HomeMy WebLinkAbout2016 CON AK & Company - SB 90 Consulting ServicesAGREEMENT
BY AND BETWEEN
THE CITY OF NATIONAL CITY
AND
AK & COMPANY
THIS AGREEMENT is entered into on this 1ST day of July, 2016, by and between the
CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and ak & company (the
"CONSULTANT").
RECITALS
WHEREAS, Article XIIIB of the State of California's Constitution allows local agencies
to recover costs associated with provision of certain activities that have been mandated by the
State.
WHEREAS, the CITY desires to employ a CONSULTANT to provide mandated cost
reimbursement ("SB90") claim services.
WHEREAS, the CITY desires to employ a CONSULTANT to collect data and prepare
and submit SB 90 claims to the State of California.
WHEREAS, the CITY has determined that the CONSULTANT is a consulting company
and is qualified by experience and ability to perform the services desired by the CITY, and the
CONSULTANT is willing to perform such services.
NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS
FOLLOWS:
1. ENGAGEMENT OF CONSULTANT. The CITY agrees to engage the
CONSULTANT to collect data, prepare and submit SB 90 claims to the State of California, and
the CONSULTANT agrees to perform the services set forth here in accordance with all terms
and conditions contained herein.
The CONSULTANT represents that all services shall be performed directly by the
CONSULTANT or under direct supervision of the CONSULTANT.
2. EFFECTIVE DATE AND LENGTH OF AGREEMENT. This Agreement
will become effective on October 1, 2016. The duration of this Agreement is for the period of
October 1, 2016 through September 30, 2017. Completion dates or time durations for specific
portions of the Project are set forth in Exhibit "A_". This Agreement may be extended by mutual
agreement upon the same terms and conditions for an additional one (1) year term. The Parties
may exercise up to two one-year extensions. Any extension of this Agreement must be approved
in writing by the City Manager.
3. SCOPE OF SERVICES. The CONSULTANT shall prepare and file SB 90
claims services. The CONSULTANT will perform services as set forth in the attached Exhibit
A. Prepare and submit FY 2015-2016 SB 90 Annual Claims to the State
Controller's Office (SCO), according to the SCO FY 2015-2016 Annual Claiming Instructions,
by February 15, 2017; and
B. If necessary, prepare and submit SB 90 Amended Claims to the SCO by
February 15, 2017; and
C. Prepare and submit SB 90 New Claims or Reinstated Claims according to
Claiming Instructions issued during FY 2016-2017. New Claims or Reinstated Claims are those
with a claim due date other than February 15, 2017.
D. Provide relevant SB 90 legislative and SCO updates throughout the fiscal
year.
The CITY shall cooperate with the Consultant in the performance of this Agreement as
set forth in the attached Exhibit `B". CITY agrees to be responsible for the accuracy of the data
provided to the CONSULTANT. The CITY shall provide Consultant -requested data within three
(3) weeks of the CITY'S receipt of a written request for such data from the CONSULTANT or
three (3) weeks prior to the filing deadline, whichever occurs first.
The CONSULTANT shall be responsible for all research and reviews related to
the work and shall not rely on personnel of the CITY for such services, except as authorized in
advance by the CITY. The CONSULTANT shall appear at meetings specified in Exhibit "A" to
keep staff and City Council advised of the progress on the Project.
The CITY may unilaterally, or upon request from the CONSULTANT, from time
to time reduce or increase the Scope of Services to be performed by the CONSULTANT under
this Agreement. Upon doing so, the CITY and the CONSULTANT agree to meet in good faith
and confer for the purpose of negotiating a corresponding reduction or increase in the
compensation associated with said change in services.
4. PROJECT COORDINATION AND SUPERVISION. The Director of Finance
hereby is designated as the Project Coordinator for the CITY and will monitor the progress and
execution of this Agreement. The CONSULTANT shall assign a single Project Director to
provide supervision and have overall responsibility for the progress and execution of this
Agreement for the CONSULTANT. Anita Kerersi thereby is designated as the Project Director
for the CONSULTANT.
5. COMPENSATION AND PAYMENT. The compensation for the
CONSULTANT shall be fixed fee of seven thousand dollars ($7,000) per fiscal year. The fee
shall be payable in two equal installments: three thousand five hundred dollars ($3,500) shall be
remitted within thirty (30) business days from receipt of an invoice following the execution of
this Agreement; three thousand five hundred dollars ($3,500) shall be remitted within thirty (30)
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business days from receipt of an invoice following the filing of the Annual Claims, provided that
work is accomplished consistent with Exhibit "A", as determined by the CITY. At the end of
each fiscal year, the Consultant's fixed fee may be adjusted by mutual written consent of the
parties to account for any changes in the scope of work for the following year. In no event shall
total compensation under this agreement exceed seven thousand five hunder ($7,500) per fiscal
year for the full term of the agreement without the City's prior written approval.
The CONSULTANT shall maintain all books, documents, papers, employee time
sheets, accounting records, and other evidence pertaining to costs incurred, and shall make such
materials available at its office at all reasonable times during the term of this Agreement and for
three (3) years from the date of final payment under this Agreement, for inspection by the CITY,
and for furnishing of copies to the CITY, if requested.
6. ACCEPTABILITY OF WORK. The City shall decide any and all questions
which may arise as to the quality or acceptability of the services performed and the manner of
performance, the acceptable completion of this Agreement, and the amount of compensation due.
