HomeMy WebLinkAboutAP Triton Consulting, LLC - 2020-12-11 AMENDMENT NO. I TO AGREEMENT BETWEEN
THE CITY 01" HUNTINGTON BEACH AND
AP TRITON CONSULTING. LLC
FOR
THE PROVISION OF COST REPORT PROCESSING SERVICES
FOR GEMT REIMBURSEMENT
THIS AMENDMENT is made and entered into by and between the CITY OF
HUNTINGTON BEACH, a California municipal corporation. hereinafter referred to as
"City." and AP TRITON CONSULTING, LLC, a Limited Liability Corporation,
hereinafter referred to as "Consultant."
WHEREAS, City and Consultant are parties to that certain agreement, dated
December 11. 2020. entitled "Professional Services Contract Between the City of'
Huntington Beach and AP Triton Consulting, LLC for The Provision of-Cost Report
Processina Services for GEMT Reimbursement" which agreement shall hereinafter be
referred to as the "Original Agreement: and
City and Consultant wish to amend the Original Agreement to extend the term,
NOW, THEREFORE, it is agreed by City and Consultant as follows:
1. TERM
The term of the Agreement is extended for three additional years until
December 10, 2024.
2. REAFFIRMATION
Except as specifically modified herein. all other terms and conditions for the
Original Agreement shall remain in full force and effect.
2 1-10539/26983 1 I
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by and through their authorized officers on AV Yfmt:Ge n, a2^'� , 2021.
AP TRITON CONSULTING, LLC CITY OF HUNTINGTON BEACH, a
municipal corporation of the State of
California
By:
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ITS: (circle one)Chairman/President/V ice President Fire Chief
AND APPROVED RM:
By:
tty ttorney
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ITS: (circle one) Secretary/Chief Financial CEIVE AND FILE:
Officer/Asst. Secretary-Treasurer 9n
City Clerk 111Z1.21
COUNTERPART
21-10539/269831 2
IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be
executed by and through their authorized officers on klYetn&eeJ Jam.2021.
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AP TRITON CONSUL iL6 CITY OF HI NTINGTON BEACH,a
' municipal corporation of the State of
California
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ITS: (circle one hairman(Prasident/vice President Fire Chief
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A f APPROVED AS TO FORM:
By:
;5 cM -A C City Attorney Aw
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ITS: (circle one)Secretary/Chief Financial RECEIVE AND F1LE:
O,(ffficer/Asst.Secretary-Treeorer
City Clerk
COUNTERPART
21-10539/269931 2
Client#: 1626412 APTRI
ACORD., CERTIFICATE OF LIABILITY INSURANCE °"T 31 17l2021712021
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED
REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER.
IMPORTANT:It the certificate holder Is an ADDITIONAL INSURED,the P011cy(Iea)must have ADDITIONAL INSURED provisions Or be endorsed. I
If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on
this certificate does not confer any rights to the certificate holder In lieu of such ondorsoment(s).
PRODUCER CDHTAC Arthur Mielcarek
NAME:
USI Insurance Services, LLC P 602-666-4918
A/C Na E.q. AICyN_p)_�
FAX
2375 E.Camelback Road, Suite 250 E'Mul arthur.mlelcarek@usi.com
Phoenix,AZ 85016 A sg,___
INSURER 9 AFFOROINO COVERAGE NAIL N
INSURERA:Continental Casually Company 20443
INSURED INSURER e
AP Triton Consulting, LLC
INSURER C
1851 Heritage Lane,Suite 138
INSURER D:
Sacramento, CA 95815
INSURER E:
INSURER F-
COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POUCY PERIOD
INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAN PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAMS.
INSR TYPE OF INSURANCE OD SU POU E P POLICY SAP UMRS
LTR POLICY NUMBER MWD MMIOD(YYYY
CONMERGAL GENEinL LIABILITY
EACH
AApaOC TCTURRE'ICE f
I CLAMS-MACE ROM OCCUR I 9 e p�Fc�e' _. s
MED EXP Any one Deem) 5
PERSONAL S AOV INJURY s
GENL AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE 5
POLICY JJERC LOC PRODUCTS-CCMPAIP AGG $
OTHER: $
AUTOMMLE LIAMUTTY I ONawNEN SWGIE UNIT
ANY AUTO IeODILYINJ Y(Pr Penn) $
O'NNEO WHEOULEO BOOBY INJURY(Pr arddvd) $
AUTOS ONLY AUTOS
HIRED NON-0WNED PROPERTY DAMAGE 5
AUTOS ONLY AUTOS ONLY' Man _
H $
UMBRELLA UAB OCCUR
APPROVED A TO FORM EACH OCCURRENCE $
EXCESS LIAR CLAIMS- Aoc AGGREGATE $
DIED I I RETENTION 5
WOR%ERS COMPENSATION GATES PER Oi14
M[CHAEL .
