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HomeMy WebLinkAbout1994-09-13 - AGENDA REPORTS - ELSMERE PUBLIC AFFAIRS CONTRCONSENT CALENDAR DATE: SUBJECT: DEPARTMENT: BACKGROUND AGENDA REPORT September 13, 1994 { City Manager Approva Item to be presented y: Jeff Kolin Douty City Manager 9-- ELSMERE PUBLIC AFFAIRS CONTRACT Public Works The release of the Draft Environmental Impact Report/Draft Environmental Impact Statement for the proposed Elsmere Canyon dump is expected to occur in January 1995. The City has employed the services of Bill Hussey and Associates for the past year to help prepare for the release of the Draft EIR/Draft EIS and assist in making official contacts regarding the City's position on the project. BKK, Ben K. Kazarian Company, has proposed this 190 million ton solid waste facility to meet the needs of Los Angeles County and Los Angeles City for the next 50 years. The project site includes a portion of the existing Angeles National Forest. The Angeles National Forest is currently developing the Environmental Impact Report and Environmental Impact Statement to determine the impacts of this land exchange and the construction of a dump in this location. They have employed the firm of Dames and Moore to produce the environmental study. If Elsmere Canyon were to be built, the City of Santa Clarita could have lasting impacts to its water supply, traffic flow into and out of the Santa Clarita Valley, adverse air quality impacts, visual impacts, as well as unknown impacts to business development opportunities and the quality of life in our community. Staff has estimated that BKK is willing to commit in the neighborhood of $40 million to receive approval for their proposed solid waste management facility. Staff is recommending that the City Manager be authorized to execute a contract with Bill Hussey and Associates for $314,800.00 to conduct a strategy summit, decisionmaker meetings, analysis of the Draft Environmental Impact Report/Draft Environmental Impact Statement, conduct a coalition campaign, media campaign and to provide ongoing plan implementation and management services. The work included in this proposed contract would include review of City produced DEIS/DEIR comments and documents as well as preparation and assistance for Los Angeles County Regional Planning Commission and Department of Agriculture/U,S. Forest Service hearings. ELSMERE PUBLIC AFFAIRS CONTRACT September 13, 1994 Page 2 FISCAL IMPACT Funds in the amount of $336,000 have been included in the Fiscal Year 1994-95 budget for Elsmere Canyon opposition efforts. The City Council has also established a reserve for Elsmere Canyon in the amount of $500,000. If additional funds are required, they would be included in mid -year budget requests at which time the contingency or reserve funds for Elsmere may be allocated to additional areas as necessary. It is recommended that the City Council direct the City Manager to execute an agreement for consultant services with Bill Hussey and Associates in the amount of $314,800 from account number 01-6600-230. ATTACHMENT Contract Agreement elsoontnagn AGREEMENT FOR CONSULTANT SERVICES BETWEEN THE CITY OF SANTA CLARITA AND BILL HUSSEY & ASSOCIATES This AGREEMENT FOR CONSULTANT SERVICES BETWEEN THE CITY OF SANTA CLARITA AND BILL HUSSEY & ASSOCIATES ("AGREEMENT") is entered into this day of , 19 , by the City of Santa Clarita, ("City"), and BILL HUSSEY, an individual, doing business as BILL HUSSEY & ASSOCIATES, a sole proprietor, ("CONSULTANT"). RECITALS WHEREAS, City has determined that the proposed siting of a landfill in the Elsmere Canyon, now part of the Angeles National Forest adjacent to the City, is not in the best interest of the City or its residents; WHEREAS, City has retained the law firm of Burke, Williams & Sorensen ("BW&S"), to assist City in opposing the proposed Elsmere Canyon landfill project; WHEREAS, City and BW&S desire to have City engage the services of CONSULTANTS to assist BW&S; WHEREAS, CONSULTANT has represented to City that it has the skill and ability necessary to provide the litigation support services required by City and more fully described in EXHIBIT "A" to this Agreement, and the City of Santa Clarita and its City Attorney have relied on CONSULTANT'S representations; NOW TBEREFORE, THE PARTIES AGREE AS FOLLOWS: SECTION 1. SCOPE OF SERVICES. CONSULTANT shall perform those litigation support services specified in EXHIBIT "A' "SCOPE OF SERVICES" in support of City's anticipated litigation in opposition to the siting of a landfill in the Elsmere Canyon, now part of the Angeles National Forest. SECTION 2. TERM OF AGREEMENT The term of this AGREEMENT shall be from the date of execution of this AGREEMENT, as first shown above, for a period of one year subject to the