HomeMy WebLinkAboutCC AG PKT 2009-03-09 #GAGENDA STAFF REPORT
DATE: March 9, 2009
TO: Mayor and Members of the City Council
THRU: David Carmany, City Manager
FROM: Lee Whittenberg, Director of Development Services
SUBJECT: AMENDED PROFESSIONAL SERVICES AGREEMENT
WITH CIVICSTONE, INC., TO IMPLEMENT THE
COMMUNITY DEVELOPMENT BLOCK GRANT
PROGRAM WITHIN LEISURE WORLD
SUMMARY OF REQUEST:
Adopt Resolution No. 5845, Authorizing the City Manager to Execute an
Amended Professional Services Agreement with CivicStone, Inc., to Implement
the Community Development Block Grant Program within Leisure World.
BACKGROUND:
The Redevelopment Agency (Agency) has utilized the services of CivicStone,
Inc., (CivicStone) to manage the various housing assistance programs offered by
the Agency since 1998, commonly known as the "Home Improvement Program."
The City has also utilized CivicStone to manage the Leisure World bathroom
modification program since the initial approval of that program by the County of
Orange.
Previously the County did not require a separate agreement between the City
and CivicStone for the management of that program. The County is now
requesting a separate agreement with an. effective date of July 1, 2008 in order to
process reimbursement requests from the City to reimburse the costs incurred by
the City in continuing to offer this very successful program to the eligible
residents of Leisure World.
In order to comply with the request of the County of Orange, to insure the prompt
reimbursement of funds expended by the City, and to maintain the necessary
protections to the City, the Agency and CivicStone, staff is requesting the
authorization of the City to execute an "Amended Professional Services
Agreement" that will comply with the request of the County of Orange and put in
place the necessary contractual relationships and duties of both parties for the
Agenda Item G
Page 2
time period of July 1, 2008 to June 30, 2012. The new agreement restates the
current duties, responsibilities, and record keeping requirements that CivicStone
currently provides to the City in managing the Leisure World program.
FISCAL IMPACT:
None. The program expenses are reviewed and approved through the budget
adoption process and no changes in the scope of work are contemplated based
on the approval of the new Agreement.
RECOMMENDATION:
Adopt Resolution No. 5845, A Resolution of the City Council of the City of Seal
Beach authorizing the City Manager to execute an Amended Professional
Services Agreement with CivicStone, Inc., to implement the Community
Development Block Grant Program (CDBG) within Leisure World.
SUBMITTED BY: NOTED AND APPROVED:
®`~ 4~
Whittenberg David Carmany, City Manager
irector of Development Servic
Attachments: (2)
Attachment 1: Resolution No. 5845, A Resolution of the City Council of
the City of Seal Beach Authorizing the City Manager to
Execute an Amended Professional Services Agreement
with CivicStone, Inc., to Implement the Community
Development Block Grant Program within Leisure World
Attachment 2: Amended Professional Services Agreement -City of Seal
Beach and CivicStone, Inc., dated March 9, 2009
Page 3
ATTACHMENT 1
RESOLUTION NO. 5845, A RESOLUTION
OF THE CITY COUNCIL OF THE CITY OF
SEAL BEACH AUTHORIZING THE CITY
MANAGER TO EXECUTE AN AMENDED
PROFESSIONAL SERVICES AGREEMENT
WITH CIVICSTONE, INC., TO IMPLEMENT
THE COMMUNITY DEVELOPMENT BLOCK
GRANT PROGRAM WITHIN LEISURE
WORLD
RESOLUTION NUMBER 5845
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEAL
BEACH AUTHORIZING THE CITY MANAGER TO EXECUTE AN
AMENDED PROFESSIONAL SERVICES AGREEMENT WITH
CIVICSTONE, INC., TO IMPLEMENT THE COMMUNITY
DEVELOPMENT BLOCK GRANT PROGRAM WITHIN LEISURE
WORLD
THE CITY COUNCIL OF THE CITY OF SEAL BEACH DOES HEREBY
RESOLVE, DECLARE, DETERMINE AND ORDER AS FOLLOWS:
SECTION 1. The City Council hereby approves the Amended Professional
Services Agreement between the City of Seal Beach and
CivicStone, Inc., to implement the Community Development Block
Grant Program within Leisure World.
