HomeMy Public PortalAboutC-20-016 - Nichols Consulting, LLC, State Mandated Cost Reimbursement ClaimAGREEMENT FOR CONTRACT SERVICES
BETWEEN THE CITY OF CARSON AND
NICHOLS CONSULTING LLC
THIS AGREEMENT FOR CONTRACT SERVICES (herein "Agreement") is made and
entered into this .22L day of January, 2020 by and between the CITY OF CARSON, a California
municipal corporation ("City") and NICHOLS CONSULTING LLC, a California limited
liability company ("Consultant"). City and Consultant are sometimes hereinafter individually
referred to as "Party" and hereinafter collectively referred to as the "Parties."
NOW, THEREFORE, the parties hereto agree as follows:
1. SERVICES OF CONSULTANT
1.1 Scone of Services. In compliance with all of the terns and conditions of
this Agreement, the Consultant shall perform the work or services set forth in the "Scope of
Services" attached hereto as Exhibit "A" and incorporated herein by reference. Consultant
warrants that it has the experience and ability to perform all work and services required
hereunder and that it shall diligently perform such work and services in a professional and
satisfactory manner.
1.2 Compliance With Law. All work and services rendered hereunder shall be
provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of the
City and any Federal, State or local governmental agency of competent jurisdiction.
1.3 Licenses:_ Permits. Fees and Assessments. Consultant shall obtain at its
sole cost and expense such licenses, permits, and approvals as may be required by law for the
performance of the services required by the Agreement.
1.4 Special Requirements. Additional terms and conditions of this Agreement,
if any, which are made a part hereof are set forth in the "Special Requirements" attached hereto
as Exhibit `B" and incorporated herein by this reference. In the event of a conflict between the
provisions of Exhibit "B" and any other provisions of this Agreement, the provisions of Exhibit
"B" shall govern.
2. COMPENSATION
2.1 Contract Sum. For the services rendered pursuant to this Agreement,
Consultant shall be compensated in accordance with the "Schedule of Compensation" attached
hereto as Exhibit "C" and incorporated herein by this reference, but not exceeding the maximum
contract amount of Three Thousand Two Hundred Dollars ($3,200) ("Contract Sum").
2.2 Invoices. Each month Consultant shall furnish to City an original invoice
for all work performed and expenses incurred during the preceding month in a form approved by
City's Director of Finance. By submitting an invoice for payment under this Agreement,
Consultant is certifying compliance with all provisions of the Agreement. The invoice shall
detail charges for all necessary and actual expenses by the following categories: labor (by sub -
01007 D001/623702.1
category), travel, materials, equipment, supplies, and subcontractor contracts. Subcontractor
charges shall also be detailed by such categories. Consultant shall not invoice City for any
duplicate services performed by more than one person.
City shall independently review each invoice submitted by the Consultant to determine
whether the work performed and expenses incurred are in compliance with the provisions of this
Agreement. Except as to any charges for work performed or expenses incurred by Consultant
which are disputed by City, City will use its best efforts to cause Consultant to be paid within
forty five (45) days of receipt of Consultant's correct and undisputed invoice; however,
Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot
guarantee that payment will occur within this time period. In the event any charges or expenses
are disputed by City, the original invoice shall be returned by City to Consultant for correction
and resubmission. Review and payment by the City of any invoice provided by the Consultant
shall not constitute a waiver of any rights or remedies provided herein or any applicable law.
2.3 Additional Services. City shall have the right at any time during the
performance of the services, without invalidating this Agreement, to order extra work beyond
that specified in the Scope of Services or make changes by altering, adding to or deducting from
said work. No such extra work may be undertaken unless a written order is first given by the
Contract Officer to the Consultant, incorporating therein any adjustment in (i) the Contract Sum
for the actual cost of the extra work, and/or (ii) the time to perform this Agreement, which said
adjustments are subject to the written approval of the Consultant. Any increase in compensation
of up to ten percent (10%) of the Contract Sum but not exceeding a total contract amount of Five
Thousand Dollars ($5,000) or in the time to perform of up to ninety (90) days may be approved
by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be
approved by the City Council. No claim for an increase in the Contract Sum or time for
performance shall be valid unless the procedures established in this Section are followed.
3. PERFORMANCE SCHEDULE
3.1 Time of Essence. Time is of the essence in the performance of this
Agreement.
3.2 Schedule of Performance. Consultant shall commence the services
pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all
services within the time period(s) established in the "Schedule of Performance" attached hereto
as Exhibit "D" and incorporated herein by this reference. When requested by the Consultant,
extensions to the time period(s) specified in the Schedule of Performance may be approved in
writing by the Contract Officer but not exceeding thirty (30) days cumulatively.
