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HomeMy WebLinkAbout1997-01-14 - AGENDA REPORTS - PAUL BROTZMAN (2)DO 1: C 'TC NEW BUSINESS DATE: January 14, 1997 City Manager Approva Item to be presented by: George Caravalho SUBJECT: APPROVAL OF CONSULTING SERVICES BY PAUL BROTZMAN AND GIL SMITH FOR LANDFILL/SOLID WASTE ISSUES DEPARTMENT: City Manager Recently adopted federal legislation prohibits property in the Angeles National Forest from being "swapped out" for use as a landfill. While this legislation effectively precludes development of the Elsmere Canyon landfill as originally proposed, a smaller facility may still be viable. It is therefore appropriate for the City to continue its focus on landfill/solid waste issues, and to redouble its efforts to influence public policy discussions underway in Los Angeles County regarding the siting and development of new urban landfills. On December 12, 1996, Councilmembers Boyer and Klajic, City Manager Caravalho, and Deputy City Manager Harris interviewed seven consulting professionals to undertake the advocacy/external efforts determined necessary to influence the policy discussions now occuring. Based on this interview process, two candidates were selected for additional consideration, and contract discussions were.initiated with them. Staff believes it would be beneficial to retain the services of two independent contractors, Mr. Paul Brotzman and Mr. Gil Smith, to support the City's ongoing efforts to educate decision -makers and help create a county wide strategy in the Los Angeles region which promotes viable, cost-effective alternatives to new urban landfills. Mr. Brotzman is a career city manager who has worked in three cities, most recently in the City of West Hollywood for the past twelve years. Mr. Smith is a former mayor for the City of Carson, and recently retired from SCAG, having served since 1978 as the Executive Director of Government & Public Affairs. Both have extensive professional experience and contacts in the Southern California region, as well as throughout the state. (Resumes attached.) The proposed agreements set forth specific tasks to be performed by the consultants as identified in Section 1 ("Scope of Service") of the contracts. The cost of these services is identified in Section 3 ("Compensation"), and shall not exceed $50,000 for Mr. Brotzman, and $25,000 for Mr. Smith ($75,000 total ). APPROVED Agenda Item:/3 Generally, the consultants' primary focus during the six month period of the agreements shall be to achieve a formal action of neutrality or opposition to the Los Angeles County "Countywide Siting Element" (Preliminary Draft, 1/96), by a majority of the population as represented by the cities in LA County. In this role, Mr. Smith shall serve as key contact to the LA County Supervisors, their deputies, and support staff, while Mr. Brotzman shall serve as the key contact to the cities (city managers and elected officials) within the County. Additionally, their efforts shall be to promote discussion among County and municipal decision - makers, foster reconsideration of the public policy and environmental implications of new urban landfills, and to generate collective thinking among County and city officials to support viable, cost- effective alternatives to landfilling as the way to manage the region's solid waste needs in the future. In support of this goal, the consultants will further be responsible for preparing an action plan, sharing it publicly, and identifying participation from community groups and other interested individuals and companies. We expect the Draft Countywide Siting Element to be formally presented to the Board of Supervisors at the end of January, triggering the 90 -day period during which all LA County cities may respond officially to the document. Cities which do not respond are automatically deemed to have approved it. We believe that the consultants can be especially effective during this 90 -day window, and will be fully engaged during this early part of the contract period. The agreements set forth the City's expectations of accountability during the contract period, providing specifically for routine (monthly) written and oral reports (Section 4, Reporting Schedule), and procedural requirements- providing for spot inspections/audits of records and written materials produced on behalf of the City by the consultants (Section 15). Staff will provide these reports and other information to the City Council on a regular basis. Staff recommends that the City Council approve the proposed Agreement(s) for Consulting Services with Mr. Paul Brotzman and with Mr. Gil Smith, and to authorize the City Manager to execute the agreements in an amount not to exceed a combined total cost of $75,000. Attachment(s) SACCAGENDATRTZSMTRELS FT* 111131 �] GENERAL INFORMATION PAUL D. BROTZMAN HOME: 2573 Laurel Pass Ave Los Angeles, CA 90046 DOB: 2/23/46 BUSINESS: 8300 Santa Monica Blvd West Hollywood Ca 90069 WORK EXPERIENCE. 05/85 To Present City Manager, West Hollywood, California Responsible for establishing service delivery for the newly incorporated City and management all of municipal services. 