Loading...
HomeMy WebLinkAboutContracts & Agreements_36-2018AGREEMENT TO PERFORM PROFESSIONAL SERVICES This agreement for the preparation of a cost of service study ("Agreement") is made and entered into this 14th day of February, 2018 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City)" and MGT of America Consulting, LLC ("Consultant"). City and Consultant are sometimes individually referred to herein as a "Parry" and, together, as the "Parties." In consideration of the mutual promises contained herein, City and Consultant agree as follows: ARTICLE I — ENGAGEMENT OF CONSULTANT 1.1 City hereby engages Consultant to prepare a cost of service study for City's Fire Department (the "Services"). 1.2 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 2.1 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. 2.2 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 public information in its possession that may assist Consultant in performing the Services. 3.2 City designates Danielle Garcia, City's Management Services/Finance Director, 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 4.1 Consultant shall perform and complete the Services in a prompt and diligent manner in accordance with the schedule set forth in Exhibit "B," entitled "Project Schedule," which is attached hereto and incorporated herein by reference. The Services shall commence within ten (10) days of the Effective Date of this Agreement. 4.2 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. ARTICLE 5 — PAYMENTS TO CONSULTANT 5.1 The total compensation for Consultant's performance of the Services shall not exceed the amount Twenty Three Thousand Seventy dollars ($23,070). City shall pay Consultant on a time and materials basis up to the not to exceed amount, in accordance with Exhibit "C," entitled "Project Costs and Hourly Rates," which is attached hereto and incorporated herein by this reference. 5.2 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. 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; (ii) five (5) days after deposit in first class registered mail, with return receipt requested; (iii) 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: city - Danielle Garcia, Director Management Services/Finance Dept. City of Redlands 35 Cajon Street PO. Box 3005 (mailing) Redlands, CA 92373 Consultant J. Bradley Burgess, Executive Vice President MGT of America Consulting, LLC 2251 Harvard Street, Suite 134 Sacramento, CA 95815 ARTICLE 6 — INSURANCE AND INDEMNIFICATION 6.1 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 F) prohibiting cancellation or modification of the policy except upon thirty (30) days prior written notice to City. 6.2 Consultant shall secure and maintain Workers' Compensation and Employer's Liability insurance in the amount that meets statutory requirements with an insurance carrier acceptable to City, or provide certification to City that Consultant is self-insured or exempt from the workers' compensation Iaws of the State of California. Consultant shall provide City with Exhibit "D," entitled "Workers' Compensation Insurance Certification," which is attached hereto and incorporated herein by this reference prior to performance of the Services. 6.3 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. 6.4 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. 6.5 Consultant shall secure and maintain 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. 6.6 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 7.1 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. 7.2 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: (i) approve a rate, rule or regulation, or adopt or enforce a City law; (ii) 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. 7.3 In the event City 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. 8.2 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. 8.3 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. 8.4 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 4 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. 8.5 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 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. 8.6 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 tunes for examination by City at the office of Consultant. 8.7 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, any amendment to this Agreement shall be in writing, approved by City and signed by City and Consultant. 8.8 This Agreement shall be governed by and construed in accordance with the laws of the State of California. 8.9 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. IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed in confirmation of this Agreement. CITY OF REDLANDS By - Enri a inez, City a er Attest: Dnn'-,'r� cc,C_ J ne Donaldson, City Clerk l; MGT OF AMERICA CONSULTING, LLC !J5d e urgess xec. Vice President EXHIBIT "A" SCOPE OF SERVICES MGT of America Consulting, LLC will provide the City with the following services as part of this project: Task l: Develop Project Strategy • Examine documents provided by the City, including, annual budget transfers, adopted budgets and comprehensive annual financial reports. • Develop project schedule, to include all three deliverables: o A user fee study for Fire Department administrative services, o A Cost of Service for providing emergency medical services and o A