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10) 7E Approval of Professional Services Agreement for Priority Based Budgeting
DATE: TO : FROM : SUBJECT: AGENDA ITEM 7.E ADMINISTRATIVE SERVICES DEPARTMENT MEMORANDUM October 21 , 2014 The Honorable City Council Bryan Cook , City Manager ~ By : Tracey L. Hause , Administrative Services Direc~ APPROVAL OF A PROFESSIONAL SERVICES AGREEMENT WITH THE CENTER FOR PRIORITY BASED BUDGETING FOR DEVELOPMENT OF THE FISCAL HEALTH DIAGNOSTIC TOOL AND RELATED CONSULTING SERVICES RECOMMENDATION: It is recommend the City Council : a) Award a Professional Services Agreement to Center of Priority Based Budgeting (CPBB) for the development of the Fiscal Health Diagnostic Tool and related consu lting se rvi ces (Attachment "A ") in an amount not to exceed $7,500 ; b) Authorize the City Manager to finalize and execute a Profess io nal Services Agreement with CPBB ; and c) Appropriate $7 ,500 from the Und esig nated Fund Balance to Account No . 01-920- 48-4 231 . BACKGROUND: 1. On August 20 , 2013 , the City Coun cil approved a Consultant Services Ag reement with CPBB to provid e the Priority Based Budgeting model and re lated consulti ng services . City Council October 21 , 2014 Page 2 of 4 2 . On January 11 , 2014 , the City Council had a Special Meeting to review the City's strategic planning process and begin the Fiscal Year (FY) 2014 -15 City Budget process . 3 . On October 7 , 2014 , the City Council discussed the City of Temple City 's Final Draft of the Strategic Plan and directed staff to f ina li ze the document and schedule adoption of the Strategic Plan on O ctober ~1 , 2014 ANALYSIS: The City is constantly reviewing and analyzing how it does bus iness and the processes utilized for accomplishing the City's goals and objectives. In August 2014 , staff was introduced to the CPBB and their results-based approach to resource allocation addressing the needs of local governments as they struggle to deal w ith unprecedented budgetary constraints as well as striving to achieve long-term f i nancial sustainabil ity . The City Council approved a Consultant Services Agreement with CPBB and staff implemented the Priority Based Budgeting mode l for the FY 2013-14 City Budget and presented it to the City Council in January 2014 , along with the status of the strategic planning process . Staff has since updated the Priority Based Budgeting model for t he FY 2014-15 C ity Budget. One of the tools identified in the City 's Strategic Plan for accomplishing its goals is the development of a Long-Term Financial Plan . A Long-Term Financial Plan wi ll identify potential long -term imbalances and identify strategies to counteract these imbalances . The Long-Term Financial Plan does not just forecast the status quo , it considers various f inancial and econom ic environments , forecast~ revenues and e xpend itures both on-going and one time, capital needs and considers future debt. Since the i nformation provided from the Pr iority Based Budgeting model was very helpful to identify program and services costs , staff is recommending the utilization of the CPBB 's Fiscal Health Diagnostic Tool. This is an on-line tool that can be presented in real time which allows City Council and staff the ability to d iscuss alternative funding strategies not only for General Fund activities , but also for long-term infrastructure projects . CPBB presents 5 key principles of Fiscal Health , which are significant as part of the development of the Fiscal Health Diagnostic Tool : 1) Spending Within Our Means-focusing on the alignment between ongoing sources and ongo ing uses and on the alignment between one-time sources and one-time uses ; 2) Establishing and Maintaining Reserves-focus i ng on fund balance reserves and the monitoring too ls in place to protect those reserves ; City Counci l October 21 , 2014 Page 3 of 4 3) Understanding Variances -focusing on disparities between budget projections and actuals to look for opportunities to shift resource allocations from areas where they are not needed and more importantly improve the accuracy of revenue and e xpenditure forecasts by eliminating the impact of recurring historical variances ; 4 ) Be ing Transparent About t he True Cost of Doing Business -focusing on ensuring that appropriate internal serv ice and administrat ive costs are shouldered by the programs that benefit from those services , ensuring that fees for services are capturing both direct and indirect costs (appropriate for cost recovery objectives ) and ensuring that the full cost of offering programs and services is clearly articulated and understood ; and 5) Incorporating Long-Term Planning into Decision Making-focus ing on the i nclusion of all long-term plans prepared by the City in financial forecasts and the budget process as well as the associated incorporation of relevant external economic influences . Additionally , insuri ng that the City uses clear and concise modeling tools to communicate forecasts , assess impacts and identify impacts of budget dec isions . Specifically , CPBB will help the City to (full proposal-Attachment "B"): • Understand the impact of relevant external economic influences and incorporate them into forecasts and budget projections ; • Identify and incorporate all long-term plans prepared throughout the organization into long -term forecasts ; • Develop revenue and e xpenditure forecasting methodology ; • Prepare a comprehensive Capital Improvement Plan (CIP ) that spans a period of at least five years and includes all potentially significant one -time expenditures as well as any associated ongoing operating costs; • Ass imilate all elements of fiscal health into our Fiscal Health Diagnostic Tool , a scenario planning model that helps ensure decisions are made with an understanding of their impact on the organization 's future f inancial picture while upholding the objectives of fiscal hea lth ; and • Through the Fisca l Health Diagnost ic Tool , develop a simp le , graphic communication device that is used consistently to provide decision makers with financial information at a summarized leve l. This Fiscal Health Diagnostic Tool will assist staff with development of a comprehens ive forecasting and assessment tool that will complement the Long-Term Financial Plann i ng and allow for staff to begin work ing immediately on the project. City Council October 21 , 2014 Page 4 of 4 CONCLUSION: As the City moves forward with the implementation of a Strategic Plan , the Fiscal Health Diagnostic Tool will compliment and assist staft with Long-Term Financial Planning . Therefore , it is recommended the City contract with CPBB for the Fiscal Heath Diagnostic Tool and related consulting services. FISCAL IMPACT: If this action is approved , an additional $7 ,500 will be appropriated from the General Fund Undesignated Fund Balance . ATTACHMENTS: A. Profess ional Services Agreement with CPBB B . CPBB Proposal AGREEMENT FOR SERVICES By and Between THE CITY OF TEMPLE CITY, a municipal corporation and ATTACHMENT A CENTER FOR PRIORITY BASED BUDGETING RIV 11 48 38-6958-3880 v2 DRAFf9/3/13 DATED: October 21,2014 -1- AGRE EMEN T FOR SE RVICES BETW EEN TH E CITY OF T EMPL E CIT Y, CA LIFORN IA AN D C ENTE R FO R PRl ORJTY B ASED B U D G ETfNG This Agre e m e nt fo r S e rv ices ("A g ree m e nt") is e nte re d int o as of t hi s 2 1st d ay of O c to ber, 20 14 by an d between t he C ity o f Temp le C ity, a munic ipa l c orpo ratio n ("C ity") and Cente r fo r Pri o r ity B ased B ud geti ng, a corpo ratio n ("Se rvice Provider "). C ity and e rv ice Prov ide r are som eti m es hereina fte r in d iv idua ll y referre d to as ''Party'' an d here inafter coll ect ively referred to as t he "Parties." RE CITALS A. C ity has sought the serv ices de fin ed and descri bed parti c u la rl y in Exhibit A, Sco pe o f S e rv ices, of t hi s A g reem e nt. Con s ult a n t is uniq ue ly qua lifi e d to provid e these serv ices. B. Cons ult a nt, fo ll owing s ubmi ss io n of a pro posal o r bi d for t he pe rformance of the serv ic es de fin ed a nd d escribed part ic ul a rl y in Ex hi b it A of thi s Agreem ent, was se lected by the C ity to perfo rm th ose serv ices. C. Purs ua nt to th e C ity of Tem p le C ity's M uni c ipa l Code, City has a uth ority to ente r in to thi s e rvices Agreem e nt a nd th e City Ma nager has a u tho rity to execute t hi s Agreement. D . The Pa rties d esire to fo rm a lize th e se lecti on of S ervice Prov id e r fo r perform an ce of t hose services d e fined and d escribed pa rti c ul arl y in Secti on 2 of thi s Agreeme nt an d desire th a t t he te rms of th a t performance be as parti c ul arl y d efi ne d and d escribed here in . OP ERAT IVE PRO VIS IO NS NOW, T H EREFORE, in co ns id e ra t io n o f the mutua l prom ises and covenants made by the Pa rti es and conta in