercised by members of Consultant's profession working on similar projects under similar circumstances. 1.7 Consultant shall cooperate - in good faith with City in all aspects of the performance of this Agreement. -1- 1.8 In the course of the performance of this Agreement, Consultant shall act in the City's best interest as it relates to the project. 1.9 All activities of Consultant, its employees, subcontractors and/or agents will be carried out in compliance with all applicable federal, state, and local laws and regulations. 1.10 The designated project manager for Consultant shall be Maria Munoz. The Consultant's project manager shall .have all the necessary authority to direct technical and professional work within the scope of the Agreement and shall serve as the principal point of contact with the City and the City's project coordinator. The authorized principal of Consultant executing this Agreement for the Consultant shall have authority to make decisions regarding changes in services, termination and other matters related to the performance of this agreement on behalf of Consultant. 1.11 The Consultant (and its employees, agents, representatives, and subconsultants), in the performance of this Agreement, shall act in an independent capacity and not as officers or officials or employees or agents of the City. The City shall not direct the work and means for accomplishment of the services and work to be performed hereunder. The City, however, retains the right to require that work performed by Consultant meet specific standards consistent with the requirements of this Agreement without regard to the manner and means of accomplishment thereof. Subcontractors shall assume all of the rights, obligations and liabilities, applicable to it as an independent contractor hereunder. Consultant represents and warrants that it (i) is fully experienced and properly qualified to perform the class of work and services provided for herein, (ii) has the financial capability and shall finance its own operations required for the performance of the work and services and (iii) is properly equipped and organized to perform the work and services in a competent, timely and proper manner in accordance with the requirements of this Agreement. Consultant agrees to comply with ABS, codified at Labor Code section 2750.3, and shall indemnify, defend and hold harmless the City, its officers, officials, directors, agents representatives, volunteers, and employees against any claim or liability, including attorneys' fees and costs, arising in any manner related to this Agreement that an employee, agent or others under Consultant's supervision or control was misclassified. 1.12 This Agreement contains provisions that permit mutually acceptable changes in the scope, character or complexity of the work if such changes become desirable or necessary as the work progresses. Adjustments to the basis of payment and to the time for performance of the work, if any, shall be established by a written contract amendment (approved and executed by the City) to accommodate the changes in work. 2. DU'TICS OF CITY 2.1 City shall furnish to Consultant all available and pertinent data and information requested by Consultant to facilitate the preparation of the documents called for in this Agreement. Consultant shall be entitled to reasonably rely on accuracy and completeness of such information, provided that Consultant shall make any additional investigation reasonably necessary to confirm such information and provide City prompt written notice of any known or discovered defects in such data and information. -2- 2.2 City shall provide contract administration services. City shall notify Consultant of required administrative procedures and shall name representatives, if any, authorized to act in its behalf. 2.3 City shall review documents submitted by Consultant and shall render decisions pertaining thereto as promptly as reasonably possible. 3. COMPENSATION 3.1 For the full performance of the services described herein by Consultant, City agrees to compensate Consultant for all services and direct costs associated with the performance of the project in an amount not to exceed $49,999, as follows: a. Once each month, Consultant shall submit for payment by City, an itemized invoice for services performed during the previous billing period. The invoice shall describe the services rendered and the title of the item of work, and shall list labor hours by personnel classification. Said invoice shall be based on all labor and direct expense charges made for work performed on the project. Labor charges shall be in accordance with the fee schedule found in Exhibit A of this Agreement. City shall pay Consultant for services rendered and approved by the City within 30 days from the date the itemized invoice is .received by the City, subject to the maximum not to exceed amount specified above and the City's right to object. b. Direct costs are those outside costs incurred on or directly for the project, and substantiated with invoices for the charges. Direct expenses include printing, reproduction, and delivery charges. 3.2 If Consultant incurs other costs which are not specifically covered by the terms of this Agreement, but which are necessary for performance of Consultant's duties, City may approve payment for said costs if authorized in writing by the City in advance. 3.3 City may order changes in the scope or character of services in writing, including decreasing the amount of Consultant's services. In the event that the work is decreased, Consultant is entitled to full compensation for all services performed and expenses incurred prior to receipt of notice of change. Under no conditions shall Consultant make any changes to the work, either as additions or deductions, without the prior written order of the City. In the event, that the City determines that a change to the work or services from that specified in this Agreement is required, the contract time and/or actual costs reimbursable by the City for the project may be adjusted by contract amendment or change order to accommodate the changed work. The maxiinum not to exceed total amount specified in this Article 3 (Compensation) shall not be exceeded, unless authorized by written contract amendment or change order, approved and executed by the City. Consultant shall obtain prior written approval for a revised fee schedule from the City before exceeding such fee schedule. Only City's authorized representative(s) is authorized to approve changes to this Agreement on behalf of City. 3.4 In no event, will the Consultant be reimbursed for any costs or expenses at any rates that exceed the rates for set forth in the fee schedule found in Exhibit A. -3- 3.5 Consultant .agrees that the payments to Consultant specified in this Article 3 (Compensation) will constitute full and complete compensation for all obligations assumed by Consultant under this Agreement. Where conflicts regarding compensation may occur, the provisions of this section apply. 4. SUBCONSULTANTS 4.1 Consultant may not subcontract any services required under this Agreement without the prior written consent of the City. 4.2 Consultant shall be responsible to City for the performance of any and all subconsultants who perform work under this contract, and any acts of negligence or misconduct on their part. Consultant is solely responsible for all payments due to subconsultants. 