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HomeMy WebLinkAbout1996-11-12 - AGENDA REPORTS - APPROVAL CONSULTING SERVICES (2)AGENDA REPORT UNFINISHED BUSINESS DATE: November 12, 1996 City Manager Item to be prf Lynn M. Harris SUBJECT: APPROVAL OF CONSULTING SERVICES BY BILL HUSSEY & ASSOCIATES DEPARTMENT: City Manager The City's contract with Bill Hussey & Associates (BHA) terminated on September 30, 1996. Staff has been closely reviewing BHA's contract proposal for the 1996-97 Fiscal Year, taking into consideration the recent bill passed in Congress regarding Elsmere Canyon. In light of this Congressional action, staff believes that it is appropriate for the City to change the structure, focus and services provided by BHA. The City's previous contractual relationship with BHA provided services in support of the City's opposition to the siting of a landfill in Elsmere Canyon. At this time, staff believes it is appropriate to retain the services of BHA in a manner which supports the City's continuing goal to create a Los Angeles County -wide strategy which promotes alternatives to urban landfills. This proposed Agreement seeks to accomplish this goal through a specific series of"Work Products" which will be provided to the City by BHA. The proposed agreement with BHA calls for the completion of two (2) specific work products. These work products include the following: PRODUCT NUMBER 1. COMPLETION OF THE GBB REPORT. BHA shall complete all work and efforts associated with the GBB Report. These efforts include the final review, publication and distribution of the GBB Report, the preparation of press briefing kits, the recently completed October 30, 1996 GBB press conference, and the mailing of the GBB Report to approximately 150 recipients. i, / ! Agenda Item.5-0i � , J / iii PRODUCT NO. 2. SOLID WASTE POLICY FORUM (UCLA CONFERENCE) BHA shall be responsible for the costs, preparation, and completion of all work associated with the coordination and implementation of the Solid Waste Policy Forum (UCLA Conference). For the purpose of this Agreement, all efforts associated with the completion of the UCLA Conference shall be divided into three separate components or "milestones." These milestones include: • Milestone #1. Conference Set-up and Participant Recruitment • Milestone #2. Publicity/Conference Donations • Milestone #3. Conference Coordination and Completion In addition to the work products outlined above, this proposed agreement provides BHA with the option to propose additional work products that are outside the scope of this Agreement. All additional work products must be submitted to the City for review and approval by the City Manager and the City Council. Further, this proposed agreement provides the City with the future option to place BHA on a monthly retainer. Lastly, this proposed agreement provides that the total compensation for the work products to be provided to the City by BHA shall not exceed One Hundred Thousand Dollars ($100,000). RECOMMENDATION That the City Council approve the proposed Agreement for Consulting Services with Bill Hussey & Associates for an amount not to exceed $100,000, and direct the City Manager to execute the Agreement. F.\home\pw\ c gmdaUmcceyag.n ATTACHMENT Proposed Agreement for Consultant Services between the City of Santa Clarita and Bill Hussey & Associates 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 th day of , 1996, 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 interests of the City or its residents; WHEREAS, recent Federal legislative action is likely to have unknown impacts upon the current permit application under review by the County of Los Angeles regarding the siting of a landfill in the Elsmere Canyon; WHEREAS, City desires to engage the services of Consultant to assist City and City's Legal Counsel; NOW THEREFORE, THE PARTIES AGREE AS FOLLOWS: Section 1. Scope of Service - Work Products Consultant shall provide those work products as specified below in support of City's continuing goal to create a Los Angeles County -wide strategy which promotes alternatives to urban landfills. PRODUCT NUMBER 1. COMPLETION OF THE GBB REPORT. Consultant shall complete all work and efforts associated with the GBB Report including: Final review, publication and distribution of the GBB Report Preparation. of Press Briefing Kits October 30, 1996 Press Conference Expanded Mailing of GBB Report to 150+ recipients COST: $40,000.00 FA110ME\PW ADMIN\HU596-97.CON page no. 1 PRODUCT NO. 2. SOLID WASTE POLICY FORUM (UCLA CONFERENCE) Consultant shall be responsible for the cost, preparation and completion of all work associated with the coordination and implementation of the Solid Waste Policy Forum (UCLA Conference). Consultant shall make every effort to restructure the conference as a collaborative effort between various public agencies, the concept of joint sponsorship shall be fully explored. For the purpose of this Agreement, all efforts associated with the completion of the UCLA Conference shall be divided into three separate components or "milestones." These milestones include: MILESTONE # 1. CONFERENCE SET-UP AND PARTICIPANT RECRUITMENT. Consultant shall be responsible for making