Loading...
MDG Associates Inc (2013) Home Imps • • CITY OF RANCHO PALOS VERDES PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT ("Agreement") is made and entered into this 19thday of June, 2013, byand between the City of Rancho Palos Verdes ("CITY") and MDG Associates, Inc. ("CONSULTANT"). IN CONSIDERATION of the covenants hereinafter set forth, the parties agree as follows: ARTICLE 1 SCOPE OF SERVICES 1.1 Project Description The Project is described as follows: The CITY's Home Improvement Program provides grants and zero percent (0%)deferred loans to eligible homeowners for interior and exterior housing improvements. CONSULTANT will provide professional services necessary to administer the CITY's Home Improvement Program, includingbut not limited to the tasks as described in the CITY's p g Request For Proposals, which is attached hereto as Exhibit"A"and incorporated herein by this reference, and in CONSULTANT's Proposal, which is attached hereto as Exhibit"B" and incorporated herein by this reference ("Project"). 1.2 Schedule of Work Upon receipt of written Notice to Proceed from the CITY, CONSULTANT p p shallerform with due diligence the services requested by the CITY. Time is of the p g essence in this Agreement. CONSULTANT shall not be responsible for delay, nor shall g CONSULTANT be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, or acts of God, or the failure of CITY to furnish timely information or to approve or disapprove CONSULTANT's work promptly, or delay or faulty performance byCITY, other consultants/contractors, or governmental agencies, or any beyond other delaysY and CONSULTANT's control or without CONSULTANT's fault. 1.3 Term of Agreement This Agreement shall commence on July 1, 2013 and shall expire on June 30, 2014, unless terminated earlier pursuant to Article 4 of this Agreement. 0 • ARTICLE 2 COMPENSATION 2.1 Fee CITY agrees to compensate CONSULTANT an amount not to exceed fifteen thousand dollars ($15,000) for professional services as described in Section 1.1 of this Agreement. Of that total compensation amount, eleven thousand dollars ($11,000) are 9 Community Development Block Grant("CDBG")funds,which come from the United States Department of Housing and Urban Development ("HUD"), and four thousand dollars ($4,000) come from the City's General Fund. 2.2 Terms of Compensation (a) CONSULTANT shall submit monthly invoices for the percentage of work completed in the previous month. All costs shall be supported by properly executed payrolls, time records, invoices, contracts, vouchers, orders, or other accounting documents. CITY agrees to authorize payment for all undisputed invoice amounts within thirty (30) da s of receipt of each invoice. CITY agrees to use its best efforts to notify Y CONSULTANT of any disputed invoice amounts or claimed completion percentages within ten (10) days of the receipt of each invoice. However, CITY's failure to timely notify (10) Y CONSULTANT of a disputed amount or claimed completion percentage shall not be deemed a waiver of CITY's right to challenge such amount or percentage. (b) Additionally, if the CITY fails to pay any undisputed amounts due CONSULTANT within forty-five (45) days after invoices are received by the CITY, then CITY agrees CONSULTANT shall have the right to consider said default a total breach of this Agreement, and this Agreement may be terminated by CONSULTANT upon ten (10) working days' advance written notice. 2.3 Additional Services CITY may request additional specified work under this Agreement. All such work must be authorized in writing by the CITY's Director of Public Works prior to commencement. CONSULTANT shall perform such services, and CITY shall pay for such additional services in accordance with CONSULTANT's Schedule of Hourly Rates,which is within Exhibit "B." The schedule of hourly rates shall be in effect through the end of this Agreement. ARTICLE 3 INDEMNIFICATION AND INSURANCE 3.1 Indemnification To the maximum extent permitted by law, CONSULTANT shall defend, indemnify, and hold the CITY, its officials, officers, employees, agents and independent contractors serving in the role of CITY officials, and volunteers (collectively"Indemnitees") . . o 410 i free and harmless from any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or equity, to property or persons, including wrongful death (collectively"Claims"), in any manner arising out of or incident to any acts or omissions of CONSULTANT, its officials, officers, employees or agents in connection with theerformance of this Agreement, including without limitation the payment of all p g consequential damages, attorneys'fees, and other related costs and expenses, except for q g • such Claims arisingout of the sole negligence or willful misconduct of the Indemnitees. With respect to any and all such Claims, CONSULTANT shall defend Indemnitees at CONSULTANT's own cost, expense, and risk and shall pay and satisfy any judgment, award, or decree that may be rendered against Indemnitees. CONSULTANT shall reimburse Indemnitees for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. CONSULTANT's obligation to indemnifyshall not be restricted to insurance proceeds, if any, received by g CONSULTANT or Indemnitees. All duties of CONSULTANT under this Section shall survive termination of this Agreement. 