AND EMPLOYERS' ARTNTY' TlA
ANY PROPRIWERIPARTNDED7 CUTIVE Y I N CITY A RNEY E.L.EACH ACCIDENT $
OFFICERIM 1.NIO E%CLlKIE00 NIA CITY OF HUNTI GTON BEA H
(MandLLary In NN) E.L.DISEASE-FA EMPLOYEE $
II yymeA.dedGlEe OF O
DESLRIPLION OF PEMT10N5 Mlw E.L.DISEASE-PCUCY LIMIT S
A Professional 596516681 0312712021 031271202 1,000,000 Per Claim
Liability 3,000,000 Aggregate .
2.500 Deductible
DESCRIPTION OF OPERATIONS I LOCATIONS 1 VEHICLES(ACORD 19I.MElepnal Re T%s SG "ule,may Os atom Ned Timm apace Ia n Iuf m
Evidence of Insurance.
CERTIFICATE HOLDER CANCELLATION
City of Huntington Beach SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
2000 Main Street ACCORDANCE WITH THE POLICY PROVISIONS.
Huntington Beach,CA 92648
AUTHORIZED REPRESENTATIVE
01988-2015 ACORD CORPORATION.All rights reserved.
ACORD 25(2016103) 1 Off The ACORD name and logo are registered marks of ACORD
PS31482852lM31454216 P1DZP
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
AP TRITON CONSULTING, LLC
FOR
THE PROVISION OF COST REPORT PROCESSING SERVICES FOR GEMT
REIMBURSEMENT
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 AP TRITON CONSULTING, LLC, a California Corporation hereinafter referred to
as "CONSULTANT."
WHEREAS, CITY desires to engage the services of a consultant to provide cost report
processing for GEMT reimbursement; 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 all 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 Valerie Erwin who shall represent it and be its
sole contact and agent in all consultations with CITY during the performance of this Agreement.
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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 on � �A /A 20 (the "Commencement Date"). This Agreement
shall automatically terminate one (1) year from the Commencement Date, unless extended or
sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no
later than one (1) year from the Commencement Date. The time for performance of the tasks
identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be
amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT.
In the event the Commencement Date precedes the Effective Date,CONSULTANT
shall be bound by all terms and conditions as provided herein.
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 by reference into this Agreement,a fee, including all costs and
expenses, not to exceed Twenty One Thousand Dollars ($21,000).
5. EXTRA WORK
In the event CITY requires additional services not included in Exhibit "A" or
changes in the scope of services described in Exhibit "A," 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.
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6. METHOD OF PAYMENT
CONSULTANT shall be paid pursuant to the terms of Exhibit "B."
7. DISPOSITION OF PLANS ESTIMATES AND OTHER DOCUMENTS
CONSULTANT agrees that title to all materials prepared hereunder, including,
without limitation, all original drawings, 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
A. 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(or alleged 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.
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B. To the extent that CONSULTANT performs"Design Professional Services"within
the meaning of Civil Code Section 2782.8, then the following Hold Harmless provision applies in
place of subsection A above:
"CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless
CITY and its officers, elected or appointed officials, employees, agents and volunteers, from and
against any and all claims, damages, losses, expenses, demands and defense costs (including,
without limitation, costs and fees of litigation of every nature or liability of any kind or nature) to
the extent that the claims against CONSULTANT arise out of, pertain to, or relate to the
negligence, recklessness, or willful misconduct of CONSULTANT. In no event shall the cost to
defend charged to CONSULTANT exceed CONSULTANT's proportionate percentage of fault.
However, notwithstanding the previous sentence, in the event one or more other defendants to the
claims and/or litigation is unable to pay its share of defense costs due to bankruptcy or dissolution
of the business, CONSULTANT shall meet and confer with CITY and other defendants regarding
unpaid defense costs. The duty to indemnify, including the duty and the cost to defend, is limited
as provided in California Civil Code Section 2782.8.
