HomeMy WebLinkAboutContracts & Agreements_186-2008_CCv0001.pdf AGREEMENT TO FURNISH FEDERAL LEGISLATIVE ADVOCACY SERVICES
This agreement for Federal Legislative Advocacy services ("Agreement") is made and
entered into this 18'h day of November, 2008, by and between the City of Redlands, a municipal
corporation ("City") and Van Scoyoc Associates, 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 I.,-,ENGAGEMENT OF CONSULTANT
1.1 City hereby engages Consultant to perform Federal Legislative Advocacy services ("the
Services"). The Services include, but are not limited to, assisting City to develop and
organize a priority list of funding needs, identify potential Federal funding opportunities
that match City's funding needs; develop strategies to achieve the identified priorities,
concentrating first on opportunities with the greatest chance for success; generate support
for City's agenda among members of the California Congressional delegation, key
Congressional committees, and the Executive Branch, develop and maintain good
working relationships between City and Federal elected officials and agencies, through
personal meetings, briefing papers, testimony, letters and direct communication with City
officials: assist City staff with City's preparation of grant applications or requests as
required by funding agencies and monitor the progress of applications and work on
behalf of City to ensure approval; monitor and provide analysis on all regulatory and
legislative developments that may affect the interests of City and work to enhance City's
position by securing timely information about policy andfunding opportunities; report
regularly to designated City officials and staff on implementation of City's agenda and on
policy and funding opportunities; commit the time and resources necessary to develop
and implement a successful strategy for City including coordinating trips to Washington,
D.C. to meet with legislators and agency representatives; and prepare support materials
and represent City in Congressional hearings in which funding requests of City are heard.
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.
1.3 Consultant shall comply with all applicable Federal, State and local laws and regulations
in the performance of its obligations under this Agreement including, but not limited to,
the Americans with Disabilities Act and the Fair Employment and Housing Act.
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ARTICLE 2 - RESPONSIBILITIES OF CITY
2.1 City shall make available to Consultant public information in its possession that may
assist Consultant in performing the Services.
ARTICLE 3 - PAYMENT AND NOTICE
3.1 The total compensation for Consultant's performance of the Services shall not exceed the
amount of Sixty-Three Thousand Dollars ($63,000) annually, City shall pay Consultant
Five Thousand Dollars ($5,000) a month for the Services. Additionally, long-distance
travel shall only be undertaken with the City's specific approval and capped annually at
Three Thousand Dollars ($3,000).
3.2 Consultant shall submit monthly invoices to City describing the work performed during
the preceding month. Consultant's invoices shall include a brief description of th'e,
Services performed, the dates the Services were performed, the number of hours spent
and by whom, and a description of reimbursable expenses, if any. City shall pay
Consultant no later than thirty (30) days after receipt and approval by City of
Consultant's invoice, provided the Services reflected in the invoice were performed to the
reasonable satisfaction of City in accordance with the terms of this Agreement.
3.3 All notices shall be 'given in writing by personal delivery or by mail. Notices, sent by
mail should be addressed as follows:
City: N. Enrique Martinez
City Manager
City of Redlands
PO Box 3005
005
Redlands, CA 92373
Consultant: Steven O. Palmer
Vice President
Van Scovoc Associates, Inc.
101 Constitution Avenue, NW
Washington, D.C. 20001
When so addressed, such notices shall be deemed given upon deposit in the United States Mail.
Changes may be made in the names and addresses of the person to who notices and payments are
to be given by giving notice pursuant to this section.
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ARTICLE 4 - INSURANCE AND INDEMNIFICATION
4.1 Insurance, Generally. All 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 all 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.
4.2 Workers' Compensation and Employer's Liability. Consultant shall secure and maintain
Workers' Compensation and Employer's Liability insurance throughout the duration of
this Agreement in accordance with the laws of the State of California, with an insurance
carrier acceptable to City.
4.3 Hold Harmless and Indemnification. Consultant shall defend, indemnity 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 Consultant's and its officers*. employees,
and agents' sole negligent acts'or sole negligent omissions in performing the'Services.
4.4 Comprehensive General Liability Insurance. Consultant shall secure and maintain in
force throughout the term of this Agreement 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. Such insurance shall be primary and non-contributing to any insurance or self-
insurance maintained by City.
4.5 Professional Liability Insurance. 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.
4.6 Business Auto Liability Insurance. Consultant shall secure and maintain business auto
liability coverage, with minimum limits of One Million Dollars ($1,000,000) per
occurrence, combined single limit for bodily injury liability and property damage liability
throughout the term of this Agreement. 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. Such insurance shall be primary
and non-contributing to any insurance or self insurance maintained by City. City shall be
named as an additional insured.
ARTICLE..5 - CONFLICTS OF INTEREST
5.1 Consultant covenants and represents that it does not have any investment or interest in
real property which 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.
5.2 Consultant agrees it is not a designated employee within the meaning of the Political
Reform Act because Consultant:
A. Does not make or participate in:
(i) the making or any governmental decisions regarding approval of a rate,
rule or regulation, or the adoption or enforcement of laws;
(ii) the issuance, denial, suspension or revocation of permits, licenses,
applications, certifications, approvals, orders or similar authorizations or
entitlements;
(iii) authorizing City to enter into, modify or renew a contract;
(iv) granting 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) granting City approval to a plan, design, report, study or similar item,
(vi) Adopting, or granting 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 all 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
8 73 02.
5.3 In the event City officially determines that Consultant must disclose its financial interests
by completing and filing a Fair Political Practices Commission Form 700, Statement of
Economic Interests, Consultant shall file the subject Form 700 with the City Clerk's
office pursuant to the written instructions provided by the Office of the City Clerk.
ARTICLE 6,- GENERAL CONSIDERATIONS
6.1 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 use
of in-house counsel by a Party
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6.2 Consultant shall not any assign of the Services to be performed under this Agreement,
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except with the prior written approval of City and in strict compliance with the terms,
provisions and conditions of this Agreement, '
6.3 All documents, records, drawings, designs, cost estimates, electronic data files, databases,
and other documents developed by Consultant pursuant to this Agreement, 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 will be at City's sole risk.
6.4 Consultant is for all purposes an independent contractor. Consultant shall supply all tools
and instrumentalities required to perform the Services. All personnel employed by
Consultant are for its account only, and in no event shall Consultant or any 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.
6.5 This Agreement shall commence on January 1, 2009. Unless earlier terminated, as
provided for below, this Agreement shall terminate on December 31, 2009.
6.6 This Agreement may be terminated by either Party, in its sole discretion and without
cause, by providing thirty (30) business days* prior written notice to the other Party
(delivered by certified mail,return receipt requested) of intent to terminate.
6.7 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.
6.8 Upon receipt of a termination notice, Consultant shall immediately discontinue all
services affected, and within five (5) business 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 any data, design calculations, drawings, specifications,
reports, estimates, summaries and such other information and materialsasmay have been
accumulated by Consultant in performing the Services required by this 'Agreement.
Consultant shall be compensated on a pro-rata basis for work completed up until notice of
termination.
6.9 This Agreement 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. Any amendment
to this Agreement shall be in writing, approved by City and signed by City and
Consultant.
6.10 This Agreement shall be governed by and construed in accordance with the laws of the
State of California.
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IN WITNESS WHEREOF, duly authorized representatives of the City and Consultant
have signed in confirmation of this Agreement.
CITY OF REDLANDS
By: ......
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Attest:
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VAN SCOYOC ASSOCIATES, INC.
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Bv:
Steven 0. Palmer. Vice President
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