HomeMy WebLinkAboutRegional Government Services Authority (RGS) 2013-03-18 ' -JI�- �:;'�i3
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Agrecment for Management and Administrative Services I,
This Agreement for Management Services ("AgreemenY') is made and entcred into as of I
the i8�h day of March zoi3, by and between the City of Ukiah, a municipa] agencp
("Agency"), and Regional Government Services Authority (RGS), a joint powers
authority, (each individually a "Party" and, collectively, the "Parties").
RECITALS ,
THIS AGREEMENT is entered into ti�ith reference to the following facts and
circumstances
A. That Agency desires to engage RGS to render certain services to it;
B. That RGS is a management and administrative sen2ces provider and is qualified to
provide such services to the Agency; and
C. That the Agency has elected to engage the services of RGS upon the terms and
conditions as hercinafter set forth. I
TERMS AND CONDITIONS
Section i. Scrvices. The services to bc performed by RGS under this Agreement shall
include those seivices set fbrth in Exhibit A, which is by this refcrence
' incorporated herein and made a part hereof as though it were fully set forth
herein.
Where in conflict, thc terms of this Agreement supersede and prevail over
any terms set forth in Exhibit A.
i.i Standard of Performance. RGS shall perform all services required
pursuant to this Agreement in the manner and according to the
standards observed by a competent practitioner of the profession in
which RGS is engaged in the geographical area in which RGS practices
its profession. RGS shall prepare all work products required by this
Agreement in a substantial, first-class manner and shall conform to
the standards of qua]ity normally observed by a person practiciug in
RGS's profession. �
i.2 Assignment of Personnel. RGS shall assign only competent
personnel to perform services pursuant to this Agreement. In the
event that Agency, in its sole discretion, at any time during the term of
this Agreement, desires the reassignment of any such persons, RGS
shall consider reassigning such person or persons. RGS's Executive
Director ti�ill notify Agency's Chief Executive Officer in writing prior to
assigning a different 12GS employee to provide services other than the
initial RGS Staff idcntified on Exhibit A.
i.3 Time. RGS shall dcvote such time to the performance of services
pursuant to this Agreement as may be reasonably necessary to �ncet
the standard of performance provided in abovc and to satisfy� RGS's
obligations hereunder in Exhibit A.
Agreement For Management and Administ�atice Services Page z of ig �
Bericcen the City of Ukialt and Regio�al Government Se�vices Authority March t3,zoi3 I
Section 2. Tcrm of A�reement and Termination. SenZCes shall commencc on or
about the date specified in Exhibit A and shall continue until the date
anticipated in Exhibit A to terminate, at which time it may be extended by
mutual consent of the Parties for up to one-��ear intervals until terminated. �
This agreement may be terminated by either Party, ��ith or �vithout cause, I
upon 3o days �aritten notice. Agency has the sole discretion to determine if �
the ser��ices performed by RGS are satisfactory to the Agency, which I
determination shall be made in good faith. If the Agency deterinines that the i
services performed by RGS are not satisfactory, the Agency may terminate �I
this agreement by giving written notice to RGS. Upon receipt of notice of
termination by either Party, RGS shall cease performing duties on behalf of �
Agency on the termination date specified and the compensation payable to
RGS shall include only the period for which services have been performed by I
RGS. �
Section 3. Compensation. Payment under this Agreement shall be as provided in
Exhibit A.
Section 4. Effective Date. This Agreement shall become effective on the date first
herein above written. i
Section 5. Relationship of Parties. I
5.i It is undeistood that the relationship of RGS to the Agency is that of ,
an independent contractor and all persons working for or under the �i
direction of RGS are its agents or employees and not agents or I
employees of Agency. The Agency and RGS shall, at all times, treat all
persons working for or under the direction of RGS as agents and
employees of RGS, and not as agents or employees of the Agency.
Agency shall have the right to wntrol RGS only insofar as the results
of RGS's services rendered pursuant to this agreement and
assignment of personnel pursuant to Section i.
