Loading...
HomeMy WebLinkAbout*AGMT - Telecommunications Management Corporation Ale t/I f ;: • CITY OF SEAL BEACH PROFESSIONAL SERVICES AGREEMENT This Agreement is made and entered into this /4 rday of March 2004, by and between the City of Seal Beach ( "City ") and Telecommunications Management Corporation (TMC), a California Corporation ( "Consultant "). RECITALS. A. Consultant desires to perform and assume responsibility for the provision of certain professional services for the City. Consultant represents that it is experienced in providing professional services to public clients, and is familiar with the scope of work of City. B. City desires to engage Consultant to render professional services for the project(s) ( "Project(s) ") as set forth in this Agreement. THE PARTIES HEREBY AGREE AS FOLLOWS: 1. Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional project consulting services necessary for the Project ( "Services "). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 2. Term. Consultant shall complete the Services on or before the date specified in Exhibit A, and shall meet any other established schedules and deadlines. The term may be extended by mutual consent of both parties. 3. Responsibilities of Consultant. 3.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Any additional personnel performing the Services under this • Professional Services Agreement City of Seal Beach and Organizational Effectiveness Consulting, 2004 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. 3.2 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with a Schedule of Services to be developed jointly by the City and Consultant after execution of this agreement. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. 3.3 Conformance to Applicable Requirements All work prepared by Consultant shall be subject to the approval of City. 3.4 City's Representative. The City hereby designates June Yotsuya to act as its representative for the performance of this Agreement ( "City's Representative "). City's Representative shall have the power to act on behalf of the City for all purposes under this Contract. Contractor shall not accept direction from any person other than the City's Representative. 3.5 Consultant's Representative. Consultant hereby designates Michael J. Friedman, or his designee, to act as its representative for the performance of this Agreement ( "Consultant's Representative "). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.6 Standard of Care. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Any employee who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a 2 • Professional Services Agreement • City of Seal Beach and Organizational Effectiveness Consulting, 2004 threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re- employed to perform any of the Services or to work on the Project. 3.7 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all CaI /OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.8 Insurance. 3.8.1 Time for Compliance. Consultant shall not commence Work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this section. 3. 8.2 Minimum Requirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, employees or subcontractors. Consultant shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage: (1) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage; and, (2) Workers' Compensation and Employers' Liability: Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. 3 • Professional Services Agreement City of Seal Beach and Organizational Effectiveness Consulting, 2004 (2) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. 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 equal to the required occurrence limit; and, (2) Workers' Compensation and Employer's Liability: Workers' compensation limits as required by the Labor Code of the State of California. Employers Liability limits of $1,000,000 per accident for bodily injury or disease. 3.8.3 Professional Liability. Consultant shall, at its expense, procure and maintain for the duration of the Agreement professional liability insurance in the amount of $1,000,000. 3. 8.4 Insurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies: (1) General Liability. The general liability policy shall be endorsed to state that: (I) the City, its directors, officials, officers, employees, agents and volunteers shall be covered as additional insureds with respect to the Work or operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection with such work; and (ii) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage. 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 shall not be called upon to contribute with it. (2) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (I) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City; and (ii) 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, employees, agents and volunteers. 4 • Professional Services Agreement City of Seal Beach and Organizational Effectiveness Consulting, 2004 3. 8.5 Separation of Insureds; No Special Limitations. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employees, agents and volunteers. 3. 8.6 Deductibles and Self- Insurance Retentions. Any deductibles or self- insured retentions must be declared to and approved by the City. Consultant shall guarantee 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 guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 3.8.7 Acceptability of Insurers. Insurance is to be placed with insurers licensed to do business in California, and satisfactory to the City. 3. 8.8 Verification of Coverage. Consultant shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 4. Fees and Payments. 4.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "A" attached hereto and incorporated herein by reference. The total compensation shall not exceed $13,100.00. 4.2 Payment of Compensation. Consultant shall submit to City an itemized statement that indicates work performed and hours of Services per project rendered by Consultant. City shall, within 30 days of receiving such statement, review the statement and pay all approved charges thereon. 