3.3 Force Majeure. The time period(s) specified in the Schedule of
Performance for performance of the services rendered pursuant to this Agreement shall be
extended because of any delays due to unforeseeable causes beyond the control and without the
fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public
enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions,
riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency,
including the City, if the Consultant shall within ten (10) days of the commencement of such
delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall
ascertain the facts and the extent of delay, and extend the time for performing the services for the
01007.0001/623702 1 -2-
period of the enforced delay when and if in the judgment of the Contract Officer such delay is
justified. The Contract Officer's determination shall be final and conclusive upon the parties to
this Agreement. In no event shall Consultant be entitled to recover damages against the City for
any delay in the performance of this Agreement, however caused, Consultant's sole remedy
being extension of the Agreement pursuant to this Section.
3.4 Term. Unless earlier terminated in accordance with Article 7 of this
Agreement, this Agreement shall continue in full force and effect until completion of the services
but not exceeding one (1) year from the date hereof, except as otherwise provided in the
Schedule of Performance Exhibit "l)").
4. COORDINATION OF WORK
4.1 Representative of Consultant. Andy Nichols is hereby designated as being
the representative of Consultant authorized to act on its behalf with respect to the work and
services specified herein and make all decisions in connection therewith. All personnel of
Consultant and any authorized agents shall be under the exclusive direction of the representative
of Consultant. Consultant shall utilize only competent personnel to perform services pursuant to
this Agreement. Consultant shall make every reasonable effort to maintain the stability and
continuity of Consultant's staff and subcontractors, and shall keep City informed of any changes.
4.2 Contract Officer. Tarik Rahmani, or such person as may be designated by
the City Manager, is hereby designated as being the representative the City authorized to act in
its behalf with respect to the work and services specified herein and to make all decisions in
connection therewith ("Contract Officer").
4.3 Prohibition Against Subcontracting or Assignment. Consultant shall not
contract with any entity to perform in whole or in part the work or services required hereunder
without the express written approval of the City. Neither this Agreement nor any interest herein
may be assigned or transferred, voluntarily or by operation of law, without the prior written
approval of City. Any such prohibited assignment or transfer shall be void.
4.4 Independent Consultant. Neither the City nor any of its employees shall
have any control over the manner, mode or means by which Consultant, its agents or employees,
perform the services required herein, except as otherwise set forth. Consultant shall perform all
services required herein as an independent contractor of City with only such obligations as are
consistent with that role. Consultant shall not at any time or in any manner represent that it or
any of its agents or employees are agents or employees of City, or that it is a member of a joint
enterprise with City.
5. INSURANCE AND INDEMNIFICATION
5.1 Insurance Coveraees. The Consultant shall procure and maintain, at its
sole cost and expense, in a form and content satisfactory to City, during the entire term of this
Agreement including any extension thereof, the following policies of insurance which shall
cover all elected and appointed officers, employees and agents of City:
(a) Commercial General Liability Insurance (Occurrence Form
CG0001 or equivalent). A policy of comprehensive general liability insurance written on a per
01007 00011623702. 1 -3-
occurrence basis for bodily injury, personal injury and property damage. The policy of insurance
shall be in an amount not less than $1,000,000.00 per occurrence or if a general aggregate limit is
used, either the general aggregate limit shall apply separately to this contract/location, or the
general aggregate limit shall be twice the occurrence limit.
(b) Worker's Compensation Insurance. A policy of worker's
compensation insurance in such amount as will fully comply with the laws of the State of
California and which shall indemnify, insure and provide legal defense for the Consultant against
any loss, claim or damage arising from any injuries or occupational diseases occurring to any
worker employed by or any persons retained by the Consultant in the course of carrying out the
work or services contemplated in this Agreement.
(c) Automotive Insurance (Form CA 0001 (Ed 1/87) including"=any
auto" and endorsement CA 0025 orequivalent). A policy of comprehensive automobile liability
insurance written on a per occurrence for bodily injury and property damage in an amount not
less than either (i) bodily injury liability limits of $100,000 per person and $300,000 per
occurrence and property damage liability limits of $150,000 per occurrence or (ii) combined
single limit liability of $1,000,000. Said policy shall include coverage for owned, non -owned,
leased, hired cars, and any other automobile.
(d) Professional Liability. Professional liability insurance appropriate
to the Consultant's profession. This coverage may be written on a "claims made" basis, and must
include coverage for contractual liability. The professional liability insurance required by this
Agreement must be endorsed to be applicable to claims based upon, arising out of or related to
services performed under this Agreement. The insurance must be maintained for at least 5
consecutive years following the completion of Consultant's services or the termination of this
Agreement. During this additional 5 -year period, Consultant shall annually and upon request of
the City submit written evidence of this continuous coverage.