provisions of SECTION 9 of this AGREEMENT. CONSULTANT agrees that the litigation support services to be provided to City are confidential and in anticipation of litigation and that CONSULTANT's duty of confidentiality, as provided in SECTION 13, below shall survive the term of this AGREEMENT. SECTION 3. SCHEDULE OF PERFORMANCE The services of CONSULTANT are to be completed according to the schedule set out in EXHIBIT "B" "SCHEDULE OF PERFORMANCE." Time is of the essence in this AGREEMENT. SECTION 4. COMPENSATION AND METHOD OF PAYMENT A. Subject to the limitations contained in SECTION 9, "TERMINATION: and EXHIBIT "A" ("SCOPE OF SERVICES") CONSULTANT shall be paid the amounts identified in EXHIBITS "A" and "C". The total compensation, including reimbursement for actual expenses (up to specified ceilings), shall not exceed THREE HUNDRED FOURTEEN THOUSAND, EIGHT HUNDRED DOLLARS ($314,800). B. Each month, CONSULTANT shall furnish to City a statement of the work performed for compensation during the preceding month. Each statement shall indicate the Section to which the work performed is to be charged, according to the categories shown in EXHIBIT "A" of this Agreement. Such statement shall also include a detailed record of the month's actual reimbursable expenses, such as copying costs, long distance telephone charges and computerized research, together with the task and sub -task to which the expense is attributable. City will prepare a warrant in the amount approved by City. City will use its best efforts to cause CONSULTANT to be paid for all items approved by City within thirty (30) days of receipt of CONSULTANT's statement by City. In the event that City does not issue a warrant to CONSULTANT within sixty (60) days of receipt of CONSULTANT's statement, City agrees to pay interest at the rate of ten percent (10%) per annum, commencing thirty (30) days after receipt of CONSULTANT's statement, until CONSULTANT is paid. C. Payment to CONSULTANT for services to be provided pursuant to this AGREEMENT shall not be deemed to waive any defects in work performed by CONSULTANT. D. Should City, in the exercise of its sole discretion, determine that it does not need or require a quantitative goal to be achieved, (eg., 100 meetings are no longer required, 50 meetings are adequate) CONSULTANT shall not be required to attain the quantitative goal and failure to achieve the quantitative goal shall not be regarded as a deficiency or failure to perform 2 SECTION 5. INDEPENDENT CONTRACTOR �) CONSULTANT is an independent contractor and not an agent or employee of BW&S or the City of Santa Clarita. As an independent contractor, CONSULTANT shall obtain no rights to retirement, health care or any other benefits which accrue to BW&S or City of Santa Clarity employees. CONSULTANT expressly waives any claim CONSULTANT may have to any such rights. 0 SECTION 6. ASSIGNABILITY The expertise and experience of CONSULTANT are material considerations for this AGREEMENT. CONSULTANT shall not assign or transfer any interest in this AGREEMENT or the performance of any of CONSULTANT'S obligations without the prior written consent of City. Any attempt by CONSULTANT to assign or transfer any of CONSULTANT'S rights, duties or obligations arising under this AGREEMENT shall be void. City acknowledges it understanding that CONSULTANT, in the performance of its duties pursuant to this AGREEMENT will utilize staff members and subcontractors. SECTION 7. INSURANCE CONSULTANT agrees to have and maintain the policies set forth in EXIBBIT "D" "INSURANCE." All policies shall be subject to approval by City as to form and content. these requirements are subject to amendment or waiver if so approved in writing by City. CONSULTANT agrees to provide City with a copy of required policies.. SECTION 8. NONDISCRIMINATION CONSULTANT shall not discriminate, in any way, against any person on the basis of age, sex, race, color, religious creed, national origin, ancestry, physical handicap, medical condition or marital status in connection with or related to the performance of this AGREEMENT. SECTION 9. TERMINATION A. City may terminate this AGREEMENT at any time by giving ten days' written notice of termination to CONSULTANT. If City gives such notice of termination, CONSULTANT shall cease immediately all work in progress. B. If CONSULTANT or City fails to perform any material obligation under this AGREEMENT, then, in addition to all other remedies, City or CONSULTANT may terminate this AGREEMENT immediately upon written notice. 