5.2 RGS shal] pro��de services under this Agree�nent through one or more
employees of RGS qualified to perform services contracted for by
Agency. Key RGS staff who �+rill provide sen�ices to the Agency are i
indicated in Exhibit A. The Executive Director will not reassign any of
the staff indicated in Exhibit A without first consulting with the
Agency. The Executice Director will consult with Agency on an as-
needed basis to assure that the services to be performed are being I
provided in a professional manner and meet the objectives of Agency.
5•3 Agency shall not have the ability to direct how services are to be
performed, specify the location where services are to be performed, or
establish set hours or days for performance of services, except as set
forth in Exhibit A.
5•4 Agency shall not havc any right to discharge any employee of RGS
from employment.
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5.5 RGS shall, at its sole expense, supply for its employees pro��iding I
services to Agency pursuant to this Agreement any and all benefits,
such as worker's compensation, disability insurance, vacation pay,
sick pay, or retirement benefits; obtain and maintain all ]icenses and
permits usual or necessary for performing the services; pay any and all
taxes incurred as a result of the employee(s) compensation, including II
estimated taxes, FIC9 and other employment taxes; and provide
Agency with proof of payinent oF taxes on demand. I
Section 6. Insurance Requirements. Before beginning any work under this
Agreement, RGS, at its own cost and expense, shall procure "occurrence
coveragc" insurance against claims for injuries to persons or damages to
property that may arise from or in connection with the performance of the i
work hereunder by RGS and its agents, representatives, employees, and
subcontractors. RGS shall provide proof satisFactory to Agency of such
coverage that meets the requirements of this section and under forms of ,
insurance satisfactory in all respects to the Agency. RGS shal] inaintain thc
insurance policies required by this section throughout the term of this �
Agrecment. The cost of such insurance shall be paid by RGS. RGS sha]] not �
allo�- any subcontractor to wmmence work on any subcontract until RGS
has obtained all insurance required herein for the subcontractor(s) and �
provided evidence thereof to Agency. Verification of the required insurance
shall be submitted and made part of this Agreement prior to execution.
6.i Workcrs' Comuensation. RGS shall, at its sole cost and expense,
maintain statutory Workers' Compensation Insurance and Employer's
Liability Insurance for any and all persons einployed directly or
indirectly by RGS. The statutory Workers' Compensation Insurance
and Employer's Liability Insurance shall be provided with limits of not '
less than ONE MILLION DOLLARS (Sl,000,000.00) per accident. In I
the alternative, RGS may rely on a self-insurance program to ineet
those requirements,but only if the program of self-insurance complies
fully with the provisions of the California Labor Code. The insurer, if
insurance is provided, or RGS, if a program of self-insurance is
I provided, shall waive all rights of subrogation against the Agency and
its officers, officials, employees, and volunteers for loss arising from
work performed undcr this Agreement where the subject loss is not
proximately caused by the actions of or failure to act by a Agency ,
officer, agent or employee or any person or entity other than the '
parties to the agreement.
An endorsement shall state that coverage shall not be suspended,
, voided, canceled by cither party, reduced in coverage or in limits,
except after i5 days' prior written notice has been given to the Agency. i
6.2 Commercial General and Automobile Liability Insurance. I
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b.2.i General requirements. RGS, at its own cost and expense, II
shall maintain commercial general and automobile ]iaUility
insurance for the term of this Agreement in an ainount not less I
than ONE MILLION DOLLARS ($i,00q000.00) per
occurrence, coinbined single limit coverage for risks associated
with the work contemplated by this Agreement. RGS shall
additionally maintain coinmercial general liability in an
amount not less than TWO MILLION DOLLARS ($z,000,000)
aggregated for bodily injury, personal injury, and property
damage. If a Commercial General Liability Insurance or an I
Automobile Liability form or other form with a general �i
aggregate limit is used, either the general aggregate limit shall I
apply separately to the work to be performed under this
Agreement or the general aggregate limit shall be at least twice
the required occurrence limit. Such coverage shall include but !
shall not be limited to, protection against claims arising from I
bodily and personal injury, including death resulting
therefrom, and damage to property resulting from acti��ties
contemplated under this Agreement, including the use of
owned and non-owned automobiles. '
6.2.2 Minimum scope of coverage. Commercial general coverage
shall be at least as broad as Insurance Services Office
Commercial General Liability occurrence form CG 000i or GL
0002 (most recent editions) covering comprehensive General ;
Liability and Insurance Services Office form number GL o404
covering Broad Form Comprehensive General Liability. �
Automobile coverage shall be at least as broad as Insurance
Services Office Automobile Liability form CA 000i (ed. i2/9o)
Code 8 and 9. No endorseinent shall be attached liiniting the
coverage.