4.3 Consultant shall require and verify that all subcontractors maintain insurance meeting all of the requirements stated herein, including naming the City of Campbell, its officers, officials, directors, agents representatives, volunteers, and employees as additional insureds. Any modification to the insurance requirements for subcontractors must be agreed to by the City in writing. 4.4 If at any time, the City determines any subcontractor is incompetent or unqualified, Consultant will be notified and will be expected to immediately cancel the subcontract. OWNERSHIP OF DOCUMENTS AND MATERIALS All original drawings, documents, papers, data, materials, photographs, negatives and other work products prepared by the Consultant and/or its subconsultants in the performance of the services encompassed in this Agreement (whether in printed or electronic format) ("project -related documents and materials") shall be the property of the City and may be used on this project without the consent of the Consultant or its subcontractors. City.acknowledges that such drawings, documents, and other items are instruments of professional services intended for use only on the subject project. Consultant agrees that all copyrights which arise from creation of the Project -related documents and materials pursuant to this Agreement shall be vested in the City and waives and relinquishes all claims to copyright or other intellectual property rights in favor of the City. Any project -related documents and materials related to this Agreement shall be confidential, not to be used by the Consultant on other projects or disclosed to any third party, except by agreement in writing by the City, or except as otherwise provided herein. Upon the completion or termination of this Agreement for any reason, the City shall be entitled to receive, and Consultant shall promptly provide to the City upon request, all finished and unfinished project -related documents and materials, produced or gathered by or on behalf of Consultant that -4- are in Consultant's possession, custody or control. Consultant may retain copies of said documents and materials for its files. In the event of termination, any dispute regarding compensation or damages shall not hinder, prevent, or otherwise impact the City's right to promptly receive and use such documents and materials which are the sole and exclusive property of the City. 6. TERMINATION 6.1 Notwithstanding any other provision of this Agreement, City may terminate this Agreement at any time, with or without cause, in its sole discretion, by giving notice in writing to Consultant not less than 30 calendar days prior to an effective termination date. In the event of such termination, Consultant shall have the right and obligation to immediately assemble the work then in progress for the purpose of completing the work and turning over all materials and documents to City. 6.2 In the event of such termination, Consultant shall be compensated for all work and services performed to the point of termination in accordance with the payment provisions set forth in Section 3.1., unless the termination is for cause, in which event Consultant need be compensated only to the extent required by law. 6.3 Upon notice of termination by City, the Consultant will immediately act to not incur any additional obligations, costs or expenses, except as may be reasonably necessary to terminate its activities. All finished or unfinished work or documents procured or produced under the Agreement will become property of the City upon the termination date. In the event of Consultant's failure to perform pursuant to the Agreement, the City reserves the right to obtain services elsewhere and Consultant will be liable for the difference between the prices set forth in the terminated Agreement and the actual cost to the City. Termination of the Agreement pursuant to this paragraph shall not relieve the Consultant of any liability to City for additional costs, expenses, or damages sustained by City due to failure of the Consultant to perform pursuant to the Agreement. City may withhold any payments to Consultant for the purpose of set off until such time as the exact amount of damages due City from Consultant is determined. After the effective date of termination, Consultant will have no further claims against the City under the Agreement. No other compensation will be payable for anticipated profit on unperformed services. 7. AUDIT AND INSPECTION Consultant shall permit authorized representatives of City to inspect and audit all data and records relating to its performance under this Agreement for a period of three years following acceptance of the final study. 8. EQUAL EMPLOYMENT OPPORTUNITY Consultant agrees to refrain from discriminatory employment practices on the basis of race, religious creed, color, sex, national origin, handicap, sexual orientation, marital status, medical condition, disability, ancestry, organizational affiliation, military or veteran status, or -5- any other consideration made unlawful by local, State or Federal law, of any employee of, or applicant for employment with, such Consultant or subcontractor. City requires Consultant to comply with all applicable Federal and State and local equal employment opportunity laws and regulations. 9. INSURANCE AND INDEMNIFICATION 9.1 With respect to any design professional services provided by Consultant, the Consultant agrees to indemnify, and hold harmless the City, its officers, and employees to the fullest extent allowed by law from any and all claims, actions, causes of action, damages, liabilities and losses, that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, except for any claims, actions, causes of action, losses, damages or liabilities proximately caused by the sole negligence or willful misconduct of City. City shall not be liable for acts of Consultant in performing services described herein. Notwithstanding anything in this paragraph to the contrary, any defense costs charged to thedesign professional under this paragraph shall not exceed the design professional's proportionate percentage of fault, except: a. That in the event one or more defendants is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, the design professional shall meet and confer with the other parties regarding unpaid defense costs in good faith effort to agree on the allocation of those costs amongst the parties; and b. Where a project -specific general liability policy insures all project participants for general liability exposures on a primary basis and also covers all design professionals for their legal liability arising out of their professional services on a primary basis, then there shall be no limitation on the design professional's duty to provide a defense and cover the City's cost of defense. With respect to all matters other than those covered by the foregoing paragraph, Consultant agrees to indemnify, defend (with counsel reasonably satisfactory to the.City) and hold harmless the City, its officers, officials, directors, agents representatives, volunteers, and employees to the fullest extent allowed by law from and against any and