(e) Additional Insurance. Policies of such other insurance, as may be
required in the Special Requirements in Exhibit `B".
(f) Subcontractors. Consultant shall include all subcontractors as
insureds under its policies or shall furnish separate certificates and certified endorsements for
each subcontractor. All coverages for subcontractors shall be subject to all of the requirements
stated herein.
5.2 General Insurance Requirements.
All of the above policies of insurance shall be primary insurance and shall name the City,
its elected and appointed officers, employees and agents as additional insureds and any insurance
maintained by City or its officers, employees or agents may apply in excess of, and not
contribute with Consultant's insurance. The insurer is deemed hereof to waive all rights of
subrogation and contribution it may have against the City, its officers, employees and agents and
their respective insurers. The insurance policy must specify that where the primary insured does
not satisfy the self-insured retention, any additional insured may satisfy the self-insured
retention. All of said policies of insurance shall provide that said insurance may not be amended
or cancelled by the insurer or any party hereto without providing thirty (30) days prior written
notice by certified mail return receipt requested to the City. In the event any of said policies of
01007.00011623702.1 -4-
insurance are cancelled, the Consultant shall, prior to the cancellation date, submit new evidence
of insurance in conformance with this Section 5.1 to the Contract Officer. No work or services
under this Agreement shall commence until the Consultant has provided the City with
Certificates of Insurance, additional insured endorsement forms or appropriate insurance binders
evidencing the above insurance coverages and said Certificates of Insurance or binders are
approved by the City. City reserves the right to inspect complete, certified copies of and
endorsement to all required insurance policies at any time. Any failure to comply with the
reporting or other provisions of the policies including breaches or warranties shall not affect
coverage provided to City.
The insurance required by this Agreement shall be satisfactory only if issued by
companies qualified to do business in California, rated "A" or better in the most recent edition of
Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a
financial category Class VII or better, unless such requirements are waived by the City's Risk
Manager or other designee of the City due to unique circumstances.
5.3 Indemnification. To the full extent permitted by law, Consultant agrees to
indemnify, defend and hold harmless the City, its officers, employees and agents ("Indemnified
Parties") against, and will hold and save them and each of them harmless from, any and all
actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or
property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or
threatened (herein "claims or liabilities") that may be asserted or claimed by any person, firm or
entity arising out of or in connection with the negligent performance of the work, operations or
activities provided herein of Consultant, its officers, employees, agents, subcontractors, invitees,
or any individual or entity for which Consultant is legally liable ("indemnitors"), or arising from
Consultant's or indemnitors' reckless or willful misconduct, or arising from Consultant's or
indemnitors' negligent performance of or failure to perform any term, provision, covenant or
condition of this Agreement, except claims or liabilities occurring as a result of City's sole
negligence or willful acts or omissions. The indemnity obligation shall be binding on successors
and assigns of Consultant and shall survive termination of this Agreement.
6. RECORDS, REPORTS, AND RELEASE OF INFORMATION
6.1 Records. Consultant shall keep, and require subcontractors to keep, such
ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other
documents relating to the disbursements charged to City and services performed hereunder (the
"books and records"), as shall be necessary to perform the services required by this Agreement
and enable the Contract Officer to evaluate the performance of such services and shall keep such
records for a period of three years following completion of the services hereunder. The Contract
Officer shall have full and free access to such books and records at all times during normal
business hours of City, including the right to inspect, copy, audit and make records and
transcripts from such records.
6.2 Renorts. Consultant shall periodically prepare and submit to the Contract
Officer such reports concerning the performance of the services required by this Agreement or as
the Contract Officer shall require.
6.3 Confidentiality and Release of Information.
01007.0001/623702.1 -5-
(a) All information gained or work product produced by Consultant in
performance of this Agreement shall be considered confidential, unless such information is in the
public domain or already known to Consultant. Consultant shall not release or disclose any such
information or work product to persons or entities other than the City without prior written
authorization from the Contract Officer.
(b) Consultant shall not, without prior written authorization from the
Contract Officer or unless requested by the City Attorney, voluntarily provide documents,
declarations, letters of support, testimony at depositions, response to interrogatories or other
information concerning the work performed under this Agreement. Response to a subpoena or
court order shall not be considered "voluntary" provided Consultant gives the City notice of such
court order or subpoena.
(c) If Consultant provides any information or work product in
violation of this Agreement, then the City shall have the right to reimbursement and indemnity
from Consultant for any damages, costs and fees, including attorney's fees, caused by or incurred
as a result of Consultant's conduct.