6.2.3 Additional reauirements. Each of the following shall be �
included in thc insurance coverage or added as an endorsement I
to the policy: I
a. Agency and its officers, employees, agents, and j
volunteers shall be covered as additional insureds with '
respect to each of the following: liability arising out of ��
activities performed by or on behalf of RGS including the I
insured's general supervision of RGS; products and
completed operations; premises owned, occupied, or
used by RGS; and automobiles owned,leased, or used by
RGS. The coverage shall contain no special limitations
on the scope of protection afforded to Agency or its
officers, employees, agents, or volunteers.
b. The insurance shall cover on an occurrence or an
accident basis, and not on a claims-inade basis. �
c. An endorsement must state that coverage is primary
insurance with respect to the Agency and its officers,
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' officials, employees and volunteers, and that no i
insurance or self-insurance maintained by the Agency �
shall be called upon to contribute to a loss under the
' coverage.
d. An endorsement shall state that coverage shall not be
suspended, voided, cancelled by either party, or reduced ,
in coverage or in ]imits, except follo�ving reasonable �
notice to the Agency. I
6.3 Professional Liabilitv Insurance. Upon written request of
Agency, RGS, at its own cost and expense, shall maintain for the I
period covered by this Agreement professional liability insurance for �
licensed rofessionals erformin work ursuant to this A reement in
P P g P g
an amount not less than ONE MILLION DOLLARS (�i,000,000)
covering the licensed professionals'errors and omissions.
6.3.i Any deductible or self-insured retention shal] not exceed ��I
$1,00o per claim. I
6.g.2 An endorsement shall state that coverage shall not be
suspended, voided, canceled by either party, reduced in
coverage or in limits, except after 3o days' prior written notice
has been given to the Agency. i
6.3.3 The Follo�ving pro��isions shall apply if the professional liability
I coverages are written on a claims-made form:
a. The retroactive date of the policy must be shown and
must be before the date of the Agreement !
b. Insurance must be maintained and evidence of i
insurance must be provided for at least five years after
completion of the Agreement or the work, so long as �
commercially available at reasonable rates. 'I
a If coverage is canceled or not renewed and it is not �
replaced �rith another claims-made policy form with a I
retroactive date that precedes the date of this
Agreement, RGS must provide extended reporting
, coverage for a minimum of 5 years after completion of
the Agreement or the work. The Agency shall have the ,
right to exercise, at RGS's sole cost and expense, any
' i ns of the olic if RGS i
extended reporting provis o p y,
cancels or does not renew the coverage. i,
d. A copy of the claim reporting requirements must be
submitted to the Agency prior to the commencement of
any work under this Agreement li
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6.4 All Policies Requirements. I
6.4.i AcceptabilitX of insurers. All insurance required by this
section is to be placed with insurers with a Bests' rating of no ;
less than A:VII. I
6.4.z Verification of covera�e. Prior to beginning any work under
this Agreement, RGS shall furnish Agency with notifications of i
coverage and with original endorsements effecting coverage 'I
i required herein. The notifications and endorsements for each
insurance policy are to be signed by a person authorized by that i
insurer to bind coverage on its behalf. The Agency reserves the
right to require complete, certified copies of all required
insurance policies, at any timc. ;
, 6.4.3 Subcontractors. RGS shall include all subcontractors as I
' insureds under its policies or shall furnish separate certificates
and endorsements for each subcontractor. All coverages for i
subcontractors shall be subject to all of the requirements stated
herein.