all claims, actions, causes of action, losses, damages, liabilities and costs of every nature, including attorneys' fees and costs (collectively, "Losses") including but not limited to all claims, actions, causes of action, losses, damages, liabilities for property damage, bodily injury, or death, and all costs of defending any claim, caused by or arising out of, or alleged to have been caused by or arise out of, in whole or in part, Consultant's performance under this Agreement, except for any claims, actions, causes of action, losses, damages, costs or liabilities proximately caused by the sole negligence or willful misconduct of City. City shall not be liable for acts of Consultant in performing services described herein. In no event shall this section be construed to require indemnification by the Consultant to a greater extent than permitted under the public policy of the State of California; and in the event that this contract is subject to California Civil Code section 2782(b), the foregoing indemnity provisions shall not apply to any liability for the active negligence of the City. N The defense and indemnity provisions obligations of this Agreement are undertaken in addition to, and shall not in any way be limited by the insurance obligations contained in this Agreement. The foregoing indemnity provisions are intended to fully allocate the parties' risk of liability to third -parties; and there shall be no rights to indemnity or contribution, in law or equity or otherwise between the parties that are not set forth in this section. Consultant waives all rights to subrogation for any matters covered by the provisions of this section. Consultant's responsibility for such defense and indemnity obligations as set forth in this section shall survive the termination or completion of this Agreement for the full period of time allowed by law. 9.2 Consultant shall maintain insurance conforming to the following specifications to the fullest amount allowed by law for a minimum of three (3) years following the termination or completion of this Agreement: A. Types of Coverage The policies shall afford the following types of coverage: 1. Commercial General Liability; 2. Automotive; 3. Workers' Compensation and Employer Liability; and 4. Professional Liability and/or Errors and Omissions B. Minimum Scope of Insurance Coverage shall be at least as broad as: 1. For Commercial General Liability: Insurance Services Office (ISO) CGL Form 00 01 11 85; and 2. For Automotive Liability: ISO CA 00 01 06 92 including symbol l(any auto); and 3. For Workers' Compensation: insurance as required by the Labor Code of the State of California and Employer's Liability insurance; and 4. For Professional Liability and/or Errors and Omissions: insurance covering negligence committed by or on behalf of Consultant in rendering services to City. C. Minimum Limits of Insurance Consultant shall maintain limits no less than: 1. General Liability: $1,000,000 combined single limit per occurrence for 6'A bodily, personal injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 2. Automobile Liability: $1,000,000 combined single limit per accident for bodily injury and property damage. 3. Workers' Compensation and Employer's Liability: Workers' Compensation limits as required by the Labor Code of the State of California and Employer's Liability limits of $1,000,000 per accident. The Worker's Compensation policy must be endorsed with a waiver of subrogation in favor of the City for all work performed by the Consultant and its employees. 4. Professional Liability and/or Errors and Omissions: $1,000,000 per claim and $2,000,000 in the annual aggregate. The limits of insurance required in this Agreement 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 (as agreed to in this Agreement) before the City's own insurance or self-insurance shall be called upon to protect it as a named insured. D. Deductible and Self -Insured Retention Any deductibles or self -insured retention must be declared to and approved by the City, and shall not reduce the limits of liability. At the option of the City, either: the insurer shall reduce or eliminate such deductibles or self -insured retention as respects the City, its agents, officers, attorneys, employees, officials and volunteers; or the Consultant shall procure a bond guaranteeing payment of losses related to investigations, claim administration, and defense expenses. Policies containing any self -insured retention provision shall provide or be endorsed to provide that the self -insured retention may be satisfied by either the named insured or the City. E. Other Insurance Provisions The policies are to contain, or be endorsed to contain, the following provisions: General Liability and Automobile Liability Coverage: a. The City, its agents, officers, attorneys, employees, officials and volunteers are to be covered as additional insureds as respects: liability arising out of this Agreement performed by or on behalf of the Consultant, products and completed operations of the Consultant, premises owned, occupied or used by the Consultant, or automobiles owned, leased, hired or borrowed by the Consultant. It is a requirement of this Agreement that any available insurance proceeds broader -8- than or in excess of the specified minimum insurance coverage requirements and/or limits set forth in this Agreement shall be available to the City as an additional insured. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage limits specified in this Agreement, or (2) the broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the named insured, whichever is affords greater coverage. b. The Consultant's insurance coverage shall be primary insurance as respects the City, its agents, officers, attorneys, employees, officials and volunteers. Any insurance or self-insurance maintained by the City, its agents, officers, attorneys, employees, officials and volunteers shall be excess of the Consultant's -insurance and shall not contribute with it. C. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City, its agents, officers, attorneys, employees, officials, and volunteers. d. 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. 2. Workers' Compensation and Employer's Liability Coverage: The insurer shall agree to waive all rights of subrogation against the City, its agents, officers, attorneys, employees, officials, and volunteers for losses arising from work performed by the Consultant for the City. 3. All Coverages: Any unintentional failure to comply with reporting provisions of the policies shall not affect coverage provided to the City; and unless otherwise approved by the City, each insurance policy required by this clause shall be endorsed to state that coverage shall not be canceled by either party, except after thirty (30) days prior written notice by regular mail has been given to the City, or ten (10) days for cancellation for non- payment of premium. F. Suspension or Cancellation If any of the coverages required by this Agreement should be suspended, voided, cancelled or reduced in coverage during the term of this Agreement, Consultant shall immediately notify City and replace such coverage with another policy meeting the requirements of this Agreement. G. Subcontractors Consultant agrees that any and all