C. Regardless of whether subparagraph A or B applies, CITY shall be reimbursed by
CONSULTANT for all costs and attorney's fees incurred by CITY in enforcing this obligation.
This indemnity shall apply to all claims and liability regardless of whether any insurance policies
are applicable. The policy limits do not act as a limitation upon the amount of indemnification to
be provided by CONSULTANT.
9. PROFESSIONAL LIABILITY INSURANCE
CONSULTANT shall obtain and furnish to CITY a professional liability insurance
policy covering the work performed by it hereunder. This policy shall provide coverage for
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CONSULTANT's professional liability in an amount not less than One Million Dollars
($1,000,000.00) per occurrence and in the aggregate. The above-mentioned insurance shall not
contain a self-insured retention without the express written consent of CITY;however an insurance
policy "deductible" of Ten Thousand Dollars ($10,000.00) or less is permitted. A claims-made
policy shall be acceptable if the policy further provides that:
A. The policy retroactive date coincides with or precedes the initiation of the
scope of work (including subsequent policies purchased as renewals or
replacements).
B. CONSULTANT shall notify CITY of circumstances or incidents that might
give rise to future claims.
CONSULTANT will make every effort to maintain similar insurance during the
required extended period of coverage following PROJECT completion. If insurance is terminated
for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two
(2) years to report claims arising from work performed in connection with this Agreement.
If CONSULTANT fails or refuses to produce or maintain the insurance required by
this section or fails or refuses to furnish the CITY with required proof that insurance has been
procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to
forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid
for its time and materials expended prior to notification of termination. CONSULTANT waives
the right to receive compensation and agrees to indemnify the CITY for any work performed prior
to approval of insurance by the CITY.
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10. CERTIFICATE OF INSURANCE
Prior to commencing performance of the work hereunder, CONSULTANT shall
furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the
foregoing insurance coverage as required by this Agreement; the certificate shall:
A. provide the name and policy number of each carrier and policy;
B. state that the policy is currently in force; and
C. shall promise that such policy shall not be suspended, voided or canceled
by either party,reduced in coverage or in limits except after thirty(30)days'
prior written notice;however,ten(10)days' prior written notice in the event
of cancellation for nonpayment of premium.
CONSULTANT shall maintain the foregoing insurance coverage in force until the
work under this Agreement is fully completed and accepted by CITY.
The requirement for carrying the foregoing insurance coverage shall not derogate
from CONSULTANT's defense, hold harmless and indemnification obligations as set forth in this
Agreement. CITY or its representative shall at all times have the right to demand the original or a
copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely manner, the
premiums on the insurance hereinabove required.
11. 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
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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.
12. 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 unfinished documents, exhibits, report, and
evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by
CONSULTANT.
13. 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.
14. COPYRIGHTS/PATENTS
CITY shall own all rights to any patent or copyright on any work, item or material
produced as a result of this Agreement.
15. 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
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financial interest in this Agreement in violation of the applicable provisions of the California
Government Code.
16. 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:
TO CITY: TO CONSULTANT:
City of Huntington Beach AP Triton Consulting,LLC
ATTN: Fire Chief, Scott M. Haberle ATTN: Kurt P. Henke
2000 Main Street 1851 Heritage Lane, Suite 138
Huntington Beach, CA 92648 Sacramento, CA 95815
17. 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.
18. MODIFICATION
No waiver or modification of any language in this Agreement shall be valid unless
in writing and duly executed by both parties.
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19. 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.
20. 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 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.
21. 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
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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.
22. 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.
23. 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 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.
24. 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 nonprevailing party.
25. SURVIVAL
Terms and conditions of this Agreement, which by their sense and context survive
the expiration or termination of this Agreement, shall so survive.
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IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed
by and through their authorized officers.
CONSULTANT, CITY OF HUNTINGTON BEACH,
a municipal corporation of the State of
AP Triton Consulting, LL California
By:
T .
_ � Q Director/Chief
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ITS: (circle onej Qairman/P)sidenWicc}'resident APPROVED AS TO FORM:
AND
B
A- City A orney
print name Date
ITS: (circle one)Secretary/ ief:Financi�alocer/Asst.