In the event the CONSULTANT and the City cannot agree to the quality or acceptability of the
work, the manner of performance and/or the compensation payable to the CONSULTANT in this
Agreement, the City or the CONSULTANT shall give to the other written notice. Within ten (10)
business days, the CONSULTANT and the City shall each prepare a report which supports their
position and file the same with the other party. The City shall, with reasonable diligence,
determine the quality or acceptability of the work, the manner of performance and/or the
compensation payable to the CONSULTANT.
7. WAIVER OF SUBMISSION OF CLAIMS. The CITY may waive submission
of claims pursuant to the specific services listed in Section 3A, 3B, and 3C of this Agreement. At
the CITY'S discretion, and pursuant to a specific State Claiming Instruction, the CITY may
instruct CONSULTANT not to file a specific claim or claims. The CITY must provide the
instruction, in writing, to the CONSULTANT at least thirty (30) business days prior to the due
date of the claim, provided that the CITY receives written notice from the CONSULTANT at
least sixty (60) business days prior to the due date of such claim.
CITY will expect CONSULTANT to file any pertinent claim that meets the minimum
limit set by the State.
If a submission of claims is waived, the CITY shall pay the CONSULTANT for all work
completed prior to the date of the waiver. The CONSULTANT shall be paid at the rate of one
hundred fifty dollars ($150) an hour. In no event shall this payment exceed three thousand five
hundred dollars ($3,500).
8. AUDIT. Consultant will presume that all statistical and financial data provided
by City is correct and complete. In the event of an audit, the CONSULTANT shall provide
workpapers and records to SCO auditors. Any State disallowance of amounts paid to the CITY
under any claim for whatever reason is the CITY'S responsibility. Upon request by the CITY,
CONSULTANT shall assist CITY in defending claims at the desk audit level, provided such a
disallowance amounts to at least ten percent (10%) of the full claim amount. No contest by
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Consultant for reductions of less than ten percent (10%) will be made. Preparation of incorrect
reduction claims is not included in any part of this agreement. If travel is required, the CITY
shall reimburse the CONSULTANT for travel expenses and mileage at the CITY's rate in effect
at the time of the travel, provided the travel is approved by the CITY prior to the travel.
9. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Claims,
Amended Claims, the Memoranda, Reports, Maps, Drawings, Plans, Specifications, and other
documents prepared by the CONSULTANT for this Project, whether paper or electronic, shall
become the property of the CITY for use with respect to this Project, and shall be turned over to
the CITY upon completion of the Project, or any phase thereof, as contemplated by this
Agreement.
Contemporaneously with the transfer of documents, the CONSULTANT hereby
assigns to the CITY, and CONSULTANT thereby expressly waives and disclaims any copyright
in, and the right to reproduce, all written material, drawings, plans, specifications, or other work
prepared under this Agreement, except upon the CITY'S prior authorization regarding
reproduction, which authorization shall not be unreasonably withheld. The CONSULTANT
shall, upon request of the CITY, execute any further document(s) necessary to further effectuate
this waiver and disclaimer.
The CONSULTANT agrees that the CITY may use, reuse, alter, reproduce,
modify, assign, transfer, or in any other way, medium, or method utilize the CONSULTANT'S
written work product for the CITY'S purposes, and the CONSULTANT expressly waives and
disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to
intellectual property and artistic works.
Any modification or reuse by the CITY of documents, drawings, or specifications
prepared by the CONSULTANT shall relieve the CONSULTANT from liability under Section
14, but only with respect to the effect of the modification or reuse by the CITY, or for any
liability to the CITY should the documents be used by the CITY for some project other than what
was expressly agreed upon within the Scope of this project, unless otherwise mutually agreed.
10. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of
this Agreement will be acting in an independent capacity and not as agents, employees, partners,
or joint venturers with one another. Neither the CONSULTANT nor the CONSULTANT'S
employees are employees of the CITY, and are not entitled to any of the rights, benefits, or
privileges of the CITY'S employees, including but not limited to retirement, medical, unemploy-
ment, or workers' compensation insurance.
This Agreement contemplates the personal services of the CONSULTANT and
the CONSULTANT'S employees, and it is recognized by the parties that a substantial
inducement to the CITY for entering into this Agreement was, and is, the professional reputation
and competence of the CONSULTANT and its employees. Neither this Agreement nor any
interest herein may be assigned by the CONSULTANT without the prior written consent of the
CITY. Nothing herein contained is intended to prevent the CONSULTANT from employing or
hiring as many employees, or SUBCONSULTANTS, as the CONSULTANT may deem
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necessary for the proper and efficient performance of this Agreement. All agreements by
CONSULTANT with its SUBCONSULTANT(S) shall require the SUBCONSULTANT(S) to
adhere to the applicable terms of this Agreement.
11. CONTROL. Neither the CITY nor its officers, agents, or employees shall have
any control over the conduct of the CONSULTANT or any of the CONSULTANT'S employees,
except as herein set forth, and the CONSULTANT or the CONSULTANT'S agents, servants, or
employees are not in any manner agents, servants, or employees of the CITY, it being understood
that the CONSULTANT its agents, servants, and employees are as to the CITY wholly
independent CONSULTANT, and that the CONSULTANT'S obligations to the CITY are solely
such as are prescribed by this Agreement.