contracts with subcontractors for performance of any matter under this Agreement shall require the subcontractors to comply with the same indemnity and insurance requirements set forth in this Agreement to the extent that they apply to the scope of the subcontractors' work. Subcontractors are to be bound to contractor and to City in the same -9- manner and to the same extent as the Consultant is bound to City under this Agreement. Subcontractors shall further agree to include these same provisions with any sub -subcontractor. A copy of this Agreement will be furnished to the subcontractor on request. The Consultant shall require all subcontractors to provide a valid certificate of insurance and the required endorsements included in the Agreement prior to commencing any work, and will provide proof of compliance to the City. H. Acceptability of Insurers Without limiting Consultant's indemnification provided hereunder, the policies of insurance listed in Article 9.2 of this Agreement are to be issued by an issuer with a current A.M. Best Rating of A: V and who is authorized to transact business in the State of California, unless otherwise approved by the City. Verification of Coverage Consultant shall furnish the City with endorsements and certificates of insurance evidencing coverage required by this clause. The certificates for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificates are to be on fonns acceptable to the .City. Where required by statue, forms approved by the Insurance Commissioner are to be submitted. All certificates are to be received and approved by the City before work commences: Special Risks/Circumstances City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances and provide notice to Consultant. 10. MISCELLANEOUS 10.1 This Agreement shall be binding on the heirs, executors, assigns and successors of Consultant. 10.2 Neither party may assign this Agreement; or any portion hereof, without the prior written consent of the other. 10.3 This Agreement shall not be construed. to alter, affect, or waive any lien or stop notice rights, which Consultant may have for the performance of services pursuant to this Agreement. 10.4 Neither party's waiver of any term, condition or covenant, or breach of any term, condition or covenant shall be construed as the waiver of any other term, condition or covenant or waiver of the breach of any other terns, condition or covenant. 10.5 This Agreement contains the entire Agreement between City and Consultant relating to the project and the provision of services to the project. Any prior agreements, -10- promises, negotiations, or representations not expressly set forth in this Agreement are of no force or effect. Subsequent modifications to this Agreement shall be in writing and signed by both City and Consultant. 10.6 If any term, condition or covenant of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable; the remaining provisions of this Agreement shall be valid and binding on City and Consultant. 10.7 This Agreement shall be governed and construed in accordance with the laws of the State of California. 10.8 All changes or amendments to this Agreement trust be in writing and approved by all parties. 10.9 The initial contract term shall commence upon execution of the contract by the City and shall be for a one-year period, unless terminated sooner in accordance with the contract. Any extension of the Agreement shall be mutually agreed upon in writing and shall require an amendment to the Agreement signed by both parties. 10.10 Consultant owes the City a. duty of undivided loyalty in performing the work and services under this Agreement, including, but not limited to, the obligation to refrain from having economic interests and/or participating in activities that conflict with the City's interests in respect to the work and/or services and project. The Consultant shall list current clients who may have a financial interest in the outcome of this Agreement. The Consultant hereby certifies that it does not now have, nor shall it acquire any financial or business interest that would conflict with the performance of services under this agreement. Consultant shall not make or participate in making or in any way attempt to use Consultant's position to influence a governmental decision in which Consultant. knows or has reason to know Consultant has a direct or indirect financial interest other than the compensation promised by this Agreement. Consultant will. immediately advise the City if Consultant learns of a financial interest of Consultant's during the term of this Agreement. 10.11 City is a public agency subject to the disclosure requirements of the California Public Records Act ("CPRA"). If Consultant's proprietary information is contained in documents or information submitted to City, and Consultant claims that such information falls within one or more CPRA exemptions, Consultant must clearly mark such information "Confidential and Proprietary," and identify the specific lines containing the information. In the event of a request for such information, City will make best efforts to provide notice to Consultant prior to such disclosure. If Consultant contends that any documents are exempt from the CPRA and wishes to prevent disclosure, it is required to obtain a protective order, injunctive relief or other appropriate remedy from a court of law in Santa Clara County before the City is required to respond to the CPRA request. If Consultant fails to obtain such remedy within the time the City is required to respond to the CPRA request, City may disclose the requested information without any liability to Consultant. Consultant further agrees that it shall defend, indemnify and hold City harmless against any claim, action or litigation (including but not limited to all judgments, costs, and attorney's fees) that may result from denial by City of a CPRA request for information arising -11- from any representation, or any action (or inaction), by the Consultant. 10.12 Neither party hereto shall be considered in default in the performance of its obligation hereunder to the extent that the performance of any such obligation is prevented or delayed by an act of God, natural disaster, pandemic, acts of terrorism, war, or other peril, which is beyond the reasonable control of the affected party and without the negligence of the respective Parties. Each party hereto shall give notice promptly to the other of the nature and extent of any Force Majeure claimed to delay, hinder or prevent performance of the services under this Agreement. Each Party will, however, make all reasonable efforts to remove or eliminate such a cause of delay or default and will, upon the cessation of the cause, diligently pursue performance of its obligations in this Agreement. In the event either party is prevented or delayed in the performance of its respective obligation by reason of such Force Majeure, there may be an equitable adjustment of the schedule and Consultant compensation based on City's sole discretion. 10.13 Except as City may specify in writing, Consultant shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Consultant shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever. 10.14 Consultant warrants that Consultant, its subcontractors and/or agents (if any) has/have complied with any and all federal, state, and local licensing requirements 10.15 Each party acknowledges that it has reviewed this Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement. 