ed here and o th e r co ns id erati on. th e va lue and adequacy of wh ich are he re by a c knowledged , the Part ies agree as fo ll ows: SEC T ION 1. TERM OF AG REE MEN T. ubject to the provis io ns of ecti o n 20 "Termina ti o n o f Agreem en t " of thi s Agreement , th e scope of serv ices set fo rth in Ex h ib it "A" "Scope o f Serv ices" s ha ll be com p leted purs ua nt to the sched ul e s pe cifi ed in Ex hibit "A." COPE OF SERV ICES & CHED U L E OF PERFO RMANCE. (a) S c o pe o f S er v ices. Serv ice Provider agrees to pe r fo rm t he serv ices se t fort h in Ex hibit "A" "Scope o f S e rvi ces" (he re in a ft e r, the "Services") and m ade a part o f thi s Agreem ent by t hi s refe rence. -1 - (b) Schedul e o f Performance. T h e Services s ha ll be co mplete d pu rs uant to t he sc hedul e spec ifie d in Exhi b it "A ." S hou ld th e Services not be co mpl e t ed p urs ua nt to t hat sc hedul e, th e Service Provid e r s ha ll be d eeme d to be in Default of th is Agreem e nt. T he C ity, in its so le d iscre ti o n, may c hoose no t to e n fo rce the D efa ult prov isi o ns of thi s Agr ee me nt a nd m ay inst ead a ll ow Service P ro vide r to continue perfo rming th e Serv ices. SECTION 2 . ADDITION AL SERVICES. Service Prov ider s ha ll not be compensated for any work rendered in co nn ectio n w it h its performance of this Agreem ent that are in add iti o n to or o ut s id e of the Services unl ess s uc h add it io n a l services are a uth o ri zed in advance an d in writin g in accord ance w it h Sect ion 26 "Administra ti o n a nd Imple me nta ti o n " o r Sectio n 28 "A m e ndme nt" of thi s Agreem en t. If and w he n s uc h ad d iti o na l work is a u tho ri zed , s uch a dditi o na l work s h a ll be d eeme d t o be part of th e Serv ices. SECTION 3. COMPENSATION AND M ETHOD OF PAYMENT. (a) Subject t o a ny l im itat ions set fort h in this Agreeme n t, City agrees t o pay Service Provid e r the amount s s pec ified in Exh ib it "B" '·Compensati o n" and m ade a part of this Agreement by th is refe re nce. The to ta l c o mpe nsatio n , includ in g reimbur se m ent for act ual expenses, sh a ll no t exceed Seven T h o u sand F ive Hund red do ll ar s ($7 ,500), unl ess ad di t iona l com pe n sat io n i s a ppro ved in writing in ac co rd an ce w ith Section 26 "Admini strati o n an d Impl e m e nta ti o n " o r Secti o n 2 8 "Ame ndme nt " o f thi s Agreeme nt.. (b) Each m o nth S ervice P rovi d e r s ha ll furnish to C ity an o ri gin a l in vo ice for a ll wo rk performed and expenses inc ur red duri n g th e preced ing m o nth . T h e invo ice s ha ll deta i l charges by t he fo ll owi ng categori es: labor (by s ub-category), trave l, materia l s, equipment, supplies, and sub-Serv ice P rovider co ntracts. Sub-Service Provider c harges s h a ll be detailed by th e fol lowing categories: labor, travel , ma teria ls, equipme nt and supp lies . I f t he compensati o n set fort h in s ubsectio n (a) and Exhibit "B" in cl ude paym e nt o f labor o n an ho url y basis (as o p posed to labor a nd ma te ri a ls being pa id as a lump s um), th e la bor category in each in vo ice s ha ll in c lude d e ta il e d descri pt io ns o f tas k p e rfo rm ed a nd th e amo unt of ti me incurre d for or a ll ocated to th at task. City s ha ll ind ependentl y review each invo ice s ubmitte d by the Service P rov id e r to d e te rmine whethe r th e w o rk performed an d exp enses in c urre d are i n comp lia nce with t he p rovi sio n s of this Agreem e nt. In the event th a t n o c harges o r expe nses are dis puted, the invo ice shall be app roved and p a id accord ing t o th e terms set forth i n subsect ion (c). In th e event an y c ha rges or expenses are di sputed by City, th e o ri gi nal invoice s h a ll be return ed by City to Serv ice P rovide r for correcti o n and resubmission . (c) Except as to any charges fo r wo rk perfo rm e d o r exp e nses in c urre d by Service Prov ider w hi ch are di s pute d by City, C ity w ill use its best effo rts to ca use Serv ice Provider to be paid w it h in fo rty-fi ve ( 4 5) days of recei p t of Service P rov id e r 's correc t and und is puted in voice. (d) Payment to Serv ice Provid e r fo r work performed p ursuant to thi s Agreement shall not be deemed to waive a ny defects in wor k pe rfo rmed by Serv ice Provider. -2 - SECTION 4. INS PECTIO N AND FINAL ACCEPTANCE. City may inspect an d accept or rej ect an y of Servi ce Pro vider 's work under thi s Agreement, either during performance or w he n comp leted. City s ha ll reject or finally accept Serv ice P rovider's work within sixty (60) days after s ubmitted to C ity. C ity sha ll reject work by a time ly written exp la na ti on, otherwise Service Provider's work s hall be deemed to have been accepted. C ity's acceptance sha ll be conclus ive as to s uc h work except with respect to latent defects , fraud and s uc h gross mistakes as amount to fraud. Acceptance of any of Service Provider's work by City s h a ll not constitute a waiver of a n y of th e provisions of thi s Agreement inc luding, but not limited to , Section 16 "Ind e mnifica ti on" and Section 17 ·'Insurance ." SECTION 5 . OWNERSHIP OF DOC UMENTS. All orig ina l maps, m odels, designs, drawings, photographs , stud ies, s urveys , rep o rts, data, notes , computer fil es, files and other documents prepared , developed o r discovered by Service Provider in t he course of prov iding th e Services pursuant to thi s Agreement s hall become the so le property of City and may be used, re used or ot herwise di sposed of by City without th e perm ission of the Service Provider. U pon completion, expiration or te rmination of this Agreement, Service Prov ider shall tum over to City a ll such o rig in al maps , mode ls , designs, drawings, pho tograph s , stud ies , surveys, reports , data, notes, computer files, files and other docume nt s. If and to th e exten t that City utili zes fo r any purpose not re la ted t o thi s Agree m ent any maps, m odels, design s, drawin gs, phot ographs, studie s , s urveys, reports, data, note s , comput er fi le s, files or o ther documents prepared, deve loped or discovered by Service Provider in the co ur se of providing t he Services pursuant to th is Agreement , Service Provi d e r 's g uarantees and warranti es in Section 9 "Standard of Performance" of this Agreement s hall no t ex tend to such use of the maps , mode ls, d es ig ns, drawin gs, photographs, studies , surveys, reports , data, notes, computer files , files or othe r d ocument s. SECTION 6. SERVICE PROVIDER'S BOOKS AND RECORDS. (a) Serv ice Provider s hall maintain any a nd a ll docum e nt s and records demonstrating or relating to Service Provider's performance of the Services. Service Pro v ider s hall maintain any and a ll led gers , b ooks of account, invo ices, vouchers, canceled checks, or other documents or reco rd s evidencing or relatin g to work , services, ex penditures and disbursements c harged to City pursuant to this Agreement. Any and a ll such documents or record s shall be maintained in accord a nce wi th gen e rall y accepted accounting principles and s ha ll be s ufficientl y complete and detail ed so as to pe rmit an accurate eval uation of th e se rv ices provided by Serv ice Prov ider pursua nt to thi s Agreem e nt. Any and a ll s uc h documents or record s s ha ll be m ai nt ained for three (3) years from th e date of executi on of this Agreement and to the ex te nt required by laws rel ating to audits of publ ic age nc ies and their expend itures. (b) Any and a ll records or documents required to be maintained purs uant to this sectio n shall be made avail ab le for inspection , aud it and copyi ng, at any time during regular business hours , upon reques t by City o r it s des ign ated rep resentati ve. Copies of s uch documents o r reco rds shall be prov id ed directly to the City for inspection , audit and copyi ng when it i s p racti cal to do so; othe rw ise, unl ess an a lternative is mutually agreed upon , su ch d ocum ents and -3 - record s s hall be m ade available at Serv ice Pro vide r 's a ddress indicated for rece ipt of notices in this Agreement. (c) Where C ity has reason t o believe th at a ny of the docume nts o r record s required to be maintained purs uant to thi s section may be lost or di scarde d du e to di sso lution o r te rmination of Serv ice Provid er's bus iness, C i ty m ay, by wri tt e n re quest , require that c ustody of s uch d ocum ents or reco rd s be g ive n to the City. Access to s uc h documents a nd records s hall be g ranted t o C ity , as we ll as to its s uccesso rs-in-inte rest a nd autho ri zed re presentati ves. SECTION 7. INDEPENDENT CONTRACTOR. (a) Serv ice Provider is and sha ll at a ll times re main a w ho ll y indepe nd e nt contractor a nd not an officer , emp lo yee or age nt of City. Service