3.2 General Liability CONSULTANT shall at all times during the term of the Agreement obtain, maintain, and keep in full force and effect a policy or policies of Commercial General Liability Insurance,with minimum limits of one million dollars ($1,000,000)for each occurrence and two million dollars ($2,000,000) in the aggregate for bodily injury, death, loss or property completed or damage forproducts operations and any and all other activities undertaken byCONSULTANT in the performance of this Agreement. Said policy or policies shall be issued by an insurer admitted to do business in the State of California("State")and rated in A.M. Best's Insurance Guide with a rating of A:VII or better. 3.3 Professional Liability CONSULTANT shall at all times during the term of this Agreement obtain, maintain, and keepin full force and effect a policy or policies of professional liability insurance with a minimum limit of one million dollars ($1,000,000) per claim and aggregate for errors and/or omissions of CONSULTANT in the performance of this Agreement. Said policy or policies shall be issued byan insurer admitted to do business in the State and rated in A.M. Best's . Insurance Guide with a ratingof A:VII or better. If a "claims made" policy is provided, such I nsu policy shall be maintained in effect from the date of performance of work or services on the CITY 's ys behalf until three (3) years after the date of work or services are accepted as p Coverage for the post-completion period may be provided by renewal or completed. g of the policyfor each of the three (3) years or by a three-year extended replacement reporting period endorsement, which reinstates all limits for the extended reporting period. n such policyand/orpolicies have a retroactive date, that date shall be no later than If any . date of firstperformance of work or services on behalf of the CITY. Renewal or the policies replacement shall not allow for any advancement of such retroactive date. 3.4 Automobile Liability CONSULTANT shall at all times during the term of this Agreement obtain, maintain, and keep in full force and effect a policy or policies of Automobile Liability Insurance, with minimum of one million dollars ($1,000,000) per claim and occurrence and two million dollars ($2,000,000) in the aggregate for bodily injuries or death of one person and five hundred thousand dollars ($500,000) for property damage arising from one incident. 3.5 Workers' Compensation CONSULTANT shall at all times during the term of this Agreement obtain, maintain, and keep in full force and effect workers' compensation insurance as required by the law. CONSULTANT shall require any subcontractors similarly to provide such compensation insurance for their respective employees. 3.6 Notice of Cancellation (a) All insurance policies shall provide that the insurance coverage shall not be cancelled or modified by the insurance carrier without thirty (30) days prior written notice to CITY, or ten (10) days notice if cancellation is due to nonpayment of premium. Additionally, CONSULTANT shall provide immediate notice to the City if it receives a cancellation or policy revision notice from the insurer. (b) CONSULTANT agrees that it will not cancel or reduce said insurance coverage. CONSULTANT agrees that if it does not keep the aforesaid insurance in full g g force and effect, CITY may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, CITY may obtain the necessary insurance and pay, at CONSULTANT's expense, the premium thereon. 3.7 Entire Policy and Certificate of Insurance At all times during the term of this Agreement, CONSULTANT shall maintain on file with the CITY Clerk both a copy of the entire policy and a certificate of insurance showing that the aforesaid policies are in effect in the required amounts. The commercial general liability policand professional liability policy shall contain endorsements naming the CITY, its officers, agents and employees as additional insureds. 