comprehensive analysis and report on other possible Fire Department revenue generating services. • Conduct a review of the current special assessment (parcel tax) for the Paramedics Program. • Conduct an in-depth review of the Fire Department fees in place, including the most recent fee study upon which they are currently based. • Hold meetings with City staff to determine project direction. Task 2: Hold Project Kickoff and Project Management Meetings • Meet with staff and conduct interviews as needed to gain an understanding of and refine project scope, purpose, uses and goals. • Examine composition of Paramedic Program and other departmental expenses. Estimate annual resource requirements, project growth, if any, in resource requirements over a ten- year period. • Explore changes to the fire code between 2012 and 2017 at the State and local levels. • Examine the current composition of service provided by the department and compare with surrounding jurisdictions. Task 3: Data Collection • Review services that other jurisdictions provide in terms of fees for first response EMS incidents and EMS membership programs in addition to any other revenue options currently in place. • Evaluate Paramedic Program costs, using 1982 as a baseline year for paramedicine program expenditure, describe trends and analyze impacts on present-day program costs. • Examine and identify industry best practices. • Identify both indirect and overhead costs involved in administrative service provision, based on accepted practices. Task 4: Fee Calculation and Analysis • Calculate draft user fee study based on data collection and analysis, recipients of benefits, program costs, property tax base composition. • Compare service costs of the Paramedics Program with existing recovery levels based on the special assessment parcel tax, • Provide a computer-based models in Microsoft Excel for adjusting the User Fee Study (Administrative Services) and Cost of Service (Paramedics Program), including ad-hoc analysis of future service enhancements or increases in service area. • Describe assumptions, and bases for assumptions, regarding the existing level of service in the City (compared to existing standards), including a description of existing facilities and / or residents served. • Calculate and recommend final user fees for administrative services, cost of service for EMS/Paramedics Program, and alternative revenue options, and adjust for input received from the public, staff and/or City Manager. Task 5: Prepare Administrative Paramedic Program/Nexus Study Update • Prepare and present draft reports on the User Fee Study (Administrative Services) and Cost of Service (Paramedics Program), and Alternate Revenue Options report to City executive staff. • Include cost recovery percentage (before and after adjustment), revenue impact and fee comparison with up to five California cities. EXHIBIT "B" PROJECT SCHEDULE Proposed Project Timeline and Schedule The study could take up to 120 days, but could also stretch to approximately six months. Below is the proposed timeline for the project. 1 . Conduct inlroduclory meet ing/ Projecl Memo 2. Comparison Survey 3. Collecl Core Data A. Call 010g EASI Ing Fees^ S. Identify Potenlial New fees 6. issue Fee Inv enfolyMemo r Develop Data W orkbooks N 8. Departmenl Interviews tPrepare Drait Fee Schedules 10. Conduct Internal Review 11, Present Draft CalCulations 13. Review/Revise Drafts 113, Develop Reeornmendotiors 14. Prepare Tina Fee 5chedu es & Report 15. Present Results 116. Provide Copies and Mal eriols 17. Provide ModellTraining - 18. Prov ide On -Going Assistance E EXHIBIT "C" PROJECT COSTS AND HOURLY RATES MGT of America Consulting, LLC proposes to perform the user fee study for a fixed, not -to - exceed fee of $23,070. The table below, breaks down the fee by project task. 1. Conduct introductory meeting/ Project Memo 4 2. Comparison Survey g 3. Collect Core Data 41- 4- Catalog Existing Fees — 4 ' 5. Identify Potential New Fees 2 6_ Issue Fee Inventory Memo 1 7_ Develop Data Workbooks 6 S. Depariment Interviews 16 9. Prepare Draft Fee Schedules 38 10. Conduct Internal Review 4 11. Present Draft Calculotions 4 12, Review/Revise Drafts 16 13. Develop Recommendations 4 14. Prepare Final Fee Schedules & Repor 12 15. Present Results g 16. Provide Copies and Materials 2 17. Provide Model/Training 4 , 18. Provide On -Going Assistance Hourly Billing Rates: Project Director: $225 per hour User Fee Specialist: $175 per hour Data Analyst: $150 per hour $b50 $500 ! 1.400 600 aoo y-- — -- 300 ISO 900 1 2,400 500 5,700 700 -- I 600. Soo 2,400 600 1,800 1,324 - 300 i... 600 500 50 $1.150 i .40}0 600 6010 300 150 900 2,9001 5,700 700 1,100 2,400 600 i ,BMJ 1,324 804 650 Additional services requested that fall outside of the scope of this project shall be on a time -an - materials basis using the above hourly rates, with all expenses billed at cost subject to pre - approval. 10 EXHIBIT "D" 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. 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 §1861). 1 affirm that at all times, 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 perjury under the laws of the State of California that the information and representations made in this certificate are true and correct. MGT of America Consulting, LLC Date: � —1 Cj *d1eygess, E c. Vice President 11