6.4.4 Variation. The Agency may approve a variation in the
foregoing insurance requirements, upon a determination that
, the coverages, scope, limits, and forms of such insurance are
either not commercially available, or that the Agency's interests I
are otherwise fully protected. I
6.4.g Deductibles and Self-Insured Retentions. RGS shall I
disclose to and obtain the approval of Agency for the self- '�
insured retentions and deductibles before beginning any of the �i
services or work called for by any term of this Agreement. i
During the period covered by this Agreement, only upon the �!
prior express written authorization of Agency's Chief Executive ,
Officer, RGS may increase such deductibles or self-insured '
retentions with respect to Agency, its officers, employees, I
agents, and volunteers. The Agency's Chief Executive Officer
may condition approval of an increase in deductible or self-
, insured retention levels ��th a requirement that RGS procure a
bond, guaranteeing payment of losses and related
I investigations, claim administration, and defense expenses that
is satisfactory in all respects to each of them.
� 6.4.6 Noticc of Reduction in Coverage. In the event that any
coveragc required by this section is reduced, limited, or I
materially affected in any other manner, RGS shall pro��idc
written notice to Agency at RGS's earliest possible opportunity �I
and in no case later than fiee days after RGS is notified of the '
change in coverage.
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6.5 Remedics. In addition to any other remedies Agency may have if '
RGS fails to pro�ride or maintain any insurance policies or policy
endorsements to the extent and within the time herein required,
Agency may, at its sole option exercise any of the following remedies,
�vhich are alternatives to other remedies Agency may have and are not
the exclusive remedy for RGS's breach:
' • Obtain such insurance and deduct and retain the amount of the
premiums for such insurance from any sums due under the
Agreement;
• Order RGS to stop work under this Agreement or withhold any
payment that becomes due t hcreunder, or both stop work and
withhold any payment, until RGS demonstrates compliance
with the requirements hereof; and/or
� • Terminate this Agreement.
Section �. Lceal Requirements.
�.i Governing Law. The laws of the State of California shall govern this
Agreemcnt.
�.2 Compliance with Applicable Laws. RGS and any subcontractors
shall comply ti�th all laws applicable to the performance of the w•ork
hereunder.
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�.3 Other Governmental Regulations. To the extent that this
Agreement may be funded by fiscal assistance from another
governmental entity, RGS and any subcontractors shall comply with
all applicaUle rules and regulations to which Agency is bound by the
terms of such fiscal assistance program.
�.4 Licenses and Permits. RGS represents and warrants to Agency that I
RGS and its employces, agents, and any subcontractors have all
licenses, permits, qualifications, and approvals of whatsoever nature
that are legally required to practice their respective professions and
that RGS is authorized by la�v to provide the services contemplated by
this agreement. RGS represents and warrants to Agency that RGS and
its employees, agents, and subcontractors shall, at their sole cost and
expense, keep in effect at all times during the term of this Agrcement
any licenses, permits, and approvals that are legally required to
practice their respective professions.
�.5 Nondiscrimination and Equal Opportunitv. RGS shall not
discriminate, on the Uasis of a person's race, religion, color, national
origin, age, physical or mental handicap or disability, medical
condition, marital status, sex, or sexual orientation, against any
employee, applicant for employmcnt, subcontractor, bidder for a
subcontract, or participant in, recipicnt of, or applicant for any
services or programs provided under this Agreement. RGS shall
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comply with all applicable fedcral, state, and Local laws, policies,
rules, and requirements rclated to equal opportunity and I',
nondiscrimination in employment, contracting, and the provision of I
any services that are the subject of this Agreement. I
Section 8. Keeping and Status of Records.
8.i Records Created as Part of RGS's Performance. All reports,
data, maps, models, charts, studies, survcys, photographs,
memoranda, plans, studies, specifications, records, files, or any other '
documents or materials, in electronic or any other forin, that RGS I
prepares or obtains pursuant to this Agreement and that relate to thc i
matters covered hereunder shall be the property of the Agency. RGS
hereby agrees to deliver those documents to the Agency upon
termination of the Agreement. It is understood and agreed that the
docuinents and other materials, including but not limited to those
described abovc, prepared pursuant to this Agreement are prepared
specifically for the Agency and are not necessarily suitable for any
future or other use.