1995/96 Operating and Capital Budget $70 Million, 12178 To 5/85 City Manager, Martinez, California Responsible for management of a full service City including municipal utilities and public marina, 12/73 To 12/78 Deputy_ City Manager, Claremont, California Responsibilities included managing Administrative Services Department providing fiscal, personnel, City Clerk, and information system services. ol/78 To 06/78 Instructor (pan -time) MPA'Program, Golden Gate University at George Air Force Base. 06/68 To 1283 Assistant Township Manager, South Whitehall, Pennsylvania. Responsibilities: 03170 to 12/73 Finance and Personnel, 06/68 to 03/70 Planning and Zoning Administration. AFFILIATIONS AND RECOGNITION'S Public Technology Canada, Board of Directors (1995 -Present) Public Technology Inc„ Board of Directors (1990.1994) Westside Urban Forum, Board of Directors (1991192) South Bay City Managers Association, President (1993/95) League of California Cities City Managers' Division Executive Board Contra Costa County Public Managers' Association, Chair (1981/83) Public Advisory Committee East Bay Regional Park District Municipal Management Assistants of Southern California, President (1978) International City/County Management Association, Member ICMA Clarence Ridley Award for staff training and development (1988) Metropolitan Transportation Commission Award (1980) FROM : 5IL SMITH & SHIRLEY SMITH PHONE NO. : 310 5303037 Dec. 30 1996 03:13PM P2 RETIRED GILBERT • D. SMITH SOUTHERN CALIFORNIA ASSOCIATION OF GOVERNMENTS DIRECTOR, GOVERNMENT & PUBLIC AFFAIRS GIL SM1111 was born and raised in Los Angeles and has lived in the Carson area for 33 years. He is married, has 3 sons and he is a member of St. Philips Episcopal Church. He was the community leader for the successful campaign to gain approval for the present site of California State University, Dominguez Hills. As the fust president of the Citizens Committee for Incorporation, he was a key leader in the establishment of the City of Carson where he served as a founding member of the City Council for 13 years. He also served as Mayor of Carson in 1970-71 and 197475. In his current position with the Southern California Association of Governments he is responsible for developing and managing a coordinated state/federal legislative/media/constituency involvement and Intergovernmental relations program which will adviselinform member governments, other agencies and the public at large. This includes responding to complex situations regarding programs and organization policies_ He has been an active member of many organizations, and his government and public service experience includes: o Former member, Governor's Emergency Council o Member &. former. Chairman, L.A. County & Cities Emergency Preparedness Commission o Former President, L.A. Division, League of California Cities a Former Executive Committee member, Southern California Association of Governments o Former member, Governor's Housing Task Force o First Chairman, State Departmental Transportation Advisory Committee -- Caltrans o Former Vice Chairman, National League of Cities Transportation Committee o Member and former Chairman, Advisory Board, California State University, Dominguez Hills o Former Vice Chairman, Chancellor's Advisory Council, California State University. o Member, and former Board member, SCAPA Praetors Board of Directors, University of Southern California o Member and former Vice Chairman, Corporate Board, United Way of Los Angeles County o Member Board of Directors American Red Cross, L.A. Chapter o Member and former Chairman, FEMA Board - Emergency Food and Shelter Program 0 Member, Los Angeles Public Affairs Officers Association AGREEMENT FOR CONSULTANT SERVICES BETWEEN THE CITY OF SANTA CLARITA AND GIL SMITH, INDEPENDENT CONTRACTOR This AGREEMENT FOR CONSULTANT SERVICES BETWEEN THE CITY OF SANTA CLARITA AND GIL SMITH, INDEPENDENT CONTRACTOR ("Agreement") is entered into this th day of , 1997, by the City of Santa Clarita, ('City), and Gil Smith, an independent contractor, ("Consultant"). RECITALS WHEREAS, City has determined that the potential siting of a landfill in Elsmere or Towsley Canyon, both portions 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, the Los Angeles County Draft Siting Element, a state mandated document which identifies and considers areas within the County such as Elsmere-and Towsley Canyon as appropriate areas for the future siting of landfills, is to be presented to the County Board of Supervisors in late January 1997; WHEREAS, the Draft Siting Element will be circulated for a ninety (90) day period to all 88 cities within the County of Los Angeles for their review and approval; and once the County has one-half of the population of the County represented in approving of the Siting Element, it will be deemed approved; WHEREAS, the City of Santa Clarita and its residents are committed to their ongoing efforts to assist in the development of a Los Angeles County -wide strategy which embraces and promotes alternatives to urban landfills; WHEREAS, City desires to engage the services of Consultant to assist City and City's Legal Counsel to develop a plan by which a majority of the population as represented by the cities in Los Angeles County takes a formal action of neutral or opposition against the Draft Siting Element within the ninety (90) day period; NOW THEREFORE, THE PARTIES AGREE AS FOLLOWS: Section t. Scope of Service The Consultant's primary effort during the six month period of this Agreement shall entail the development of a program that will achieve a formal action of neutral or opposition against the Los Angeles County Draft Siting Element, among a majority of the population as represented by the cities in Los Angeles County, within ninety (90) days