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HomeMy WebLinkAboutContracts & Agreements_20-2017 AGREEMENT TO PERFORM PROFESSIONAL SERVICES This agreement for the provision of professional services with R3 Consulting Group, Inc ("Agreement') is made and entered in this 19t'day of January, 2017 ("Effective Date"),by and between the City of Redlands, a municipal corporation ("City)" and R3 Consulting Group, Inc ("Consultant") City and Consultant are sometimes individually referred to herein as a"Party" and, together, as the"Parties" In consideration of the mutual promises contained herein, City and Consultant agree as follows ARTICLE 1 —ENGAGEMENT OF CONSULTANT I 1 City hereby engages Consultant to provide Solid Waste Rate Cost of Services and Rate Structure Study Services for the City's Quality of Life Department(the"Services"). 12 The Services shall be performed by Consultant in a professional manner, and Consultant represents that it has the skill and the professional expertise necessary to provide the Services to City at a level of competency presently maintained by other practicing professional consultants in the industry providing like and similar types of Services ARTICLE 2—SERVICES OF CONSULTANT 21 The Services that Consultant shall perform are more particularly described in Exhibit"A," entitled"Scope of Services,"which is attached hereto and incorporated herein by reference 22 Consultant shall comply with applicable federal, state and local laws and regulations in the performance of this Agreement including, but not limited to State prevailing wage laws ARTICLE 3 —RESPONSIBILITIES OF CITY 3 1 City shall make available to Consultant information in its possession that may assist Consultant in performing the Services 32 City designates Chris Boatman, Director of the Quality of Life department, as City's representative with respect to performance of the Services, and such person shall have the authority to transmit instructions, receive information, interpret and define City's policies and decisions with respect to performance of the Services ARTICLE 4—PERFORMANCE OF SERVICES 41 Consultant shall perform and complete the Services in a prompt and diligent manner The Services shall commence within ten(10) days of the Effective Date of this Agreement 42 If Consultant's Services include deliverable electronic visual presentation materials, such materials shall be delivered in a form, and made available to the City, consistent with City Council adopted policy for the same It shall be the obligation of Consultant to obtain a copy of such policy from City Staff I IcaldjmlAgreements\R3 Consulting Group 1 17 docxl ORIGINAL ARTICLE 5—PAYMENTS TO CONSULTANT 5 1 The total compensation for Consultant's performance of the Services shall not exceed the amount of Thirty Seven Thousand Three Hundred Sixty Dollars ($37,360) City shall pay Consultant on a time and materials basis up to the not to exceed amount, in accordance with Exhibit `B" entitled "Project Costs and Hourly Rates," which is attached hereto and incorporated herein by reference 52 Consultant shall submit monthly invoices to City describing the Services performed during the preceding month. Consultant's invoices shall include a brief description of the Services performed,the dates the Services were performed,the number of hours spent and by whom, and a description of reunbursable expenses related to the Services City shall pay Consultant no later than thirty(30) days after receipt and approval by City of Consultant's invoice 5 3 Any notice or other communication required, or which may be given, pursuant to this Agreement, shall be in writing Any such notice shall be deemed delivered(i) on the date of delivery in person,(n)five(5)days after deposit 1n first class registered mail,with return receipt requested, (in)on the actual delivery date if deposited with an overnight courier, or (iv)on the date sent by facsimile, if confirmed with a copy sent contemporaneously by first class, certified, registered or express mail, in each case properly posted and fully prepaid to the appropriate address set forth below, or such other address as a Party may provide notice in accordance with this section CAY Consultant Chris Boatman, Director Richard Tagore-Erwin Quality of Life Department R3 Consulting Group, Inc City of Redlands 1512 Eureka Rd Suite 220 35 Cajon Street, Suite 222 Roseville, CA 95661 P O Box 3005 (mailing) Redlands, CA 92373 Changes may be made to the names and addresses of the person to whom notices and payments are to be given by giving notice pursuant to this section 5 3 ARTICLE 6—INSURANCE AND INDEMNIFICATION 61 Insurance required by this Agreement shall be maintained by Consultant for the duration of its performance of the Services Consultant shall not perform any Services unless and until the required insurance listed below is obtained by Consultant Consultant shall provide City with certificates of insurance and endorsements evidencing such insurance prior to commencement of the Services Insurance policies shall include a provision prolubrtmg cancellation or modification of the policy except upon thirty (30) days prior written notice to City Consultant shall not commence any Services until and after evidence of the insurance required by this Agreement is presented to, and approved by, City YI:lcaldjmlAgreementslR3 Consulting Group 1 17 docx2 . 