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HomeMy Public PortalAboutC-21-054 - RALPH ANDERSEN & ASSOCIATESAGREEMENT FOR CONTRACT SERVICES BETWEEN THE CITY OF CARSON AND RALPH ANDERSEN & ASSOCIATES THIS AGREEMENT FOR CONTRACT SERVICES (herein "Agreement") is made and entered into this 4th day of May, 2021 by and between the CITY OF CARSON, a California municipal corporation ("City") and RALPH ANDERSEN & ASSOCIATES, a California corporation (herein "Consultant"). City and Consultant are sometimes hereinafter individually referred to as "Party" and hereinafter collectively referred to as the "Parties." NOW, THEREFORE, the paiiies hereto agree as follows: 1. SERVICES OF CONSULTANT 1.1 Scope of Services. In compliance with all of the tenns 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. 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 "B" and incorporated herein by this reference, but not exceeding the maximum contract amount of Twenty-Two Thousand Eight-Hundred dollars ($22,800) ("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 fmm 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- 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 perfmmed by more than one person. City shall independently review each invoice submitted by the Consultant to detennine whether the work performed and expenses incurred are in compliance with the provisions of this 01007 .0001/715941.l rjl 1 Agreement. Except as to any charges for work perf01med or expenses incuned by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within sixty (60) days of receipt of Consultant's conect 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 perfonn 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 m the perfo1mance of this Agreement. 3 .2 Schedule of Perf01mance. 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 "C 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 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. 0I007.0001/715941.1 1jl 2 3 .4 Term. Unless earlier terminated in accordance with Atticle 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 Perfom1ance (Exhibit "D"). 4. COORDINATION OF WORK 4.1 Representative of Consultant. Doug Johnson, Vice President, 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 infonned of any changes. 4.2 Contract Officer. Faye Moseley, Director of Human Resources & Risk Manager, or such other 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 perfonn 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 transfen-ed, 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, perfonn 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 Coverages. 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 (OccmTence Form CG000l or equivalent). A policy of comprehensive general liability insurance written on a per occun-ence basis for bodily injury, personal injury and prope1ty 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 occun-ence limit. 01007.0001/715941.I rjl 3 (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 caITying 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 or equivalent). 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 occuITence 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 insuran~e. 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 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 01007.0001/715941.l rjl 4 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 hannless 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 perf01mance 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 Repo1is. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the perfonnance of the services required by this Agreement or as the Contract Officer shall require. 6.3 Confidentiality and Release of Info1mation. (a) All information gained or work product produced by Consultant in perf01mance 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. 01007.0001/715941.I rjl 5 (b) Consultant shall not, without prior w1itten 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 infmmation 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 perforn1ed 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 te1mination 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, constrned 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 perfonned after the date of default. Instead, the City may give notice to 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. 01007.0001 /7 15941.l rj l 6 7 .3 Legal 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 paiiy 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 Expiration 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 te1mination is due to the fault of the Consultant, the period of notice may be such shorter time as may be dete1mined 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 tennination 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 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 0!007.0001/715941.l 1j l 7 race, color, creed, religion, sex, gender, sexual orientation, marital status, national ongm, 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 Employees. 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 pa1iy desires or is required to give to the other paiiy 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 paiiies, and none shall be used to interpret this Agreement. This Agreement may be amended at any time by the mutual consent of the pa1iies by an instrument in writing. 