TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: ASSISTANT TO THE CITY MANAGER
DATE: OCTOBER 4, 2005
SUBJECT: PROFESSIONAL SERVICES AGREEMENT WITH GERARD J. QUINN & ASSOCIATES FOR DISASTER GRANT MANAGEMENT AND RECOVERY SERVICES.
In January and February, the City sustained severe storm damages throughout the City and the City began the application process for eligible public assistance from the appropriate state and federal agencies for emergency response and repair work performed by City staff and contractors. During this process, staff became concerned about the high uncertainty for any cost recovery associated with the expensive Western Avenue storm-damage repair work. Federal assistance agencies seemed non-committal and some non-responsive to the City’s repeated attempts for assistance and consideration of the complex and ambiguous circumstances surrounding the Western Avenue damage. Therefore, staff obtained the professional services of a disaster management consultant, Gerard J. Quinn, a referral by Mike Martinet, Executive Director of Area G Disaster Management. Mr. Quinn has provided valuable assistance to the City through his professional connections with high-ranking officials and his familiarity with federal disaster assistance programs.
While the City continues to pursue its options for financial assistance of the Western Avenue storm damage, staff recommends retaining Mr. Quinn’s professional services. Mr. Quinn has over 20 years of disaster grant management experience and his fee is $225 per hour plus expenses. A resume of his work history is attached for the Council’s review.
The contract has been reviewed by the City Attorney’s Office and is attached for the Council’s review and approval.
The professional service contract is for an amount not to exceed $25,000. To accommodate this unexpected new expense, a budget adjustment is necessary. There are general fund reserves available in excess of the policy level. Attached is the FY05-06 Statement of Estimated General Fund Reserves incorporating the proposed budget appropriation.
Assistant to the City Manager
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT is made and entered into this __ day of October 2005, by and between CITY OF RANCHO PALOS VERDES hereinafter referred to as "CITY", and GERARD J. QUINN & ASSOCIATES hereafter referred to as "CONSULTANT".
IN CONSIDERATION of the covenants hereinafter set forth, the parties hereto mutually agree as follows:
SCOPE OF SERVICES
1.2 Description of Services
CONSULTANT shall provide professional services to assist with the City’s recovery of January and February 2005 storm-disaster expenditures from outside agencies. Services include, but are not limited to facilitating communications with key regional, state and federal representatives, recommending action plans, providing technical assistance in grants management and the application process, and preparing written correspondence and other documents.
1.3 Schedule of Work
Upon receipt of written Notice to Proceed from the CITY, CONSULTANT shall perform with due diligence the services requested by the CITY and agreed on by CONSULTANT. CONSULTANT shall not be responsible for delay, nor shall CONSULTANT be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, or acts of God, or the failure of CITY to furnish timely information or to approve or disapprove CONSULTANT'S work promptly, or delay or faulty performance by CITY, other contractors, or governmental agencies, or any other delays beyond CONSULTANT'S control or without CONSULTANT'S fault.
CITY agrees to compensate CONSULTANT a not to exceed amount of $25,000 for professional guidance to recover disaster assistance funds. The CONSULTANT'S fee is $225 per hour plus expenses.
2.2 Payment Address
All payments due CONSULTANT shall be paid to:
Gerard J. Quinn & Associates
705-2 East Bidwell Street, #101
Folsom, Ca., 95630-3315
2.3 Terms of Compensation
CONSULTANT will submit invoices monthly for work completed in the previous month. CITY agrees to pay all undisputed invoice amounts within thirty (30) days of receipt of the invoice. CITY agrees to use its best efforts to notify CONSULTANT of any disputed invoice amounts within ten (10) days of the receipt of each invoice. However, CITY's failure to timely notify CONSULTANT of a disputed amount shall not be deemed a waiver of CITY's right to challenge such amount.
Additionally, in the event CITY fails to pay any undisputed amounts due CONSULTANT within forty-five (45) days after invoices are received by CITY then CITY agrees that CONSULTANT shall have the right to consider said default a total breach of this Agreement and may be terminated by CONSULTANT without liability to CONSULTANT upon ten (10) working days advance written notice to CITY.