arrangements with the University of California at Los Angeles School of Public Policy and Social Research for the facilitation of the UCLA Conference. Consultant will also be responsible for recruiting conference participants. Participants must include, but are not limited to, representatives from the State of California, the County of Los Angeles, the City ofLos Angeles, and the Southern California Association of Governments (SCAG). COST: $20,000.00 MILESTONE 42. PUBLICITY/CONFERENCE DONATIONS. Consultant shall be responsible for the coordination and execution of all publicity concerning the UCLA Conference. Consultant shall also be responsible for coordinating and securing all donations in support of the UCLA Conference. COST: $20,000.00 MILESTONE #3. CONFERENCE COORDINATION AND COMPLETION . Consultant shall be responsible for the coordination, facilitation and successful completion of the UCLA Conference. Consultant will also be responsible for all follow-up work in connection with the UCLA Conference. COST: $20,000.00 The City of Santa Clarita reserves the right to terminate Consultant's work in support of the UCLA Conference following the successful completion of each milestone. Consultant must receive expressed direction from the City Manager following the successful completion of each milestone prior to the commencement of any work in connection with fixture milestones. In the event that the City chooses to terminate work in support of the UCLA Conference, the City shall not be obligated to pay the Consultant for any amount owed on remaining milestones where the Consultant had not yet received expressed direction to commence work by the City Manager. FAHOMETMADM[MHUS96.97.CON page no. 2 Section 2. Optional Work As unanticipated future needs may arise pursuant to this Agreement, the Consultant has.the ability to propose additional work products that are outside the scope of this Agreement. For any and all additional proposed work products, Consultant must complete a "Proposed Additional Work Product" form (Exhibit "D") and submit to City for review and approval by the City Manager and the City Council. Additionally, the City of Santa Clarita retains the future option to place the Consultant on a monthly retainer for an amount to be mutually determined by both parties to this Agreement. Section 3. Term of Agreement The term of this Agreement shall be from October 1, 1996, until the date the final work product as specified in Section 1 of this agreement is delivered and accepted by the City subject to the provisions of Section 9 of this Agreement or until such time as specified in any future amendments for optional work outlined in Section 2 above. 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 12, shall survive the term of this Agreement. Section 4. Compensation Subject to the limitations contained in Section 9, Termination, and Section 1, Scope of Services - Work Products, Consultant shall be paid the amounts identified in Section 1 of this Agreement for the completion and delivery of the specific work products as outlined. The total compensation, including reimbursement for actual expenses, shall not exceed One Hundred Thousand Dollars ($100,000). Section 5. Invoicing All invoices to City by Consultant may be submitted upon the successful completion of each specific "Work Product" as outlined in Section 1 of this Agreement. All invoices for work to City by the Consultant shall be submitted to the City Manager for payment. Section 6. Independent Contractor Consultant is an independent contractor and not an agent or employee of 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 City of Santa Clarita employees. Consultant expressly waives any claim Consultant may have to any such rights. Section 7. 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 F:IHOME\PV.MDMR,TM&96-97.CON page no. 3 assign or transfer any of Consultant's rights, duties or obligations arising under this Agreement shall be void. City acknowledges its understanding that Consultant, in the performance of its duties pursuant to this Agreement, will utilize staff members and subcontractors. Section S. Insurance Consultant agrees to have and maintain the policies set forth in EXHIBIT `B", 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 before start of work pursuant to this Agreement. Section 9. 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 10. Termination A. City may terminate this Agreement at any time by giving five 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. C. Upon termination by either City or Consultant, Consultant shall deliver to City all property of the City in Consultant's possession and copies of all reports, documents, and other work performed by Consultant under this Agreement. Consultant shall furnish to City a final statement of the work performed for compensation. The statement shall indicate the task to which the work performed is to be charged, according to the work products shown in Section 1 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 five5 days written notice of termination to City. F.\HOMMP W\ADMIN\nUS96-97.CON page no. 4 Section 11. 