5 Professional Services Agreement City of Seal Beach and Organizational Effectiveness Consulting, 2004 5. Termination City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 6. Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address: CONSULTANT: Telecommunications Management Corporation (TMC) 5757 Wilshire Blvd. Suite 635 Los Angeles, CA 90036 Attn: Michael J. Friedman CITY: City of Seal Beach City Manager's Office 211 Eighth Street Seal Beach, CA 90740 Attn: June Yotsuya, Assistant City Manager Such notice shall be deemed made when personally delivered or when mailed, forty -eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 7. Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, 6 • Professional Services Agreement City of Seal Beach and Organizational Effectiveness Consulting, 2004 photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 8. Attorney's 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 actual attorney's fees and all other costs incurred in connection with such action. 9. Indemnification. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, volunteers and agents 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, omissions or willful misconduct of Consultant, its officials, officers, employees, agents, consultants and contractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and attorneys fees and other related costs and expenses. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials officers, employees, agents or volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents or volunteers, in any such suit, action or other legal proceeding. Consultant shall 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. 10. 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. 11. Governing Law. This Agreement shall be governed by the laws of the State of California. 12. Time of Essence. 7 • w Professional Services Agreement City of Seal Beach and Organizational Effectiveness Consulting, 2004 Time is of the essence for each and every provision of this Agreement. 13. 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. 14. 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 award or making of this Agreement. For breach or violation of this warranty, City shall have 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. 15. Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non - discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. 16. Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which 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. 17. Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 8 Professional Services Agreement City of Seal Beach and Organizational Effectiveness Consulting, 2004 Signed: 4 ,,, L �Gti By: BY: /' o m B. Bahorski, City Manager Carl Pilnick, President V of Seal Beach Telecommunications Management Corp. Attest: By: , `-6.Q / t d o Joanne Yeo, Cit Clerk / Approved as to Form: I By: ` V Alr Quinn Barrow, City Attorney 9 ' ACCRD CERTIFICAT•OF LIABILITY INSURAI E 04/21/20 s PRODUCER (949)261 -5335 FAX (949)261 -1911 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Tutton Insurance Services, Inc. ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE 2913 S. Pullman St . HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Santa Ana, CA 92705 INSURERS AFFORDING COVERAGE NAIC # INSURED INSURERA: Peerless Insurance Company DS Telecommunications Management Corp. INSURER B: 5757 Wilshire Blvd., # 635 INSURER C: Los Angeles, CA 90036-3686 INSURER D: INSURER E: COVERAGES 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. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADD'L TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE POLICY EXPIRATION LIMITS I TR INSRD DATF IMMIDD/YY) DATE IMM /DD/YYl GENERAL LIABILITY CBP9567888 04/15/2008 04/15/2009 EACH OCCURRENCE $ 1,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED 100 000 PRFMISFS (Fa nrrurence) $ r CLAIMS MADE X OCCUR MED EXP (Any one person) $ 5,000 A PERSONAL & ADV IN.IURY - $ 1,000,000 GENERAL AGGREGATE - $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS - COMP /OP AGG $ 1,000,000 POLICY n PE n LOC AUTOMOBILE LIABILITY CBP9567888 04/15/2008 04/15/2009 COMBINED SINGLE LIMIT (Ea accident) ANY AUTO $ 1,000,000 ALL OWNED AUTOS BODILY INJURY SCHEDULED AUTOS (Per person) A X HIRED AUTOS BODILY INJURY X NON -OWNED AUTOS (Per accident) $ PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ ANY AUTO OTHER THAN EA ACC $ AUTO ONLY. AGG $ EXCESS /UMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ DEDUCTIBLE $ RETENTION $ $ WORKERS COMPENSATION AND WC STATU- OTH- EMPLOYERS' LIABILITY TORY I IMITS FR ANY PROPRIETOR/PARTNER /EXECUTIVE E.L. EACH ACCIDENT $ OFFICER/MEMBER EXCLIJDED? E.L. DISEASE = EA EMPLOYEE $ If yes, describe under SPECIAL PROVISIONS below E.L. DISEASE - POLICY LIMIT $ OTHER DESCRIPTION OF OPERATIONS 1 LOCATIONS 1 VEHICLES 1 EXCLUSIONS ADDED BY ENDORSEMENT 1 SPECIAL PROVISIONS The City of Seal Beach, its directors, officials, officers, employees, agents and volunteers are named as additional insured per the attached GECG602 09/04 endorsement. This insurance is Primary per attached CG0001 10 /01 form. °10 day notice of cancellation will be sent for non - payment of premium. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL '` City of Seal Beach 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, Attn: June Yotsuya, Asst. City Manager BUT FAILURE TO MAIL SUCH NOTICE SHALL IMPOSE NO OBLIGATION OR LIABILITY 211 Eighth Street OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. Seal Beach, CA 90740 AUTHORIZED REPRESENTATIVE Stanley Tutton /ADRIAN 2 7 V4- ACORD 25 (2001/08) ©ACORD CORPORATION 1988 • • Professional Services Agreement City of Seal Beach and Organizational Effectiveness Consulting, 2004 EXHIBIT "A" SCOPE OF SERVICES Attachment 1 — Cable Franchise Fee Audit Attachment 1, Task 1 — Franchise Compliance Audit 10 • • ATTACHMENT 1 PROPOSED STATEMENT OF WORK CABLE FRANCHISE FEE AUDIT FOR THE CITY OF SEAL BEACH A. TASK DESCRIPTION Telecommunications Management Corp. (TMC) shall perform an audit of the cable system franchise fees computed and paid to the City of Seal Beach (the City) by the City's cable operator, Adelphia Communications Corp. (Adelphia). The scope of the audit shall include the following: • A review of the revenue records of-the cable operator (including the predecessor operator, Comcast) for the four - calendar years 2000, 2001, 2002 and 2003, including the _ sources of all revenue components. This will include revenue, such as commissions paid by the home shopping channels, which may be paid to the corporate offices or to an . affiliate rather than directly to the local cable 'system. • A review of the method utilized by the operator to compute franchise fees due to the City, including all revenue elements included in the computation. A detailed analysis will be made of any revenues excluded from the computation, and whether these exclusions are in compliance with franchise requirements and cable industry practices. • A review of the PEG Access support funds collected from subscribers, the extent to which such revenues may have exceeded the $75,000 annual grant for such support, and the amount (if any) that should be refunded to subscribers. • A comparison of the computed franchise fees due with _ actual payments made to the City, to verify that all fees have been paid. - - In the event of any discrepancies, an estimate of the underpayments will be made. . 1 Exhibit B.5(a) of the City's franchise agreement with Adelphia requires Adelphia to provide a $75,000 annual grant to the City to support PEG Access. 1 -1 • • The end - result of the review and audit shall be a written report detailing all findings, along with estimates of incorrect payments, to the extent any are found, and recommendations for future financial reports and procedures. , Three (3) bound copies and one (1) unbound (reproducible copy) are included in the cost quoted in C. below. • B. SCHEDULE The audit report shall be submitted to the City within forty -five (45) days of receipt of all information requested from Adelphia. . C. COST The cost shall be $9,200 on a firm, fixed -price basis. The cost includes up to two (2) meetings with City staff and officials to review the audit findings. Invoices shall be submitted in accordance with the following schedule: • 50% thirty (30) days after authorization to proceed; and • 50% upon submission of audit report. ` For services beyond the stated scope of work, the City will be invoiced monthly on an hourly basis at the following TMC rates: - . Mr: Pi!nick $220 per hour Mr. Friedman ' $185 per hour. • . 2 . • . ATTACHMENT 1 STATEMENT OF WORK PROPOSED CABLE TELEVISION CONSULTING SERVICES TO THE CITY OF SEAL BEACH A. GENERAL Telecommunications Management Corp. (the Consultant) shall provide cable television consultant services to the City of Seal Beach (the City) in support of the City's franchise compliance review of Adelphia Communications (Adelphia), and in accordance with the following tasks. B. TASKS - - - Task 1 Franchise Compliance Audit The Consultant shall conduct a franchise - compliance review of the cable system operator to determine whether the operator has complied, and currently is complying with: • All obligations of the cable franchise agreement. • The City's cable regulatory ordinance and other applicable local laws and regulations. • Applicable California and Federal laws and regulations. The end - product shall be a written report containing all relevant findings, conclusions and recommendations. Two (2) meetings with City staff to - review the report findings are included in the cost quoted in the Cost Proposal for this task. Task 2 Technical Audit The Consultant proposes to subcontract technical audit of the Comcast cable system with Kramer.Firm, Inc. The specific scope of services to be provided is included in Attachment 2 to this proposal. Included in Attachment 2 (pages 14 -17) are photographs that illustrate the type of physical plant violations that currently exist in the Adelphia cable 1 • • system in the City. The proposed services include: • FCC proof -of- performance report reviews • Physical plant inspections • FCC signal quality inspection The end -item of Task 2 shall be written evaluation reports, including all data, analyses and conclusions. C. PERSONNEL Mr. Carl Pilnick, President of Telecommunications Management Corp., and Mr. Michael J. Friedman, TMC Vice President, shall participate in all tasks. Task 2, the Technical Audit, will be subcontracted to Kramer.Firm, inc. (see Attachment 2). D. SCHEDULE The following schedule is proposed: Task 1 Audit report submitted within 45 days after receipt of relevant information from cable operator. Task 2 See Attachment 2, containing the Kramer.Firm, Inc. proposal. i 2 0 • COST PROPOSAL NOTES 1. All costs are quoted below on a firm, fixed -price basis. 2. For the Task 1 report, invoices will be submitted as follows: • 50% of total 30 days after authorization to proceed. • 50% of total upon submission of report. 3. For the Task 2 Technical Audit; 20% of the total will be invoiced upon notification to proceed, with the remainder invoiced on a monthly basis based on the amount of services performed. 4. Included in costs are three (3) bound copies and one reproducible copy of reports and end -item documents. Additional copies will be provided at TMC's cost. 5. Local travel expenses are included in the costs quoted. 6. Any requirements for City permits or business licenses are in addition to the costs quoted, and will be invoiced at cost. 7. The City may chose those Tasks that it desires (i.e., there is.no obligation to contract for all Tasks if only some of the work is desired). 8. For services beyond the stated scope of work, the County will be invoiced monthly on an hourly basis at the following TMC rates: Mr. Pilnick $220 per hour Mr. Friedman $185 per hour. For subcontracted services, TMC will invoice at cost plus 25 %. COSTS Task Description Total . 1 Franchise Compliance Audit $ 3,900 2 Technical Audit Proof -of- Performance Reviews 3,900 Physical Plant Inspections 11,300 Signal Quality Evaluation 5,100 Total ` $ 24,200 3