INDEMNIFICATION AND INSURANCE
CONSULTANT will defend, indemnify and hold harmless CITY, its Boards and its officers, employees and agents (collectively "CITY"), against any claim, loss or liability that arises because of the sole or primary negligence or willful misconduct of CONSULTANT, its agents, officers, directors or employees, in performing any of the services under this Agreement.
3.2 Worker's Compensation
CONSULTANT agrees to maintain in force at all times during the performance of work under this Agreement worker's compensation insurance as required by the law.
3.3 Automobile Insurance
CONSULTANT agrees to maintain in force at all times during the performance of work under this Agreement automobile insurance as required by the law.
3.4 Notice of Cancellation
CONSULTANT agrees that if it does not keep the aforesaid insurance in full force and effect, CITY may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, CITY may take out the necessary insurance and pay, at CONSULTANT's expense, the premium thereon.
3.5 Certificate of Insurance
At all times during the term of this Agreement, CONSULTANT shall maintain on file with the CITY Clerk a certificate of insurance showing that the aforesaid policies are in effect in the required amounts.
3.6 Primary Coverage
The commercial general liability insurance provided by CONSULTANT shall be primary to any coverage available to CITY.
4.1 Termination of Agreement
(a) This Agreement may be terminated at any time, with or without cause, by either party upon sixty (60) days prior written notice. Notice shall be deemed served upon deposit in the United States Mail of a certified or registered letter, postage prepaid, return receipt requested, addressed to the other party, or upon personal service of such notice to the other party, at the address set forth in Article 6.10.
(b) In the event of termination or cancellation of this Agreement by CONSULTANT or CITY, due to no fault or failure of performance by CONSULTANT, CONSULTANT shall be paid compensation for all services performed by CONSULTANT for work done in accordance with the terms and provisions of this Agreement at the hourly rate specified in Article 2.1, prior to the effective date of termination or cancellation; provided, in no event shall the amount of money paid under the foregoing provisions of this paragraph exceed the total amount that would have been paid to CONSULTANT for the full performance of the services described in Article 2.1.
OWNERSHIP OF DOCUMENTS
5.1 Ownership of Documents and Work Product
All plans, specifications, reports and other design documents prepared by CONSULTANT pursuant to this Agreement are instruments of service, which shall be deemed the property of the CITY. CITY acknowledges and agrees that all plans, specifications, reports and other design documents prepared by CONSULTANT pursuant to this Agreement shall be used exclusively on this Project and shall not be used for any other work without the written consent of CONSULTANT. In the event CITY and CONSULTANT permit the reuse or other use of the reports or other documents, CITY shall require the party using them to indemnify and hold harmless CITY and CONSULTANT regarding such reuse or other use, and CITY shall require the party using them to eliminate any and all references to CONSULTANT from the plans, specifications, reports and other design documents. If a document is prepared by CONSULTANT on a computer, CONSULTANT shall prepare such document in a Microsoft® Word 2000 or lower format; in addition, CONSULTANT shall provide CITY with said document both in a printed format and a compact disc.
CITY representative, Les Evans, City Manager, and CONSULTANT’s representative, Gerard J. Quinn, President, are designated as the primary contact person for each party regarding performance of this Agreement.
6.2 Fair Employment Practices/Equal Opportunity Acts
In the performance of this Agreement, CONSULTANT shall comply with all applicable provisions of the California Fair Employment Practices Act (California Government Code Sections 12940-48) and the applicable equal employment provisions of the Civil Rights Act of 1964 (42 U.S.C. 200e-217), and the Americans with Disabilities Act of 1992 (42 U.S.C. § 11200, et seq.).
CONSULTANT represents that it has, or shall secure at its own expense, all personnel required to perform CONSULTANT's services under this Agreement. CONSULTANT shall make reasonable efforts to maintain the continuity of CONSULTANT's staff that are assigned to perform the services hereunder and shall obtain the approval of the City Manager of all proposed staff members who will perform such services. CONSULTANT may associate with or employ associates or subconsultants in the performance of its services under this Agreement, but at all times shall be responsible for their services.
6.4 Conflicts of Interest
CONSULTANT agrees not to accept any employment or representation during the term of this Agreement or within twelve (12) months after completion of the work under this Agreement which is or may likely make CONSULTANT "financially interested" (as provided in California Government Code Section 1090 and 87100) in any decisions made by CITY on any matter in connection with which CONSULTANT has been retained pursuant to this Agreement.