S.2 Confidential Information. RGS shall hold any confidential
information received From Agency in the wurse of performing this
Agrcement in trust and confidence and �vill not reveal such
confidential information to any person or entity, either during thc
term of the Agreement or at any time thereafter. Upon expiration of
this Agreement, or termination as provided herein, RGS shall return
materials which contain any confidential information to Agency. For
purposes of this paragraph, confidential information is defined as all
information disclosed to RGS ��hich relatcs to Agency past, present,
and future activities, as well as activities under this Agreement, which
information is not otherwise of public record under CaliFornia law. I
Agency shall notify RGS what information and documents are
confidential and thus subject to this section 8.z. �
8.3 RGS's Books and Rccords. RGS shall maintain any and all ledgers,
books of account, invoices, vouchers, canceled checks, and other
records or documents evidencing or relating to charges for services or
expenditures and disbursements charged to the Agency under this
Agreement for a minimuin of three years, or for any longer period
required by law, from the date of final payment under this
Agreement. If any litigation, claim, negotiation, audit exception, or
other action relating to this agreement is pending at the end of the
three year period, then RGS shall retain said records until such action
is resolved. City shall have a royalty-free, exclusive and irrevocable
license to reproduce, publish, and use, and authorize others to do so,
all original computer programs, writings, sound recordings, pictorial ,
reproductions, drawings, and other works of similar nature produced
in the course of or under this Agreement. RGS shall not publish any
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such material that was created for the exclusive benefit of the City, I
without the prior written approval of City. I
8.4 Inspection and Audit of Records. Any records or documents that
Section 8.2 of this Agreement requires RGS to maintain shall be made
available for inspection, audit, and/or copying at any time during
regular Uusiness hours, upon oral or written request of the Agency. 'i
Under California Govcrnment Code Section 8546.�, if the amount of '
public funds expended under this Agreement exceeds $io,000.00, the
Agreement shall be subject to the examination and audit of the State
Auditor, at the request of Agency or as part of any audit of the Agency,
for a period of 3 years after final payment under the Agreement
Section 9. Non-assignment. This Agreement is not assignable either in whole or in
part without the written consent of the other party.
Scction io. Amendments. This Agreement may be amended or modified only by
�vritten agreement signed by both Parties.
Section ii. Validitv The invalidity, in whole or in part, of any provisions of this
Agreement shall not void or affect the validity of any other provisions of this
Agreement.
Section i2. Governin� Law/Attornevs Fecs. This Agreement shall be governed by
the laws of the State of California and any suit or action initiated by either I
party shall be brought in Monterey County, California. In the event of
litigation between the Parties hereto to enforce any provision of the
Agreement, the prevailing Party shall be entitled to reasonable attorney's fees
and costs of litigation. j
Section i3. Mediation. Should any dispute arise out of this Agreement, the Parties shall �
mect in mediation and attempt to reach a resolution with the assistance of a
mutually acceptable mediator. Neither Party shall be permitted to file legal
action without first meeting in mediation and making a good faith attempt to
reach a mediated resolution. The costs of the mediator, if any, shall be paid
equally by the Parties. If a mediated settlement is reached, neither Party shall I
be deemed the prevailing party for purposes of.the settlement and each Party
shall bear its o�m legal costs.
Scetion i4 Emplovment Offers to Our Staff. During the term of this Agrcement ��I
and for a period of six months thercafter, the parties agree not to hire, solicit, i
or attempt to solicit whether directly or indirectly, the services of any staff,
employee, consultant, or subcontractor of the other party without the prior
written consent of the party. Violation of this provision shall, in addition to
other relief, require the breaching party to compensate the non-breaching
party with i00% of the solicited person's annual total compensation. �
i4 1 Hiring Emnlo �`ees. Should the AGENCY desire to offer permanent
or temporary employment to an RGS employee who is either currently
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assigned to the AGENCY or has been assigned to the AGENCY within
the previous six months, said AGENCY will be charged a fee equal to
i the full-time cost of the RGS employee for one inonth, using the most
recent RGS bill rate for the RGS employee's services to the Agency.
This fee is to recover RGS' expenses in recruiting the former and
replacement RGS staff.