62 Workers' Compensation and Employer's Liability insurance in the amount that meets statutory requirements with an insurance carver acceptable to City,or certification to City that Consultant is self-insured or exempt from the workers' compensation laws of the State of California Consultant shall provide City with Exhibit "C," entitled "Workers' Compensation Insurance Certification," which is attached hereto and incorporated herein by this reference 63 Consultant shall secure and maintain comprehensive general liability insurance with carriers acceptable to City Minimum coverage of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) aggregate for public liability, property damage and personal injury is required City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self-insurance maintained by City 64 Consultant shall secure and maintain professional liability insurance throughout the term of this Agreement in the amount of One Million Dollars($1,000,000)per claim made 65 Consultant shall have business auto liability coverage,with minimum limits of One Million Dollars ($1,000,000) per occurrence, combined single limit bodily injury liability and property damage liability This coverage shall include all Consultant owned vehicles used in connection with Consultant's provision of the Services, hired and non-owned vehicles, and employee non-ownership vehicles City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self-insurance maintained by City. 66 Consultant shall defend, indemnify and hold harmless City and its elected officials, employees and agents from and against any and all claims, losses or liability, including attorneys' fees, arising from injury or death to persons or damage to property occasioned by any negligent act or omission by,or the willful misconduct of,Consultant;or its officers, employees and agents in performing the Services ARTICLE 7—CONFLICTS OF INTEREST 71 Consultant covenants and represents that it does not have any investment or interest in any real property that may be the subject of this Agreement or any other source of income, interest in real property or investment that would be affected in any manner or degree by the performance of Consultant's Services Consultant further covenants and represents that in the performance of its duties hereunder,no person having any such interest shall perform any Services under this Agreement 72 Consultant agrees it is not a designated employee within the meaning of the Political Reform Act because Consultant A Does not make a governmental decision whether to. 11ca1djmlAgreementslR3 Consulting Group 1 17 docx3 ORIGINAL (i) approve a rate, rule or regulation, or adopt or enforce a City law, (u) issue,deny, suspend or revoke any City permit, license, application, certification, approval, order or similar authorization or entitlement, (iii) authorize City to enter into,modify or renew a contract, (iv) grant City approval to a contract that requires City approval and to which City is a party, or to the specifications for such a contract, (v) grant City approval to a plan, design, report, study or similar item, (vi) adopt or grant City approval of,policies, standards or guidelines for City or for any subdivision thereof B Does not serve in a staff capacity with City and in that capacity,participate in making a governmental decision or otherwise perform the same or substantially the same duties for City that would otherwise be performed by an individual holding a position specified in City's Conflict of Interest Code under Government Code section 87302 73 In the event City officially determines that Consultant must disclose its financial interests, Consultant shall complete and file a Fair Political Practices Commission Form 700, Statement of Economic Interests, with the City Clerk's office pursuant to the written instructions provided by the City Clerk ARTICLE 8—GENERAL CONSIDERATIONS 8 1 In the event any action is commenced to enforce or interpret any of the terms or conditions of this Agreement the prevailing Party shall, in addition to any costs and other relief, be entitled to the recovery of its reasonable attorneys' fees, including fees for the use of in- house counsel by a Party 82 Consultant shall not assign any of the Services, except with the prior written approval of City and in strict compliance with the terms and conditions of this Agreement 83 Records, drawings, designs, cost estimates, electronic data files, databases and any other documents developed by Consultant in connection with its performance of the Services, and any copyright interest in such documents, shall become the property of City and shall be delivered to City upon completion of the Services, or upon the request of City Any reuse of such documents,and any use of incomplete documents,shall be at City's sole risk 84 Consultant is for all purposes under this Agreement an independent contractor and shall perform the Services as an independent contractor Neither City nor its agents shall have control over the conduct of Consultant or Consultant's employees, except as herein set forth Consultant shall supply all necessary tools and instrumentalities required to perform the Services Assigned personnel employed by Consultant are for its account only, and in no event shall Consultant or personnel retained by it be deemed to have been employed by City or engaged by City for the account of, or on behalf of City Consultant shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent, nor shall Consultant have any authority, express or implied, to bind City to any obligation I:IcaldjmlAgreementslR3 Consultmg Group 1 17.docx4 85 Unless earlier terminated as provided for below, this Agreement shall terminate upon completion and acceptance of the Services by City This Agreement may be terminated by City, in its sole discretion, by providing not less than five (5) days prior written notice to Consultant (delivered by certified mail, return receipt requested) of City's intent to terminate If this Agreement is terminated by City, an adjustment to Consultant's compensation shall be made, but (1) no amount shall be allowed for anticipated profit or unperformed Services, and(2) any payment due Consultant at the time of termination may be adjusted to the extent of any additional costs to City occasioned by any default by Consultant