6.5 Legal Action
(a) Should either party to this Agreement bring legal action against the other, the case shall be brought in a court of competent jurisdiction in Los Angeles County, California, and the party prevailing in such action shall be entitled to recover its costs of litigation, including reasonable attorneys' fee which shall be fixed by the judge hearing the case and such fee shall be included in the judgment.
(b) Should any legal action about the Project between CITY and a party other than CONSULTANT require the testimony of CONSULTANT when there is no allegation that CONSULTANT was negligent, CITY shall compensate CONSULTANT for its testimony and preparation to testify at the hourly rates in effect at the time of such testimony.
This Agreement shall not be assignable by either party without the prior written consent of the other party.
Notwithstanding the above, CONSULTANT may use the services of persons and entities not in CONSULTANT'S direct employ, when it is appropriate and customary to do so. CONSULTANT'S use of subcontractors for additional services shall not be unreasonably restricted by the CITY, provided CONSULTANT notifies the CITY in advance.
6.7 Independent Contractor
CONSULTANT is and shall at all times remain, as to the CITY, a wholly independent CONTRACTOR. Neither the CITY nor any of its agents shall have control over the conduct of CONSULTANT or any of the CONSULTANT's employees, except as herein set forth. CONSULTANT expressly warrants not to, at any time or in any manner, represent that it, or any of its agents, servants or employees, are in any manner agents, servants or employees of CITY, it being distinctly understood that CONSULTANT is, and shall at all times remain to CITY, a wholly independent contractor and CONSULTANT's obligations to CITY are solely such as are prescribed by this Agreement.
The titles used in this Agreement are for general reference only and are not part of the Agreement.
6.9 Extent of Agreement
This Agreement represents the entire and integrated Agreement between CITY and CONSULTANT and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be modified or amended only by a subsequent written agreement signed by both parties.
All notices pertaining to this Agreement shall be in writing and addressed as follows:
If to CONSULTANT:
Gerard J. Quinn, President
Gerard J. Quinn & Associates
705-2 East Bidwell Street, #101
Folsom, Ca., 95630
If to CITY:
Les Evans, City Manager
City of Rancho Palos Verdes
30940 Hawthorne Blvd.
Rancho Palos Verdes, CA 90275
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first above written.
Dated: __________________ GERARD L. QUINN & ASSOCIATES
Gerard L. Quinn, President
Dated: ___________________ CITY OF RANCHO PALOS VERDES
RESOLUTION NO. 2005- XX
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RANCHO PALOS VERDES, AMENDING RESOLUTION 2005-53, THE BUDGET APPROPRIATION FOR FY05-06, TO INCREASE THE EMERGENCY PREPAREDNESS PROGRAM BUDGET FOR PROFESSIONAL AND TECHNICAL SERVICES
WHEREAS, Section 3.32 of the Rancho Palos Verdes Municipal Code provides that all expenditures in excess of budgeted allocations must be by supplemental appropriation of the City Council;
WHEREAS, on May 31, 2005, the City Council of the City of Rancho Palos Verdes adopted Resolution 2005-53, approving a spending plan and authorizing a budget appropriation for FY05-06;
WHEREAS, the City Council wishes to protect the best interests of the City by retaining the professional services of a disaster management consultant to assist in the City’s cost recovery of 2005 disaster-storm damages at a cost not to exceed $25,000; and
WHEREAS, a budget increase in the General Fund is necessary to authorize expenditures for the aforementioned services.
BE IT, THEREFORE, RESOLVED BY THE CITY COUNCIL OF THE CITY OF RANCHO PALOS VERDES:
Section One. The following increase be made to the General Fund FY05-06 budget:
Emergency Preparedness Program #101-1026-421-32-00 Professional/Technical $25,000
PASSED, APPROVED, AND ADOPTED THE 4th DAY OF OCTOBER 2005.
State of California )
County of Los Angeles )ss
City of Rancho Palos Verdes )
I, Carolynn Petru, City Clerk of The City of Rancho Palos Verdes, hereby certify that the above Resolution No. 2005- was duly and regularly passed and adopted by the said City Council at regular meeting thereof held on October 4, 2005.