Secretary—Treasurer RECEIVE AND FILE:
City Clerk
Date
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EXHIBIT A
A. STATEMENT OF WORK: (Narrative of work to be performed)
CONSULTANT shall provide cost report processing services for GEMT reimbursement.
B. CONSULTANT'S DUTIES AND RESPONSIBILITIES:
CONSULTANT shall provide consulting services to the CLIENT as follows:
1. CONSULTANT shall annually prepare the cost report that CLIENT submits to the State of
California in order for the CLIENT to participate in the State's GEMT Program.
CONSULTANT shall prepare the cost reports in accordance with all federal, state, or municipal
laws or regulations.
2. CONSULTANT shall provide CLIENT with the cost report and all supporting
documentation (financial data will be delivered as a flat file, i.e., Excel or Word file) to the
agreed upon email address. It shall be the CLIENT'S responsibility to file the cost report with
the State of California. CLIENT shall meet CONSULTANT's established deadlines for data
submission and document reviews.
3. As part of the fee set forth in this Exhibit, CONSULTANT shall provide CLIENT with four
hours of audit assistance post submittal, either in person (if the audit is conducted onsite) or
through telephone/e-mail (if the audit is a desk audit). Travel expenses will be billed to
CLIENT as set forth in Exhibit B.
4. There shall be a cap of 65 hours per cost report and 4 hours of audit assistance post-
submittal, unless extended by mutual agreement of the parties.
5. Any programs, projects, or additional work beyond the 65-hour capper cost report or 4-hour
cap for audit assistance post-submittal will be negotiated on a project basis cost by the parties or
at $400.00 per hour.
C. CITY'S DUTIES AND RESPONSIBILITIES:
1. CITY shall provide pertinent financial information and other related data requested by
CONSULTANT for this report.
2. CITY shall work with CONSULTANT to establish project schedules for data submission
and document reviews.
D. WORK PROGRAM/PROJECT SCHEDULE:
To be determined.
EXHIBIT A
EXHIBIT "B"
Payment Schedule (Fixed Fee Payment)
1. CONSULTANT shall be entitled to monthly progress payments toward the fixed fee
set forth herein in accordance with the following progress and payment schedules.
• Preparation and delivery of each report: $10,500
• Total cost of two reports: $21,000
Any additional services approved by CITY prior to work performed above the Scope of Work will
be billed separately at $400 per hour, as required.
Any travel expenses approved by CITY prior to incurring such expenses will be billed separately at
cost.
All invoices shall be due within thirty (30) days from the date of the invoice submitted to Huntington
Beach Fire Department. The following itemization does not include travel or other expenses, which
shall be invoiced separately, if required.
• 50% due at commencement of cost report preparation $5,250 per report
• 50%due upon delivery of the final study$5,250 per report
2. Delivery of work product: A copy of every memorandum, letter, report, calculation
and other documentation prepared by CONSULTANT shall be submitted to CITY to demonstrate
progress toward completion of tasks. In the event CITY rejects or has comments on any such product,
CITY shall identify specific requirements for satisfactory completion.
3. CONSULTANT shall submit to CITY an invoice for each monthly progress payment
due. Such invoice shall:
A) Reference this Agreement;
B) Describe the services performed;
C) Show the total amount of the payment due;
D) Include a certification by a principal member of CONSULTANT's firm that the
work has been performed in accordance with the provisions of this Agreement;
and
E) For all payments include an estimate of the percentage of work completed.
Upon submission of any such invoice, if CITY is satisfied that CONSULTANT is making
satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall
approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the
invoice by CITY. Such approval shall not be unreasonably withheld. If CITY does not approve an
invoice,CITY shall notify CONSULTANT in writing of the reasons for non-approval and the schedule
of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties
agree that past performance by CONSULTANT is in, or has been brought into compliance, or until
this Agreement has expired or is terminated as provided herein.
Exhibit B
4. Any billings for extra work or additional services authorized in advance and in writing
by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information
required above, and in addition shall list the hours expended and hourly rate charged for such time.
Such invoices shall be approved by CITY if the work performed is in accordance with the extra work
or additional services requested, and if CITY is satisfied that the statement of hours worked and costs
incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the
parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing
performance of the remainder of this Agreement.