SECTION 2. The City Council of the City of Seal Beach hereby directs the City
Manager to execute the Professional Services Agreement and any
other contract agreement documents to implement the Community
Development Block Grant Program within Leisure World.
PASSED, APPROVED AND ADOPTED by the City Council of the City of Seal
Beach on this 9th day of March , 2009 by the following vote:
AYES: Councilmembers
NOES: Councilmembers
ABSENT: Councilmembers
ABSTAIN: Councilmembers
Mayor
ATTEST:
City Clerk
STATE OF CALIFORNIA }
COUNTY OF ORANGE } SS
CITY OF SEAL BEACH }
I, Linda Devine, City Clerk of Seal Beach, California, do hereby certify that the
foregoing resolution is the original copy of Resolution Number 5845 on file
in the office of the City Clerk, passed, approved, and adopted by the City Council
of the City of Seal Beach, at a regular meeting thereof held on the 9th day
of March , 2009.
City Clerk
Page 4
ATTACHMENT 2
AMENDED PROFESSIONAL SERVICES
AGREEMENT - CITY OF SEAL BEACH
AND CIVICSTONE, INC., DATED MARCH 9,
2009
AMENDED
PROFESSIONAL SERVICES AGREEMENT
between
City of Seal Beach
211 - 8th Street
Seal Beach, CA 90740
CivicStone, Inc.
4091 Riverside Drive, Suite 217
Chino, CA 91710
(909) 885-0229
This Amended Professional Service Agreement ("the Agreement") is made as of March 9, 2009
(the "Approval Date"), by and between CivicStone, Inc. ("Consultant"), a California
Corporation, and the City of Seal Beach ("City"), a California charter city, (collectively, "the
Parties").
RECITALS
A. City desires certain professional services.
B. Consultant represents that it is qualified and able to provide City with such
services.
NOW THEREFORE, in consideration of the Parties' performance of the promises,
covenants, and conditions stated herein, the Parties hereto agree as follows.
AGREEMENT
1.0 Scope of Services
1.1. Consultant must provide those services ("Services") set forth in the attached
Exhibit A, which is hereby incorporated by this reference. To the extent that there is any conflict
between Exhibit A and this Agreement, this Agreement must control.
1.2. Consultant must perform all Services under this Agreement in accordance with
the standard of care generally exercised by like professionals under similar circumstances and in
a manner reasonably satisfactory to Authority.
1.3. In performing this Agreement, Consultant must comply with all applicable
provisions of federal, state, and local law.
1.4. Consultant will not be compensated for any work performed not specified in the
Scope of Services unless the City authorizes such work in advance and in writing. The City
Manager may authorize payment for such work up to a cumulative maximum of $10,000.
Payment for additional work in excess of $10,000 requires prior City Council authorization.
2.0 Term
This term of this Agreement shall commence as of July 1, 2008, the Effective Date, and
shall continue until June 30, 2012 unless previously terminated as provided by this Agreement.
3.0 Consultant's Compensation
City will pay Consultant in accordance with the fee schedule set forth in Exhibit A for
Services but in no event will the City pay more than the amount budgeted for such services under
Account Number 067-081-44000 in the City's Budget. If an increase in funds is required in
Account Number 067-081-44000 to maintain the desired level of service to the City, a budget
amendment must be approved prior to exceeding the budgeted amount. Any additional work
authorized by the City pursuant to Section 1.4 will be compensated in accordance with the rate
schedule set forth in Exhibit A.
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4.0 Method of Payment
4.1. Consultant must submit to City monthly invoices for all services rendered
pursuant to his Agreement. Such invoices must be submitted within 15 days of the end of the
month during which the services were rendered and must describe in detail the services rendered
during the period, the days worked, number of hours worked, the hourly rates charged, and the
services performed for each day in the period. City will pay Consultant within 30 days of
receiving Consultant's invoice. City will not withhold any applicable federal or state payroll and
other required taxes, or other authorized deductions from payments made to Consultant.
4.2. Upon 24 hours notice from City, Consultant must allow City or City's agents or
representatives to inspect at Consultant's offices during reasonable business hours all records,
invoices, time cards, cost control sheets and other records maintained by Consultant in
connection with this Agreement. City's rights under this Section 4.2 shall survive for two years
following the termination of this Agreement.