Prov ider s ha ll ha ve no a uth o ri ty to bind City in an y m a nn e r , n or to incur a ny ob li gation, de bt or li a bili ty of an y kind on be half of o r against C ity, w hether by contrac t o r otherwise, un less such a uthority is express ly conferred under thi s Agreeme nt or i s o therwi se expressly co nferred in writ in g by City. (b) The perso nnel perfo rming the Serv ic es under thi s Agreement on beh a lf o f Service Provider s ha ll at a ll times be unde r Servic e Prov id er 's exclus ive direction and control. Nei th er C ity , nor any e lected or appointed boards , officers, offic ia ls, e mployees or age nts of C ity , s hall have contro l over the conduct of Service Provid er o r an y of S e r vice Provider's officer s, e mployees, o r agen t s except as set fo rth in thi s Agreeme nt. Service Provider s hall not at any time or in any m a nner represent that Serv ice Provider o r any of Service Provider's officer s, e mployees, o r agent s a re in any manner official s, o ffi cers, emp loyees or agents of City. (c) Ne ither Se rv ice Pro vi der , nor any of Serv ice Prov id e r 's officers, employees or agents, shall o btain any ri g hts to retirement , health care o r a ny o th er b ene fit s w hi ch m ay otherwise accrue t o C ity 's e mpl oyees. Se r v ice Provider expressly waives any c la im Service Prov ider may h ave to any s uc h ri g ht s. SECTION 8. STANDARD OF PERFORMANCE. Servi ce Provider r epresent s and warrants that it has the qualifi catio ns , experience and fac ilities necessary to properl y pe rform the Services required und er thi s Agr eement in a t ho rou g h, competent and profess io n a l manner. Se rv i ce Prov ider s ha ll a t a ll tim es fa ithfu ll y , compe tentl y and to the best of its abi li ty , experien ce and t a le nt , perform a ll Services. In meetin g it s ob li gations under thi s Agreement, Service Pro v id er s hall emp loy , at a minimum , gen erall y acce pted standards and pract ices utili zed by pe rsons engaged in providing services s imil a r t o th e Services required of Servi ce Prov id e r under thi s Agreem e nt. In addition to the genera l s tandards of p erformance set forth thi s section, addi ti ona l spec ific standards of performance and pe rformance c rite ria may be set fort h in Exhibit "A " "Scope of W ork " that s ha ll also be app li cabl e to Serv ice Provider's work under thi s Agreement. Where th e re is a conflict between a general and a specific stand a rd o f pe rformance or p erfo rmance c rite ri a, the s pecific standard o r cri te ri a shall preva il ove r the ge ne ral. -4- SECTION 9. COMPLI ANCE WITH A PPLICABL E LA WS; PERMIT S AND LICENS ES. Serv ice Provider s ha ll keep itse lf informed of and co mpl y wi th a ll appli cab le fe d era l, s ta te and local laws, statutes, cod es, ordina nces, reg ul a tio n s a nd rul es in effect during th e term of t h is Agreem ent. Serv ice P rov ide r s ha ll o bta in a ny an d a ll li censes, permi ts and a uth orizatio ns necessary to perfo rm th e Services set fo rth in thi s Agreem en t. Neither C ity, no r any e lected or a p po inted boards, officer s, officials , e mpl oyees o r age nts of C ity, s ha ll be li a bl e, at law or in equity, as a result of a n y fa ilure of Serv ice Prov ider to comply wit h th is sectio n . S ECTION 10. PRE VA ILI NG WAGE LAWS It is the understanding of C ity and Serv ice Pr ov id e r t ha t Ca li forn ia p revaili ng wage laws do n o t appl y to thi s Agr eeme nt becau se the Agreem ent d oes not invo lve a n y of th e fo ll owing serv ices s u bj ect to p revailing wage ra tes pursu an t to the Cali fo rni a Labor Code or reg ul a ti on s promulgated th er e und er: Con stru ctio n, a lte ra ti on , d emo li t ion , in s t a ll atio n , or repair wor k pe rfor m ed on pu b li c buildings, faci liti es, street s or sewers done unde r contract an d pai d for in w ho le or in p art o ut of publi c fu nds. In thi s co ntex t, "con s tru cti on " includes work perfo rme d d urin g th e design and preco ns t ructi on ph ases of co nstru ction inc lu d ing, but n ot li m ited to , inspecti on a nd land s urveyi ng work. SECTION 11. NONDIS CRIMIN ATION . Serv ice Prov ider s ha ll n ot di scriminate, in any way, agains t any p er so n o n t he bas is of race, co lo r, re li g io u s creed, nat ional orig in , ancest ry , sex , age , p h ysical hand icap, m edi ca l co nd iti o n o r m a r ital st atus in connec ti on w ith o r re la ted t o t he pe rfo rmance of thi s Agreement. SECTION 12. UN AUTHORIZED ALI EN S. Service Provider h e re by pr omi ses a nd agrees to com ply w ith a ll of the provisions of the Federal Imm igratio n a nd Nation a li ty Act, 8 U.S.C.A. §§ II 0 I , e t seq., as a m en ded, a n d in co nn ecti o n therewith , s h a ll no t e mploy una uth o ri zed aliens as d efin ed th e re in. S ho uld Serv ice Prov ider so empl oy su c h u nauthoriz ed a l ie n s for th e performance of t he Services, and s h o ul d th e a n y li a bili ty or sanc ti o n s b e imposed aga ins t C ity fo r s uc h use of un a ut ho rized a li ens, Service Provi d er h er eby agrees to and sh a ll re imburse City for t he cost of a ll such l iabili ties or sanctio n s imposed, together w ith any a n d a ll costs, includin g atto rn eys' fees, in c urred b y C ity. SECTION 13. CONFLICTS OF INTEREST . (a) Service Prov id er covenants tha t n e ith e r it , no r a n y offi cer or pr incipal of its firm, has o r s ha ll acq uire a ny interest, d irect ly or indi rectl y, w h ich wo ul d confli ct in any m anner w it h t he inte rest s of C ity o r whic h would in any way hin der Ser vice Provider's per form ance of the Services. Service Prov ider fu rt he r coven ants th a t in t he p erfo rm a nce of thi s Agree ment, no pe rson h avi n g any s uc h inte rest s h a ll be employed by it as a n officer, e mpl oyee, age nt or s ub contract or w ith o ut th e expr ess writt e n con sent of the C ity M a nager. Serv ice Provid er agrees to a t a ll times avo id confli cts of interest or the appearan ce o f any confli cts of inte rest with th e interest s of City in the p e rfo rm a nce of thi s Agr eeme nt. -5 - (b) City understands and acknowledges that Service Provide r is, as of th e date o f e x ecution of thi s Agreement, indep e ndently involved in the performance of non-related serv ice s for other governmental agencies and private parties. Service Provider is unaware of any stated po s ition of C ity rel ative t o s uch proj ects. Any future position of City on s uch proj ect s s ha ll not be co nsidered a co nflict of interes t fo r purposes of thi s section . (c) C ity understands and acknowled ges that Service Provider wi ll , perform n on- re lated serv ices f or o th er governmental agencies and pri vate Parties fo ll owin g the co mpl etio n of th e Services under t hi s Agreement. Any s uch futur e service sha ll not be co n s idered a conflict of inte rest for purposes of this secti o n . SECTION 14 . CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION. (a) A ll in fo rmati o n ga in ed o r work product produced by Service Provider in performance of thi s Agreement s hall be considered co nfide ntial , unl ess s uc h in fo rmatio n is in the public do ma in or a lready kn own to Service Provider. Service Provider s hall not re lease o r di s clo se any s uc h information or work product to pe r sons o r e ntitie s o th e r than City w ith o ut pri o r written authori zation from the City Manager, except as may be require d by law. (b) Serv ice Provider, it s offic e rs , employees , agents or s ubcontractors, sha ll not , witho ut prior written authori zati on from the C ity Manager or unle ss reques ted by the C ity Attorney of City, vo luntarily provid e d ec larations, le tt er s of support, testimony at depositions, re s ponse to interrogatories or other information concerni ng the work p erformed und e r th is Agre e ment. R espo nse to a subpoena o r court order shall not be considered "voluntary" prov id ed Service Pro v id e r gi ves City n o tice of s uch court order or s ubpoena. (c) If Service Pro vid er , o r any officer, e mpl oyee, agent o r s ubco ntractor of Service Prov id er, prov id es any informatio n o r wo rk pro duct in v iolatio n of thi s Agr ee me nt , the n C ity shall have th e ri ght to reimbursem e nt and indemni ty from Service Prov ider for any damages, cost s and fees, including attorneys fees, caused by o r in c urred as a result of Service Prov id er 's conduct. (d) Service Pro v id e r s hall prompt ly notify C ity s hould Service Pro vid er , its officers, e mployees, agents or subcontrac to rs be served wi th any s ummons , complaint, s ubpoena, notice of d e pos ition , request for documents , interrogatori es, request for admissions or other disco ve ry request , court o rd e r or subpoena from any party