HomeMy WebLinkAboutContracts & Agreements_165B-2020AGREEMENT TO PERFORM INFRASTRUCTURE UPDATE SERVICES
This agreement for the provision of infrastructure update services (` Agreement") is made
and entered into this 23rd day of July 2020 (`Effective Date"), by and between the City of
Redlands, a municipal corporation ("City)' and Davis Farr LLP ("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
1 1 City hereby engages Consultant to provide infrastructure inventory update services for the
fiscal year ending June 30, 2020 (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,
titled `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 information in its possession that may assist
Consultant in performing the Services.
3.2 City designates Farrah Jenner, Assistant 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 The
Services shall commence immediately
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.
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ARTICLE 5 — PAYMENTS TO CONSULTANT
5.1 Total compensation for Consultant's performance of the Services shall be a flat fee in the
amount of Nine Thousand Seven Hundred Fifty Dollars ($9 750).
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. 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, Mgmt. Svcs. Director
City of Redlands
35 Cajon Street, Suite 30
Redlands, CA 92373
dgarcia@cityofredlands.org
(909) 335-4791
Consultant
Marcus D. Davis, Partner
Davis Farr LLP
2301 Dupont Drive, Suite 200
Irvine, CA 92612
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
prohibiting cancellation or modification of the policy except upon thirty (30) days prior
written notice to City
6.2 Workers' Compensation and Employer's Liability insurance in the amount that meets
statutory requirements with an insurance carrier 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 `B, titled `Workers'
Compensation Insurance Certification, which is attached hereto and incorporated herein
by this reference prior to performance of the Services.
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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 ofConsultant'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:
(1) 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 the 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
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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 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
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
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
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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 times 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.
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IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed
in confirmation of this Agreement
CITY OF REDLANDS
By autilY
Charles Duggan, Ci `Y ana;, -r
Attest
ne Donaldson, City Clerk
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DAVIS FARR LLP
By
arcus D Davis, Partner
EXHIBIT "A"
SCOPE OF SERVICES
Davis Farr LLP (Davis Farr) is pleased to respond to your request to continue to provide updated
infrastructure records for the year ended June 30, 2020 for the City of Redlands (City). The
scope of the work is as follows:
City will identify all City capital projects accepted by the City Council between July 1,
2019 and June 30, 2020. We request a copy of City Council bid document and a copy of
the plans for each project.
City will identify all developer projects accepted by the City between July 1, 2019 and
June 30, 2020.
Davis Farr will update the City's detailed infrastructure inventory for the year ended June
30, 2020 based solely upon the information provided by the City
Davis Farr will calculate accumulated depreciation and depreciation expense as of and for
the year ended June 30, 2020.
Davis Farr will provide a report documenting the additions and deletions in infrastructure
assets for the year ended June 30, 2020.
We are available to begin work immediately Based upon the availability of City staff and
records, we anticipate completion of the project will take approximately three weeks. Upon
acceptance by the City we will finalize the report.
Davis Farr will provide GASB 34 infrastructure inventory update services for the year ending
June 30, 2020 to the City of Redlands for a fixed fee of $9 750. This fixed fee is inclusive of all
travel and out-of-pocket expenses. We will invoice the City monthly for services rendered
throughout the life of the project.
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EXHIBIT "B"
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
V71'
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)
I 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
DAVIS FARR LLP Date
B
y.
arcus D Davis, Partner
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"AalYT iATWoiacs"
Sole Source/ Single Source/ Standardization Form
For procurement of supplies, equipment and services valued at $5,000 and over
NOTE• Every question must be answered with appropriate documentation
attached; incomplete forms will be immediately rejected by Purchasing.
Date• 9/3/2020
TO: Purchasing Division
FROM: Management Services / Finance
Purchase Requisition #
Estimated Total Cost. $ 9,750
Proposed Vendor. Davis Farr LLP
Request Term. I year
This form must accompany the purchase document whenever an exception to the competitive
process is requested Requests for goods and/or services from a specific vendor or limited to a
specific brand, where substitutes to the recommended vendor or brand are unacceptable, must be
accompanied by a written justification explaining the circumstances that make alternatives
unacceptable
The City Manager will determine whether the justification is appropriate Requests for exception
must be supported by factual statements that will pass an audit
EXCEPTION TO BIDDING AND DISCLOSURE STATEMENT 3
Page
3 Was an evaluation of other equipment, products, or services performed?
NYes No
If yes, please explain the type of evaluation performed and provide all supporting
documentation
Please see attached memo
4. List below the name of each individual who was involved in the evaluation, if conducted, and
in making the recommendation to procure this product or service Attach additional
information, if necessary
Farrah Jenner Danielle Garcia
5 Explain what action(s) the department would take if the sole/single source services were
no longer available
Completing the GASB 34 Infrastructure Update in house would require expertise and time
beyond the resources currently available on staff The department would need to recruit, lure,
and train someone to perform these services m place of the consultant. It would result in higher
costs, less efficiency, longer delays, and most likely Iess accurate reporting since this skill sets
aren't considered common in the job market
6. l certify that the above information is accurate to the best of my knowledge, and a signed
copy of this document will be kept on file and available for audit in my department
Signature / Date
Danielle Garcia
Pnnted Name
Management Services/Finance Management Services/Finance Director
Department Name Title
PurchasingApprovals
oa 1 to(o2b
Purchasing Agent Approval / Date
City Manager Approv�l
Rev 717114
/ Date