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 12. Compliance with Laws Consultant shall comply with all applicable laws, ordinances, codes and regulations of the federal, state and local governments. Section 13. Ownership of Materials 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 the City, and shall be kept confidential by Consultant, except for reports submitted to City through its City Attorney, which shall be solely the property of City, and which shall be kept confidential by City and Consultant, unless essential for the defense of litigation against City or its City Attorney and any applicable privilege has been waived by City. Section 14. Waiver 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 waiver 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 extent 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 do so. 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. F:MM ET W \ADM WM S96-97. COY page no. 5 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 D of this Agreement. Section 17. Exhibits Incorporated Exhibits "A" through "D" are attached to and incorporated in this 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 requested, addressed as follows: To City: City Manager City of Santa Clarita 23920 Valencia Boulevard, Suite 300 Santa Clarita, CA 91355 Tel: (805) 259-2489 Fax: (805)259-8125 and to: City Attorney City of Santa Clarita 611 West 6th Street, Suite 2500 Los Angeles, California 90017 Tel: (213) 236-0600 Fax: (213) 236-2700 To Consultant: Bill Hussey & Associates 11355 West Olympic Boulevard, Suite 501 Los Angeles, CA 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. FAHOMM W1ADMIMHUS96.97.CON page no. 6 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/Endispute ("JAMS/Endispute"). The parties shall attempt to agree upon a retired judge from the JAMS/Endispute panel, but if they are unable to agree within thirty (30) days after commencement of a proceeding, JAMS/Endispute will provide a list of three available judges and each party may strike one. If for any reasons JAMS/Endispute 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 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. The arbitrator shall render a written decision stating reasons therefor in reasonable detail within sixty (60) days after the 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, 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. Disclosure Statement Consultant represents that neither he, nor any member of his staff or association with his firm assigned to perform duties under this contract, 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 including, but not limited to, Browning, Ferris Industries. 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) calendar days to consent to the proposed contract or agreement between Consultant and the foregoing entities, which consent shall not be unreasonably withheld. FAHOMEl!'� MADMINMUS96-97.CON page no. 7 Section 21. Prior Agreements and Amendments This Agreement, including the EXHIBITS, embodies the entire understanding of the parties with respect to the matters addressed in this Agreement and the Exhibits and supersedes all other agreements entered into between the parties 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. WITNESS THE EXECUTION of this Agreement on the day and year first written above. BILL HUSSEY & ASSOCIATES CITY OF SANTA CLARITA Bill Hussey Date: LM George Caravalho, City Manager Date: ATTEST: City Clerk Date: Approved as to form: BURKE, WILLIAMS & SORENSEN Carl K. Newton, City Attorney FA HOMEETVADMIM iUS96-97.CON page no. 8 EXHIBIT "A" COMPENSATION Subject to the limitations contained in Section 9, Termination, and Section 1, Scope of Services - Work Products, Consultant shall bill the City, with itemized statements showing hours and fractional parts of hours billed for the completion and delivery of the specific work products as outlined in Section 1 of this Agreement The total compensation, including reimbursement for actual expenses, shall not exceed One Hundred Thousand Dollars ($100,000). FAHOMETWADMDAHUS96-97.CON page no. 9 EXHIBIT `B" INSURANCE During the entire term of this Agreement, Consultant shall 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 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 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, Worker's Compensation Insurance in such amounts as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for the Consultant and City's City Attorney 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. F:\HO,ML• \P W 1AD'v9NU NS9G97.CON page no. 10 11:406111Y_IKOW DISCLOSURE STATEMENT Consultant represents that neither he, nor any member of his staff or association with his firm assigned to perform duties under this contract, 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 including, but not limited to, Browning, Ferris Industries. Consultant agrees not to enter into any contracts, agreements or any financial relationship 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) calendar days to consent to the proposed contract or agreement between Consultant and the foregoing entities, which consent shall not be unreasonably withheld. Bill Hussey Bill Hussey & Associates F:\1I0ME\PVAADMHQ1US96-97.00N page no. I I