(d) Consultant shall promptly notify the City should Consultant be
served with any summons, complaint, subpoena, notice of deposition, request for documents,
interrogatories, request for admissions or other discovery request, court order or subpoena from
any party regarding this Agreement and the work performed thereunder. The City retains the
right, but has no obligation, to represent Consultant or be present at any deposition, hearing or
similar proceeding. Consultant agrees to cooperate fully with the City and to provide the City
with the opportunity to review any response to discovery requests provided by Consultant.
6.4 Ownership of Documents. All studies, surveys, data, notes, computer
files, reports, records, drawings, specifications, maps, designs, photographs, documents and other
materials (the "documents and materials") prepared by Consultant in the performance of this
Agreement shall be the property of the City and shall be delivered to the City upon request of the
Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim
for further employment or additional compensation as a result of the exercise by the City of its
full rights of ownership use, reuse, or assignment of the documents and materials hereunder.
Moreover, Consultant with respect to any documents and materials that may qualify as "works
made for hire" as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed
"works made for hire" for the City.
7. ENFORCEMENT OF AGREEMENT AND TERMINATION
7.1 California Law. This Agreement shall be interpreted, construed and
governed both as to validity and to performance of the parties in accordance with the laws of the
State of California. Legal actions concerning any dispute, claim or matter arising out of or in
relation to this Agreement shall be instituted in the Superior Court of the County of Los Angeles,
State of California. In the event of litigation in a U.S. District Court, venue shall lie exclusively
in the Central District of California, in the County of Los Angeles, State of California.
7.2 Disputes, Default. In the event that Consultant is in default under the
terms of this Agreement, the City shall not have any obligation or duty to continue compensating
Consultant for any work performed after the date of default. Instead, the City may give notice to
01007.0001/623702.1 -6-
Consultant of the default and the reasons for the default. The notice shall include the timeframe
in which Consultant may cure the default. This timeframe is presumptively thirty (30) days, but
may be extended, if circumstances warrant. During the period of time that Consultant is in
default, the City shall hold all invoices and shall, when the default is cured, proceed with
payment on the invoices. If Consultant does not cure the default, the City may take necessary
steps to terminate this Agreement under this Article.
7.3 Le al Action. In addition to any other rights or remedies, either party may
take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages
for any default, to compel specific performance of this Agreement, to obtain declaratory or
injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement.
Notwithstanding any contrary provision herein, Consultant shall file a statutory claim pursuant to
Government Code Sections 905 et. seq. and 910 et. seq., in order to pursue any legal action under
this Agreement.
Except with respect to rights and remedies expressly declared to be exclusive in this
Agreement, the rights and remedies of the parties are cumulative and the exercise by either party
of one or more of such rights or remedies shall not preclude the exercise by it, at the same or
different times, of any other rights or remedies for the same default or any other default by the
other party.
7.4 Termination Prior to Ex iration of Term. This Section shall govern any
termination of this Contract except as specifically provided in the following Section for
termination for cause. The City reserves the right to terminate this Contract at any time, with or
without cause, upon thirty (30) days' written notice to Consultant, except that where termination
is due to the fault of the Consultant, the period of notice may be such shorter time as may be
determined by the Contract Officer. In addition, the Consultant reserves the right to terminate
this Contract at any time, with or without cause, upon sixty (60) days' written notice to City,
except that where termination is due to the fault of the City, the period of notice may be such
shorter time as the Consultant may determine. Upon receipt of any notice of termination,
Consultant shall immediately cease all services hereunder except such as may be specifically
approved by the Contract Officer. Except where the Consultant has initiated termination, the
Consultant shall be entitled to compensation for all services rendered prior to the effective date
of the notice of termination and for any services authorized by the Contract Officer thereafter in
accordance with the Schedule of Compensation or such as may be approved by the Contract
Officer. In the event the Consultant has initiated termination, the Consultant shall be entitled to
compensation only for the reasonable value of the work product actually produced hereunder, but
not exceeding the compensation provided therefore in the Schedule of Compensation Exhibit
"C". In the event of termination without cause pursuant to this Section, the terminating party
need not provide the non-terminating party with the opportunity to cure pursuant to Section 7.2.
7.5 Termination for Default of Consultant. if termination is due to the failure
of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with
the provisions of Section 7.2, take over the work and prosecute the same to completion by
contract or otherwise, and the Consultant shall be liable to the extent that the total cost for
completion of the services required hereunder exceeds the compensation herein stipulated
(provided that the City shall use reasonable efforts to mitigate such damages), and City may
01007-00011623702.1 .7_
withhold any payments to the Consultant for the purpose of set-off or partial payment of the
amounts owed the City as previously stated.