following the release of the Draft Siting Element. Consultant shall provide services in support of both the above referenced primary effort, and in support of City's continuing goal to create a Los Angeles County -wide strategy which promotes alternatives to urban landfills. These services shall include, but are not limited to: The Consultant shall serve as the key contact person to the County of Los Angeles Board of Supervisors with regard to all matters pertaining to the Draft Siting Element. It shall be the Consultant's responsibility to represent and convey the interests of the City of Santa Clarita to the Los Angeles County Board of Supervisors, the Board of Supervisor's Field Deputies, and the Board of Supervisor's support staff. Consultant shall also serve as the key contact person to Los Angeles County cities including South Bay and Long Beach. The Consultant shall be responsible for: 1) compiling and distributing information and education materials on landfill alternatives; 2) the development of an action plan calling for inclusion of landfill alternatives and new public policy recommendations to the County of Los Angeles; and 3) gathering support for these landfill alternatives and new public policy recommendations among a majority of the population as represented by the cities in Los Angeles County. Consultant shall coordinate all work efforts with the: City Manager and/or his designee and additional City Consultants retained to address specific matters relating to the County of Los Angeles Draft Siting Element. 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 six months subject to the provisions of Section 10, Termination, 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 Sections 11 and 12, below, shall survive the term of this Agreement. Section 3. Compensation A. Subject to the limitations contained in Section 10, Termination, Consultant shall be compensated at a rate of $150.00 per hour for the completion and delivery of all services inclusive as outlined in Section 1. The total compensation, including reimbursement for actual expenses inclusive, shall not exceed Twenty -Five Thousand Dollars ($25,000). B. Consultant shall be afforded the opportunity to request reimbursement for "extraordinary" costs incurred in the course of providing consultant services to the City. For the purpose of this Agreement, extraordinary costs shall include, but are not limited to, expenses incurred for out of state travel in the course of representing the City of Santa Clarita such as air fare, lodging, rental vehicle and meals. All requests submitted for the reimbursement of extraordinary costs shall be subject to the approval of the City Manager prior to the expenditure of such costs. Section 4. Re on rting$chedule A. On or before the 15th day of each month, Consultant shall arrange and provide a monthly oral briefing to City staff which details the work program for the actions, strategies and meetings anticipated to occur in the upcoming month. B. Each month Consultant shall prepare and provide a monthly report summarizing the activities and accomplishments of the prior month and their impact on the City's primary effort to achieve both a formal action of neutral or opposition against the Draft Siting Element among a majority of the population as represented by the cities in Los Angeles County within ninety (90) days of its release, and to change Los Angeles County's public policy. Section-. Invoicing A. Each month, Consultant shall furnish to City a statement of the work performed for compensation during the preceding month. Each statement shall include a detailed explanation of the total number of billable hours charged to the City in support of the Consultant's primary work effort. The information contained within the explanation shall include, but is not limited to, a description of the Consultant's monthly activities during the course of representing and conveying the City of Santa Clarita interests to the Los Angeles County Board of Supervisors, the Board of Supervisor's Field Deputies, and the Board of Supervisor's support staff. Consultant shall also serve as the key contact person to Los Angeles County cities including South Bay and Long Beach. B. City will prepare a warrant in the amount approved by the City Manager. City will use its best efforts to cause Consultant to be paid for all items approved by City Manager 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 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. . 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 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-. 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. Section2 Nondiscrimination Consultant shall not discriminate, in anyway, 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 -I& 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 terminationby 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 five days written notice of termination to City. SectionAL 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 as outlined in Section 199 of this Agreement. In the event of litigation in a U.S. District Court, exclusive venue shall lie in the Central District of California, in Los Angeles as outlined in Section 19 of this Agreement. 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. 