Upon receipt of a termination notice,Consultant shall immediately discontinue its provision of the Services and, within five (5)days of the date of the termination notice, deliver or otherwise make available to City,copies(in both hard copy and electronic form, where applicable) of project related data, design calculations, drawings, specifications, reports, estimates, summaries and such other information and materials as may have been accumulated by Consultant in performing the Services Consultant shall be compensated on a pro-rata basis for Services completed up to the date of termination 86 Consultant shall maintain books, ledgers, invoices, accounts and other records and documents evidencing costs and expenses related to the Services for a period of three(3) years,or for any longer period required by law,from the date of final payment to Consultant pursuant to this Agreement Such books shall be available at reasonable times for examination by City at the office of Consultant 87 This Agreement, including the Exhibits incorporated herein by reference, represents the entire agreement and understanding between the Parties as to the matters contained herein, and any prior negotiations,written proposals or verbal agreements relating to such matters are superseded by this Agreement Except as otherwise provided for herein,an amendment to this Agreement shall be in writing, approved by City and signed by City and Consultant 8 8 Tlus Agreement shall be governed by and construed in accordance with the laws of the State of California 89 If one or more of the sentences,clauses,paragraphs or sections contained in this Agreement is declared invalid, void or unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement and shall not affect, impair or invalidate the remaining sentences, clauses, paragraphs or sections contained herein,unless to do so would deprive a Party of a material benefit of its bargain under this Agreement 11ca1djmlAgreementslR3 Consulting Group 1 17 docx5 ORIGINAL IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed in confirmation of this Agreement CITY OF REDLANDS R3 CONSULTING GROUP, INC ByBy En4, 1&�CAlyiMa r Richard Tagore-Erwin Attest lknne Donaldson, City Clerk I.1ca1djmlAgreementslR3 Consulting Group 1 17 docx6 ORIGINAL EXHIBIT "A" SCOPE OF SERVICES Task 1 —Rate Model Peer Review and Rate Increase Justification Deliverables ➢ Recommendations for rate model (line items to be included, amounts to be changed, etc )0- Justification of the need of rate increase ➢ Letter Report detailing the findings of Peer Review(can be combined with Task 4 Letter Report) Task 2—Proposition 218 Assistance Deliverables ➢ Draft and Final Proposition 218 Notice ➢ Review and consolidate City mailing list and provide electronic copy of mailing labels Task 3 —Meetings and Presentations Deliverables ➢ Preparation and attendance at up to five (5) meetings and presentations, as requested by City Staff Task 4—Rate Comparison Component Deliverables ➢ Letter report providing the detailed findings of the comparative benchmark survey (can be combined with Task 1 Letter Report) I 1ca1djmlAgreements\R3 Consultmg Group 1 17 docx7 ORIGINAL EXHIBIT "B" Fee/Cost Proposal Project Budget R3 Consulting Group, Inc proposes to complete the Project Scope of Work for a not-to-exceed, firm and fixed budget totaling$37,360 00 R3 Consulting Group, Inc will not charge the City for any travel or trip charges Task Hours Cost 1 Rate Model Peer Review and Rate Increase Justification 54 $ 9,43000 2 Proposition 218 Assistance 30 $ 4,42000 3 Meetings and Presentations 87 $15,99000 14 Rate Comparison Component 52 $ 7,52000 Total 223 Hours j Total Cost $37136000 2017 FEE SCHEDULE Category Hourly Rate Principal/Project Director $20500 { Senior Project Manager $18500 Project Manager $16000 Senior Project Analyst $14500 Project Analyst $13500 Associate Analyst/Graphic Designer $12000 Administrative Support $10000 REIMBURSABLE COSTS (Included in Hourly Rates) Consultants/Subcontractors Cost plus 10% Lodging and Meals Direct Cost Travel—Private or Company Car $0 54 per mile Travel--Other Direct Cost Delivery and Other Expenses Direct Cost I Icaldjm\AgrccmentslR3 Consulting Group 1 17.doex8 ORIGINAL EXHIBIT "C" WORKERS' COMPENSATION INSURANCE CERTIFICATION Every employer, except the State, shall secure the payment of compensation in one or more of the following ways (a) By being insured against liability to pay compensation by one or more insurers duly authorized to write compensation insurance in this State (b) By securing from the Director of Industrial Relations, a certificate of consent to self-insure, either as an individual employer, or as one employer in a group of employers, which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to self-insure and to pay any compensation that may become due to his or her employees CHECK ONE 11/I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work and activities required or permitted under this Agreement (Labor Code §1$61) I affirm that at all Mmes, in performing the work and activities required or permitted under this Agreement, I shall not employ any person in any manner such that I become subject to the workers' compensation laws of California However,at any time, if I employ any person such that I become subject to the workers' compensation laws of California, immediately I shall provide the City with a certificate of consent to self-insure, or a certification of workers' compensation insurance I certify under penalty of penury under the laws of the State of California that the information and representations made in this certificate are true and correct R3 Consulting Group, Inc Date BY Richard Tagore-Erwin 11ca1d3m1AgreementslR3 Consulting Group 1 17 docx9 ORIGINAL JLD RECMT� JAN 0 2017 0.U A L III-Y OF L I r-E. 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