8. MISCELLANEOUS
8.1 Covenant Against Discrimination. Consultant covenants that, by and for
itself, its heirs, executors, assigns and all persons claiming under or through them, that there shall
be no discrimination against or segregation of, any person or group of persons on account of
race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin,
ancestry, or other protected class in the performance of this Agreement. Consultant shall take
affirmative action to ensure that applicants are employed and that employees are treated during
employment without regard to their race, color, creed, religion, sex, gender, sexual orientation,
marital status, national origin, ancestry, or other protected class
8.2 Non -liability of City Officers and Employ. No officer or employee of
the City shall be personally liable to the Consultant, or any successor in interest, in the event of
any default or breach by the City or for any amount, which may become due to the Consultant or
to its successor, or for breach of any obligation of the terms of this Agreement.
8.3 Notice. Any notice, demand, request, document, consent, approval, or
communication either party desires or is required to give to the other party or any other person
shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of
the City, to the City Manager and to the attention of the Contract Officer (with her/his name and
City title), City of Carson, 701 East Carson, Carson, California 90745 and in the case of the
Consultant, to the person(s) at the address designated on the execution page of this Agreement.
Either party may change its address by notifying the other party of the change of address in
writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two
(72) hours from the time of mailing if mailed as provided in this Section.
8.4 Integration, Amendment. It is understood that there are no oral agreements
between the parties hereto affecting this Agreement and this Agreement supersedes and cancels
any and all previous negotiations, arrangements, agreements and understandings, if any, between
the parties, and none shall be used to interpret this Agreement. This Agreement may be amended
at any time by the mutual consent of the parties by an instrument in writing.
8.5 Severability. In the event that part of this Agreement shall be declared
invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such
invalidity or unenforceability shall not affect any of the remaining portions of this Agreement
which are hereby declared as severable and shall be interpreted to carry out the intent of the
parties hereunder unless the invalid provision is so material that its invalidity deprives either
party of the basic benefit of their bargain or renders this Agreement meaningless.
8.6 Waiver. No delay or omission in the exercise of any right or remedy by
non -defaulting party on any default shall impair such right or remedy or be construed as a
waiver. A party's consent to or approval of any act by the other party requiring the party's
consent or approval shall not be deemed to waive or render unnecessary the other party's consent
to or approval of any subsequent act. Any waiver by either party of any default must be in
writing and shall not be a waiver of any other default concerning the same or any other provision
of this Agreement.
01007.00011623702 1 -8-
8.7 Attorneys' Fees. If either party to this Agreement is required to initiate or
defend or made a party to any action or proceeding in any way connected with this Agreement,
the prevailing party in such action or proceeding, in addition to any other relief which any be
granted, whether legal or equitable, shall be entitled to reasonable attorney's fees, whether or not
the matter proceeds to judgment.
8.8 Interpretation.
The terms of this Agreement shall be construed in accordance with the meaning of the
language used and shall not be construed for or against either party by reason of the authorship
of this Agreement or any other rule of construction which might otherwise apply.
8.9 Counter arts,
This Agreement may be executed in counterparts, each of which shall be deemed to be an
original, and such counterparts shall constitute one and the same instrument.
8.10 Warranty & Re resentation of Non -Collusion. No official, officer, or
employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any
official, officer, or employee of City participate in any decision relating to this Agreement which
may affect his/her financial interest or the financial interest of any corporation, partnership, or
association in which (s)he is directly or indirectly interested, or in violation of any corporation,
partnership, or association in which (s)he is directly or indirectly interested, or in violation of any
State or municipal statute or regulation. The determination of "financial interest" shall be
consistent with State law and shall not include interests found to be "remote" or "noninterests"
pursuant to Government Code Sections 1091 or 1091.5. Consultant warrants and represents that
it has not paid or given, and will not pay or give, to any third party including, but not limited to,
any City official, officer, or employee, any money, consideration, or other tiring of value as a
result or consequence of obtaining or being awarded any agreement. Consultant further warrants
and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or
collusion that would result in the payment of any money, consideration, or other thing of value to
any third party including, but not limited to, any City official, officer, or employee, as a result of
consequence of obtaining or being awarded any agreement. Consultant is aware of and
understands that any such act(s), omissions) or other conduct resulting in such payment of
money, consideration, or other thing of value will rends 's Agreement void and of no force or
effect.
Consultant's Authorized Initials
8.11 Co orate Authoriix. The persons executing this Agreement on behalf of
the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly
authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing
this Agreement, such party is formally bound to the provisions of this -Agreement, and (iv) the
entering into this Agreement does not violate any provision of any other Agreement to which
said party is bound. This Agreement shall be binding upon the heirs, executors, administrators,
successors and assigns of the parties.
