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HomeMy WebLinkAboutSISTERS-IN-LAW - 2004-05-27 �u lty Contracts Submittal to f City Clerks Office �.. Y Joan FIynn To: City Clerk 1. Name of Contractor: Sisters-in-Law 2. Purpose of Contract: For Example:Audit Services or Water Quality Testing Huntington Lake—Huntington Central Park Court reporting services 3. Amount of Contract: under$50,000 Copy of contract distributed to: The ORIGINAL insurance certificate/waiver sent to Risk Management Initiating Dept. City Treasurer ORIGINAL bonds sent to Treasurer e CITY CLERK'S OFFICE USE ONLY i c� €� Name/Extension City Attorneys Office �, £ � £ £££ £ g"t f"'` £ €£, £ z s g(si" ay} D, £ d£ a M£ s Date: 6/23/2004 It �,�� £i , m.- �# i � 1,££z� `S g a €,€ €tl �€� � � � �,,� £t SP £ Y� � 3 y =9. i i su '' a ra` "' zd't £ R 1 1011,a atae a € isi$a :,,. a £ s apz£k €s § g:/Attymisc/forms/city clerk contract transmittal.doc PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND SISTERS-IN-LAW FOR COURT.REPORTING SERVICES THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY, and SISTERS-IN-LAW, a sole proprietor hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide court reporting services on an "as-needed"basis; and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTANT shall provide services as described in Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates Vicki Resch who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence as needed, as soon as practicable after the execution of this Agreement by CITY (the "Commencement Date"). This Agreement shall expire on May 1, 2007, unless sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed in a timely and professional manner. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a time and materials basis at the rates specified in Exhibit "B," which is attached hereto and incorporated into this Agreement by this reference. 5. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to the terms of Exhibit "B," which is attached hereto and incorporated by reference into this Agreement. 6. HOLD HARMLESS CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, judgments, .demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with Agreemt\Forms\Court Reporting 2 CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CONSULTANT will conduct all defense at its sole cost and expense and CITY shall approve selection of CONSULTANT's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as limitation upon the amount of indemnification to be provided by CONSULTANT. 7. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder. 8. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination, all finished and Agreemfforms\Court Reporting 3 unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 9. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 10. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any 'regular TITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have any financial interest. in this Agreement in violation of the applicable provisions of the California Government Code. 11. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S. certified mail-return receipt requested: Agreemt\Forms\Court Reporting 4 TO CITY: TO CONSULTANT: Jennifer McGrath, City Attorney Vicki Resch City of Huntington Beach Sisters-In-Law 2000 Main Street 17141 Pleasant Circle Huntington Beach, CA 92648 Huntington Beach, CA 92649 12. CONSENT When CITY's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. 13. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 14. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 15. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate Agreemt\Forms\Court Reporting 5 or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 16. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 17. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 18. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly Agreemt\Forms\Court Reporting 6 outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 19. ATTORNEY'S FEES In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear-its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the non-prevailing party. 20. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 21. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 22. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation, inducement, Agreemt\Forms\Court Reporting promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this Agreement, and supercede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers on 2004. CONSULTANT, CITY OF HUNTINGTON BEACH, SISTERS-IN-LAW, a municipal corporation of the State of California By. 1//Gk1 Resc/ City Attorn �j print name tJ 1� (Pursuant To HBMC§3.03.100) Sole Proprietor APPROVED AS TO FORM: City Attorney REVIE D AND APPR City A ministrator (only for contracts S50,000.00 and over) Agreemt\Forms\Court Reporting g EXHIBIT A A. STATEMENT OF WORK: (Narrative of work to be performed) Consultant to provide court reporting services on an "as-needed" basis. B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: Not Applicable C. CITY'S DUTIES AND RESPONSIBILITIES: Not Applicable D. WORK PROGRAM/PROJECT SCHEDULE: Not Applicable jmp/contracts group./exA/4/28/04 Rate Schedule Transcripts: Light $ 4.40 per page Medium $ 4.70 per page Heavy $ 5.25 per page Exhibit copying $ .30 per page Delivery and handling $ 15.00 per transcript Minimum transcript $ 195.00 Real Time: $ 1.25 per page Expedites_ Normal delivery is 10 business days Delivery on the next working day 100% more Delivery on the 2nd working day 90% more Delivery on the 3rd working day 80% more Delivery on the 41h working day 70% more Delivery on the 51h working day 60% more Delivery on the 61h working day 50% more Delivery on the 71h working day 40% more Delivery on the 81h working day 30% more Delivery on the 9th working day 20% more Per Diems: Weekends and holidays $ 45.00 per hour Non-appearance fee $125.00 Non-appearance with affidavit $150.00 Miscellaneous: Waiting time $40.00 per hour ' After 6:00 and before 9:00 $40.00 per hour Condensed transcript No charge E-transcript or ascii disk No charge Travel time No charge Time stamping No charge SISTIERS-IN- LAW r CERTIFIED COURT REPORTERS For All Your Reporting Needs Condensed Transcripts• Litigation Support• Realtime Reporting•ASCII Disks• lutopreters• Videographers 17141 Pleasant Circle • Huntington Beach, CA 92649 • (714) 840-4042 • Fax (714) 840-1282 • i' RECEIVED JUN 01 2004 Cittyy of Huntington Beach t;ityAttomey's Office 5 9 J su ity ` PROFESSIONAL SERVICE CONTRACTS „Hun' � 'Beach® =' PURCHASING CERTIFICATION 1. Requested by: Joan Giguere, City Attorney's Office 2. Date: June 7, 2004 3. Name of consultant: Sisters-In-Law 4. Description of work to be performed: Court Reporting Services 5. Amount of the contract: $40,000.00 6. Are sufficient funds available to fund this contract?' ® Yes, ❑ No 7. Company number and object code where funds are budgeted: 10015101.69380 8. Is this contract generally described on the list of professional service contracts approved by the City Council'? ® Yes, ❑ No 9. Is this contract within $25,000 or 25% (whichever is less) of the amount stated on the list of professional service contracts approved by the City Council?' ® Yes, ❑ No 10. Were (at least) informal written proposals requested of three consultants? ® Yes, ❑ No Explanation: 11. Attach list of consultants from whom proposals were requested (including a contact telephone number). 12. Attach proposed scope of work. 13. Attach proposed payment schedule. RI HARJ-AmDRIZL, M a ri 0ag e 5R IiH Purchasing/Central Services ' If the answer to any these questions is "No,"the contract will require approval from the City Council. DocumenO 6/7/2004 9:38 AM 1 - t Court Reporting Services 1. Julie Almeida Jilio & Associates 3090 Bristol Street, Suite 100 Costa Mesa, CA 92626 1-800/649-8.787 2. Vicki Resch Sisters-in-Law 17141 Pleasant Circle Huntington Beach, CA 92649 714/840-4042 Fax 714/840-1282 a Tornell & Cotton 1401 N.Tustin Avenue, Suite 160 Santa Ana, CA 92705 714/543-1600 Fax 714/543-1614 4. Debbie Bowersock Hahn & Bowersock 151 Kalmus Drive, Suite L 1 Costa Mesa, CA 92626 800-660-3187 Fax: 714/545-6471 5. Joanne M. Chiaravalloti-Larson C & C Certified Court Reporters 19402 Barrett Lane Santa Ana, CA 92705 714/544-3333 Fax: 714/731-1100 SUO, i INSURANCE WAIVER AND INDEMNIFICATIONER m MODIFICATION REQUEST Y 1. Y Requested b : Joan Gi uere -- q �L- 2. Date: June 9 2004 3. Name of contractor/permittee: Sisters-In-Law 4. Description of work to be performed: Court Reporting Services 5. Value and length of contract: 40,000 - May 1, 2007 6. Waiver/modification request: Professional Liability Insurance 7. Reason for request and why it should be granted: Not applicable for this type of service 8. Identify the risks to the City in approving this waiver/modification: None Departme t He d S ature Dat : APPROVALS Approvals must be obtained in the order listed on this form. Two approvals are required for a request to be granted. Approval from the City Administrator's Office is only required if Risk Management''and the City Attorney's Office disagree. 