5.0 Termination
5.1. This Agreement may be terminated by City, without cause, or by Consultant
based on reasonable cause, upon giving the other party written notice thereof not less than thirty
30 days prior to the date of termination.
5.2. This Agreement may be terminated by City upon 10 days' notice to Consultant if
Consultant fails to provide satisfactory evidence of renewal or replacement of comprehensive
general liability insurance as required by this Agreement at least 20 days before the expiration
date of the previous policy.
6.0 Party Representatives
6.1. The City Manager is the City's representative for purposes of this Agreement.
6.2. Adam B. Eliason is the Consultant's sole representative for purposes of this
Agreement.
7.0 Notices
7.1. All notices permitted or required under this Agreement shall be deemed made
when personally delivered or when mailed 48 hours after deposit in the U.S. Mail, first class
postage prepaid and addressed to the party at the following addresses:
To City: City of Seal Beach
Attn: City Manager
211 Eighth Street
Seal Beach, California 90740
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To Consultant: CivicStone, Inc.
Attn: Adam Eliason
4091 Riverside Drive, Suite 217
Chino, CA 91710
7.2. Actual notice shall be deemed adequate notice on the date actual notice occurred,
regardless of the method of service.
8.0 Independent contractor
8.1. Consultant is an independent contractor and not an employee of the City. All
services provided pursuant to this Agreement shall be performed by Consultant or under its
supervision. Consultant will determine the means, methods, and details of performing the
services. Any additional personnel performing services under this Agreement on behalf of
Consultant shall also not be employees of City and shall at all times be under Consultant's
exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due
such personnel in connection with their performance of services under this Agreement and as
required by law. Consultant shall be responsible for all reports and obligations respecting such
additional personnel, including, but not limited to: social security taxes, income tax withholding,
unemployment insurance, disability insurance, and workers' compensation insurance.
8.2. Consultant shall indemnify and hold harmless City and its elected officials,
officers and employees, servants, designated volunteers, and agents serving as independent
contractors in the role of city or agency officials, from any and all liability, damages, claims,
costs and expenses of any nature to the extent arising from Consultant's alleged violations of
personnel practices. City shall have the right to offset against the amount of any fees due to
Consultant under this Agreement any amount due to City from Consultant as a result of
Consultant's failure to promptly pay to City any reimbursement or indemnification arising under
this Section 8.
9.0 Subcontractors
No portion of this Agreement shall be subcontracted without the prior written approval of
the City. Consultant is fully responsible to City for the performance of any and all
subcontractors.
10.0 Assignment
Consultant must not assign or transfer any interest in this Agreement whether by
assignment or novation, without the prior written consent of City. Any purported assignment
without such consent shall be void and without effect.
11.0 Insurance
11.1. Consultant must not commence work under this Agreement until it has provided
evidence satisfactory to the City that Consultant has secured all insurance required under this
Section. Consultant must furnish City with original certificates of insurance and endorsements
effecting coverage required by this Agreement on forms satisfactory to the City. The certificates
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and endorsements for each insurance policy must be signed by a person authorized by that
insurer to bind coverage on its behalf, and must be on forms provided by the City if requested.
All certificates and endorsements must be received and approved by the City before work
commences. The City reserves the right to require complete, certified copies of all required
insurance policies, at any time.
11.2. Consultant must, at its expense, procure and maintain for the duration of the
Agreement, insurance against claims for injuries to persons or damages to property that may
arise from or in connection with the performance of this Agreement. Insurance is to be placed
with insurers with a current A.M. Best's rating no less than A:VIII, licensed to do business in
California, and satisfactory to the City. Coverage must be at least as broad as the latest version
of the following: (1) General Liability: Insurance Services Office Commercial General Liability
coverage (occurrence form CG 0001); and (2) Automobile Liability: Insurance Services Office
Business Auto Coverage form number CA 0001, code 1 (any auto). Consultant must maintain
limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal
injury and property damage and if Commercial General Liability Insurance or other form with a
general aggregate limit is used, either the general aggregate limit shall apply separately to this
Agreement/location or the general aggregate limit shall be twice the required occurrence limit;
and (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage.