3 C. Upon termination by either City or CONSULTANT, CONSULTANT shall deliver to City all property of the City or BW&S in CONSULTANT'S possession and copies of all reports, documents, and other work performed by.CONSULTANT under this AGREEMENT. CONSULTANT shall furnish to Ca final statement of the work performed for compensation. The statement shall indicate the tasks to which the work performed is to be charged, according to the categories shown in EXHIBIT "A" of this Agreement. Such statement shall also include a detailed record of actual reimbursable expenses, such as copying costs, long distance telephone charges and computerized research, together with the task to which the expense is attributable. City will prepare a warrant payable to CONSULTANT in the amount approved by City. City will then make final payment to CONSULTANT for services performed and reimbursable expenses incurred, subject to the Limitation on reimbursement set forth in this Agreement. D. CONSULTANT may terminate this Agreement at any time upon ten (10) days' written notice of termination to City. SECTION 10. LAW TO GOVERN; VENUE The law of the State of California shall govern this AGREEMENT. In the event of litigation between the parties, venue in state trial courts shall lie exclusively in the County of Los Angeles. In the event of litigation in a U.S. District Court, exclusive venue shall lie in the Central District of California, in Los Angeles. SECTION 11. COMPLIANCE WITH LAWS —� r CONSULTANT shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local governments. SECTION 12. CONFIDF.NTL&L INFORMATION CONSULTANT is being retained to assist BW&S in connection with the efforts by City to oppose the siting of the proposed Elsmere Canyon landfill, and as such CONSULTANT's services are within the Attorney Work Product Privilege. SECTION 13. OWNERSHIP OF MATF.RiAi S All reports, documents, floppy discs, diskettes or other materials developed or discovered by CONSULTANT during the course of this AGREEMENT shall be solely the property of, and shall be kept confidential by CONSULTANT, except for reports submitted to City through its City Attorney, which shall be solely the property of, and which shall be kept confidential by City, unless essential for the defense of litigation against City or BW&S and any applicable privilege has been waived by City. 4 SECTION 14. WAIVER C� Waiver by City or CONSULTANT of any breach of any of the provisions of this AGREEMENT shall not constitute a waiver of any other provision nor a wavier of any subsequent breach or violation of the same or any other provision of this AGREEMENT. Acceptance by City of any work or services by CONSULTANT shall not be a waiver of any of the provisions of this AGREEMENT. SECTION 15. CONSULTANT'S BOOKS AND RECORDS A. CONSULTANT shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services, or expenditures and disbursements charged to City for any period and to the extent required by laws relating to audits of public agencies and their expenditures required by laws relating to audits of public agencies and their expenditures. B. CONSULTANT shall maintain all documents and records which demonstrate performance under this AGREEMENT for the period, and to the extend required by laws relating to audits of public agencies and their expenditures. C. Any records or documents required to be maintained pursuant to this AGREEMENT shall be made available for inspection or audit, at any time during regular business hours, upon written request by City or a designated representative. Copies of such documents shall be provided to City for inspection when. it is practical to dos o. Otherwise, unless an alternative is mutually agreed upon, the records shall be available at CONSULTANT's address indicated for receipt of notices in this AGREEMENT. D. Where City has reason to believe that such records or documents may be lost or discarded due to dissolution, disbandment or termination of CONSULTANT's business, City may, by written request require that custody of the records referred to in this SECTION 15, to the extent such records are required to be maintained by contractors with public agencies under the laws relating to audits of public agencies and their expenditures, be given to City and that the records and documents be maintained by City. Access to such records and documents shall be granted to any party authorized by CONSULTANT, CONSULTANT's representatives, or CONSULTANT's successor -in -interest. SECTION 16. CONFLICT OF INTEREST CONSULTANT shall at all times avoid conflict of interest or appearance of conflict of interest with the interests of the City in the performance of this AGREEMENT. CONSULTANT's right to engage in other employment is subject to the provisions of EXHIBIT "E" of this AGREEMENT. 