[Signatures on the following page.]
011)07.00011623M.1 .9-
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first -above written.
Donesia L. Gause-Aldana, City Clerk
APPR� S TO FORM:
ALESHIR ,}& WYNDER, LLP
K.
CITY:
CITY
City Manager
CONSULTANT:
corporation
NICHOLS CONSULTING LLC, a
limited liabilit c mtaanv
By: V , k
Name:
Title:
By:
Name:
Title:
Address:
(�
L
alifornia
Two corporate officer signatures required when Consultant is a corporation, with one signature required
from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2)
Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT'S
SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE
INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR
OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY.
01007.00011623702.1 _10-
CALIFORNIA ALL—PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed
the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
STATE OF CALIFORNIA
SOcra rrs1.-4_
COUNTY OF
I1h ��m'S' ,�U��r`' ML.I'` a L 5
On 011• { , 2020 before me, , personally � geared A —,proved to me on
the basis of satisfactory evidence to be the person(s) whose naT.Y. r�rsubscribed to the within instrument and
a k ged to me tll a hefthey executed the same i his er�tlseir authorized capacitp(ins} nd that by
ii eir signatures) o�se instrument the person(s)-,-Or t e entity upon behalf of which the person(s) acted,
executed the instrument.
certify under PENALTY OF PERJURY under the laws of the State of California that the fo a in aragraph is
true and correct. ROSAELENA H. RAMOS
Comm.#2283665 ..
WITNES,Srttiy`i d a tl o tcial seal. W Notary Public -California n
Sacramento County
Signature: , Comm. lx ares Mar 30, X423
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this farm.
CAPACITY CLAIMED BY SIGNER
INDIVIDUAL
❑ CORPORATE OFFICER
TITLE(S)
❑
PARTNER(S) ❑ LIMITED
❑ GENERAL
❑
ATTORNEY-IN-FACT
❑
TRUSTEE(S)
❑
GUARDIAN/CONSERVATOR
❑
OTHER
SIGNER
IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
01007.00011623702.1
DESCRIPTION OF ATTACHED DOCUMENT
TITLE OR TYPE OF DOCUMENT
NUMBER OF PAGES
DATE OF DOCUMENT
SIGNER(S) OTHER THAN NAMED ABOVE
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed
the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On , 2020 before me, , personally appeared, proved to me on
the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and
acknowledged to me that helshe/they executed the same in his/her/their authorized capacity(ies), and that by
his/herrtheir signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted,
executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is
true and correct.
WITNESS my hand and official seal.
Signature:
OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could
prevent fraudulent reattachment of this form
CAPACITY CLAIMED BY SIGNER
❑
INDIVIDUAL
❑
CORPORATE OFFICER
TITLE(S)
❑
PARTNER(S) ❑ LIMITED
❑ GENERAL
❑
ATTORNEY-IN-FACT
❑
TRUSTEE(S)
❑
GUARDIAN/CONSERVATOR
❑
OTHER
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
01007,00011623702.1
DESCRIPTION OF ATTACHED DOCUMENT
TITLE OR TYPE OF DOCUMENT
NUMBER OF PAGES
DATE OF DOCUMENT
SIGNER(S) OTHER THAN NAMED ABOVE
EXHIBIT "A"
SCOPE OF SERVICES
��'Nichols
's�, z Consulting
SB 90/State Mandated Cost Reimbursement
Claim Preparation Services by Nichols Consulting
for the City of Carson
I. History & Background of the Senate Bill 90 SB 90)/State-Mandated Cost Process
The concept of state reimbursement to local agencies and school districts for state
mandated activities originated with the Property Tax Relief Act of 1972 (Senate Bill 90,
Chapter 1406, Statutes of 1972), known as SB 90. The primary purpose of the Act was to
limit the ability of local agencies and school districts to levy taxes. To offset these
limitations, the Legislature declared its intent to reimburse local agencies and school
districts for the costs of new programs or increased levels of service mandated by state
government.
In 1979, voters approved Proposition 4, which added article XIII B to the California
Constitution and superseded the SB 90 legislation. Article XIII B imposed appropriation
limits on the tax proceeds of both state and local governments. Section 6 of article XIII B
requires that whenever the Legislature or any state agency mandates a new program or
higher level of service on local government, the state must provide a subvention of funds
to reimburse the associated costs, with certain exceptions.
To implement section 6 of article XIII B, the Legislature enacted Government Code
section 17500 under Chapter 1459, Statutes of 1984. Under Government Code section
17500, the State Controller's Office releases Claiming Instructions for SB 90/State
Mandated Cost Claims. Local Government Agencies have 120 days to file timely claims
and one-year after that deadline to file "Late" claims with a 10% penalty.