8.5 Severability. In the event that paii 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. 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. 01007.0001/715941.I 1jl 8 8.8 Interpretation. The tenns 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 Counterparts. 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 & Representation 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 thing 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), omission(s) or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect. Consultant's Authorized Initials~ 08 8.11 Corporate Authority. 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.] 0 I 007.0001/715941. I rjl 9 IN WITNESS WHEREOF, the paiiies hereto have executed this ,.1/("ft.reB'tn and year first-above written. ATTEST: APPROVED AS TO FORM: ALESHIRE & WYNDER, LLP Sunny K. Soltani, City Attorney [ rjl] CITY: CONSULTANT: Ralph Andersen & Associates, a California By:~......11.~~~___,J_'..L/.J.~L__ ___ _ Name: Robert Burg Title: Executive Vice President By:~~S~ Name: Heather Renschler Title: President/CEO Address: 5800 Stanford Ranch Road, Suite 410 Rocklin, CA 95765 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. 01007.0001/715941.l rjl IN WITNESS WHEREOF, the parties hereto have executed this ~;lnent on the date and year first-above written . / ATTEST: Joy Simarago, Deputy City Clerk APPROVED AS TO FORM: ALESHIRE & WYNDER, LLP &;&z~ Sunny K. Soltani, City Attorney [rjl] / CITY: / CONSULTANT: Ralph Andersen & Associates, a California By:~~~~~....-J.'..L.lAr.c:;,.i~---- Name: Robert Burg Title: Executive Vice President By:~ ~S~ Name: Heather Renschler Title: President/CEO Address: 5800 Stanford Ranch Road , Suite 410 Rocklin, CA 95765 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 CONSULT ANT'S BUSINESS ENTITY. 01007 .0001/715941.l rjl 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 w hich this ce1iificate is attached, and not the truthfulness, accuracy or validity of that document. ST ATE OF CALIFORNIA COUNTY OF LOS ANGELES On ____ , 2021 before me, _______ , personally appeared _______ , proved to me on the basis of satisfactory evidence to be the person(s) whose name s(s) is /are subscribed to the within instrument and acknow ledged to me that he/she/they executed the same in hi s/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I cert ify 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 0 INDIVIDUAL 0 CORPORA TE OFFICER TITLE(S) PARTNER(S) 0 □ ATTORNEY-IN-FACT LIMITED GENERAL □ □ □ □ □ TRUSTEE(S) GUARDIAN/CONSERVATOR OTHER ___________ _ SIGNER IS REPRESENTING: (NAME OF PERSON(S) OR ENTITY(IES)) 01007.0001/715941.I rjl 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 ce1iificate is attached, and not the truthfulness, accuracy or validity of that document. STATE OF CALIFORNIA COUNTY OF LOS ANGELES On ____ , 2021 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 he /she/they executed the same in his /her/their authorized cap acity(ies), and that by his /her/their 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 cmTect. WITNESS my hand and official seal. Signature: _______________ _ OPTIONAL Though the data below is not required by law, it may prove valuable to persons re lying on the document and could prevent fraudulent reattachment of this form CAP A CITY CLAIMED BY SIGNER 0 INDIVIDUAL 0 CORPORA TE OFFICER TITLE(S) PARTNER(S) 0 □ ATTORNEY-IN-FACT TRUSTEE(S) LIMITED GENERAL □ □ □ □ □ GUARDIAN/CONSERVATOR OTHER ___________ _ SIGNER IS REPRESENTING: (NAME OF PERSON(S) OR ENTITY(IES)) 01007.0001/715941.l rjl 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 I. Consultant shall perform the following Services: Consultant shall research, collect, and analyze data of compensation paid by the cities listed below to their employees ("Compensation Survey"), and shall create a report of such Compensation Survey for the City of Carson. • Alhambra • Compton • Downey • Hawthorne • Inglewood • Norwalk • Redondo Beach • South Gate • Tonance • Whittier The Compensation Survey shall include the following inf01mation for each of 30 job classifications to be provided by the Contract Officer to Consultant for incorporation into the Compensation Survey, prior to commencement of any services. If the provided classification is not applicable, Consultant will inform Contract Officer and utilize alternative classifications to be included in the Compensation Survey, as directed by the Contract Officer. • Base Salary • Cash Benefits • Retirement Pickup • Longevity • Defen-ed Comp . • Other Cash • Insurance Benefits • Health • Dental • Vision • STD/LTD 01007.000J/715941.l rjl A-1 II. As part of the Services, Consultant will prepare and deliver the following tangible work products to the City: A. Draft Compensation Study B. Final Compensation Study III. In addition to the requirements of Section 6.2, during performance of the Services, Consultant will keep the City updated of the status of performance by delivering the following status reports: Verbal or written status reports on the progress of work as requested by Contract Officer. IV. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City. 0l007.000I /71 5941.l rjl A -2 EXHIBIT "B" SPECIAL REQUIREMENTS (Superseding Contract Boilerplate) (new text is identified in bold italics, deleted text in strike throagh) NONE B-1 01007 .0001/715941.1 rjl EXHIBIT "C" SCHEDULE OF COMPENSATION I. Consultant shall perform the Services detailed in the Scope of Services for the Contract Sum. Additionally, on-site meetings will be billed at $145 an hour. Reasonable travel expenses, if required and approved in advance by the Contract Officer, will be the responsibility of 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. NOT APPLICABLE 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 perfonned. 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 subcon1ractm labor, supplies., equipment, materials, and travel properly charged to the Services. V. The total compensation for the Services shall not exceed $22,800.00, as provided in Section 2.1 of this Agreement. C-1 01007 .0001/715941.I rjl EXHIBIT "D" SCHEDULE OF PERFORMANCE I. Consultant shall perform all Services timely in accordance with the following schedule: Provide City with draft Compensation Study Provide City with final Compensation Study Days to Perform Deadline Date 14 28 14 days from Notice to Proceed 28 days from Notice to Proceed II. Consultant shall deliver the following tangible work products to the City by the following dates. A. Draft Compensation Study by the date referenced in Section I above. B. Final Compensation Study by the date referenced in Section I above. III. The Contract Officer may approve extensions for performance of the Services in accordance with Section 3.2. 01007.0001/715941.I rjl D-1 ~ ACORD® CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) ~ 10/26/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND , EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER , AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provis ions o r be endorsed. If SUBROGATION IS WAIVED , subject to the terms and cond iti ons o f t h e pol icy , certain pol icies may require an endorsement. A statement on this certificate does not confer r i ght s to the certificate holder in lieu of such endorsement(s). PRODUCER CONTA CT Ice Insuran ce Agency LLC NAME: Ice In surance Agency LLC ~.~~N~n ~•t'· 916-387-6800 I r.ifc Nol: 888-250-8403 PO Box 340338 E-MAIL info@ice ins .com ADDRESS : Sacramento, CA 95834 INSURER($) AFFORD IN G COVERAGE NAIC# INSURER A: Sentinel Insurance Company 11000 IN SURED INSURER B: T he Hartford Casualty In surance Company 29424 Ralph Andersen & Associates INSURER C: Philadelp hia Indemnity Insurance Comp 18058 5800 Stan ford Ranch Rd ., #400 INSURER D : Rock li n, CA 95765 INSURER E: INSU RER F: COVERAGES CERTIFICATE NUMBER · REVISION NUMBER- THIS IS TO CERTIFY THAT THE PO LICI ES OF INSURAN CE LISTED BEL OW HAV E BEEN ISSUED TO THE INSURED NAM ED ABOVE FOR THE POLICY PERIOD INDI CATED . NOTWI THSTAN DI NG ANY REQUIREMENT, TERM OR COND ITION OF ANY CONTRACT OR OTH ER DOCUMENT WIT H RESPECT TO WH IC H THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN , THE INSURANCE AFFORD ED BY THE POLIC IES DESCRIBE D HERE IN IS SUBJECT TO AL L THE TERMS , EXCLUSIONS AN D CONDITIONS OF SUCH POLICIES . LI MI TS SHOWN MAY HAV E BEEN REDUCED BY PAID CLAIMS . INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF PO LICY EXP LIMITS LTR l ,uon l =,n POLICY NUMBER IMM/DD/YYYYl IMMIDD/YYYYl .x COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE s 2,000 ,000 D CLAIMS-MADE ~ OCCUR uAMAc,E I u KENTED s 1,000,000 ,__ PREM ISES I Ea occurrence, ,__ I MED EXP (Any one person) s 10,000 A y y 57 SBA BL23 94 ~ 1 1/10/2020 11 /10/2021 PERSONAL & ADV INJURY s 2 ,0 00 ,0 00 ~'L AGGREGATE LI MIT APPLI ES PER: GENERAL AGGREGATE s 4,000 ,000 □PRO-□ PRODUCTS -COMP/OP AGG s 4 ,000 ,000 POLICY JECT LOC OTHER: Deduclible s 1,000 AUTOMOB ILE LIABILITY COMBINED SINGLE LIMI T s 2 ,000,000 I--IEa accidenll ANY AUTO BODILY INJURY (Per person) s ~ -OWNED SCHEDULED A AUTOS ON LY AUTOS 57 SBA BL2394 11 /10/2020 11/10/2021 BODIL y INJURY (Per accidenl) s 4 HIRED ~ NON-OWNED PROPERTY DAMAGE s AUTOS ONLY AU TOS ONLY fPer acci denn s 4 UMBRELLA LIAB ~ OCCUR EACH OCCURRENCE s 1,000,000 A EXC ESS LIAS CLAI MS-MAD E 57 SBA BL2394 11/10/2020 11/10/2021 AGGREGATE s 1,000 ,0 00 OED I X I RETENT ION s 10,000 s WORKERS COMPENSATION X I ~¥fru:rE I j ~H- AND EMPLOYERS~' LIABILITY Y/N 1,000,000 ANYPROPRIETOR/PARTNER/EXECUTIVE [I] 11/10/2020 11/10/2021 E.L. EACH ACCIDENT s B OFFICER/MEMBER EXCLU OED? N/A y 57 W EC AC2M9V 1,000,000 (Mandatory In NH) E.L. DISEASE -EA EMPLOYEE S If yes. describe under E.L. DISEASE -POLICY LIMIT s 1,000,000 DESCRIPTION OF OPERATIONS below Claims Made $2,000,000 C Errors and Omissions PHSD1 492617 11/10/2020 11/10/202 1 Aggregate $2,000 ,000 DESCRIPTION OF OPERATIONS / LOC ATIONS / VEHICLES (ACORD 10 1, Additional Re marks Schedule, may be ott.lchod if more s poce is roquirod) Only as provided pu rsuant to the attached general li a bi lity policy defin itions , p rovisi o ns, extensio ns , exclusions a nd limitations are City of Carson its officers, employees and agents tendered status as additional in sured . CERTIF ICATE HOLDER City of Carson 701 East Carson S treet Carson , CA 90745 ACORD 25 (2016/03) A PPROVED '£6 5/13/2021 CANCELLATION SHOULD ANY OF THE ABOVE DESCR IBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 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