regarding thi s Agreement and the work performed thereunder. C ity re ta in s the right, but has no o bli gation , to r epresent Service Provider or be present at any depo s ition, hearing or simi lar proceeding. Service Provide r agrees to cooperate fully w ith C ity and t o provide C ity w ith the opportunity to review any re s ponse to di scovery requests provided by Service Provider. H owever , thi s ri ght to revi ew any such r es ponse does n o t imply or mean the ri g ht by C ity to control , direct , or rewrite sa id respo nse. SECTION 15. INDEMNIFICATION. (a) Ind emnification for Professiona l Liability. Where the law est ab li s he s a professional standard of care for Service Pro v id e r 's serv ic es, to th e full est extent permitte d by law, Service Provid er s hall indemnify, protect, defend and hold harmless C ity and an y and all of it s officia ls, emplo yees and agents ("Indemnified Parti es") from and against a ny and all liabi li ty -6 - (i nc luding liability for c la im s , suit s , action s, arbi tration proceedings, administrativ e proceedings , regul a to ry proceedings, losses, expenses or cos ts of an y kind , wheth e r actua l , alleged or threa te ned , including a ttorneys fees a nd costs, court costs, interes t , defense cost s, and expert w itness fees) ari se o ut of, are a conseque nce o f, o r are in a ny way a ttributable to, in w ho le o r in part, any negli gent o r wrongful act, error or omissio n of Service Prov id e r , or by any indi v idu a l o r e nti ty for which Serv ice Provid e r is legall y li able , including but no t limited to o ffice rs, agent s, employees o r sub-contracto rs of Serv ic e Prov id er, in the pe rfo rmance of pr ofessional serv ices under thi s Agreement. (b) Ind emn ificatio n for Ot he r th a n Professio nal Li abili ty. Ot he r than in th e perforn1ance of professio nal serv ices and to th e full extent perm itted by law, Service Provider shall ind emnify, protect, defend and h o ld harmless C ity, and any and a ll of it s e mplo yees, official s a nd agents from a nd aga in s t any li ab ility (including li abi li ty for c laims, suits , actions, arbitration proceedi ngs, admini strat ive proceedings, regul atory proceedings, losses, ex pe nses or costs of any ki nd , w heth e r actua l, a ll eged o r thr eate n ed , including a ttorn eys fees and costs, court costs , in terest , defense costs, and e x pert witness fee s), w he re the same arise o ut of, are a co nseq uence of, o r a re in a ny way attributabl e to , in who le or in part , the pe rfo rm ance of thi s Agreeme nt by Service Provider or by an y indi v idual or e nti ty for w hich Service Provider is legall y liable, including but not limited to officers, agent s, employees o r sub-contractor s of S e rv ice Provider. (c) Inde mnification from Sub-Service Providers. Service Provider agrees to o bta in exec ut ed indemnity agree m en ts w ith prov is io ns id entical to tho se se t fo rth in thi s secti on from each and every sub-Se rvice Pr ov ider o r any o th er pe r so n or e ntity invo lved by, for , wi th or on behalf of Service Prov id e r in the performance of this Agreem e nt namin g the Inde mnifi ed Parti es as ad diti onal indemnitees. ln the event Service Provider fail s t o obtain s uc h indemnity obli ga ti ons from othe rs as required h e re in, Service Prov id e r agrees to be fu ll y responsible according to the terms of thi s section . Fai lure of C ity to m o n itor co mpliance with these require m ent s impo ses no additional ob li gati o ns on City and w ill in no way act as a waiver of any right s hereunder. T hi s o bli gatio n to indem ni fy a nd d efend Ci ty as set fo rth he re in is binding o n th e s uccessors , ass igns or heirs of Service Provider and s ha ll s urv ive the terminati o n of th is Agreem e nt or thi s section. (d) Limitati o n of Inde mnification. Notwithstanding any provision of thi s section to the contrary, des ign profess io na ls are requ ire d to defend an d indemnify th e City only to the exte nt permitted by C ivi l Code Section 27 82 .8 , w hi ch limits the li abi l ity of a design professional to c la im s, suits, ac ti o n s, a rbi tratio n proceedi ng s, ad mini s trat ive proceed ings, regulatory proceedings, lo s ses, expenses o r costs t ha t arise o ut of, pertain to , o r relate to th e neg li gence, recklessness , o r w illful mi sconduct of th e design profess ional. The t e nn "design professional ," as defined in Section 2782.8, is limite d to li censed a rc hit ects, licensed landscape archi tects, regis te red professio na l engineers , professiona l la nd s u rveyors , a nd th e business e ntiti es th at offer s uc h serv ice s in accordance wi t h the a ppli cable prov isions of th e Califo rnia Busines s and Profess ions Code. (e) City 's Neglige nce. T he prov is io n s of th is secti o n d o not app ly to cl a ims occurri ng as a result of City 's sole negli gence. The prov is ions of this secti on s hall not re lease City from li a bility arising fro m gross negli gence o r will ful acts or o miss io n s of C ity o r a n y and a ll of its official s, e mpl oyees and agents. -7- SECTION 16. INSURANC E. Service Provider agrees to obtain and m a intain in full force and effect during th e t erm of thi s Agreement the ins urance p o li c ies set forth in Exhibit "C" "Insurance" a nd made a part of thi s Agreeme nt. A ll ins urance polici es s ha ll be s ubj ect to a pproval by City as t o form and cont ent. These require ments are subj ect to ame ndme nt or waiver if so approved in writing by the C ity Manager. Service Provider agrees to prov id e C ity w ith copies of required po li cies upo n request. SECTION 17. ASSIGNMENT. The experti se and exper ience of Service Provider are material conside rations for thi s Agreement. C ity has an interest in t he qualifi cations a nd capability of th e per so ns and entiti es w ho wi ll fu lfill th e duti es an d obligation s imposed up o n Service Provider under this Agreement. In recog n ition of th a t int er est , Service Prov id er s hall not ass ig n or transfer thi s Agreement o r a n y port io n o f thi s Agreem e nt o r the pe rfo rmance of any of Service Provider's duties or obli gati on s under th is Agreeme nt w it ho ut t he prior writt e n co nsent of th e C ity. A ny atte mpted ass ignm ent s h a ll be in effective, null and vo id , and s ha ll co n stitute a materia l breach of th is Agreement entitling C ity to a ny a nd a ll remedies at law o r in equity, in c luding termination of thi s Agreement pursua nt to Section 20 "Terminat ion of Agre e m ent.., City acknowledges, however, th at Service Provid er, in the performance of its duties p urs uant to t his Agreement , m ay utili ze s ubcontractors. SECTION 18. CONTINUITY OF PERSONNEL. S e rv ice Provider s ha ll make every reaso nable effo rt to m a int a in th e s ta bility and continuity of Service Provider's staff and s ubcontractors, if an y, assigned to p erform the Services. Service Provid e r s h a ll notify C ity o f a ny c han ges i n Service Provider's staff and sub- contracto rs, if any, ass igned to perform the Services prior to and durin g a ny s uch pe rformance. SECTION 19. TERMINATION OF AGREEMENT. (a) City m ay termina te thi s Agreem e nt, w ith or witho ut cause, a t an y time by g iv in g thirty (30) days writte n noti ce of termin a tion to Serv ice Provider. In the eve nt s uch notice is give n , Service P rovid er s h all cease imm e diatel y a ll wo rk in progress . (b) Service Pro v id er may termina te thi s Agreem e nt fo r cause a t a ny tim e upon thirty (30) d ays written notice of te rminat ion to C ity. (c) If eithe r Serv ice Provider o r C ity fai l to perfo rm any mate ri a l o bli gati on under th is Agreem e nt, then , in add iti on to any o ther remedies, e ith e r Service Provide r, o r C ity may termina te th is Agreeme nt immedi a te ly upon w ritte n no t ice. (d) U p o n terminatio n of thi s Agre em e nt by e ither S erv ice Prov ider or C ity , a ll property belonging excl us ively to City whic h is in Service Provi d er's possession s h a ll be re turned to C ity. Service Provider shall furnis h to C ity a fin a l invoice for wor k performed and expe nses incurred by Service Provider, pre pared as set forth in Section 4 "Compe n sation and Method of Payment " of thi s Agreem e nt. This fina l in voice sh a ll be reviewed and paid in the sam e manner as set forth in Secti on 4 "Compe nsati on and M eth od of P ay ment'' of thi s Agreem e nt. -8 - SECTION 20. DEFAULT. In the event that Service Prov id e r is in default under the terms of this Agreement, the City s hall not have any obli gation or duty to continue compensatin g Service Provider for any work performed after the date of default . In s tead , the City may give no tice to Serv ice Pro v ider of the defau lt and