12. COMPLIANCE WITH APPLICABLE LAW. The CONSULTANT, in the
performance of the services to be provided herein, shall comply with all applicable state and
federal statutes and regulations, and all applicable ordinances, rules, and regulations of the City
of National City, whether now in force or subsequently enacted. The CONSULTANT and each
of its SUBCONSULTANT(S), shall obtain and maintain a current City of National City business
license prior to and during performance of any work pursuant to this Agreement.
13. LICENSES, PERMITS, ETC. The CONSULTANT represents and covenants
that it has all licenses, permits, qualifications, and approvals of whatever nature that are legally
required to practice its profession. The CONSULTANT represents and covenants that the
CONSULTANT shall, at its sole cost and expense, keep in effect at all times during the term of
this Agreement, any license, permit, or approval which is legally required for the
CONSULTANT to practice its profession.
14. STANDARD OF CARE.
A. The CONSULTANT, in performing any services under this Agreement,
shall perform in a manner consistent with that level of care and skill ordinarily exercised by
members of the CONSULTANT'S trade or profession currently practicing under similar
conditions and in similar locations. The CONSULTANT shall take all special precautions
necessary to protect the CONSULTANT'S employees and members of the public from risk of
harm arising out of the nature of the work and/or the conditions of the work site.
B. Unless disclosed in writing prior to the date of this Agreement, the
CONSULTANT warrants to the CITY that it is not now, nor has it for the five (5) years
preceding, been debarred by a governmental agency or involved in debarment, arbitration or
litigation proceedings concerning the CONSULTANT'S professional performance or the
furnishing of materials or services relating thereto.
C. The CONSULTANT is responsible for identifying any unique products,
treatments, processes or materials whose availability is critical to the success of the project the
CONSULTANT has been retained to perform, within the time requirements of the CITY, or,
when no time is specified, then within a commercially reasonable time. Accordingly, unless the
CONSULTANT has notified the CITY otherwise, the CONSULTANT warrants that all products,
materials, processes or treatments identified in the project documents prepared for the CITY are
reasonably commercially available. Any failure by the CONSULTANT to use due diligence
under this sub -paragraph will render the CONSULTANT liable to the CITY for any increased
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costs that result from the CITY'S later inability to obtain the specified items or any reasonable
substitute within a price range that allows for project completion in the time frame specified or,
when not specified, then within a commercially reasonable time.
15. NON-DISCRIMINATION PROVISIONS. The CONSULTANT shall not
discriminate against any employee or applicant for employment because of age, race, color,
ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or
medical condition. The CONSULTANT will take positive action to insure that applicants are
employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation,
marital status, national origin, physical handicap, or medical condition. Such action shall include
but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or
recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and
selection for training, including apprenticeship. The CONSULTANT agrees to post in
conspicuous places available to employees and applicants for employment any notices provided
by the CITY setting forth the provisions of this non-discrimination clause.
16. CONFIDENTIAL INFORMATION. The CITY may from time to time
communicate to the CONSULTANT certain confidential information to enable the
CONSULTANT to effectively perform the services to be provided herein. The CONSULTANT
shall treat all such information as confidential and shall not disclose any part thereof without the
prior written consent of the CITY. The CONSULTANT shall limit the use and circulation of
such information, even within its own organization, to the extent necessary to perform the
services to be provided herein. The foregoing obligation of this Section 14, however, shall not
apply to any part of the information that (i) has been disclosed in publicly available sources of
information; (ii) is, through no fault of the CONSULTANT, hereafter disclosed in publicly
available sources of information; (iii) is already in the possession of the CONSULTANT without
any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the
CONSULTANT by a third party, but only to the extent that the use or disclosure thereof has been
or is rightfully authorized by that third party.
The CONSULTANT shall not disclose any reports, recommendations,
conclusions or other results of the services or the existence of the subject matter of this
Agreement without the prior written consent of the CITY. In its performance hereunder, the
CONSULTANT shall comply with all legal obligations it may now or hereafter have respecting
the information or other property of any other person, firm or corporation.
CONSULTANT shall be liable to CITY for any damages caused by breach of this
condition, pursuant to the provisions of Section 14.
17. INDEMNIFICATION AND HOLD HARMLESS. The CONSULTANT agrees
to defend, indemnify and hold harmless the City of National City, its officers, officials, agents,
and employees, against and from any and all liability, loss, damages to property, injuries to, or
death of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable
attorneys' fees, and defense costs, of any kind or nature, including workers' compensation
claims, of or by anyone whomsoever, resulting from or arising out of the CONSULTANT'S
performance or other obligations under this Agreement; provided, however, that this
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indemnification and hold harmless shall not include any claims or liability arising from the
established sole negligence or willful misconduct of the City, its agents, officers, or employees.
CITY will cooperate reasonably in the defense of any action, and CONSULTANT shall employ
competent counsel, reasonably acceptable to the City Attorney.
The indemnity, defense, and hold harmless obligations contained herein shall survive the
termination of this Agreement for any alleged or actual omission, act, or negligence under this
Agreement that occurred during the term of this Agreement.