1L1. Claiming Opportunities for the City of Carson
As described above, the City of Carson is eligible to file SB 90/State Mandated Cost
reimbursement claims for a variety of programs. Consultant will prepare and file timely
reimbursement claims for City for the following reimbursable State -Mandated Cost
activities:
• Driving Under Influence (DUI) — Administrative License Suspension (a.k.a.
"Admin per Se")
• Domestic Violence Calls — Reimbursable programs include:
o Domestic Violence Arrest Policies and Standards
o Domestic Violence Arrests and Victims Assistance
01007.00011623702.1 A-1
• Local Government Employee Relations — Costs associated with Public
Employment Relations Board (PERB) cases as required by the Meyers-Milias-
Brown Act (MMBA)
• Rape Victims Counseling Center Notices — Providing notices to victims of
specific types of crime.
• All Other Eligible Claiming Opportunities — Any Other Claim Deadlines which
the City is able to claim eligible costs, including (but not limited to) the recently
approved programs:
o Local Agency Employee Organizations: Impasse Procedures II
n U Visa 918 Form, Victims of Crime: Nonimmigrant Status
III. Information and Data Requested by Nichols Consulting
City will provide Consultant with the following assistance in preparing the
reimbursement claims:
• Police/Sheriff Statistics — Approximately 75-90 minutes of Sheriff Department
time to pull data in general, non-specific terms and summarize this information on
a form provided by Consultant in order to prepare these claims in accordance with
State Controller's Office guidelines.
• County Sherriff Department Billing Rate — City will provide County Sheriff
Department Billing Rates by Title/Position. The document that Consultant
usually needs is the Annual Addendum to the agreement between the City and the
County Sheriff.
IV. Compilation of All Eligible Costs for Reimbursement from the State of California
Nichols Consulting will prepare all eligible SB90/State Mandated Cost claims for the
City of Carson through the end of the 2019 — 2020 fiscal year. Nichols Consulting will
calculate all eligible direct and indirect costs in accordance with both State and Federal
Guidelines, in order to maximize reimbursement for the City of Carson.
After City's claims have been completed and approved by City, Nichols Consulting will
hand -deliver the claims to the State Controller's Office and will receive a receipt of
transmission. Claims are typically paid by the State Controller's Office the following
May or June (for Late -Claims) and the following August/September for timely -filed
claims.
V. Payment Dates for FY 2017-18 and FY 2018-19 Annual Claims
With regards to payments from the State of California, the State Controller's Office will
be issuing checks for the FY 2017-18 "Late" Annual Claims in the Spring 2020. This
payment will represent approximately 40% of the estimated revenue for the City of
Carson. Another set of payments will be made (40-45%) in the Summer/FaII of 2020.
Any remaining/outstanding balance will be paid in the Spring of 2021.
01007 00011623702.1
EXHIBIT "B"
SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
01007.0001/623702.1 B-1
EXHIBIT "C"
SCHEDULE OF COMPENSATION
I. Consultant shall perform the services under this Agreement for a fixed fee of $3,200
to be paid in two installments of $1,600, which the first payment due on January 31,
2020, and the second payment due upon completion of the services, as reasonably
determined by the City.
II. A retention of ten percent (10%) shall be held from each payment as a contract
retention to be paid as a part of the final payment upon satisfactory completion of
services. NOT APPLICABLE
III. Within the budgeted amounts for each Task, and with the approval of the Contract
Officer, funds may be shifted from one Task subbudget to another so long as the
Contract Sum is not exceeded per Section 2.1, unless Additional Services are
approved per Section 2.3.
IV. The City will compensate Consultant for the Services performed upon submission of
a valid invoice, in accordance with Section 2.2. Each invoice is to include:
A. Line items for all the work performed, the number of hours worked, and the
hourly rate.
B. Line items for all materials and equipment properly charged to the Services.
C. Line items for all other approved reimbursable expenses claimed, with supporting
documentation.
D. Line items for all approved subcontractor labor, supplies, equipment, materials,
and travel properly charged to the Services.
V. The total compensation for the Services shall not exceed $3,200, as provided in
Section 2.1 of this Agreement.
C-1
01007 00011623702.1
EXHIBIT "D"
SCHEDULE OF PERFORMANCE
I. All work under this Agreement shall be completed no later than April 30, 2020.
I1. The Contract Officer may approve extensions for performance of the Services in
accordance with Section 3.2.
D- l
01007,000I/623702.1
1) J1 4; x'
A� om CERTIFICATE OF LIABILITY INSURANCE 1_2'9-Z0 D"o;iizrzozo
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURERIS), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: It the certificate holder Is an ADDITIONAL. INSURED, the poiicylles) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder In lieu of such endorsement(s).