the reasons for the default. The notice s hall include the tim efram e in which Service Provider may cure the default. Thi s timeframe is pres umptivel y thirty (30) day s , but may be extended, tho ug h not reduced, if circumstances warrant. During th e peri o d of time that Service Provider is in d e fault, the City s hall hold a ll in voices and shall , when the default i s cured, proceed with p aym ent on the in vo ices. In the alternative, the C ity may, in its so le di scre tion , e lect to pay so m e or a ll of the outstanding in voices during the period of default . If Service Provider does not cure the default, the City may tak e nece ssary steps to terminate this Agreement under Section 20 "Termination of Agreement." Any failure on the part of the City to give notice o f the Service Provider's default shall not be dee m ed to res ult in a wa iver of th e City 's legal rights or any rights arising out of any prov ision of thi s Agreement. SECT ION 21. EXCUSABLE DELAYS. Service Pro v ider shall not be liable for d a mages , including liquidated damages, if any , cau sed by delay in performance or failure to perform due to causes beyo nd the contro l of Service Provider. Such causes include, b ut are not limited to , acts of God, acts of the public e n em y, acts of federal, state or local governments, acts of City, court orders , fire s, flood s, epidemics, strike s, embargoes , and unusually severe weather. The term and price o f thi s Agreement s h a ll be equ itably adjusted for any del ays due to such causes. SECTION 22. COOPERATION BY CITY. All public information, data, reports, records, and maps as are ex isting and avai lable to C ity as public records, and w hich are necessary for carrying out the Se rvi ces s hall be furnished to Service Provider in every reasonable way to facilitate, w ithout undue de lay , the Services to be p e rform ed under this Agreement. SECTION 23. NOTICES. A ll noti ces required or pe rmitted to be given under this Agreement shall be in writing and s ha ll be perso nally delivered, or se nt by telecopier or cert ifi ed mail , pos tage prepaid and return receipt reques ted, addressed as follows: To C ity: C ity of Temple City Attn: City Manager 970 1 Las Tunas Dr. Temp le City, CA 91780 To Service Provid er : Cente r fo r Priority Based Budgetin g 720 S. Co lorado Bl vd , Suite 1 000-N Denver, CO 80426-1929 -9- ---------------- Noti ce s h a ll be dee me d effecti ve o n the da te personall y d el ive re d o r tran s mitted by facs imile o r , if ma il ed, three (3) days a ft e r d e po s it of th e sam e in the c us to dy o f th e U nited S t ates Post a l S e rv ice. SECTION 24. AUTHORITY TO EXECUTE. T he p e rson o r p e rsons executing thi s Agreem e n t o n be ha lf of Serv ice Provider repr esents and warran ts th at he/s h e/th ey has/have th e a uthority to so execute thi s Agreeme nt and to b ind Serv ice Prov ider to th e perfo rm an ce of it s o bli ga ti o n s he re unde r. SECTION 25. ADMINISTRATION AND IMPLEMENTATION. T hi s Agreem e nt s ha ll be a dmini s ter ed and execut ed by the C ity Manager o r h is o r he r desig na ted representa ti ve. T he City Manager s h a ll have t he a uth ority t o iss ue inte rpre ta ti o n s and to m ake a m endment s to thi s Agr eement , inc luding am e ndme nts th a t comm it additi o na l funds, co n s is tent w it h Sect ion 2 8 "A m e nd m en t" and the C ity Man ager 's co nt ractin g a ut hority unde r t he T e mpl e C ity Municipal Code. SECTION 26 . BINDING EFFECT. T hi s Agreem e nt s hall be binding upo n th e he irs , exec utors , admini strato rs, s uccessor s a nd assig ns of t he Parties. SECTION 27. AMENDMENT. No amendment to or m od ification of thi s Agreem ent sha ll be val id un less m ad e in writing a nd a pproved by t he Service P rov ider an d by th e City. The C ity M anager s ha ll have t he autho ri ty to approve an y a m e ndme nt to thi s Agreem e nt i f th e to tal co mpe n sati on und e r thi s Agreement, as a m e nd ed , wo uld no t exceed th e City Ma nager 's contrac t ing autho ri ty under the Templ e C ity Muni c ip a l Code . A ll o th er a m e ndme nts s hall be a pproved by the C ity Counc il. T he Parti es agree t ha t th e require m e nt fo r written mod ifica ti o n s canno t be wa ived a nd th a t a ny a tte mpted w a iver s ha ll be void . SECTION 28. WAIVER. Waiver by a ny Party to th i s Agreem e n t of any term , co nd ition , o r covenant of thi s Agr eement s h a ll n o t con s titute a waiver of an y oth er te rm , conditi on , or covenan t . Waiver by a ny Party of any breach o f th e p rovisio ns of thi s Agr eem ent s ha ll no t con s titute a wa ive r of an y othe r prov is io n no r a wa iver o f any s ub sequ e nt breach o r vi o lati o n of a ny provi s ion of thi s Agreeme nt. Accepta n ce by City of a ny wo rk o r serv ices by Serv ic e Provider s ha ll not consti t ut e a wa ive r of any of t he provisions of t hi s Agreement. SECTION 29. LAW TO GOVERN; VEN U E. T hi s Agreeme nt s hall be interpreted , cons trued and governe d acco rd ing t o the laws of the St a te o f Cali fornia. In th e even t of l itigati o n between th e Pa rti es, venue in s ta te tri a l courts s ha ll -10 - lie exclus ively in the C ounty of Los An ge les, Califo rni a. In the even t of liti gation in a U .S . Di strict Court, ven ue shall lie exclu sively in th e Centra l Di s trict of Cali fornia , in Los A nge les. SECTION 30. ATTORNEYS FEES, COSTS AND EXPENSES. In the event liti gati on or other proceeding is required to enforce or interpret any provision of thi s Agreement, the preva iling Party in s uch liti gation or o ther proceeding sh a ll be en titl ed t o a n award of reasonabl e a tto rney's fees , costs and ex pe nses, in addition to any oth e r re li ef t o w hich it may be entitled. SECTION 31. ENTIRE AGREEMENT. This Agreement, inc ludi ng th e attached Ex hi bits "A " throug h "C ", is the entire , comple te , fina l a nd exclu s ive expr ess ion of the Parties w ith r esp ect to the matters a ddressed th erei n and s up er sedes a ll other agre ements or understandings, w h ether oral o r written , or entered into be tween Service Prov id e r an d C ity prior to the execution of thi s Agreeme nt. No s tatements, representati o n s or other agreements, whether ora l o r written , made by any Party which are not embodied herein s ha ll be valid a nd binding. SECTION 32. SEVERABILITY. If any term , conditi on or covenant of thi s Agreement is declared or determine d by any court of competent juri sdiction t o be invalid , void or unenforceable , the remaining provis ions of thi s Agreement s hall not be affected there by and the Agreement s ha ll be read a nd cons tru e d w ithout th e invali d, void or une nforceabl e prov is ion(s). SECTION 33. CONFLICTING TERMS. Except as otherwise stated he re in , if the terms of thi s Agree m e nt conflict with the term s of any Ex hibit heret o , or with th e term s of a ny doc um e nt incorporated by refere n ce into thi s Agreement, the te rm s of thi s Agreeme nt shall contro l. IN WITNESS WHEREOF, the P arties hereto have executed thi s Agreement on the da te and year firs t-above written. CENTER FOR PRIOITY BASED BUDETING -11 - CITY OF TEMPLE CITY Bryan Coo k C ity Manager ATTEST: Peggy Ku o C ity C lerk APPROVED AS TO FORM Eri c S. Va il C ity Att orn ey By: ______________________ __ By: ______________________ __ It s: It s: ------------------------------------------ NOTE: SERVI CE PROVIDER'S SIGNATURES SHALL BE DULY NOTARlZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTI CLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLI CABLE TO SERVICE PROVIDER'S BUSINESS ENTITY. -12- CALIFORNI A ALL-PURPOSE ACKNOWLEDGMENT STAT E OF CA LIF ORN IA COUN TY OF On before me, , persona lly a pp ea red , pro ved to me on the basis of sati sfactory ev id ence to be the pe rso n(s) whose nam es(s) is /are sub sc r ibed to the within instru ment an d acknowledge d to me that he/s he/th ey executed the same in hi s/her/the ir auth orized capac ity (ies), and that by hi s/her/th ei r s ignature (s) on th e in strument th e perso n(s), or the en tity upon behalf of which th e person(s) ac ted, executed th e instrument. I ce rti fY und er PENALT Y OF PERJ URY und er th e laws of the State o f Ca li forni a tha t th e fo regoing paragraph is tru e a nd correc t. WITNESS my hand and offic ia l sea l. Signature: ______________ _ OPTIONAL Thoug h th e data below is no t required by law, it may pro ve valuable to pe rsons re lyin g on the doc ument and cou ld preven t fr audu lent rea ttachment of th is form CAPACITY C LAIMED BY S IGNER 0 IND IVIDUA L 0 CO RP ORATE OFF ICE R T ITLE (S) PART NE R(S) 0 0 A TTOR EY -I -FACT TRUSTEE(S) LI MITED GENERAL 0 0 0 0 0 GUARD IA /CONSE RVATOR OTHER _____________________ _ S IGNE R IS R EPRES EN TING: (NA ME OF PERSON(S) OR