18. WORKERS' COMPENSATION. The CONSULTANT shall comply with all of
the provisions of the Workers' Compensation Insurance and Safety Acts of the State of
California, the applicable provisions of Division 4 and 5 of the California Government Code and
all amendments thereto; and all similar State or federal acts or laws applicable; and shall
indemnify, and hold harmless the CITY and its officers, and employees from and against all
claims, demands, payments, suits, actions, proceedings, and judgments of every nature and
description, including reasonable attorney's fees and defense costs presented, brought or
recovered against the CITY or its officers, employees, or volunteers, for or on account of any
liability under any of said acts which may be incurred by reason of any work to be performed by
the CONSULTANT under this Agreement.
19. INSURANCE. The CONSULTANT, at its sole cost and expense, shall purchase
and maintain, and shall require its SUBCONSULTANT(S), when applicable, to purchase and
maintain throughout the term of this Agreement, the following checked insurance policies:
A. ® If checked, Professional Liability Insurance (errors and
omissions) with minimum limits of $1,000,000 per occurrence.
B. Automobile Insurance covering all bodily injury and property damage
incurred during the performance of this Agreement, with a minimum coverage of $1,000,000
combined single limit per accident. Such automobile insurance shall include owned, non -owned,
and hired vehicles ("any auto"). The policy shall name the CITY and its officers, agents and
employees as additional insureds, and a separate additional insured endorsement shall be
provided.
C. Commercial General Liability Insurance, with minimum limits of either
$2,000,000 per occurrence and $4,000,000 aggregate, or $1,000,000 per occurrence and
$2,000,000 aggregate with a $2,000,000 umbrella policy, covering all bodily injury and property
damage arising out of its operations, work, or performance under this Agreement. The policy
shall name the CITY and its officers, agents and employees as additional insureds, and a separate
e additional insured endorsement shall be provided. The general aggregate limit must apply
solely to this "project" or "location". The "project" or "location" should be noted with specificity
on an endorsement that shall be incorporated into the policy.
D. Workers' Compensation Insurance in an amount sufficient to meet
statutory requirements covering all of CONSULTANT'S employees and employers' liability
insurance with limits of at least $1,000,000 per accident. In addition, the policy shall be endorsed
with a waiver of subrogation in favor of the City. Said endorsement shall be provided prior to
commencement of work under this Agreement.
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If CONSULTANT has no employees subject to the California Workers'
Compensation and Labor laws, CONSULTANT shall execute a Declaration to that effect. Said
Declaration shall be provided to CONSULTANT by CITY.
E. The aforesaid policies shall constitute primary insurance as to the CITY,
its officers, officials, employees, and volunteers, so that any other policies held by the CITY shall
not contribute to any loss under said insurance. Said policies shall provide for thirty (30) days
prior written notice to the CITY of cancellation or material change.
F. If required insurance coverage is provided on a "claims made" rather than
"occurrence" form, the CONSULTANT shall maintain such insurance coverage for three years
after expiration of the term (and any extensions) of this Agreement. In addition, the "retro" date
must be on or before the date of this Agreement.
G. Insurance shall be written with only California admitted companies that
hold a current policy holder's alphabetic and financial size category rating of not less than A:VII
according to the current Best's Key Rating Guide, or a company equal financial stability that is
approved by the CITY'S Risk Manager. In the event coverage is provided by non -admitted
"surplus lines" carriers, they must be included on the most recent California List of Eligible
Surplus Lines Insurers (LESLI list) and otherwise meet rating requirements.
H. This Agreement shall not take effect until certificate(s) or other sufficient
proof that these insurance provisions have been complied with, are filed with and approved by
the CITY'S Risk Manager. If the CONSULTANT does not keep all of such insurance policies in
full force and effect at all times during the terms of this Agreement, the CITY may elect to treat
the failure to maintain the requisite insurance as a breach of this Agreement and terminate the
Agreement as provided herein.
I. All deductibles and self -insured retentions in excess of $10,000 must be
disclosed to and approved by the CITY.
20. LEGAL FEES. If any party brings a suit or action against the other party arising
from any breach of any of the covenants or agreements or any inaccuracies in any of the
representations and warranties on the part of the other party arising out of this Agreement, then in
that event, the prevailing party in such action or dispute, whether by final judgment or out -of -
court settlement, shall be entitled to have and recover of and from the other party all costs and
expenses of suit, including attorneys' fees.
For purposes of determining who is to be considered the prevailing party, it is
stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not
be considered in determining the amount of the judgment or award. Attorney's fees to the
prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's
fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual
amount of attorney's fees incurred by the prevailing party.
21. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this
Agreement, or the breach thereof, the parties agree first to try, in good faith, to settle the dispute
by mediation in San Diego, California, in accordance with the Commercial Mediation Rules of
the American Arbitration Association (the "AAA") before resorting to arbitration. The costs of
mediation shall be borne equally by the parties. Any controversy or claim arising out of, or
relating to, this Agreement, or breach thereof, which is not resolved by mediation shall be settled
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by arbitration in San Diego, California, in accordance with the Commercial Arbitration Rules of
the AAA then existing. Any award rendered shall be final and conclusive upon the parties, and a
judgment thereon may be entered in any court having jurisdiction over the subject matter of the
controversy. The expenses of the arbitration shall be borne equally by the parties to the
arbitration, provided that each party shall pay for and bear the costs of its own experts, evidence
and attorneys' fees, except that the arbitrator may assess such expenses or any part thereof
against a specified party as part of the arbitration award.