Exhibit B
PROFESSIONAL SERVICES CONTRACT BETWEEN
THE CITY OF HUNTINGTON BEACH AND
AP TRITON CONSULTING, LLC
FOR
THE PROVISION OF COST REPORT PROCESSING SERVICES FOR GEMT
REIMBURSEMENT
Table of Contents
1 Scope of Services................................................................................................................ 1
2 City Staff Assistance...........................................................................................................2
3 Term; Time of Performance................................................................................................2
4 Compensation......................................................................................................................2
5 Extra Work..........................................................................................................................2
6 Method of Payment.............................................................................................................3
7 Disposition of Plans, Estimates and Other Documents.......................................................3
8 Hold Harmless.....................................................................................................................3
9 Professional Liability Insurance ..............................................................................4
10 Certificate of Insurance.......................................................................................................5
11 Independent Contractor.......................................................................................................6
12 Termination of Agreement..................................................................................................6
13 Assignment and Delegation..................................................................................................6
14 Copyrights/Patents ..............................................................................................................7
15 City Employees and Officials..............................................................................................7
16 Notices... .................................................................................................................7
17 Consent................................................................................................................................8
18 Modification........................................................................................................................ 8
19 Section Headings................................................................................................................. 8
20 Interpretation of this Agreement.........................................................................................8
21 Duplicate Original...............................................................................................................9
22 Immigration..........................................................................................................................9
23 Legal Services Subcontracting Prohibited ...........................................................................9
24 Attorney's Fees..................................................................................................................... 10
25 Survival................................................................................................................................ 10
26 Governing Law..................................................................................................................... 10
27 Signatories............................................................................................................................ 10
28 Entirety................................................................................................................................. 10
29 Effective Date.................................................................................I I
Client#-1628412 APTRI
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DATE(M .
ACORD. CERTIFICATE OF LIABILITY INSURANCE QATE(M 020
THIS CERTIFICATE 13 ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW.THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE'A CONTRACT BETWEEN THE issdm msuRER(S),AUTHORi2ED
REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER.
IMPORTANT;If the certificate holder is an ADDITIONAL INSURED,the policy(les)must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION 13 WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement A statement on
this certificate does not confer any rights to the certificate holder In lieu of such endorsement(s).
PRODUCER NXell Arthur Mlelcarsk
USI Insurance Services,LLC rkc�"N&Est,602-666.4918
2421 West Peoria Avenue,Suite 110 E-MAIL Atc No t
ADD Ess arthur.misicarekt�ust.com
Phoenix,AZ 85029
. Irt8URER3 APPORDLNG£OVERAOE NALCM
_INSURER A.Continental Casualty Company 20443
INSURED INSURER a r
AP Triton Consulting,LLC
1851 Heritage Lane,Suite 138 INSURERCt
INSURER D::
Sacramento,CA 95815 INSURER e;
INSURER F
COVERAGES CERTIFICATE NUMBER; REVISION:NUMBER:
THIS is TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED, NOTWITHSTANDING ANY REQUIREMENT;TERM OR CONDITION OF ANY CONTRACTOR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN 18 SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS,
NgR�TR, TYPO OF INSURANCE DD SUe - PO 'Pf o C
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COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $_
CLAIMS-MADE. OCCUR R�1 Eaaa ertco $.
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PERSONAL&AOVINJURY
GEN`LAOGREGATELIMIT APPLIES PER: GENERAL AGGREGATE $
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POLICY a JEOROT t.00 PRODUCTS•COMPIOP A130
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AUTOMOBILE LIABILITY BN 02"I L LI I
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ANYAUTO BODILY INJURY(Per paraon)
OWNED SCHEDULED BODILY INJURY(Per accident)
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UMBRELLA LIAO :OCC-,UJR y'' EACH OCCURRENCE
EXCESS LIAOhIICHAEI E.GATE AGGREGATE
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DESCRIPTIONOFOPERATIONSbaiow I E.L.DISEASE-POLICY LIMIT "S
A Professional 596516681 3/27/2020 0312712021 1,000,000 Per Claim
Liability 3,000,000 Aggregate
2,500 Deductible
TION OF OPERATIONS I L06ATIONS I VEHICLES(AQORO tar,Additional Remarks Scheduta,may attached It more space Is required)
DESCRIPTION -
Evidence of Insurance.
