The URL can be used to link to this page

Home My WebLink AboutSTOOPS, JOHN - 2001-11-30 i 1 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND JOHN STOOPS FOR ACCOUNTING CONSULTING SERVICES Table of Contents 1 Scope of Services.................................................................................................... 1 2 City Staff Ass]'stance.............................................................. .......I............... 1 3 Term; Time of Performance.................................................................................... 1 4 Compensation.......................................................................................................... I 5 Extra Work.............................................................................. 6 Method of Payment............................................................................. ---.......2 7 Disposition of Plans, Estimates and Other Documents...........................................2 8 Hold Harmless.........................................................................................................2 9 Independent Contractor............................................................................................ 10 Termination of Agreement......................................................................................3 11 Assignment and Delegation 12 Copyrights/Patents ..................................................................................................4 13 City Employees and Officials .................................................................................4 14 Notices.........................................................................................4 15 Consent............................................................................................ ..5 16 Modification................................................................................ .....5 17 Section Headings....................... 18 Interpretation of this Agreement ........................ ......5 19 Duplicate Original................................................................•..................................6 20 Immigration..............................................................................................................6 21 Legal Sen-ices Subcontracting Prohibited ...............................................................6 22 Attorney's Fees ..............................................................................7 23 Survival .................................................................................... ..........7 ...................... 24 Governing Law.........................................................................................................7 25 Entirety......................................................................................... ......7 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND JOHN STOOPS FOR LITIGATION SUPPORT ACCOUNTING SERVICES THIS AGREEMENT ("Agreement") is made and entered into this day of p 2m bek 2001, by and betxveen the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY," and JOHN STOOPS, an individual, hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a CONSULTANT to provide litigation support accounting services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTANT shall provide litigation support accounting services under the direction of the City Attorney. These services shall sometimes hereinafter be referred to as the "PROJECT." 2. CITY STAFF ASSISTANCE Assistant City Attorney SCOTT FIELD shall be assigned as staff coordinator 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 soon as practicable after the execution of this Agreement. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT a fee, including all costs and expenses, not to exceed 1 ' 01 agree/stoops/11116.E 01 i Twenty-five Dollars ($25.00) per hour, and provided that total compensation may not exceed Fifty Thousand Dollars (S50,000). 5. EXTRA WORK In the event CITY requires additional services not included in Paragraph 1, SCOPE OF SERVICES, CONSULTANT will undertake such work only after:receiving written authorization from CITY. Additional compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD OF PAYMENT CONSULTANT shall be paid on a monthly basis, 7. DISPOSITION OF PLANS. ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, ! without limitation, all original dray;-ings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. 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 CONSULTANT's (or CONSULTANT's subcontractors, if any) negligent performance of this Agreement or its failure to comply with any 2 01 auree'stoops/11%14r01 i 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. CITY shall be reimbursed by CONSULTANT for all costs and attorney Is fees incurred by CITY in enforcing this obligation. 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. 9. 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. 10. 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. Anv 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 unfinished documents, exhibits, 3 01 agree:stoops:'11.:14101 report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 11. 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. 12. COPYRIGHTSTATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 13. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY 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. 14. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section I 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; provided that CITY and CONSULTANT, by notice given hereunder, may designate 4 0 1 agree/stoops/1 I/14 01 i different addresses to which subsequent notices, certificates or other communications will be sent: TO CITY: TO CONSULTANT: City of Huntington Beach John Stoops Attn: Scott Field, Assistant City Attorney 17802 Prescott Lane 2000 Main Street Huntington Beach, CA 92647-6433 Huntington Beach, CA 92648 (714) 843-6806 (714) 536-5555 15. 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. 16. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 17. 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. 18. 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 5 01 a Eiree./stoops.'1114/01 i 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 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 Agreemem which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 19. DLPLICATE ORIGINAL The original of this Agreement and one or more copies hereto llave 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. 20. 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. 21. 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 outside 6 01 aoree:'stoops!11 r 14 01 i . I 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. I 22. ATTORNEY'S FEES Except as expressly set forth in Section S of this Agreement, 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. I such that prevailing party shall not be entitled to recover its attorney's fees from the non- ' i prevailing party. 23. SURVIVAL Terms and conditions of this Agreement. which by their sense and context survive the expiration or termination of this Agreement shall so survive. 24. GOVERNING LAW I This Agreement shall be governed and construed in accordance with the laws of the State of California. 25. 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 ID acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anvone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this 7 01 agree/stoops.`11 1 14101 Agreement in reliance on any representation, inducement, 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 supercedes 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 offices the day, month and year first above written. JOHN STOOPS, an individual CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California City Attorney /Z .er j REVIEWED AND APPROVED : APPROVED ASTOF RM: City Ad ni strator City Attorney /z,/Z.- o! 01agree.'stoops/11i 16`01 INSURANCE & INDEMNIFICATION WAIVERIMODIFICATION REQUEST 1. Requested by: Scott Field, Assistant City Attorney 2. Date: November 6, 2001 3. Name of contractorlpermittee: John Stoops 4. Description of work to be performed: Accounting Consulting Services relative to Fair Labor Standards Act litigation. 5. Value & length of contract: $z 5 .00/fir. at the direction--of the City Attorney. 6. Waiver/modification requested:Wa ivpr of all insurance _recluire-ments . 7. Reason for request &why it should be granted:Consultant agrees to provide accounting services on an as needed- basis and at the direction of the City Attorney. S-ervi-ces relate to on-going litigation and need for insurance 'coverage is -mini-mal , or non-existant. 8. Identify the risks to the city of approving this waiverlmodification: risks. Department Head Signature: - Z �/ Date: % 2a d APPROVALS (Aporavals must be ootained in the order listed on this form. Two approvals are required for a request to be granted. Approval from the City Administrators off a is only required if Risk 4tanagement and the Cary Attorney's once disagree.) 1. Risk Management R�pproved ❑ Denied Signature Date 2. City Attorney's Office -- Approved ❑ Denied Signature Date 3. City Administrator's Office ❑ Approved ❑ Denied Signature Date IF APPROVED, THE COMPLETED WAIVERIMODIFICATION 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 RISK MANAGEMENT. AttymiSC%.1orms',inswaiver • i 1� CITY OF HUNTINGTON BEACH Inter Office Communication • + Building and Safety Department TO: Christi Mendoza FROM: Jan Richards, Administrative Assistant Qiy� DATE: December 13, 2001 SUBJECT: CSG Consultants,Inc. Attached is the original insurance certificate for the contract to CSG Consultants Inc. for $44,500. Thank you for your help in processing the insurance! A iti Y,;Jai S"SI1S4r4�.7C.i'ir rk"t CITY OF 'HUNTINGTON BEACH, 2001 DEC I P 4� 5b i 1