22. TERMINATION.
A. This Agreement may be terminated with or without cause by the CITY.
Termination without cause shall be effective only upon 60-day's written notice to the
CONSULTANT. During said 60-day period the CONSULTANT shall perform all services in
accordance with this Agreement.
B. This Agreement may also be terminated immediately by the CITY for
cause in the event of a material breach of this Agreement, misrepresentation by the
CONSULTANT in connection with the formation of this Agreement or the performance of
services, or the failure to perform services as directed by the CITY.
C. Termination with or without cause shall be effected by delivery of written
Notice of Termination to the CONSULTANT as provided for herein.
D. In the event of termination, all finished or unfinished Memoranda Reports,
Maps, Drawings, Plans, Specifications and other documents prepared by the CONSULTANT,
whether paper or electronic, shall immediately become the property of and be delivered to the
CITY, and the CONSULTANT shall be entitled to receive just and equitable compensation for
any work satisfactorily completed on such documents and other materials up to the effective date
of the Notice of Termination, not to exceed the amounts payable hereunder, and less any
damages caused the CITY by the CONSULTANT'S breach, if any. Thereafter, ownership of said
written material shall vest in the CITY all rights set forth in Section 7.
E. The CITY further reserves the right to immediately terminate this
Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONSULTANT; (2) a
reorganization of the CONSULTANT for the benefit of creditors; or (3) a business
reorganization, change in business name or change in business status of the CONSULTANT.
23. NOTICES. All notices or other communications required or permitted hereunder
shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express
or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or
sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex,
telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally
delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by
overnight mail, the business day following its deposit in such overnight mail facility, (iii) if
mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is
outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or
other like facility regularly maintained by the United States Postal Service, (iv) if given by
telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given
by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other
communication delivered or sent as specified above shall be directed to the following persons:
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To CITY:
Mark Roberts
Director of Finance
Department of Finance
City of National City
1243 National City Boulevard
National City, CA 91950-4397
To CONSULTANT:
Anita Kerersi
Principal
ak & company
3531 Kersey Lane, Suite M
Sacramento, CA 95864
Notice of change of address shall be given by written notice in the manner
specified in this Section. Rejection or other refusal to accept or the inability to deliver because of
changed address of which no notice was given shall be deemed to constitute receipt of the notice,
demand, request or communication sent. Any notice, request, demand, direction or other
communication sent by cable, telex, telecopy, facsimile or fax must be confirmed within forty-
eight (48) hours by letter mailed or delivered as specified in this Section.
24. CONFLICT OF INTEREST AND POLITICAL REFORM ACT
OBLIGATIONS. During the term of this Agreement, the CONSULTANT shall not perform
services of any kind for any person or entity whose interests conflict in any way with those of the
City of National City. The CONSULTANT also agrees not to specify any product, treatment,
process or material for the project in which the CONSULTANT has a material financial interest,
either direct or indirect, without first notifying the CITY of that fact. The CONSULTANT shall
at all times comply with the terms of the Political Reform Act and the National City Conflict of
Interest Code. The CONSULTANT shall immediately disqualify itself and shall not use its
official position to influence in any way any matter coming before the CITY in which the
CONSULTANT has a financial interest as defined in Government Code Section 87103. The
CONSULTANT represents that it has no knowledge of any financial interests that would require
it to disqualify itself from any matter on which it might perform services for the CITY.
❑ If checked, the CONSULTANT shall comply with all of the reporting
requirements of the Political Reform Act and the National City Conflict of Interest Code.
Specifically, the CONSULTANT shall file a Statement of Economic Interests with the City Clerk
of the City of National City in a timely manner on forms which the CONSULTANT shall obtain
from the City Clerk.
The CONSULTANT shall be strictly liable to the CITY for all damages, costs or
expenses the CITY may suffer by virtue of any violation of this Paragraph 22 by the
CONSULTANT.
25. PREVAILING WAGES. State prevailing wage rates may apply to work
performed under this Agreement. State prevailing wages rates apply to all public works contracts
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as set forth in California Labor Code, including but not limited to, Sections 1720,1720.2, 1720.3,
1720.4, and 1771. Consultant is solely responsible to determine if State prevailing wage rates
apply and, if applicable, pay such rates in accordance with all laws, ordinances, rules, and
regulations.
26. MISCELLANEOUS PROVISIONS.
A. Computation of Time Periods. If any date or time period provided for in
this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date
shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a
Saturday, Sunday or federal, state, or legal holiday.
B. Counterparts. This Agreement may be executed in multiple counterparts,
each of which shall be deemed an original, but all of which, together, shall constitute but one and
the same instrument.
C. Captions. Any captions to, or headings of, the sections or subsections of
this Agreement are solely for the convenience of the parties hereto, are not a part of this
Agreement, and shall not be used for the interpretation or determination of the validity of this
Agreement or any provision hereof.
D. No Obligations to Third Parties. Except as otherwise expressly provided
herein, the execution and delivery of this Agreement shall not be deemed to confer any rights
upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto.
E. Exhibits and Schedules. The Exhibits and Schedules attached hereto are
hereby incorporated herein by this reference for all purposes. To the extent any exhibits or
schedules or provisions thereof conflict or are inconsistent with the terms and conditions
contained in this Agreement, the terms and conditions of this Agreement shall control.