PRODUCER
GREG JUNG LIC. #0058802
NAMF- Greg Jung
PHONE 916 608 0899 "!916.608.8999
Stateiaiyn 708 NATOMA STREET, SUITE 100
ADORESSi 1. LR
INSURERS AFFORDING COVERAGE MAIC x
FOLSOM, CA 95630
INSURER A :State Farm General Insurance Company 25151
90 -CJ -W945-5 G
INSURED NICHOLS, ANDY
INSURERB:State Farm Mutual Automobile Insurance Company 25178
DBA NICHOLS CONSULTING
INSURERC:
INSURER 0:
1857 44TH ST
SACRAMENTO CA 95819-4713
INSURER E:
INSURER F.
COVERAGES CERTIFICATE NUMBER: MISION NUMBER:
THIS IS TO CERTIFY THAT TI4E POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
1145 A
TYPE OF INSURANCE
APM
5uuxl
POLICY NUMBER"A"A
POU E
Mw Y
LIMITS
A
X COMMERCIAL GENERAL LIABILITY
Y
90 -CJ -W945-5 G
04102/2019
0410712020
EACH OCCURRENCE s 2.000,000
CLAIMS- MAGE E OCCUR
=as Me cmmOMM S 300,000
MED EXP mepersal s 5,000
PERSONAL A ADV INJURY S 1.000.000
GEN1, AGGREGATE LIMIT APPUES PER:
GENERAL AGGREGATE s 4,000,000
%t POLICY 0 JEGT ❑ LOC
PRGOUCTS•COMPIOPAGO s 4.000,000
I
OTHER:
B
AUTOMOBILE UABrUTYa
T S
OWLY INJURY IPer penonl S 1,000.000
ANY AUTO
225 1177-D19.55G
10r0612019
0411912020
BODILY INJURY [par■cddem) s 1.000.000
AUTOS 0P AUTOS SCHEr)ULE0
ERtiYm MA 1 1,000,000
jxx MIREDAUTOS NONdWNED
AUTOS
$
UMBRELIALIAR
EACHOCCURRENCE S
AGGREGATE S
EXCESS LIAR
CLAINSaAAO£
OED I I RETENTIONS
s
1
WORKERS COMPENSATION
ANO EMPLOYERS' LIABrUTY YIN
ANY PROPR9LT=.1RTNEAIMCUnVE —
OFFICERAAEMSER EXCLUOED7
NIA
SAT ER
E.L. EACH ACCIDENT s
{Mandatory In NMI
F_L.. DISEASE - EA EMPLOYEE s
E L. OISEASE - POLICY LIMIT s
Wes. dearslbe under
SCRIPTION OF OPERATIONS Delo.
A
PROFESSIO.NAt LIAO LITY-E&
3726-708
0411912019
04114!2020
0 rre
DESCRIPTION OF OPERATONSI LOCATIONS I VEHICLES rACORO 101, AddNlenal Remarks Schedule, may be sna l*d K mere span Is reWlredl
Additional Insured:
City of Carson. Its elected and appointed officers. employees , volunteers and agents
701 E Carson Street
Carson. CA 90745
CERTIFICATE HOLDER CANCELLATION
City of Carson
701 E Carson Street
Carson, CA 90745
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTMORLUO REPRESENTATIVE
1D 19881201ORD 0ORPORATION. All rights reserved.
ACORD 25 (2014101) The ACORD name and logo are registered marks of AC RD 1001486 132849.9 02-04-201-4
R3Y0 Policy No.: 94 -CJ -W945-5
FE -66o9
SECTION II ADDITIONAL INSURED ENDORSEMENT ,
Ih141hM1i
Policy No.: 90 -CJ -W945-5
Named Insured: Andy Nichols DBA Nichols Consulting
Additional Insured (include address):
City of Carson , its elected and appointed officers, employees, volunteers and agents
701 E Carson Street
Carson, CA 90745
WHO IS AN INSURED, under SECTION II DESIGNATION OF INSURED, is amended to include as
an insured the Additional Insured shown above, but only to the extent that liability is imposed on that
Additional Insured solely because of your work performed for that Additional Insured shown above.
Any insurance provided to the Additional Insured shall only apply with respect to a claim made or a
suit brought for damages for which you are provided coverage.
The Primary Insurance coverage below applies only when there is an "X° in the box.
® Primary Insurance. The insurance provided to the Additional Insured shown above shall be
primary insurance. Any insurance carried by the Additional Insured shall be noncontributory
with respect to coverage provided to you.
All other policy provisions apply.
FE -6609 Printed n U $ A