ENT ITY(IES)) RIV #4838-6958-3880 v2 DRAFT9/3/13 DE SC RIPTIO N OF ATTACHED DO CUMENT T ITLE OR TYP E OF DO C UM ENT NUMBER OF PAGES DATE OF DOCUMENT S IG NE R(S) OTHER T HAN NA MED ABO VE CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF CA LIFORNIA COUN TY OF O n ____ , __ before me, _______ , personally appeared ______ _ 0 per sonall y known to me -OR -0 proved to me on th e ba sis o f sa ti s facto ry evidence to be th e person(s) who se nam es(s) is/are sub scr ibed to th e withi n in strum en t and acknowledged to me th at he/s he/th ey executed the same in hi s/her/their authori zed capacity(i es), and th at by his/h er/th e ir s ignature(s) on the in strum ent th e perso n(s), o r th e enti ty upon behalf of which th e perso n(s) acted , exec uted th e in strum ent. WITNESS my han d and offic ia l sea l. (S IGNATUR E OF NOT ARY) OPTIONAL Though th e data below is not req uired by law, it ma y pro ve valuable to perso ns re ly in g on th e docum ent and could prevent fraudul ent rea tt ac hm ent of thi s form CAPACITY CLA I MED BY SI GNER 0 INDIV ID UA L 0 CO RPORAT E OFF ICER T ITL E(S) PARTN ER(S) D 0 LIMITED GENERAL 0 0 0 0 0 ATTORNEY-I N-FACT TR USTEE(S) GUARD IAN /CONSE RVAT OR OTHER ___________ _ SI GNER I S R EP RESENTING: (N AME OF PERSON(S ) OR ENT ITY (IES)) RIV #48 38 -6958-3880 v2 DRA FT 913113 DESCRIPTION OF ATTACHED DOCUMENT TITL E OR TY PE OF DOCUMENT NUMB ER O F PAG ES DATE OF DO CU MENT S IGNE R(S) OTHER THAN NAM ED ABOVE EXHIBIT "A" SCOPE OF SERVICES I. Service Provider will perform the following S ervices: A. C PBB w ill work w ith th e C ity to deve lo p th e five key pri n ci pl es of Fi scal Healt h, an d ass ist th e C ity w ith th e Impl e me nt ati o n of th e F iscal H ealth Di agnosti c Tool I ) "Sp endi n g Within O ur Means"-focus ing o n the a li gnme nt between o ngoing sources a nd o ngo in g uses a nd o n th e a li g nm e nt be t ween o ne -time so urces a nd on e -time uses. 2) Establi s hing and Mai nta in in g R eserves -foc us in g o n f und ba lan ce reserves and th e m o nitorin g to o ls in pl ace to p rot ect those reser ves. 3) U nders tanding V arian ces -foc u sing o n di spariti es be tween budget proj ec ti on s and actu a ls to loo k fo r oppo rtuniti es to s hi ft resour ce a ll ocatio ns fro m a reas w he re t hey are n o t needed a nd m ore importantl y im prove th e acc uracy of revenue a nd ex pe nditure forecas t s by e limina ting th e im pact of rec urr i ng h istorical variances. 4 ) Being Trans par e nt A bo ut th e "True Cost of D o in g Bus iness" -f ocu s in g on e nsuring that a pprop riate int e rna l serv ice and a dmini s t rati ve costs are s ho uldered by th e program s t ha t be ne fit fr o m th ose serv ices, ensur in g th at fees f or serv ices a re capturing both direct and in d irect costs (a ppro pri at e fo r co st recovery obj ecti ves) and e ns uring tha t t he full cost of offe rin g progra m s a nd services is clear ly arti c ul at ed and un derst ood. 5) Incorpor ating Lo ng-te rm Pl anning into D ecis io n Mak in g-focu si n g o n the i nclus io n o f a ll lo n g-te rm pl a n s pr e pa red by th e o rgani zati o n into fi n anc ia l for ecasts and th e budget p rocess as well as th e associa te d incorpo ra ti on of re levant ex ternal econo mi c in fl ue n ces . A d d iti onall y, in s uring tha t th e o rgani zati o ns use c lear a nd co nc ise m od e ling too ls t o communi cat e forecas ts, assess im pacts of treatme nt so lut io ns an d id enti fy impact s o f bud get decisio ns. B. Assis t th e C ity to un ders ta nd th e im pact of re levant exte rn a l economic influe nces an d incorp orate th e m into f ore c asts a nd b udget proj ectio ns. C. Assis t th e Cit y t o id e ntify and in corp or at e a ll lo n g-t e rm pla ns prepared th ro ug ho ut the o rgani z at ion into lo n g -t erm f orecast s. D . Assist th e C ity in d evelo ping revenue a nd exp end iture fo rec as ting m etho d o logy. E . A ss i st th e C ity in pre paring a compre he n s ive Capita l Imp roveme nt P la n (CIP) tha t spans a period of a t least fi ve years an d includes a ll po ten t ia ll y s ig ni fic ant o ne -tim e expe nditures as well as a ny associated o ngoing o perat ing costs . A -I F. Assist th e City in assimil ating a ll e le m ents of fi scal hea lt h int o o ur Fi scal H ealth Di agnostic Tool, a scena ri o pl a nnin g m od e l th at he lp s e ns ure d ecis io n s a re m ad e wi th a n und erstand in g of t he ir impact on t he or gani zati on 's future fin a n c ia l pi c ture w hil e uph o ld ing th e o bj ecti ves of F isca l H ealth . II. As part of the Services, Service Provider will prepare and deliver the following t a ngible work products to the City : A. A we b-based "Toof' tha t m ay b e ren ewed each a t th e beginning of eac h fisca l year. T he a nnua l fee of $3 ,00 0 w ill remain pe rm ane nt as long as th e C ity conti n ues to s u bscrib e to thi s service. III. The tangible work products and status reports will be deliv ered to th e City pursuant to the following schedule: A. Initi a l D at a Co ll ecti on -Octo b er 2014 B . O ngo in g ver s u s One-Tim e Analys is -Novembe r 20 13 C. Initi a l F isca l Health D iagnost ic Too l Deve lo pm e nt -Decem be r 20 14 D. F in an c ia l Fo re c as tin g Works ho p -January 20 15 IV. Service Provider will utilize the followin g personnel to accomplish the S ervices: A. Jo n Johnso n, Co-Fo under, Cente r For Pri ori ty B ased Bud ge ti ng B . C hri s Fabia n, Co-Fo under, Ce nter For Pri o rity Based Budgeting A -2 EXHIBIT "B" COMPENSATION The total compensation for the Services shall not exceed $7,500, as provided in Section 4 "Compensation and Method of Pa y ment" of this Agreement. B-l -------~~~~~~~~~~~~~~~---------- EXHIBIT "C" INSURANCE A. In s urance Requirements . Service Provid er s hall prov ide and maintain insurance, acceptabl e to the C ity, in full force and effect thro ug ho ut the t erm of thi s Agreement, again s t claims for injuri es to persons or damages to property which m ay arise from or in connection w ith the performance of the Services by Service Prov id e r, its agents, representatives or emp loyees . In s urance is t o be p laced with insu rers with a current A.M. Best's rating of no less th an A: V II. Serv ice Provider shall provide the following scope and limits of ins ura nce: I . Minimum Sc ope of In surance. Coverage s hall be at least as broad as: (I) Commerc ial General Liabilitv. Ins urance Services O f fi ce f o rm Commerc ia l Gen eral Liability coverage (Occurre nce Form CG 000 I ). (2) A ut o m obil e. In s urance Services Office form number CA 000 I (Ed. 1/87) c overing A utomobil e Liability, including code 1 "any auto" and endorsement CA 0025 , or equi vale nt f o rm s s ubject to th e written approval of the C ity. (3) Worke rs' Compensation . Workers' C ompensation in s urance as required by the Labor C ode of Sta te of Cal ifornia covering a ll person s providing Serv ices on behalf of th e Service Provider and a ll ri s ks to such pe rsons unde r thi s Agreem e nt. (4) Profess ional Liability. Pro f essiona l li a bility in s urance a ppropri at e to th e Service Provid er's pro fessio n. T hi s coverage may b e written o n a "c la im s m ade" basis, a nd mus t include coverage for contractua l li ability. T he professional liability in surance required by thi s Agreement must be endorsed t o be applicable t o claims base d u po n, arising o ut of o r related to Services p erformed unde r this Agreement. The insura nce must be mainta ine d fo r at least three (3) co n secutive year s following th e comple ti on of Service Provider's services or th e te rminati on of thi s Agreeme nt. During thi s a dditi onal three (3) year p e riod, Serv ice Pro v ider shall a nnua ll y a nd upon request of the Ci ty submit writte n eviden ce of thi s continuo us coverage. 