Section i5 Entire Agreement This Agreement including Exhibits A and B, com�rises
the entire Agreement I
Seetion i6 Indemnitv.
16.i RGS's indemnitv obligations. Neither party �vill assume undue
risk for the other party. RGS will defend and indemnify Agency
(including court costs and reasonable attorneys' fees), and
hold it harmless, from any claim, demand or liability that is related to,
or results from the manner in which RGS has performed this
Agreement. Thus, RGS's indemnity oUligations will arise when any
claim or demand is made against Agency which premises Agency's
liability, in whole or in part, upon any of the following:
a. the quality or character of the work of RGS's employees or
subcontractors; �
b. the negligent acts or omissions of RGS or its officers, directors,
employees, or agents; or �
c. the w�llful misconduct of RGS or its officers, directors, ,
employees, or agents. �
Further, RGS will defend and indemnify Agency, and hold it harmless, �
from any claim, demand or liability that is related to, or results from
an assertion that as a result of providing ser��ces to Agency, an RGS
employee or a person performing work pursuant to this agreement is �
entitled to benefits from, or is covered by, the Social Security
retirement system or the California Public Employee Retirement I
Systems. Notwithstanding the foregoing, however, RGS's obligation
for any payments to such a claiinant shall be limited to those
payments which Agency may be required to pay. I
i6.z Agencds indemnitv obligations. Agency shall indemnify, defend
and hold harmless RGS and its officers, directors, employees and '
agents from any and all claims and lawsuits where such persons are �
named in the lawsuit solely by virtue of the position they hold with
Agency, or solely because of a duty any of them performs while in that
position. i
It is the intent of the parties here to define indemnity obligations that
are related to or arise out of Agency's actions as a governmental entity.
Thus, Agency shall be required to indemnify and defend only under !I
' circumstances where a cause of action is stated against RGS, its �
employees or agents
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a. which is unrelated to the skill they have used in the
performance of the duties delegated to them under this i
Agreement;
b. when the allegations in such cause oF action do not suggest the
active fraud or other misconduct of RGS, its employees, or
agents; and �
c. where a Agency employee, if he had been acting in a like I
capacity, otherwise would be acting within the scope of that !
employinent.
Whenever Agency owes a duty hereunder to indemnify RGS, its i
employees or agents, Agency further agrees to pay RGS a
reasonable fee for all time spent by any RGS employee, or spent
by any person who has performed work pursuant to this 'i
agreeinent, for the purpose of preparing for or testifying in any
I suit, action, or legal proceeding in connection with the services I
the assigned employee has provided under this Agreement �I
Section i� Conflict of Interest. RGS represents that it presently has no interest and �I
agrees not to acquire any interest during the term of this Agreement which I
would directly or indirectly conflict in any manner or to any degree with the !
full and complete performance of the professional services required to be �il
rendered under this Agreement. I
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�' Section i8 Notices.All notices required by this Agreement shall be given to Agency and
RGS in writing,by first class mail,postage prepaid,uddressed as follows:
Agency: City of Ukiah
Ciry Center i
30o Seminary Avenue
ITkiah, CA 95482 I
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RGS: Regiona]Government Services Authority '
P.O. Box i35o I
Carmel Valley,CA 93924
IN WI7'NESS WHEREOF,the Parties hereto have caused this Agreemen[Yo be executed on
the date first written by their respective officers duly authorized on their behalf.
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DATED:: % -� � �•� ,zoi3 CityofUkiah
By; � �.";. ?..t_ � �=_.�� c . _, i
Jane Chambers,City Manager ',
APPROVED AS TO FORM: -
DATED: ,zo13 By: �'��
City Attorney
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DATED: March i3,20�3 Regionai Government Servicea Authority I
By: ��� �
Richard F-I. Averett,Executive Direcfor
AYPROVED AS TO FORM: �
DATCD: P '��r�, zoiy By:
0 tep 14luzio,Authority Counsel
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13M�.e.cm the City of Ukieh and Rcgional Governmcnt Servires Autharily M�rcli rj,xoiy ,
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Exhibit A i
Comnensation. II
i. Fees. The Agency agrees to pay to RGS the full cost of compensation and support,
as shown in Exhibit A, for the assigned RGS employee(s). Compensation is shown
on an hourly basis. �
RGS and Agency acknowledge and agree that compensation paid by Agency to RGS
under this Agreement is based upon RGS's costs of providing the services reqtiired
hcrcunder, including salaries and Uenefits of employecs. Consequently, the parties
agree that adjustments to the hourly rate shown below for"RGS Staff' w�ll be made
for changes to the salary and/or benefits costs provided by RGS to such employee.