10.16 The signatories to this Agreement warrant and represent that each is authorized to execute this Agreement and that their respective signatures serve to legally obligate their respective representatives, agents, successors and assigns to comply with the provisions of this Agreement. 10.17 This Agreement is entered into, and to be performed in Santa Clara County, California, and any action arising out of or related to this Agreement shall be maintained in a court of appropriate jurisdiction in Santa Clara County, California. 10.18 This Agreement maybe executed in counterparts which shall, in the aggregate, be deemed an original but all of which, together, shall constitute one and the same instrument. A scanned, electronic, facsimile or other copy of a party's signature shall be accepted and valid as an original. -12- 11. NOTICES Notices required under this Agreement may be delivered by first class mail addressed to the appropriate party at one of the following addresses: CITY: City of Campbell Attention: Will Fuentes, Finance Director 70 North First Street Campbell, CA 95008 CONSULTANT: Maze & Associates Attention: Katherine Yuen Krisch, CPA 3478 Buskirk Avenue, Suite 215 Pleasant Hill, CA 94523 [SIGNATURES ON JFOLLOWING PAGE] 5911 Having read and understood the foregoing Agreement, the undersigned parties agree to be bound hereby: CONSULTANT Name Katherine Yuen K sch, CPA Title Partner Approved as to Form Name William Seligmann -14- CITY OF. AMPBELL Name Brian Loventhal Title Citv Manager Exhibit A - Scope of Services and Fees This is an agreement between the City and Consultant for Accounting Services for payroll operations support and system implementation. Said services are summarized below and detailed in Exhibit B of the Agreement titled "Accounting Services Proposal 8.19.22": o Consultant shall provide accounting services to the City, as needed, during the contract period as follows: 0 1. Assistance in payroll processing 0 2. Assistance in new accounting software implementation. • Consultant agrees not to exceed the amount of the fee proposal set forth below and in Section 3.1 of the Agreement without prior written authorization of the City: o $49,999. Hourly Rates The following table indicates the hourly rates for the individuals listed in this proposal and for other associates in the Consultant's firm: Hourly Rate Calendar Year 2022 Hourly Rate Calendar Year 2023 Staff Level Maria Munoz $170 $179 Edl n Calilan $150 $158 Other Professionals Partner $350 $368 Manager $175 to $215 $184 to $226 Supervisor $13 5 to $165 $142 to $173 Senior Associates $105 to $130 $110 to $137 Associates $85 to $100 $89 to $105 Other Billable Items In addition to the hourly rates, Consultant will bill mileage incurred as a result of Consultant's staff member driving to the City from their home and from the City to their home. Consultant will follow the IRS standard mileage rate reimbursed to Consultant's staff. The 2022 IRS standard mileage rate is 62.5 cents per mile and this will be adjusted as appropriate once the IRS sets a rate for 2023 or makes interim adjustments at any other time. -15- EXHIBIT B August 19, 2022 Will Fuentes, CPFO, MBA Finance Director City of Campbell 70 N First Street Campbell, CA 95008 Dear Will, M AZ E ®\& ASSOCIATES We are pleased to attach an electronic copy of our Proposal to Provide Accounting Services to the City of Campbell. We look forward to the opportunity to work with you! Yours very truly, XAA Katherine Yuen Krisch, CPA Partner KY: saa Enclosures T 925.930.0902 Accountancy Corporation F 925.930.0135 3478 Buskirk Avenue, Suite 215 E ma_p0mazeassociates.com Pleasant Hill. CA 94523 w mazeassociates.com EXHIBIT B City of Campbell . Attn: Will Fuentes, CPFO, MBA, Finance Director 70 N First Street Campbell, iCA 95008 EXHIBIT B CITY OF CAMPBELL ACCOUNTING SERVICES PROPOSAL TABLE OF CONTENTS Page TRANSMITTALLETTER.....................................................................................................................................1 FIRM QUALIFICATIONS AND EXPERIENCE...................................................................................................... 2 OURPHILOSOPHY...................................................................:........................................................................ 3 STAFF QUALIFICATIONS AND EXPERIENCE Resumes.................................................................................................................................................... 3 HOURLY RATES AND OTHER BILLABLE ITEMS HourlyRates ................................. :............................. :.............................................................................. 9 OtherBillable Items...................................................................... ........................... .......... ... 9 SCOPE OF WORK Scopeof Work ............................................ :........................... ::................................................................ 10 REFERENCES References...............................................................................................................................................10 EXHIBIT B August 19, 2022 Will Fuentes, CPFO, MBA Finance Director City of Campbell 70 N First Street Campbell, CA 95008 Dear Will, JV,� M A ZTE We strongly believe that we can provide the City of Campbell (City) the services you need and can further develop an excellent working relationship with you and your organization. We are quite certain we are the best qualified firm and we have summarized our reasons below: • We are experts in governmental accounting and auditing. We can provide you with accounting assistance in the range of day-to-day operations, design of internal control, year-end closing, audit preparation, to implementation of new accounting pronouncements. • The people assigned to your work were picked because of their depth of experience in the governmental accounting services. • Our references --indeed, anyof our present clients --will confirm we are your best choice. Most important, we are in business to help our clients succeed. We use our professional skills to help you achieve your goals and avoid pitfalls and problems. We have no doubt that we are the firm best qualified to perform this engagement. After you have analyzed our proposal and - most importantly -talked with our references, we are quite confident you will agree. We look forward to working with you! Yours very truly, Katherine Yuen Krisch, CPA Partner KY:sa a Accountancy Corporation 3478 Buskirk Avenue, Suite 215 Pleasant Hill, CA 94523 T 925.930.0902 F 925.930.0135 e maze@mazeassociates.com w mazeassociates.com 1 EXHIBIT B We are a professional services corporation located in Pleasant Hill, California. We presently have over 50 employees, including fourteen California Certified Public Accountants. Thirty-five of our professional staff comprises our governmental sector staff, as our firm's emphasis is on governmental auditing and accounting. Several of our professional staff have national accounting firm experience, which