2. Minimum L imits of Insura nce. Service Prov id e r sh a ll m a inta in limits of in s urance no less than: (I) Cornn1 e rc ia l General Liabi li ty. $1 ,000 ,000 gen er al aggregate fo r bodil y injury, personal injury and pro perty dam age. (2 ) A utomobi le . $1,000,000 per acc ident for bodily injury and pro pe rty damage. A combined s ing le limit po licy wi th aggregat e limits in an amount of not less than $2,000,000 s hall be con s id e red equiva le nt to the said required minimum limits set fort h above. C-1 (3) Workers' Compensati on. Workers' Compensatio n as required by the Labor Code of the State of Califo rnia of not less th an $1,000,000 per occurrence. ( 4) Professio nal Liabi li ty . $1 ,000,000 pe r occurren ce. B. Other Provisions. In surance policies required by thi s Agreem e nt shall contain the fo ll owing prov i s ion s : I . A ll Po li cies. Each ins uran ce policy required by thi s Agreement s hall be endorsed and state the coverage s hall not be s u spended , vo id ed, cancelled by the insurer or either Party to thi s Agreement, reduced in coverage or in limits except after 30 days' prior written notice by ce rtified mail , retu rn rece ipt re quested , has been g ive n to C ity. 2 . Co mmercia l General Liabi li ty and Automobil e Liability Coverages. (I ) City, and its respective elected and appointed offi cers, officials, and employees and vo lunteers are to be covered as add iti on a l insureds as respects : liability ari s ing out of acti v iti e s Service Provider performs; products a nd comp leted opera tions of Service Provider; premises own ed, occupi ed or u sed by Service Provider; or automobi les owned, leased , hired o r borrowed by Service Provider. The coverage shall contain no s pecial limi tations on the scope of protection afford ed t o C ity , and their re s pecti ve e lected and appo inted officers , officia ls, o r employees. (2) Service Provider's insurance coverage shall be primary insurance w ith re spect to City, and it s respecti v e e lected and appointed , its officers, officia ls, e mployees and vo lunteers . Any in s uran ce or self-in suran ce maintained by City, and its respective elected and appo inted officers , official s, employees o r vo lunteers, s ha ll app ly in excess of, and not contribute with , Service Provider's in surance. (3) Service Prov ider 's in s uran ce shall a ppl y separately to each insured again s t whom claim is made o r su it is bro ught, except w ith respect t o the limits of the insurer's liabi li ty. ( 4) Any fai lure t o compl y with the reporting or other pro visions of the in s ura nce policies , including breaches of warranties, shall not affect coverage provided to City, and its respecti ve elected and appointed officers, official s, employees or vol unteers. 3. Workers' Compensatio n Coverage . Unless th e C ity Manager otherw ise agrees in wri tin g , th e in s urer sha ll agree to waive a ll ri ght s of s ubrogati o n again s t C ity , and it s respective e lected a nd appointed officer s, officia ls , emp loyees and agent s for losses ari s in g from work performed by Service Provider. C . Other Requirements. Serv ice Provid er agrees to depos it with City, at or be fore the effec ti ve date of t his Agreement , certificates of in s urance necessary to sat isfy C ity that the C-2 in sura nce provisions of this contract h ave been compli ed wi th . T he C ity may require th at Service Provider furni sh C ity with copies of origi na l e nd orsem e nts effecting coverage required by this Exhibit "C". The ce rtificates and e nd orsem e nts are to be s i gned by a person a uth orized by tha t ins ur er t o bind coverage on its behalf. C ity reserves th e ri ght to in s pect comple te , certifi e d copies of a ll re quired in s urance policies, a t a n y time. 1. Service Prov ider s ha ll furn i sh certificate s and endorsem ents from each subcontr actor id e ntical to th ose Service Provider provides. 2. A ny deductible s or se l f-insured re te nti on s must be declared to and a pproved by City. A t the o pti o n of City, e ith er the in s urer s ha ll red uce or e liminate suc h deductibles or self-in s ured retentions as respects C ity or its re s pecti ve e lect ed or appoi nted officers, officia ls, e mployees and vo luntee rs o r the Serv ice Provider s hall procure a bond g u aranteein g pay ment of losses and related in vestigations, claim ad minis tr at ion, defense expenses and claims. 3 . The procuring of su c h re quired pol icy o r po licies of insuran ce sha ll not be co nstru ed to limit Service Provider 's li a bi l ity hereun der nor to fulfi ll the ind emnification provisions and requirements of thi s Agreement. C-3 ATTACHMENT 8 PBB CENTER FOR PRIORITY BASED BUDGETING Us in)! a U niqu e Len s t o Foc u s Co mmunit ')' Reso ur ces o n Res ul ts Development of the 11 Fiscal Health Diagnostic Tool" For the The City of Temple City, California Center for Priority Based Budgeting 13701 W . Jewell Avenue, Suite 28 Lakewood, CO 80228 This do cument con t ains proprietary and co nfid entia l info rm ation of Chris Fabian and Jon Johnson d/b/a th e Center for Priority Based Budgeting and canno t be used without their ex press written consent. Altering, co pying, d is tributing or re produ ci ng any of these proprietary ma teria ls in whole or in part is expressly pro hib ited . Copyright ©2009 by Chris Fabi an and Jon Johnson d/b/a the Center for Priority Based Budgeting. 8PBB 2 A UNIQUE LENS: FISCAL HEALTH and WELLNESS through PRIORITY BASED BUDGETING "Challenges facing local governments today literally requ ires a new way to see . It's as if our vision has been blurred by the ex traordinary stress of managing in this com plex economic environment. Whether attempting to rebuild in a post-recess ion I 1 climate, or persevering through another year of stag nat ing or declining revenues, the -GC• · • ;,-challenge remains : how to allocate scarce resources to achieve our community's _:: __ · · . · ':; highest priorities. Through the new lens of Fiscal Health and Wei/ness throug h " D ~ • • Priori t y Ba sed Budgeting, which provides powerful insights, local governments are making significant breakthroughs." -Jo n Johnson and Ch r is Fabian, Seeing Things Ditferentlv, Publi c Management {PM) Magaz ine, 2012 Fiscal Health and Wei/ness repre sen ts two strategic initiatives that local governments, sc hool di stricts, special districts and non-profit entities can implement in order to achieve imme diate fi sc al stability in the short-term (achieving Fiscal Health}, reali ze alignment of re so urces with the priorities of citizens in the near-term (achieving Fiscal Wei/ness}, and in doing both, determine a re spon sible level of ta xa t ion as well as achieve fisca l sustainability for the long- term . Th e Center for Priority Based Budgeting {CPBB) is extremely pleased to provide thi s pro posa l in response to the City of Te mple City's request to implement the web-based "Fiscal Health Diagnostic Tool ." This tool has benefited communities in many si gnificant ways, but ha s most importantly prov i d ed a "new lens " through which to view an organi za tion 's "Picture of Fiscal He alth" both from the perspective of looking back historically and creating a vi sion of w hat the future might hold . CPBB ha s seen the "Fiscal Health Diagnostic Tool" profoundly change the conversa tion i n local government orga nization s. Elected officials have adopted the "Tool " as th eir preferre d means of communicating with staff regarding any deci sion before them that pote ntially mi ght have a fi scal impact -asking staff to "show us" those impacts u sing the "Red Line I Blue Line"! Organization s have entered into labor negotiation s with their bargaining units, u sing the "Tool" as a way to quic kly agree on th e ass umption s behind the City's fiscal foreca st s, therefore establishing a ba sis of trust in th e di sc ussion -then modeling the bargaining units' reque st s to demon strate impacts to the City's fi scal position . The "Tool" ha s even been used to hel p a W ater and Sewer Di strict prioritize capital projects, understand the ongoing impacts of those projects, and effectively develop rate increases by better understanding their ongoing and one- time source s and u ses of fundin g in their op eration . 3 In 2012, the International Cit y/County Manage m ent Assoc iation (ICMA) es tabli shed Fiscal Health and Wei/ness through Priority Based Budgeting as a leadi n g practice for loc al governmen t s. We are honored to partner with ICMA through their Center for Management Strategies, to bring o ur proces ses an d t ools to loca l government s across the Country. From these ex periences, CPBB strongly believes th at this "Tool " h as the needed capabilities to put decisions into a better perspective for you r el ecte d official s, to tell the story of your organization 's fina nci al condition using a picture, and finally to h elp manage yo ur Fiscal Health as yo u look towards the future . You've recognized the "das hboard" qualities of the "Tool", i n that it prov ides for an im m ediate and inte ra ctive depi ctio n of vario us sc enario s and dec i sio ns that face the City an d provid es improved clarity in the simp l e and "u nified picture" that eve ryon e can see. The following proposal represen t s the ap proach CPBB recommend s to build th e we b-based "Fiscal Health Diagnostic Tool" for the City of Temple City. Once we receive th e requ i red data from the City, we believe th e "Tool" can be implemented and ready to u se during Nove mber of 2014 . The total proposed cost for modeling the City's General Fund is $3,500 . As always, we strive t o be exce ption all y cos t -consc iou s and affordabl e in our work so that we ca n re m ain dedicated to the r esearch and development of th ese tools that