1. Risk Management Approved ❑ Denied Signature Date 2. City Attorney's Office pproved ❑ Denie c � 4 Signature Date 3. City Administrator's Office ❑ Approved ❑ Denied Signature Date If approved, the completed waiver/modification request is to be submitted to the City Attorney's Office along with the contract for approval. Once the contract has been approved, this form is to be filed with the Risk Management Division of Administrative Services Document2 6/9/2004 10:51 AM (12) November 3, 2003 -Council/Agency Minutes - Page 12 (City Council) Directed the City Administrator to Make Improvements As Amended to the City's Contracting Processes (Including Professional Services Contracts under Huntington Beach Municipal Code Section 3.03) (120.10) The City Council considered a communication from Councilmember Jill Hardy transmitting the following Statement of Issuer At the October 20, 2003 City Council meeting, staff recommended improvements to the city's contracting processes. I believe the following recommendations represent effective solutions to recent concerns identified with the contracting process. In addition to the recommended improvements (listed below), I propose that staff provide the City Council an update on the contracting process as part of the FY 2004-05 budget process. A motion was made by Hardy, second (inaudible) as amended to provide that the City Attorney, not Departments will maintain a log of the contracts they enter into which will be transmitted quarterly to the City Clerk's office to ensure proper filing and to direct the City Administrator to make the following improvements to the city's contracting processes within 90 days and provide a report to the City Council regarding the contracting processes as part of the FY 2004-05 budget process: a. City Attorney's office will, upon approving a Professional Services Contract (PSA), transmit the original agreement to the City Clerk's office; and b. Develop an annual training program for processing all types of contracts; and C. Develop Administrative Regulations to establish the method for processing maintenance/service and public works contracts; and _ d. Contracts will not be dated until they are effective (signed by City Attorney's office); and e. Remove the Mayor and City Clerk signature lines from contracts when not required; and f. Modify Purchasing Manager Certification to apply to maintenance/service and public works contracts; and g. Assign a single department contract coordinator to ensure contract proper processing; and h Pepa;4Fnent City Attorney will maintain a log of the contracts they enter into which will be transmitted quarterly to the City Clerk's office to ensure proper filing; and i. Staff's professional service agreement signature authority will be capped at$100,000, agreements over$100,000 will require City Council approval. City Attorney Jennifer McGrath clarified for Councilmember Dave Sullivan that her office verifies all documents are accurate, appropriately signed and approved as to form. (13) November 3, 2003 -Council/Agency Minutes - Page 13 City Clerk Connie Brockway responded to Councilmember Dave Sullivan's inquiry relative to why she believed City Clerk attestation on city contracts to be necessary stating that a majority of cities require the City Clerk to always attest to the signatures of city officers entering into contracts on behalf of the city; that attestation by the City Clerk applies to contracts approved and entered into that do not appear on city council agendas and to those contracts which do appear on the city council agenda. The City Clerk informed Council of an email survey her office had conducted of over forty cities wherein all but eight cities required the City Clerk to attest to all agreements even those agreements not appearing on the council agenda. She referred to cities such as the City of Irvine, Santa Ana and Anaheim which require City Clerk attestation to the signatures of the city officers just as the City Clerk must attest to the signature of the Mayor on contracts that go through the city council process. She informed Council of the reasons why she believed her request to attest to in house contracts was reasonable. A substitute motion was made by Sullivan, second Coerper to require attestation and limit contracts to $50,000. City Attorney McGrath stated her opinion that the city seal or attestation line on city contracts is not required. City Attorney McGrath reported on the Huntington Beach Municipal Code Section 3.03 process. City Administrator Ray Silver reported on the Professional Services Contract process stating in order to save staff time his office, the City Attorney and Risk Management developed a standard professional services contract. City Administrator Silver informed Council that staff wants to improve the system and address the legitimate concerns raised by the City Clerk. Council voted on the above-mentioned substitute motion made by Councilmember Sullivan. The motion failed by the following roll call vote: AYES: Sullivan, Coerper, Green, NOES: Boardman, Cook, Houchen, Hardy ABSENT: None Council voted on the above-mentioned original motion. The original motion as amended by Councilmember Hardy that the City Attorney, not Departments will maintain a log of the contracts they enter which will be transmitted quarterly to the City Clerk's office to ensure proper filing carried by the following roll call vote: AYES: Coerper, Hardy, Green, Boardman, Cook, Houchen NOES: Sullivan ABSENT: None