F. Amendment to this Agreement. The terms of this Agreement may not be
modified or amended except by an instrument in writing executed by each of the parties hereto.
G. Waiver. The waiver or failure to enforce any provision of this Agreement
shall not operate as a waiver of any future breach of any such provision or any other provision
hereof.
H. Applicable Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of California.
I. Audit. If this Agreement exceeds ten -thousand dollars ($10,000), the
parties shall be subject to the examination and audit of the State Auditor for a period of three (3)
years after final payment under the Agreement, per Government Code Section 8546.7.
J. Entire Agreement. This Agreement supersedes any prior agreements,
negotiations and communications, oral or written, and contains the entire agreement between the
parties as to the subject matter hereof. No subsequent agreement, representation, or promise
made by either party hereto, or by or to an employee, officer, agent or representative of any party
hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby.
K. Successors and Assigns. This Agreement shall be binding upon and shall
inure to the benefit of the successors and assigns of the parties hereto.
L. Subcontractors or Subconsultants. The City is engaging the services of the
CONSULTANT identified in this Agreement. The CONSULTANT shall not subcontract any
portion of the work, unless such subcontracting was part of the original proposal or is allowed by
the City in writing. In the event any portion of the work under this Agreement is subcontracted,
Standard Agreement 1 1 City of National City and
Revised May 2016 ak & company
the subconsultant(s) shall be required to comply with and agree to, for the benefit of and in favor
of the City, both the insurance provisions in Section 17 and the indemnification and hold
harmless provision of Section 15 of this Agreement.
M. Construction. The parties acknowledge and agree that (i) each party is of
equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and
negotiation of this Agreement, (iii) each such party has consulted with or has had the opportunity
to consult with its own, independent counsel and such other professional advisors as such party
has deemed appropriate, relative to any and all matters contemplated under this Agreement, (iv)
each party and such party's counsel and advisors have reviewed this Agreement, (v) each party
has agreed to enter into this Agreement following such review and the rendering of such advice,
and (vi) any rule or construction to the effect that ambiguities are to be resolved against the
drafting party shall not apply in the interpretation of this Agreement, or any portions hereof, or
any amendments hereto.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date
and year first above written.
CITY OF NATIONAL CITY
AK & COMPANY
By:
Leslie Deese, City Manager (Name
PROVE A S TO FORM:
kV&
audia acitu: Silva
City Attorn
Xioiteit
(q6 )(ezi
(Print)
(Title)
ClcOrt
Standard Agreement
Revised May 2016
12
City of National City and
ak & company
EXHIBIT A
SERVICES TO BE PERFORMED BY CONSULTANT
NEW OR REINSTATED CLAIMS - CONSULTANT will perform the following professional
services:
a. Prepare and submit SB 90 New or Reinstated Claims to the State Controller's Office
(SCO), according to the SCO issuance of New Claiming Instructions, as specified in
Section 2C.
b. Advise CITY staff regarding reliable and defensible types of source documentation.
c. Establish a workable timeframe and plan for data to be collected by staff and submitted to
CONSULTANT in order to submit the claims prior to the SCO deadlines.
d. Include both direct and indirect costs in SB 90 claims submitted by CONSULTANT.
CONSULTANT may choose to use either the SCO ten percent (10%) indirect cost rate or
to calculate a higher rate.
e. Provided that City financial records are available and delivered to CONSULTANT in a
timely manner, CONSULTANT will collect relevant salary and expenditure data to
prepare an Indirect Cost Rate Proposal (ICRP) for all CITY departments included in
CITY'S claims. If the required information is not provided by the CITY in a timely
manner, CONSULTANT will use the SCO 10%.
g.
Complete all eligible claims and provide CITY with hard copies of the claims submitted.
Deliver all signed claims to the SCO by each new claim deadline.
h. Provide to CITY a copy of the Claims Transmittal signed by the SCO to acknowledge
receipt of claims.
ANNUAL AND AMENDED CLAIMS - CONSULTANT will perform the following
professional services:
a. By February 15, 2017, prepare and submit FY 2015-2016 SB 90 Annual Claims to the
State Controller's Office (SCO), according to the SCO FY 2015-2016 Annual Claiming
Instructions, as specified in Section 3A.
Standard Agreement
13
City of National City and
Revised May 2016 ak & company
b. Prepare and submit amended SB 90 claims, as necessary, to the State Controller's
Office (SCO), as specified in Section 3B.
c. Schedule a Fall site visit or remote telephone meeting to discuss eligible programs
with CITY'S Project Coordinator, and review data collection with individual
departments affected by each reimbursable mandate program.
d. Advise CITY staff regarding reliable and defensible types of source documentation.
e. Establish a workable timeframe and plan for data to be collected by staff and
submitted to Consultant in order to submit the CITY'S claims prior to the SCO
deadlines.
f. Include both direct and indirect costs in SB 90 claims submitted by CONSULTANT.