are ma ki n g a rea l difference in th e communities we wo rk with . If there is anyt hin g in our proposal that you'd li ke to discus s furth e r, we are more than happy to conti nu e our conversatio n to better meet your needs . CPBB is h onored to have the opportunity to work with the Ci t y o f Temple City, and are pleased that we can share our unique "Fiscal Health Diagnostic Tool " that wil l truly allow the City to see things through a "new lens ." We look forward to worki n g together! Be st Regards, Center for Priority Based Budgeting 13701 W. Jewe l l Ave nue, Suite 28 Lakewood , CO 80228 Jon -303 -909-9052 or jjohnson @pbbcenter.org Chris-303-520-1356 or cfabian @pbbcen ter.o rg Website-www.pbbcenter.o r g (tPBB 4 -------------------------------- ACHIEVING FISCAL HEALTH- (Using the "Fiscal Health Diagnostic Tool" as the new lens} Fiscal Health is achieved by properly diagnosing the symptoms an d causes of an organization's budget issues, allowing them to "prescribe" the correct treatments that can alleviate their fiscal distress. App lying the wrong treatment will not "cure what ails" them and may even make matters worse. Once their organization is fiscally healthy, it can then become financially sust ai nable in the lon g term by implementing a Fiscal Wei/ness regimen that revolves around the principles of Priority Based Budgeting . CPBB helps lead organizations to fiscal hea lth by uncovering the root cause of its "ailments/' and then prescribing and app lying the correct and most effective treatment options that wi ll ensure f i sca l stabi lity. Prescribing treatments without ana lyzing the symptoms and causes cou ld lead to an improper diagnosis and a worsening of the organization's fis ca l "dis -ease ." Preventative diagnosis might also uncover potentially unhea lthy practices that could easi ly be corrected before the organization 's f isca l health is comp rom ised . Loca l governments choosing to impleme nt the co nce pts of Fiscal Health as a treatment regimen are making substantial progress because they are doing the analytica l work required to more accurately diagnosis the reasons behind their fiscal issues and then determining the best treatments that lead to a v iable cure. The following are illustrative of how CPBB h elps organizations diagnose their fiscal problems, and then work to resolve them , based on achiev ing 5 key principles of Fiscal Health , in cluding the development of the "Fiscal Health Diagnostic Tool" 1) "Spending Within Our Means"-focusing on the al ignment between ongoing sources and ongoing uses and on the alig nment between one-time sources and one-time uses . Specifically, CPBB helps co mmunities : • Shift the focus of foreca sting and budgeting from expenditures to revenues . • Estab li sh alignment between ongoing r evenues and ongoing expenditures and between one - time sources and one-time uses . • Base resource allocation strictly on available (and reliable) ongoing revenues and one-time sources (as opposed to historical or forecasted expenditures). • Distinguish between general government revenues (taxes, franchise fees, etc.) program re venues (user fees, grants, permits, etc.); and understand the re lative reliance of each funding source. • Require that reductions in specific program revenues ar e offset by eq u al redu ct io n s in expenditures for that same program. • Minimize reliance on volatile revenues sources to fund ongoing operations . • Create incentives for departme nts to seek diversification, manage and monitor their program revenues . 8PBB 5 2) Establishing and Maintaining Reserves -focusing on fund balance reserves and the monitoring tools in place to protect those rese rve s. Specificall y, CPBB helps com munities: • Establish a written working capita l/eme rgency reserve policy. • Create an i nventory li st ing of all r eserves mainta ined acros s the organization and asse ss the adequacy and appropriateness o f reserved and unreserve d fund ba l ances, eli m inat ing any that are excessive , unne cess ary or duplicated (having "too much " may be as problematic as having "too little " if there is no plan for how the funds are to be used to benefit the community). • Deve lop appropriate mon itoring mechanisms that ens ure r eserves are bein g held in full compliance with all required restrictions, r ese rvations or designations of fund balan ce . 3) Understanding Variances -focusing on d ispa r iti es between bud get projections and actuals to look for opportunities to shift resource allocations from areas w here they are not needed and more importantly improve the accuracy of revenue and expenditure forecasts by eliminating the impact of recur r ing historical variances. Specific all y, CPBB helps communities: • Determ ine spec ific reasons for the occu rrence of va rian ces and adjust future bud gets to be more in line with actual experience . • Id entify programs or services where resources ha ve historically been "over-allocated," allowing for those resources to be r e-allocated to other areas of nee d . • Improve the accurac y of re venue and expenditure fore cas ts by better isol ating an d identifying emerging trends as well as eliminati ng the impact of recurring historical varian ces . • Id entify where resources have be en allo cated on a r egu lar b asis for o ne -ti me or cyclical cos t s, contingencies and/or worst-case scenarios and re -al locate tho se ongoing re so urces where po ss ib le. • Evaluate "cen tralization" ve rsus "decentralization " of services • Develop a sa lary/benefit projection tool to more ac curately budg et employee compensation cos t s and assist in analyzin g the impact of variances (incl uding vacancy savings, turnover iss ues unanticip ated benefit costs increases, etc.). • Ensure that expenditures rela ted to multi-year capi ta l projects are budgeted in the years in which costs wil l be i ncu rred to preven t large unplanned bud get appropri ations ("carry- for wards "). • Revie w the organization's "Chart of Accounts." 6 4) Being Transparent About the "True Cost of Doing Business"-focusing on ensuring that appropriate internal service and administrative costs are shouldered by the programs that benefit from those services, ensuring that fee s for se rvi ces are capturing both direct and indirect costs (appropriate for cost recovery objectives) and ensuring that the full cost of offering programs and services is clearly arti culated and understood. Specifically, CPBB helps communities: • Allocate appropriate internal and indirect costs so that the burden is shared by the programs (and other accounting funds) that demand and use those services . • Ensure that fees for services, where some level of cost recovery is exp ected, capture both direct and indirect costs associated with providing the service . • Id entify opportunities to establish internal service funds for those departments that exist primarily to provide services to interna l customers . • Assist with the implementation of interna l service funds, where appropriate, to align cost and le ve l of serv ice with customer demand. • Id entify the total cost (including direct and indirect costs) of providing all programs. • Encourage the use of a formal Cost Allocation Plan or other internal cost allocation pro cess to establish the methodology by which overhead and administrative costs can be allocated to user departments and/or to various accounting funds, potentially r elieving the burden on the General Fund w here these types of costs normal "reside." • Develop asset replacement/maintenance plans and perform asset utilization studies . • Perform "sourcing" analysis fo r identified programs and se rv ices, developing recommendations and comparative costing stud i es. 5) Incorporating Long-term Planning into Decision Making-focusing on the inc lusion of all long-term plans prepared by the organization into financial forecasts and the budget process as wel l as the associated incorporation of relevant externa l economic influences. Add itio nally, insuring that the organizations use clea r and concise modeling tools to communicate forecasts, assess impacts of treatment sol ution s and identify impacts of budg et decisions. Specifically, CPBB helps communities: • Understand the impact of relev ant externa l economic influences and incorporate them into forecasts and budget projections. • Identify and incorporate all long-term plans prepared throughout the organization into lon g- term forecasts . • Develop revenue and expenditure forecasting methodology. • Prep are a compre hen sive Capital Improvement Plan (C/P) that spans a period of at least five years and includes all potentially significant one -time expenditures as we ll as any associated ongoing operating costs . 8PBB 7 " A s s i m i l a t e a l l e l e m e n t s o f f i s c a l h e a l t h i n t o o u r "