11.3. The insurance policies must contain the following provisions, or Consultant must
provide endorsements on forms supplied or approved by the City to state: (1) coverage shall not
be suspended, voided, reduced or canceled except after 30 days prior written notice by certified
mail, return receipt requested, has been given to the City; (2) any failure to comply with
reporting or other provisions of the policies, including breaches of warranties, shall not affect
coverage provided to the City, its directors, officials, officers, (3) coverage must be primary
insurance as respects the City, its directors, officials, officers, employees, agents and volunteers,
or if excess, must stand in an unbroken chain of coverage excess of the Consultant's scheduled
underlying coverage and that any insurance or self-insurance maintained by the City, its
directors, officials, officers, employees, agents and volunteers shall be excess of the Consultant's
insurance and must not be called upon to contribute with it; (4) for general liability insurance,
that the City, its directors, officials, officers, employees, agents and volunteers shall be covered
as additional insureds with respect to the services or operations performed by or on behalf of the
Consultant, including materials, parts or equipment furnished in connection with such work; and
(5) for automobile liability, that the City, its directors, officials, officers, employees, agents and
volunteers shall be covered as additional insureds with respect to the ownership, operation,
maintenance, use, loading or unloading of any ~ auto owned, leased, hired or borrowed by the
Consultant or for which the Consultant is responsible.
11.4. All insurance required by this Section must contain standard separation of
insureds provisions and must not contain any special limitations on the scope of protection
afforded to the City, its directors, officials, officers, employees, agents, and volunteers.
11.5. Any deductibles or self-insured retentions must be declared to and approved by
the City. Consultant guarantees that, at the option of the City, either: (1) the insurer shall reduce
or eliminate such deductibles or self-insured retentions as respects the City, its directors,
officials, officers, employees, agents, and volunteers; or (2) the Consultant shall procure a bond
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guaranteeing payment of losses and related investigation costs, claims and administrative and
defense expenses.
12.0 Indemnification, Hold Harmless, and Duty to Defend
Consultant must indemnify, and hold the City, its officials, officers, employees,
volunteers and agents (collectively "Indemnities") free and harmless from any and all claims,
demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to
property or persons, including wrongful death, in any manner arising out of or incident to any
acts or omissions of Consultant, its employees, or its agents in connection with the performance
of this Agreement, including without limitation the payment of all consequential damages and
attorneys fees and other related costs and expenses. With respect to any and all such aforesaid
suits, actions, or other legal proceedings of every kind that may be brought or instituted against
Indemnitees, Consultant must defend Indemnitees, at Consultant's own cost, expense, and risk,
and must pay and satisfy any judgment, award, or decree that may be rendered against
Indemnitees. Consultant must reimburse City and its directors, officials, officers, employees,
agents and/or volunteers, for any and all legal expenses and costs incurred by each of them in
connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to
indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors,
officials, officers, employees, agents or volunteers. All duties of Consultant under this Section
shall survive termination of this Agreement.
13.0 Equal Opportunity
Consultant affirmatively represents that it is an equal opportunity employer. Consultant
must not discriminate against any subcontractor, employee, or applicant for employment because
of race, religion, color, national origin, handicap, ancestry, sex, sexual orientation, or age. Such
non-discrimination includes, but is not be limited to, all activities related to initial employment,
upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, or termination.
14.0 Labor Certification
By its signature hereunder, Consultant certifies that it is aware of the provisions of
Section 3700 of the California Labor Code that require every employer to be insured against
liability for Worker's Compensation or to undertake self-insurance in accordance with the
provisions of that Code, and agrees to comply with such provisions before commencing the
performance of the Services.
15.0 Entire Agreement
This Agreement contains the entire Agreement of the parties with respect to the subject
matter hereof, and supersedes all prior negotiations, understandings, or agreements. This
Agreement may only be modified by a writing signed by both parties.
16.0 Severability
The invalidity in whole or in part of any provisions of this Agreement shall not void or
affect the validity of the other provisions of this Agreement.
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17.0 Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the
State of California.
18.0 No Third Party Rights
No third party shall be deemed to have any rights hereunder against either Party as a
result of this Agreement.