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CERTIFICATE HOLDER CANCELLATION
City of Huntington Beach SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
y THE EXPIRATION DATE THEREOF, NOTICE WILL BEE DELIVERED IN
2000 Main Street ACCORDANCE WITH THE POLICY PROVISIONS.
Huntington Beach,CA 92648,
AUTHORIZED REPRESENTA'"VE
0 ig$8-2015 AGORD CORPORATION,All rights reserved,
ACORD 25(2016/03) 1 oft The ACORD name and logo arsregistered marks of ACORD
#S29766276IM28329090 BFSZP
ProfessionalApproval Form N
Request
Date
12/10/2020
Requester Name
Lockhart,Janet
Department*
FIRE
Project Manager Name*
Jeff Lopez/Jane Cameron
PARTS 1 OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE COMPLETED BY THE
REQUESTING DEPARTMENT AND SIGNED BY THE CITY MANAGER, FOR APPROVAL,BEFORE PROCEEDING
WITH THE SOLICITATION OR CONTRACT PROCESS.PART 1 MUST BE FILED WITH ALL APPROVED
CONTRACTS.
Briefly provide the purpose for the agreement*
Provide Cost Report Processing Services for GEMT Reimbursement
Estimated cost of the services being sought*
S 21,000.00
Are sufficient funds available to fund this contract?*
•. Yes No
Check below how the services will be obtained:
A Bid solicitation process in accordance to the MC 3.03.060 procedures will be conducted.
MC 3.03.08(b)—Other Interagency Agreement procedure will be utilized.
MC 3.03.08—Contract Limits of$30,000 or less exempt procedure will be utilized.
MC 8.61.040(B)(1)—Contract is below simplified acquisition threshold exempt procedure for FEMA/Uniform
Guidance/Federal Grant Funded.
Check if applicable for contract provisions:
FEMA/Uniform Guidance/Federal Grant Funded(please also indicate on RLS)
Is this contract generally described on the list of professional service contracts approved by the City Council?If
the answer to this question is"No,"the contract will require approval from the City Council.)*
Yes No
Amount, Business Unit (8 digits) and Object Code (5 digits) where funds are
budgeted (Please note that a budget check will occur at the object code level):
Business Unit. Fiscal Year* Dollar Amount* Description(auto-populates if account number is
Object Code* valid)*
10065401.69365 2020-2021 S 21.000.00 Other Professional Services
Approval
Professional Approval /
Request
Date
12/23/2020
Requester Name*
Lockhart,Janet
Department*
FIRE
Project Manager Name*
Jeff Lopez/Jane Cameron
PARTS 1 &2 OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE COMPLETED BY
THE REQUESTING DEPARTMENT AND SIGNED FOR APPROVAL.PART 1 &2 MUST BE FILED WITH ALL
APPROVED CONTRACTS.
Link to the related Laserfiche form(s)1,e,c
Name of consultant:*
AP Triton Consulting,LLC
Amount of this contract:*
$21,000.00
Account Number and Contractual Dollar Amount
Business Unit. Fiscal Year* Dollar Amount* Description(auto-populates if account number is
Object Code' valid)*
10065401,69365 2020-2021 S 21,000.00 Other Professional Services
Were formal written proposals requested from at least three available qualified consultants?
Yes • No
If no, please explain x
Attach a list of consultants from whom proposals were requested(including a contact telephone number.)*
List of Consultant for GEMT Cost Reporting.docx 11.33KB
Attach Exhibit A,which describes the proposed scope of work.*
AP Triton Exhibit A-Scope of Work docx 14.09KB
Attach Exhibit B,which describes the payment terms of the contract.*
AP Triton Exhibit B-Fixed Fee Payment Terms.docx 25.15KB
AP Triton Exhibit B.1-Fixed Fee Payment Terms.docx 13.68KB
Approval
Department Head Approval
Department Head Approver
Haberle.Scott
Date
12/30/2020
Department Head Action
No Action Taken
Approve
Reject
Action Notes
Purchasing Approval
Purchasing Approver
Litvak, Glynis
Date
1/4/2021
Purchasing Action*
No Action Taken
Approve
Reject
Action Notes
Budget Approval
Budget Approver
Bubenheim, Serena
Date
1/4/2021
Budget Action*
No Action Taken
Approve
Reject
Action Notes
CFO Approval
CFO Approver
Bulosan,Dahle
Date
1/4/2021
CFO Action
No Action Taken
Approve
Reject
Action Notes