5 SECTION 17. EXHIBITS INCORPORATED EXHIBITS "A" through "E" are attached to and incorporated in this J AGREEMENT by this reference. SECTION 18. NOTICES All notices required or permitted to be given under this AGREEMENT shall be in writing and shall be personally delivered, or sent by telecopier or certified mail, postage prepaid and return receipt request, addressed as follows: To CITY: City Manager City of Santa Clarity 23920 Valencia Boulevard, Suite 300 Santa Clarita, California 91355 and to: City Attorney City of Santa Clarita 611 West Sixth Street, Suite 2500 Los Angeles, California 90017 Tel: (213) 236-0600 FAX: (213) 236-2700 To CONSULTANT: BILL HUSSEY & ASSOCIATES 11355 West Olympic Blvd., Suite 501 Los Angeles, California 90064 Tel: (310) 268-8234 FAX: (310) 268-8334 Notice shall be deemed effective on the date delivered or transmitted by facsimile or, if mailed, three (3) days after deposit in the mail. SECTION 19. DISPUTE RESOLUTION; PERFORMANCE AFTER DISPUTE A. All disputes concerning the interpretation, performance, breach or termination of this AGREEMENT shall be decided by binding arbitration before a retired federal or California judge, according to the provisions of Section 1280 et seq. of the California Code of Civil Procedure, through the Los Angeles County offices of the Judicial Arbitration and Mediation Service ("JAMS"). The parties shall attempt to agree upon a retired judge from the JAMS panel, but if they are unable to agree within thirty (30) days after commencement of a proceeding, JAMS will provide a list of three available judges and each parry may strike one. If for any reasons JAMS is unavailable, the dispute shall be decided by a retired federal or California judge, sitting as an arbitrator, and selected by the parties. If the parties are unable to agree upon a retired judge within 30 days after receipt of written notice, a retired judge shall be appointed by the Presiding Judge of the Los Angeles County Superior Court. f 0 The arbitrator shall render a written decision stating reasons therefore in reasonable detail �l within sixty (60) days after his appointment. The arbitrator's award shall be final and enforceable and may be confirmed by the judgment of a court of competent jurisdiction. The prevailing party shall be entitled to recover its costs of arbitration, as well as costs and attorneys' fees, and expert witness fees, as determined by the arbitrator, as well as costs and attorneys' fees in any proceedings to enforce an award. The parties reserve their rights to obtain provisional remedies from the courts, and no application for any such remedy shall be deemed inconsistent with the obligation to arbitrate disputes. B. Except for nonpayment of any portion of a statement presented to City by CONSULTANT, if any dispute arises between the parties to this AGREEMENT, CONSULTANT shall continue to perform pending resolution of the dispute. SECTION 20. PRIOR AGREEMENTS AND AMENDMENT'S This AGREEMENT, including the EXHIBITS, embodies the entire understanding of the parties and BW&S with respect to the matters addressed in this Agreement and the EXHIBITS and supersedes all other agreements entered into between the parties and BW&S prior to the execution of this Agreement. No amendment of this AGREEMENT shall be valid unless in writing duly executed by the parties or their authorized representatives. 7 WITNESS THE EXECUTION of this Agreement on the day and year first written above. THE CITY OF SANTA CLARITA Approved as to form: BURKE, WILLIAMS & SORENSEN 0 Carl K. Newton, City Attorney LA George A. Caravalho, City Manager BILL HUSSEY & ASSOCIATES rl Bill Hussey 0 PHASE 1 $ 235,800 1. Strategy Summit 8,000 2. Support or Decision -Maker Meetings 90,000 3. DEIS/DEIR 25,000 4. Coalition Campaign 23,000 5, Media Campaign 20,000 6. Plan Impl6mentation& Management 69,800 PHASE B - DEIS/DEIR DOCUMENT RELEASE $ 40,000 1. Preliminary Date and Times Set 2. Team Analysis, Recommendations and Rehearsals 0 PHASE C - THE PLANNING CONDMSION/USDA IS PUBLIC HEARINGS $ 15,000 N 1.. DEIS/DEIR/CUP Hearing Strategy Executed E CONTINGENCY Strategic Opportunities EXPENSES TOTAL: 10 $ .14,000 $ 10,000 $ 314,800 0 SCHEDULE OF PERFORMANCE Services to be provided pursuant to this Agreement shall be begun by CONSULTANT within ten (10) calendar days of the execution of this Agreement. Services shall be provided according to a schedule to be developed by CONSULTANT and approved by City as part of the Strategic Plan to be provided by CONSULTANT as part of the services to be provided by CONSULTANT pursuant to this Agreement. 11 COMPENSATION CONSULTANT will bill City, with itemized statements showing hours and fractional parts billed to each Section of EXHIBIT "A" subjectto the maximum for each task shown on EXHIBIT "A", with the maximum not to exceed THREE HUNDRED FOURTEEN THOUSAND, EIGHT HUNDRED DOLLARS ($314,800). Expenses, including but not limited to copying charges, long distance telephone charges and computerized research will be billed at actual cost. Mileage will be charged at S0.25/mile. Commercial travel expenses will be at the best coach class rates available at the time of booking. 