The parties further agree that compensation hercunder is intended to include the '
costs of contributions to any pensions and/or annuities for which RGS may be
obligated for its employees or may otherwise be contractually obligated. I
2. Reimbursement of RGS's Administrative Cost. The Agency shall reimburse
RGS for overhead as part of the hourly rate specified below, and direct external
costs. Support overhead costs are those expenses necessary to administering this
Agreement, and are included in the hourly rate. Direct external costs will bc '
invoiced to the Agency when received and without mark-up. These external costs ,
will be due upon receipt.
3. Terms of Pavment. RGS shall submit im�oices monthly for the prior month's
services. Im�oices shall be sent approximately io days in aftcr the month for�vhich
were provided, and they are due and shall be delinquent if not paid within zo days
of receipt. Delinquent payments will be subject to a late payment carrying charge
computed at a periodic rate of i% per month, which is an annual percentage rate of
i2%, which will be applied to any unpaid balance owed commencing 7 days after �I
the payment due date. Additionally, in the event the Agency fails to pay any
undisputed amounts due to RGS within is days after payment due date, then the '
Agency agrees that RGS shall have the right to consider said default a total breach I
of this Agreement and the dutics of RGS under this Agreement may be terminated I
by RGS upon io working days advance written notice. i
4. Hirine RGS Emplovices. Shotild the Agency desire to offer permanent or
temporary employment to an RGS employee who is either currently assigned to the
Agency or has been assigned to the Agency within the previous six months, said il
Agency wRll be charged a fee equal to the full-time cost of the RGS employee for one i
month, using the most recent RGS bill rate for the RGS ernployee's senrices to the '
Agency. �
Pavment Address. All payments due RGS shall be paid to:
Regional Government Services Authoriry
PO Box i35o
Carmel Valley, CA 93924•
Agmement For Management and Administrative Sen�ices Page i4 of is �
Behveen the City of Ukiah and Regional Go��ernment Sen�ices Authority March i3,zo�3 I
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I RGS STAFF I
N 'POSITION. '�- , OURL II
I Sheila McCror Accountin= Mana cr $6�.00*
The start date for the services to be performed is March i6, 2oi3, and this agreement is
anticipated to remain in force through June 30, 2013.
Should all the hours not be needed, the City will only be invoiced for the actual hours
worked and reasonable fees for consultant to travel to and/from the City weekly as well as
' rcasonablc hotel costs of 3nights per week at $90 per night Hourly rate for this work is at
$6�.0o with a $20,00o not to exceed amount, including travel expenses. Should the
activities take more time than anticipated, consultant will not proceed on additional work
without direct authorization from City Manager. I
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Agrcement For Management and Administratice Services Yage is of 15
6etwec��the City of Ukiah and Regional Govcrnment Sen�ices Authority March i3,zoi3 I
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Eshibit B
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Scopc of Services
Provide accounting ser�rices to current staff to assist with implementation of financial
software conversion (ERP). Tasks will also include:
Financial Analysis, Journal Entries, Cash I2econciliation,Acwunt Balance Confirmation I
System to System Balancing Verification, and provide staff support for: Director of
Finance,Assistant Director of Finance, and Controller, as assigned and/or needed.
Other tasks may include year-end work, budget preparation and/or analysis work as
needed to provide capacity for conversion tasks. I
Some of these tasks/steps may bc modified depending on the desires of thc City. �I
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Agrcement For Management and�1dmi��istratice Sen�ices Page i6 of is .,
Behceen the Cit}�of Ul:iah and Regional Government Sen�ices Authority March�3,zoi3 .
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