CONSULTANT may choose to use either the SCO ten percent (10%) indirect cost
rate or to calculate a higher rate.
g•
Provided that City financial records are available and delivered to Consultant in a
timely manner, CONSULTANT will use relevant salary and expenditure data to
prepare an Indirect Cost Rate Proposal (ICRP) for all CITY departments included in
CITY'S claims. If the required information is not provided by the CITY in a timely
manner, CONSULTANT will use the SCO 10%.
h. Complete all eligible claims and provide CITY with hard copies of the claims
submitted.
i. Deliver all signed claims to the SCO by specified deadlines.
j. Provide to CITY a copy of the Claims Transmittal signed by the SCO to acknowledge
receipt of claims.
k. Advise CITY of SCO issues associated with any SB 90 claims prepared and
submitted by CONSULTANT.
1. If necessary, act as a Sacramento liaison with the SCO in desk reviews or field audits
for claims that were prepared and submitted by CONSULTANT.
m. Provided to City relevant SB 90 legislative and SCO updates throughout the fiscal
year, as specified in Section 3D.
Standard Agreement
14
City of National City and
Revised May 2016 ak & company
EXHIBIT B
CITY'S DUTIES
CITY'S duties in performance of this AGREEMENT:
a. Coordinate all site visits, monitor staff activities and work with CONSULTANT to
collect and obtain necessary records, data and documentation needed by
CONSULTANT to prepare and submit SB 90 claims to the State Controller's Office
(SCO) by the required deadlines.
b. Provide to Consultant all necessary data within three (3) weeks of CITY'S receipt of a
written request for such data from the CONSULTANT or three (3) weeks prior to the
filing deadline, whichever occurs first. Data not received within this timeframe will
not be considered to be provided in a timely fashion.
c. Ensure that Annual Claims data is provided in its entirety to Consultant no later than
Friday, October 21, 2016.
d. Return signed FAM-27 signature pages no later than five (5) working days before any
filing deadline.
e. Respond to CONSULTANT'S inquiries regarding data collection within a reasonable
timeframe.
f. Ensure Consultant is paid within 30 days following City's receipt of an original
invoice and acceptance by City of materials, supplies and services provided by
Consultant.
Standard Agreement 15 City of National City and
Revised May 2016 ak & company
AKAND-1
OP ID: RG
T
ACORO- CERTIFICATE OF LIABILITY INSURANCE
`,�,�
DATE /DD/YYYY)
07/06/2016
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER
Coastal Valley Insurance Serv. Lic. OB84546
2440 Gold River Rd. Ste. 290
Gold River, CA 95670
Anthony R. Telford
CONTACT Anthony R. Telford
PHONE No. 916-436-2600 fac, Nel: 916-436-2610
Ext1:
E-MAIL
ADDRESS:
INSURER(S) AFFORDING COVERAGE
NAIC 0
INSURER A: Travelers Casualty Ins Co
41769
INSURED A.K. and Company
Anita Kerersi
3531 Kersey Lane, Ste. M
Sacramento, CA 95864
INSURER B : Houston Casualty Co.
INSURER C : Trumbull Insurance Company
INSURER D:
INSURER E :
INSURER F :
VISION NUMBER:
v
THIS ,IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS.
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
LTR
TYPE OF INSURANCE
ADDL
INSD
SORRY
WVD
POUCY NUMBER
POUCY EFF
(MWDD/YY
POLICY EXPYY)
(MM/DD/YYYY)
LIMITS
A
B
X
COMMERCIAL GENERAL LIABILITY
X
6808B3644441642
H716108145
1,000,000 AGG!OCC
07/01/2016
07/01/2016
07/01/2017
07/01/2017
EACH OCCURRENCE
$ 2,000,000
PREMISES L a occurrence)
$ 300,000
CLAIMS -MADE
X
OCCUR
MED EXP (Any one person)
$ 5,000
X
Prof Liability
PERSONAL & ADV INJURY
$ 2,000,000
GENERAL AGGREGATE
3 4,000,000
GEN'L
AGGREGATE
LIMIT APPLIES
JECT PRO-LOC
PER:
PRODUCTS - COMP/OP AGG
$ 4,000,000
$
A
AUTOMOBILE
—
X
LIABIUTY
ANY AUTO
ALL OWNED
"
SCHEDULED
OS
NO AWNED
AUTOS
6808B3644441642
07/01/2016
07/01/2017
COMBINED SINGLE LIMIT
(Ea accident)
$ Included
BODILY INJURY (Per parson)
$
BODILY INJURY (Per accident)
$
PROPERTY DAMAGE
(Per accident)
$
$
UMBRELLA UAB
EXCESS UAB
_
OCCUR
CLAIMS -MADE
EACH OCCURRENCE
$
AGGREGATE
$
$
DED
RETENTION $
WORKERS COMPENSATION
AND EMPLOYERS' UABIUTY Y / N
ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED? ri
(Mandatory In NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
N 1 A
PER
STATUTE ER H-
E.L. EACH ACCIDENT
$
E.L. DISEASE - EA EMPLOYEE
$
E.L. DISEASE - POLICY LIMIT
$
A
Bus Income/Ext Exp
6808B3644441642 ALS,12 M
07/01/2016
07/01/2017
DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required)
Pers Auto: Trumbull Ins Co 57PH350228-130025 03/17/16 to 03/17/17 : Limit
500,000 CSL Cancellation exception: 10 days notice of cancellation for non
payment of premiums.Certificate holder is listed as additional insured as re
respects to general Iiability.Job: SB 90 Consulting for the City of National
LAT
THECII8
The Cityof National CityTHE
its elected officials,officers
agents and employees,Attn: Fin
1243 National City Blvd
National City, CA 91950
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS.