we have blended with the more personal approach of a smaller firm. The majority of our clients are municipal entities and we do this work twelve months of the year. Our clients include special districts, joint power authorities, towns, and cities of various sizes in Northern California. We have focused on municipalities since 1986. We are active in GFOA, CSMFO and CMTA, and our Partners are speakers at CSMFO, CSDA and CMTA functions. We are in business to help our clients succeed. We help you use the ever-growing tangle of accounting rules properly, but to your best advantage, by helping you keep out of trouble and helping you do the right thing. We stay in touch throughout the year to keep you abreast of municipal accounting developments and to help you avoid problems, instead of coming in afterwards to assess the damage. Below is a list of governmental entities to which we have provided accounting services for in the last two years: City of Albany City of Belmont Bolinas Community Public Utility District City of Clayton Town of Colma Contra Costa County City of El Cerrito First Five Contra Costa City of Hollister Kensington Fire Protection District Kensington Police Protection and Community Services District Marin County In -Home Supportive Services Program City of Menlo Park Montara Water and Sanitary District City of Newark City of Novato City of San Mateo City of Saratoga Sewer Authority Mid-Coastside Stinson Beach County Water District StopWaste EXHIBIT B a. � � r � , ,,.����q, ;onsi :. &� C?U12 PH1LOSOPIiY •"�� A �� ' Our mission statement is that "we are in business to help our clients succeed". We understand the stress that an organization faces when a key finance employee departs. Very often, it takes several months for an organization to fill the vacancy while critical tasks are delayed or left unperformed. Our goal is to do all we can to minimize the impact these departures have on the organization's operation. We achieve this by first bringing all essential tasks up to date, then by continuing to perform these tasks during the transitional period, and finally training the replacement employee once onboard. In addition, we also serve as a resource to our clients. If during our engagement, we see any areas of improvement or the need to implement new accounting pronouncements, we will be happy to assist in those areas. Our team assigned to your work will include Katherine Yuen, CPA, as Engagement Partner, Maria Munoz as Manager, and Edlyn Calilan as Payroll Specialist. Edlyn will perform the day-to-day functions while Maria will act as the project manager. Katherine will provide technical support when necessary. Resumes Their resumes are as follows: KATHERINE YUEN KRISCH, CPA, Partner — Katherine has been with Maze & Associates since 1996. Overthe years; she has taught classes both externally and internally on topics including GASB Statements implementation, auditing techniques under the Government Auditing Standards, and internal controls environment. She currently serves on the Governmental Accounting and Auditing Committee of the California Society of Certified Public Accountants, which provides practical guidance to CPAs in the area of governmental accounting and auditing in an effort to improve the quality of financial reporting on governmental entities. She is also a member of the American Institute of Certified Public Accountants and the California Society of Certified Public Accountants. She- holds a Bachelor of Science degree in Business Administration from the University of California, at Berkeley. She is a Certified Public Accountant in the State of California. Her relevant municipal experience includes: City of Alameda Alameda Mayors' Conference Alameda Power and Telecom Alameda Reuse and Redevelopment Authority Association of Bay Area Governments Town of Atherton Bay Area Air Quality Management District City of Belmont City of Benicia City of Campbell City of Concord Central Contra Costa County Solid Waste Authority City of Daly City City of Milpitas City of Monterey Town of Moraga City of Mountain View City of Napa City of Newark Novato Fire Protection District City of Orinda City of Oxnard City of Pacifica Child Development Program City of Palo Alto City of Petaluma City of Pinole EXHIBIT B `� � �° �, �� �^� STAFF C.�llAL1FICATIONS AND EXPERIE►UCE" � �`�`� ��� �;�`����� Katherine Yuen Krisch, CPA (Continued) City of Davis City of Dublin East Bay Recreation and Park District El Dorado Irrigation District City of Emeryville Town of Fairfax City of Galt City of Hayward Kentfield Fire Protection District City of Lafayette Town of Larkspur City of Lathrop Livermore Area Recreation and Park District City of Los Altos City of Los Banos Town of Los Gatos City of Manteca City of Martinez City of Millbrae City of Pleasant Hill City of Rancho Cordova City of Roseville. Ross Valley Fire Protection Department City of San Carlos City of San Leandro City of San Mateo City of San Rafael City of San Rafael Child Development Program City of San Ramon San Ramon Valley Fire Protection Agency City of Sausalito Small Cities Organized Risk Effort (SCORE) City of South Lake Tahoe South Placer Wastewater Authority City of South San Francisco City of Tracy City of Walnut Creek City of Woodland MARIA MUNOZ, Manager, —graduated from St. Marys College in 2012 with a Bachelor of Science Degree in Accounting. Maria started at Maze as an auditor advancing to the supervisory level when she oversaw audit fieldworks and report preparations. In 2017, Maria transitioned into the accounting services sector due to her desire to help her clients beyond what is allowed for an external auditor. Her accounting services experience includes: I Clients: I Duties: I • City of Albany • Reviewed grant expenditures to ensure compliance with funding agency requirements • Assisted capital assets module implementation • Bolinas Community Public Utility • Prepared year-end schedules and closing District entries for audits 4 EXHIBIT B Maria Munoz (Continued) • City of Campbell • Assisted in the preparation of the annual budget • Reviewed bi-weekly and special payroll calculations • Recommended and implemented procedures to improve. timeliness and reporting, and to strengthen internal controls of the payroll cycle • Town of Colma • Prepared monthly bank reconciliations and investment reconciliations • Maintained fixed asset records • Prepared year-end schedules and closing entries for audits • First 5 Contra Costa • Reviewed quarterly financial reports e Reviewed bank reconciliations • Reviewed year-end schedules and closing entries for audits • In -Home Supportive Services Public o Prepared year-end schedules and closing Authority of Marin entries for audits • Montara Water, and Sanitary • Reviewed monthly bank reconciliations District • Prepared monthly financial statements for Boar, of Director's Meetings • Prepared year-end schedules and closing entries for audits • City of Napa • Performed reconciliations of bank accounts and brought them current • Reconciled capital projects balances. Performed close-out accounting for capital projects • Organized grant files to prepare for a FEMA oversight grant audit • City of Newark • Prepared year-end schedules and closing entries for audits • City of San Mateo • Prepared year-end