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 C of this Agreement. Section 17. Exhibits Incorporated Exhibits "A" through "C" 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: Gil Smith, Independent Contractor 18802 Pepperdine Drive Carson, CA 90746 Tel: (310) 538-3037 Fax: Same 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/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 one (1) year 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. Section?.. 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. GIL SMITH, INDEPENDENT CONTRACTOR Gil Smith Date: In CITY OF SANTA CLARITA George Caravalho, City Manager Date: ATTEST: City Clerk Date: Approved as to form: BURKE, WILLIAMS & SORENSEN 0 Carl K. Newton, City Attorney 1W.4II1:311WVi COMPENSATION Subject to the limitations contained in Section 11, Termination, Consultant shall be compensated at a rate of $150.00 per hour for the completion and delivery of all services inclusive, as outlined in Section 1. The total compensation, including reimbursement for actual expenses inclusive, shall not exceed Twenty -Five Thousand Dollars ($25,000). EXHIBIT `B" 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 $500,000 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 $300,000 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. EXHIBIT "C" 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 one (1) year 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 (2 1) calendar days to consent to the proposed contract or agreement between Consultant and the foregoing entities, which consent shall not be unreasonably withheld. Gil Smith, Independent Contractor AGREEMENT FOR CONSULTANT SERVICES BETWEEN THE CITY OF SANTA CLARITA AND PAUL BROTZMAN, INDEPENDENT CONTRACTOR This AGREEMENT FOR CONSULTANT SERVICES BETWEEN THE CITY OF SANTA CLARTFA AND PAUL BROTZMAN, INDEPENDENT CONTRACTOR ("Agreement') is entered into this th day of ,1997, by the City of Santa Clarita, ("City'), and Paul Brotzman, an independent contractor, ("Consultant"). RECITALS WHEREAS, City has determined that the potential siting of a landfill in Elsmere or Towsley Canyon, both portions 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, the Los Angeles County Draft Siting Element, a state mandated document which identifies and considers areas within the County such as Elsmere and Towsley Canyon as appropriate areas for the future siting of landfills, is to be presented to the County Board of Supervisors in late January 1997; WHEREAS, the Draft Siting Element will be circulated for a ninety (90) day period to all 88 cities within the County of Los Angeles for their review and approval; and once the County has one-half of the population of the County represented in approving of the Siting Element, it will be deemed approved; WHEREAS, the City of Santa Clarita and its residents are committed to their ongoing efforts to assist in the development of a Los Angeles County -wide strategy which embraces and promotes alternatives to urban landfills; WHEREAS, City desires to engage the services of Consultant to assist City and City's Legal Counsel to develop a plan by which a majority of the population as represented by the cities in Los Angeles County takes a formal action of neutral or opposition against the Draft Siting Element within the ninety (90) day period; NOW THEREFORE, THE PARTIES AGREE AS FOLLOWS: Seetion-1. Scope of Service The Consultant's primary effort during the six month period of this Agreement shall entail the development of a program that will achieve a formal action of neutral or opposition against the Los Angeles County Draft Siting Element, among a majority of the population as represented by the cities in Los Angeles County, within ninety (90) days following the release of the Draft Siting Element. Consultant shall provide services in support of both the above referenced primary effort, and in support of City's continuing goal to create a Los Angeles County -wide strategy which promotes alternatives to urban landfills. These services shall include, but are not limited to: The Consultant shall serve as the key contact person to all cities, City Managers and elected officials within the County of Los Angeles with regard to all matters pertaining to the Draft Siting Element. It shall be the Consultant's responsibility to represent and convey the City of Santa Clarita the City of Santa Clarita ongoing efforts to assist in the development of a Los Angeles County -wide strategy which embraces and promotes alternatives to urban landfills The Consultant shall be responsible for: 1) compiling and distributing information and education materials on landfill alternatives; 2) the development of an action plan calling for inclusion of landfill alternatives and new public policy recommendations to the County of Los Angeles; 3) gathering support for these landfill alternatives and new public policy recommendations among all cities, City Managers and elected officials within the County of Los Angeles; and 4) providing regular updates on their work efforts and progress to the community at large. Consultant shall be responsible for overseeing and coordinating all activities associated with the "Elsmere Community Group." Consultant shall be responsible for coordinating all activities and interactions with the Local Government Commission. Consultant shall coordinate all work efforts with the City Manager .and/or his designee to address specific matters relating to the County of Los Angeles Draft Siting Element. Section 2, Term of Agreement The term of this Agreement shall be from the date of execution of this Agreement, as fust shown