12 tD INSURANCE During the entire term of this AGREEMENT, CONSULTANT agrees to have and maintain public liability and motor vehicle liability insurance at its sole expense to protect against loss from liability imposed by law for damages on account of bodily injury, including death therefrom, suffered or alleged to be suffered by any person or persons whomsoever, resulting directly or indirectly from any act or activities of CONSULTANT, its subcontractors or any person acting for CONSULTANT or under CONSULTANT'S control or direction, and also to protect against loss from liability imposed by law for damages to any property of any person caused directly or indirectly by or from acts or activities of CONSULTANT, or its subcontractors, or any person acting for CONSULTANT, or under its control or direction. Such insurance shall also provide for and protect City against incurring any legal cost in defending claims for alleged loss. Such insurance shall be maintained in full force and effect throughout the term of the AGREEMENT and any extension thereof in the following minimum limits: A combined single limit policy with coverage limits in the amount of $1,000,000 per occurrence will be considered equivalent to the required minimum limits. All of such insurance shall be primary insurance and shall name the City of Santa Clarita as an additional insured. CONSULTANT agrees that provisions of this AGREEMENT as to maintenance of (� insurance shall not be construed as limiting in any way the extent to which the CONSULTANT may be held responsible for the payment of damages to persons or property resulting from CONSULTANT's activities, the activities of its subcontractors or the activities of any person or persons for which CONSULTANT is otherwise responsible. CONSULTANT shall procure and maintain, at its sole expense, Workers' 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 both the CONSULTANT and BW&S against any loss, claim or damage arising from any injuries or occupational diseases happening to any worker employed by the CONSULTANT in the course of carrying out the within AGREEMENT. CONSULTANT shall procure and maintain, at its sole expense, throughout the term of this agreement and any extension thereof public liability and property damage insurance coverage for automotive equipment with coverage limits of not less than $500,000 combined single limit. All such insurance shall be primary insurance and shall name the City of Santa Clarita as an additional insured. Appropriate insurance policies evidencing the above insurance coverage with a company acceptable to City shall be submitted to City prior to the start of work on this AGREEMENT. 13 DISCLOSURE `--- CONSULTANT represents that neither he nor any member of his immediate family have any financial interests in or agreements with the BKK Corporation, the Elsmere Corporation, the United States Forest Service, the U.S. Department of Agriculture, the County of Los Angeles or the City of Los Angeles or any solid waste enterprise. CONSULTANT agrees not to enter into any contracts or agreements with any of the foregoing entities related in any way to the matters addressed in this AGREEMENT for a period of two (2) years following the termination of this AGREEMENT. If, during the term of this AGREEMENT CONSULTANT should desire to enter into any contracts or agreements which CONSULTANT considers not to be related in any way to the matters addressed in this AGREEMENT, with any of the foregoing entities, CONSULTANT shall notify City. City shall have twenty-one (21) days to consent to the proposed contract or agreement between CONSULTANT and the foregoing entities, which consent shall not be unreasonably withheld. Bill Hussey / 14 io 10 io TABLE OF CONTENTS PAGE SECTION 1. SCOPE OF SERVICES SECTION 2. ... TERM OF AGREEMENT SECTION 3. SCHEDULE OF PERFORMANCE . ... ........2 SECTION 4. COMPENSATION AND METHOD OF PAYMENT .. , . 2 SECTION 5. INDEPENDENT CONTRACTOR . , . • , , , SECTION 6.. ASSIGNABILITy , , • , SECTION 7. INSURANCE SECTION 8. NONDISCRIMINATION , SECTION 9. TERMINATION SECTION 10. LAW TO GOVERN; VENUE SECTION 11. COMPLIANCE WITH LAWS SECTION 12.. CONFIDENTIAL INFORMATION , . , .. . SECTION 13. OWNERSHIP OF MATERIALS , - , - SECTION 14. WAIVER SECTION 15. CONSULTANT'S BOOKS AND RECORDS , SECTION 16. CONFLICT OF INTEREST SECTION 17. EXHIBITS INCORPORATED SECTION 18. NOTICES SECTION 19, DISPUTE RESOLUTION; PERFORMANCE DISPUTE AFTER , , • , 7 SECTION 20. PRIOR AGREEM3wTS AND AMENDS EXHIBIT "A" SCOPE OF SERVICES ... A-1 EXHIBIT "B" SCHEDULE OF PERFORMANCE B-1 - EXHIBIT "C" COMPENSATION . .... C-1 EXHIBIT "D" INSURANCE D-1 EXHIBIT "E" DISCLOSURE STATEMENT ...... E-1