schedules and closing. entries for audits. • Sewer Authority Mid-Coastside • Prepared year-end schedules and closing entries for audits • Assisted with the preparation of Annual Comprehensive Financial Report (ACFR) • StopWaste • Recalculated payroll benefits to ensure accuracy • Provided technical support for the payroll process EXHIBIT B Maria Munoz (Continued) In addition, Maria has performed auditing services for the following entities: City of Alameda Association of California Water Agencies Alameda -Contra Costa Transit District Association of Bay Area Governments City of Brentwood City of Campbell Accounting Services City of Concord Contra Costa Water District City of Cupertino City of Cupertino Accounting Services City of Daly City City of Davis Dublin San Ramon Services District City of East Palo Alto County of El Dorado Town of Fairfax Town of Moraga City of Galt City of Hayward City of Larkspur City of Livermore City of Manteca City of Mountain View City of Napa City of Napa Accounting Services Novato Fire Protection District Novato Sanitary District City of Oakley City of Orinda Pacifica Child Care Pajaro Valley Fire Protection District City of Petaluma City of Pittsburg Placer County Water Agency Regional Administrative Facility Corporation City of Rancho Cordova City of Richmond Richmond Housing Authority City of Roseville Roseville Child Care Sam Trans City of San Carlos City of San Pablo City of San Rafael San Rafael Child Care City of Santa Clara Santa Clara County Central Fire Protection District City of Sausalito Sonoma County Open Space District City of Sutter Creek City of Vallejo City of Visalia City of Waterford City of West Sacramento N. EXHIBIT B Edlyn Calilon, Payroll Specialist - After earning a Bachelor of Science Degree in Business Administration from St. Petersburg College, Edlyn received a Master of Science Degree in Accounting from Southern New Hampshire University. She joined our firm in July 2022 after working over 10 years as a payroll professional for various organizations. Her relevant experience includes: East Contra Costa Fire Protection District, Brentwood, CA -- Payroll Technician August 2020 —June 2022 • For a staff of 50, ran full cycle payroll. Performed Time entry processing (regular, OT and all Leave hours), FLSA, stipend, and shift differentials pay. • Calculated and processed retro pay, manual adjustments, deductions, and wage garnishments. • Processed off -cycle checks for pay -outs, buybacks, terminations, and retirement processing (complete all final wage calculations). • Set up new hires W-4, accrual codes, time entry processing, direct deposit, earnings and deduction codes, benefit setup, and retirement accounts (County Retirement (CCCERA) & 457). Issued payments to retirement system, benefits administrator(s) and union dues in accordance with applicable collective bargaining agreements. • Posted payroll records to the general ledger; prepared routine and special reports on payroll issues; reviewed and approved vouchers for payments of payroll liabilities. • Created and processed personnel action form change requests. • Reviewed collective bargaining agreement updates as it pertained to the International Association of Fire Fighters (IAFF) Local 1230 and American Federation of State, County and Municipal Employees (AFSCME) Local 2700 Memorandum Of Understandings on all payroll related items and made applicable changes to the payroll system. • Performed ADP Payroll System setup, restructuring, and maintenance. Researched changes to wage and hour ordinances and recommended modifications to the payroll system to comply. Hours, earnings, and deduction code creation and maintenance, report processing, full benefit audit and system setup, full accrual leave bank audit and system cleanup. COVID codes and sick leave set up and implementation. • Benefit open enrollment setup, communication, and rate calculations. Full benefit and retirement contribution reconciliation and communication. Assisted employees, benefit vendors and outside agencies with payroll questions and assisted employees with payroll related forms including but not limited to FMLA/CFRA setup and processing. • Workers' Compensation setup and processing with Athens Administrator's. Processed COVID related reporting. • Prepared quarterly and annual State and Federal tax filing. • Generated periodic reporting for Workers' Compensation, CaIOSHA, CalOES, GCC Reporting, OPEB Actuarial Valuation, GASB 75 audit, and budget reporting. • Provided direction and training on payroll issues to applicable staff. Participated in developing department goals and priorities; recommended and implemented procedures; and assisted with the preparation of and administration of the payroll section of the budget. • Established and maintained effective working relationships with staff, the community, other agencies and the public. EXHIBIT B Edlyn Calilan (Continued) City of Walnut Creek, Walnut Creek, CA -- Payroll Technician April 2019 — August 2020 • For a staff size of 400+, performed full cycle payroll processing. Processed and verified regular, OT and Leave hours. Calculated and processed retro pay, manual adjustments, deductions, and wage garnishments. Processed various payroll reports. Calculated FLSA overtime for the PD department and processed MOU changes and bonus lump sums. • Processed off -cycle checks (equity, council, service awards), terminations (final check calculations), set up new hires (W-4, pay codes, time entry, direct deposit, deductions, and retirement accounts (CaIPERS, 401(k), 457, IRA). • Prepared State and Federal tax filing, GL posting, and invoice processing for A/P. PERS reconciliation and payments, FSA/HSA payments, and Retirement Account reconciliations and payments. Method Products, PBC, San Francisco, CA -- Payroll + Benefits Associate August 2018 — April 2019 • For a staff size of 220, processed multi -state & international full -cycle payroll, processed and verified regular, OT and PTO hours. Process unpaid -time, retro pay, adjustments, deductions, bonuses, wage garnishments, and LOA integrations. Processed various payroll reports, 1095's, ACA Reporting, and W-2s. Handle semi-monthly and weekly full cycle payroll processing. • Processed on -demand checks, terminations, set up new hires. Setup and managed multi -state taxes. Verified, updated, and processed all benefits, retirement accounts, and loan repayments. • Processed and reconciled benefit invoices. Initiated and oversaw benefit open enrollment. Involved in benefit negotiations & vendor setup • Performed Non -Discriminatory Testing (All benefits), HCSO processing. T4 Canada Tax reporting, Annual Business Tax filing (Gross receipts + Payroll Expense Piedmont Unified School District Piedmont, CA -- Payroll Technician Y March 2017—August 2018 • For a staff size of 400+, processed full cycle monthly payroll for certificated and classified regular, OT and PTO hours. Processed unpaid -time, time -edits, retro pay, monetary adjustments, deductions, and wage garnishments. Paid and reported monthly, quarterly, annual taxes via EFTPS & EDD (Federal, State, Medicare, OASDI, Medicare, SDI). Processed various payroll reports, 1095-C's, ACA Reporting, and W-2s. • On -demand check processing. New hire & termination processing. Verified, updated, and