above, for a period of six months subject to the provisions of Section 10, Termination, 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 Sections 11 and 12, below, shall survive the term of this Agreement. Section 3. Compensation A. Subject to the limitations contained in Section 10, Termination, Consultant shall be compensated at a rate of $150.00 per hour for the completion and delivery of all services inclusive as outlined in Section 1. The total compensation, including reimbursement for actual expenses inclusive, shall not exceed Fifty Thousand Dollars ($50,000). B. Consultant shall be afforded the opportunity to request reimbursement for "extraordinary" costs incurred in the course of providing consultant services to the City. For the purpose of this Agreement, extraordinary costs shall included, but are not limited to, expenses incurred for out of state travel in the course of representing the City of Santa Clarita such as air fare, lodging, rental vehicle and meals. All requests submitted for the reimbursement of extraordinary costs shall be subject to the approval of the City Manager prior to the expenditure of such costs. Sestion_4. Reporting,Schednle A. On or before the 15th day of each month, Consultant shall arrange and provide a monthly oral briefing to City staff which details the work program for the actions, strategies and meetings anticipated to occur in, the upcoming month. B. Each month Consultant shall prepare and provide a monthly report summarizing the activities and accomplishments of the prior month and their impact on the City's primary effort to achieve both a formal action of Neutral or opposition against the Draft Siting Element among a majority of the population as represented by the cities in Los Angeles County within ninety (90) days of its release, and to change Los Angeles County's public policy. Section 5, InYoicing A. Each month, Consultant shall furnish to City a statement of the work performed for compensation during the preceding month. Each statement shall include a detailed explanation of the total number of billable hours charged to the City in support of the Consultants' primary work effort. The information contained within the explanation shall include, but is not limited to, a description of the Consultants' monthly activities during the course of representing and conveying the City of Santa Clarita interests to all cities, City Managers and elected officials within the County of Los Angeles. Additionally, Consultant shall describe all activities and interactions that occur between Consultant and: 1) the Local Government Commission; and 2) the Elsmere Community Group. B. City will prepare a warrant in the amount approved by the City Manager. City will use its best efforts to cause Consultant to be paid for all items approved by City Manager 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 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. 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. Sections. 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 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 anyway, 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 famish 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 five (5) days written notice of termination to City. 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 as outlined in Section 199 of this Agreement. In the event of litigation in a U.S. District Court, exclusive venue shall lie in the Central District of California, in Los Angeles as outlined in Section 19 of this Agreement. Sectimtl2. 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 l 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. 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 -l-& 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 C of this Agreement. Seetionl2. Exhibits Incorporated Exhibits "A" through "C" 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: Paul Brotzman, Independent Contractor . 2573 Laurel Pass Ave. Los Angeles, CA 90046 Tel: (213) 656-1165 Fax: (213) 656-5927 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/Endispute ("JAMS/Endispute"). The parties shall attempt to agree upon a retired judgefrom 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 Califomia 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 -M 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 fora period of one (1) year 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. 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. PAUL BROTZMAN, CITY OF SANTA CLARITA INDEPENDENT CONTRACTOR Paul Brotzman Date: tM George Caravalho, City Manager Date: ATTEST: City Clerk Date: Approved as to form: BURKE, WILLIAMS & SORENSEN LI -2 Carl K. Newton, City Attorney EXHIBIT "A" COMPENSATION Subject- to the limitations contained in Section 11, Termination, Consultant shall be compensated at a rate of $150.00 per hour for the completion and delivery of all services inclusive, as outlined in Section 1. The total compensation, including reimbursement for actual expenses inclusive, shall not exceed Fifty Thousand Dollars ($50,000). 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 $500,000 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 $300,000 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. E3a-IIBIT "C" 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 one (1) year 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. Paul Brotzman, Independent.Contractor s:\admin\brotzman.wpd