AUTHORIZED REPRESENTATIVE
'� ' . -____Q
ACORD 25 (2014/01)
01988-2014 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD
0OMMINIMMIN
Chmmom
Owstmo
alp
COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
BLANKET ADDITIONAL INSURED - OWNERS, LESSEES
OR CONTRACTORS
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
PROVISIONS:
1. WHO IS AN INSURED (SECTION II) is amended
to include as an insured any person or organiza-
tion (called hereafter "additional insured") whom
you have agreed in a written contract, executed
prior to loss, to name as additional insured, but
only with respect to liability arising out of "your
work" or your ongoing operations for that addi-
tional insured performed by you or for you.
2. With respect to the insurance afforded to Addi-
tional Insureds the following conditions apply:
a. Limits of Insurance — The following limits of
liability apply:
1. The limits which you agreed to provide;
or
2. The limits shown on the declarations,
whichever is Tess.
b. This insurance is excess over any valid and
collectible insurance unless you have agreed
CG D1 05 04 94
in a written contract for this insurance to
apply on a primary or contributory basis.
3. This insurance does not apply:
a. on any basis to any person or organization
for whom you have purchased an Owners
and Contractors Protective policy.
b. to "bodily injury," "property damage," "per-
sonal injury," or "advertising injury" arising
out of the rendering of or the failure to render
any professional services by or for you, in-
cluding:
1. The preparing, approving or failing to
prepare or approve maps, drawings,
opinions, reports, surveys, change or-
ders, designs or specifications; and
2. Supervisory, inspection or engineering
services.
Copyright, The Travelers Indemnity Company, 1994. Page 1 of 1
Includes Copyrighted Material from Insurance Services Office, Inc.
005320
cA14FORNJA
NATIONAL Cf `y
bVti
INCORPORATED
City of National City
(To be submitted only when there are no employees subject to Workers' Compensation)
DECLARATION AND ADDENDUM TO ALL CONTRACTS AWARDED TO:
ak & company
For the purpose of inducing the City of National City to go forward with any contracts awarded to ak
& company, I declare as follows:
I, Anita Kerersi, am authorized to execute this document on behalf of ak & company with respect
to compliance with the California Workers' Compensation and Labor laws. All work required will be
performed personally and solely by Anita Kerersi or volunteers of ak & company, who are independent
contractors. If, however, ak & company shall ever be required to hire employees or Subcontractors to
perform this contract, ak & company shall obtain Workers' Compensation Insurance and/oriprovide proof
of Workers' Compensation Insurance coverage to the City of National City.
This document constitutes a declaration by ak & company against its financial interest, relative to
any claims which may be asserted under the California Workers' Compensation and/or Labor laws against
the City of National City relating to any bid or contract awarded ak & company.
ak & company will defend, indemnify, and hold harmless the City of National City, its officers
and employees, from any and all claims and liability, including Workers' Compensation claims and
liability that may be asserted or established by any party in the event it hires an employee in violation of
this addendum or if a volunteer of the organization makes a claim against or alleges liability of the City of
National City for Workers' Compensation, and it will further indemnify the City of National City, its officers
and employees, for all damages the City thereby suffers.
I agree that these declarations shall constitute an addendum to any bid or contract awarded to ak &
company.
Dated: April 24, 2015. AK & COM • NY
By:
(Sig . ure of Authori 'd RejSresentative)
Anita Kerersi, Principal
(Name and Title)
dk& company
July 18, 2016
Javier Carcamo
Financial Services Officer
National City Finance Department
1243 National City Blvd
National City, CA 91950
Dear Javier:
3531 Kersey Lane, Suite M
Sacramento, CA 95864-1506
p. 916.972.1666
f. 916.972.1666
email: akcompany@um.att.com
As you requested, enclosed are three signed agreements for SB 90 mandated
cost reimbursement services. Although we previously discussed the need for a
fifteen month, overlapping agreement, I note that the effective date is October
1, rather than July 1, 2016. I would like to clarify why the unusual fifteen month
term is unique to SB 90 work.
Our current agreement extends to September 30 in order to allow time to
prepare claims in the event any New Claiming Instructions were issued during
June. The new agreement is intended to include any New Claiming Instructions
issued during the period July 1, 2016 through June 30, 2017, as well as the Annual
Claims. Again, allowing sufficient time into the FY 2017-18 fiscal year to
complete claims if June New Claiming Instructions are released.
Insurance certificates were mailed directly from my broker on July 5; however, I
have also included copies of those emailed to me by my broker.
I look forward to again working w/you and other National City staff during this
fiscal year.
Many thanks for all of your assistance.
Most sincerely,
Anita Kerersi
.. ... ,,,,,mp,,,,
August 10, 2016
CITY OF NATIONAL CITY
Office of the City Clerk
1243 National City Blvd., National City, California 91950-4397
619-336-4228 phone / 619-336-4229 fax
Michael R. Dalla, CMC - City Clerk
Ms. Anita Kerersi
ak & company
3531 Kersey Lane, Suite M
Sacramento, CA 95864
Dear Ms. Kerersi,
On July 1st, 2016, an Agreement was entered into between the City of National City and
ak & company.
We are enclosing for your records a fully executed original Agreement.
Michael R. Dalla, CMC
City Clerk
Enclosure