processed LOA integrations, full benefits, life insurance, wage garnishments, retirement funding, PERS/STRS reporting and corrections. • Reconciled and paid vendor invoices (Kaiser, VSP, ASCIG Dental, American Fidelity, MidAmerica, etc.) and verified bank reconciliation. Performed end -of -year payroll budgeting. Veritable Vegetable, San Francisco, CA -- Payroll Coordinator December 2015 — March 2017 • For a staff size of 250+, processed and verified vacation, sick, time edits, retro pay, monetary adjustments, deductions, garnishments, tax payments (bi-weekly,.quarterly, annually), various payroll reports, and W-2s for 130+. Processed on -demand checks for adjustments and terminations. Verified and set up or terminate direct deposits • Verified, updated, and processed LOA integrations, medical, dental, vision, FSA, life insurance, wage garnishments, 401k and ROTH contributions. �J EXHIBIT B Edlyn Calilan (Continued) • Verified, adjusted, and paid weekly, biweekly, quarterly, and annual employee/employer taxes (Form 941, 940, W-2s, etc.). Processed journal entries, accruals, retirement, and reconcile payroll accounts. Seminole Hard Rock.Hotel & Casino, Tampa, FL -- HR Office Coordinator/Payroll Coordinator December 2011= December 2015 • For 3,300+, processed and verified PTO, adjustments, time edits, retro's, monetary adjustments, deductions, garnishments, and W-2s' • Balanced and processed tips/tokes for Food and Beverage, Slots, Poker, Cage, and the Table Games. Processed on -demand checks, bonus/prize checks, and returned funds. Set up direct deposits & ADP pay cards. Processed LOAs and LOA payments, medical deductions, wage garnishments, 401k and ROTH contributions and payments. • Organized, tracked, processed, and .filed departmental documents such as, direct deposits and adjustments, W-4, 19's, status and salary changes; address and name changes, stopped payments and reissues, evaluations, and disciplinary forms. • Assisted in Benefits and Compensations directly handling benefits enrollment, Garnishment wages, 401(k), and bereavement. Hourly Rates Below please find the billing rates of our core team members. From time to time, other professionals of our firm may assist in the engagement. Their billing rates are as follows: Staff Level Maria Munoz Edlyn Calilan Other Professionals Partner Manager Supervisor Senior Associates Associates Other Billable Items Calendar Year Calendar Year 2022 2023 Hourly Hourly Rates Rates $170 $150 $350 $175 to $215 $135 to $165 $105 to $130 $85 to wo $179 $158 $368 $184 to $226 $142 to $173 $110 to $137 $89 to $105 In addition to the hourly rates, we will bill mileage incurred as a result of our.staff member driving to and from the City. We follow the IRS standard mileage rate as that is what we reimburse our staff. The 2022 IRS standard mileage rate is 58.9 cents per mile. E EXHIBIT B Scope of Work We will provide accounting services to the City,.as needed, during the contract period. We understand that the City would like the scope of this engagement to be as follows: 1. Assistance in payroll processing 2. Assistance in new accounting software implementation MOO R FERENCES, _References We have selected the clients below as references because they have some -similarities with the City and/or the people assigned to your engagement have played important parts in these engagements. However, we encourage you to call any of our clients for a .reference. City of San Mateo Rich Lee, Finance Director (650)522-7102, rlee@cityofsanmateo.org Town of Coma Pak Lin, Administrative Services Director (650) 997-8309, pak.lin@colma.ca.gov 10 ff'� M AZ E n&ASSOCIATES May 31, 2023 Will Fuentes, CPFO, MBA Finance Director City of Campbell 70 N. First Street, Campbell, CA 95008 Dear Will, The shareholders of Maze & Associates are excited to announce their plan to separate its tax, accounting services and governmental advisory services practices into an independent and separate firm, as Krisch & Company, An Accountancy Corporation, effective June 1, 2023. The separation will allow the two firms, Krisch & Company and Maze & Associates, to pursue individualized strategies and operational initiatives specific to the industries in which they each serve. Below are all the details that outline how we smoothly transition our important relationship with you. Among the assets Maze & Associates will be assigning to Krisch & Company is our Contract with City of Campbell, referred to as City of Campbell Payroll System Implementation FY22-23 (along with all related applicable addendums, amendments, and exhibits (collectively, the "Contract"). This requires your written consent to the assignment of this Contract to Krisch & Company, with the understanding that all of the terms, conditions and provisions of the Contract will continue to be in full force and effect from and after the closing. Please help us by signing below to: a) consent to Maze & Associates assigning its rights, interests and obligations under the Contract to Krisch & Company and to substitute Krisch & Company in lieu of Maze & Associates under the Contract, effective as of and conditioned upon closing, b) acknowledge the consummation of the transaction will not be deemed a breach of, or default under, any assignment provision or other provision of the Contract and will not cause a termination of, trigger any payment obligation under, or otherwise affect it. After the separation, Krisch & Company will assume legal responsibility to perform the work Maze & Associates contracted to do with you in accordance with your contract, including the scope of work, schedule, and budget set forth therein. T 925.930.0902 Accountancy Corporation F 925.930.0135 3478 Buskirlc Avenue, Suite 215 E maze0mazeassociates.com Pleasant Hill, CA 94523 w mazeassociates.com Please return this signed letter via email to KatherineK amazeassociales.com at your earliest convenience, but in any event no later than June 15, 2022. Please contact Katherine Yuen Krisch, Partner, at KatherineK@mazeassociates.com or (925)930-0902, if you have questions. Thank you in advance for your cooperation. Very truly yours, -16�e- i*dog Maze & Associates ACKNOWLEDGED, AGREED, AND CONSENTED TO on behalf of City of Campbell. ��ygh Loy2htGtaG Signature: a-a,Loventt,ai(jun 6, 20231:55PDT) Name: Brian Loventhal Title: City Manager Date: Jun 6, 2023 uampbell ACC 2023 Transitionroll System Implementation. Final Audit Report 2023-06-06 Created: 2023-06-01 By: will Fuentes (willf@campbellca.gov) . Status: Signed Transaction ID: CBJCHBCAABAA3cUVim1sOsHTkazFUuQ16h0995uunwSl' "Campbell ACC 2023 Transition Payroll System Implementation" History i Document created by Will Fuentes (willf@campbellca.gov) 2023-06-01 - 9:19:15 PM GMT- IP address: 50.224.84.250 C' Document emailed to brianl@campbellca.gov for signature 2023-06-01 - 9:21:14 PM GMT Email viewed by brianl@campbellca.gov 2023-06-06 - 9:54:49 PM GMT- IP address: 104.47.65.254 6�, Signer brianl@campbellca.gov entered name at signing as Brian Loventhal 2023-06-06 - 9:55:05 PM GMT- IP address: 50.224.84.250 130 Document e-signed by Brian Loventhal (brianl@campbellca.gov) Signature Date: 2023-06-06 - 9:66:07 PM GMT - Time Source: server- IP address: 50.224.84.250 Agreement completed. 2023-06-06 - 9:55:07 PM GMT Adobe Acrobat Sign