19.0 Waiver
No waiver of any default shall constitute a waiver of any other default or breach, whether
of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily
given or performed by a Party shall give the other Party any contractual rights by custom,
estoppel, or otherwise.
20.0 Prohibited Interests
Consultant maintains and warrants that it has not employed nor retained any company or
person, other than a bona fide employee working solely for Consultant, to solicit or secure this
Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any
company or person, other than a bona fide employee working solely for Consultant, any fee,
commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting
from the awazd or making of this Agreement. For breach or violation of this warranty, City has
the right to rescind this Agreement without liability. For the term of this Agreement, no
member, officer or employee of City, during the term of his or her service with City, shall have
any direct interest in this Agreement, or obtain any present or anticipated material benefit arising
therefrom.
21.0 Attorneys' Fees
If either Party commences an action against the other Party, either legal, administrative or
otherwise, arising out of or in connection with this Agreement, the prevailing Party in such
litigation shall be entitled to have and recover from the losing Party all of its attorney's fees and
other costs incurred in connection with such action.
22.0 Exhibits
All exhibits referenced in this Agreement aze hereby incorporated into the Agreement as
if set forth in full herein. In the even of any material discrepancy between the terms of any
exhibit so incorporated and the terms of this Agreement, the terms of this Agreement shall
control.
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IN WITNESS WHEREOF, the Parties hereto, through their respective authorized
representatives have executed this Agreement as of the date and year first above written.
CITY OF SEAL BEACH
By:
David Carmany, City Manager
CONSULTANT
,~
By:
Name: Adam Eliason
Attest:
By:
Linda Devine, City Clerk
Approved as to Form:
By:
Quinn Barrow, City Attorney
Its: ip~~..~-r--
B.
Name:
Its: C~~
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EXHIBIT "A"
SCOPE OF SERVICES 8c FEE SCHEDULE
LEISURE WORLD GRANT ADMINISTRATION
Overview
CivicStone will oversee the day to day operations of the Leisure World Grant
Administration by assisting applicants interested in participating in the Program,
coordinating contract execution, facilitating and monitoring rehabilitation projects, file
management, and reporting.
At the beginning of each fiscal year of funding, CivicStone also updates contractor
pricing and prepares a marketing outreach strategy including preparing flyers and
advertising. Once the advertising period is over, CivicStone coordinates the lottery
drawing and selection process.
PHASE ~~ ~ ~ ,~ SCOPE" OF SERVICES ~ . .... ~ ~ ~~
Initial Contact This phase includes the initial contact with the applicant,
answering any questions on the phone as well as
preparing and mailing out an application package.
Application This phase occurs once the application is returned. It
Review includes reviewing and underwriting the application
based upon the program guidelines. It includes
requesting additional information and/or working with
applicants to properly complete the application. If an
applicant meets the approval guidelines, then an
approval letter and necessary rehabilitation agreements
will be prepared for applicant signature.
Initial In this phase the rehabilitation agreements are sent to
Inspection contractors and homeowner for signature. This phase
will also include taking exact measurements of work to be
done along with a work bid write up and price estimate.
A construction start date is also scheduled with the
homeowner.
Payment Once construction is completed, CivicStone reviews
Inspection & contractor invoices and work bid write ups, prepares
Project escrow disbursement for payment to contractors, prepare
Completion waiver release forms and mails them to the applicants,
releases payment to contractor and manages the
applicant file.
~~ ~ PHASE ~ ~ ~ , ~~ ~. ~ : ~ SCOPE-OF~SERVICES ~ - .
Reimbursement Prepare Appendix "A" reports for each applicant. Work
Request on GPR report for month end reimbursement. Prepare
an invoice for the County. Coordinate final file
management documents. Follow up on county
reimbursement payment. Coordinate additional funds
from the City for program. Manage a comprehensive
program database.
Note: Reimbursement costs will only be billed for copies, postage costs, and mileage.
Fee Schedule
CivicStone will bill the Agency on a monthly basis and submit a detailed, line item
invoice based upon an hourly fee schedule indicated below, plus reimbursable
expenses. The billing rates are as follows:
^ Adam Eliason: $110 per hour
^ Project Coordinator: $85 per hour
^ Construction Specialist $85 per hour