3.8 Primary Coverage The insurance provided by CONSULTANT shall be primary to any coverage available to CITY. The insurance policies (other than workers compensation and professional liability) shall include provisions for waiver of subrogation. t • 0 ARTICLE 4 DISPUTES, DEFAULT AND TERMINATION 4.1 Disputes In the event of dispute arising under this Agreement, CONSULTANT shall notifythe CITY promptly in writing of CONSULTANT's contentions and submit the claim. If p p Y the dispute arises before performance of the related work, the written notice shall be prior rior to commencing such work. In any event, CONSULTANT shall proceed with such work in compliance with the instructions of the CITY; such compliance shall not be a waiver of the CONSULTANT's rights to make a claim, provided is has notified the CITY in writing as above stipulated. 4.2 Default and Remedies (a) Default shall consist of any failure by the CONSULTANT to perform under this Agreement or written amendments thereto or any breach of any covenant, g agreement, provision or warranty provided by the CONSULTANT as a part of this Agreement. Actions which constitute a default include, but are not limited to: (i) Failure to submit to the CITY reports which are required pursuant to this Agreement or the submission of required reports that are incorrect or incomplete. (ii) Submission of requests for payment or reimbursement of amounts that are incorrect or incomplete. (iii) The failure of the CONSULTANT to accept any additional conditions which may providedby be law, by executive order, by regulation or by other policy announced by the CITY, the State or any federal agency. (iv) Failure to perform any activity required by this Agreement. (b) pUpon occurrence of any default, the CITY shall advise the CONSULTANT in writing of the action constituting the default, and specify the actions that must be taken to cure the default. CITY may suspend payment under the Agreement. If a default is not cured within thirty (30) days from receipt of written notice of such default by the CONSULTANT, CITY may continue the suspension or, by written notice of termination, may terminate the Agreement. the above, CONSULTANT shall not be relieved of (c) Notwithstanding liability to CITY fordama a sustained by the CITY by virtue of any default or breach of the Iia y 9 may Agreement; and CITY deduct the amount of damages from any outstanding payments g � Y to the CONSULTANT or may withhold payments until such time as the exact amount of the damages is determined. I i . 0 4.3. Termination (a) If federal funding for this project is terminated and no other funding is available for continuation of this Project, CITY will not be obligated to continue funding for the services contained in this Agreement and may terminate the Agreement. (b) This Agreement may be terminated at any time,with or without cause, bythe CITY upon thirtyda s prior written notice or by CONSULTANT upon ninety(90) p Y p days rior written notice. Notice shall be deemed served if completed in compliance with Section 6.19 of this Agreement. (c) In the event of termination, all property and finished or unfinished documents, data, studies, surveys, drawings, maps, models, photographs and reports prepared by or purchased with CDBG/HOME funds by the CONSULTANT under this Agreement shall, at the option of CITY, become its property. In the event of termination of this Agreement by CITY due to no fault or failure to perform by CONSULTANT, the CONSULTANT shall be entitled to receive just and equitable compensation for any work satisfactorily completed hereunder, as determined by the CITY; provided, however, in no p event shall the amount of moneypaid under the foregoing provisions of this paragraph exceed the amount which would have been paid to CONSULTANT for the full performance of the services described in this Agreement. If CITY terminates the Agreement due to CONSULTANT materiallyfailingto comply with any term of this Agreement, any of its incorporated exhibits, or any of the laws, statutes, rules, regulations or provisions referred to herein, the CITY may declare CONSULTANT ineligible for further participation in the CITY's contracts, in addition to other remedies as provided by law. In the event that there isp robable cause to believe the CONSULTANT is incompliant with any term of this Agreement, anyof its incorporated exhibits, or any of the laws, statutes, rules, regulations g � p or provisions referred to herein, CITY may withhold up to fifteen percent (15%) of said Agreement funds until such time as the CONSULTANT is found to be in compliance by the CITY or is otherwise adjudicated to be in compliance. ARTICLE 5 DOCUMENTS 5.1 Ownership of Documents and Work Product All final documents, plans, specifications, reports, information, data, exhibits, photographs, g images, video files and media created or developed by CONSULTANT pursuant to this Agreement ("Written Products") shall be and remain the property of the CITY without restriction or limitation upon its use, duplication or dissemination by the CITY. All Written Products shall be considered "works made for hire," and all Written Products and any and all intellectual property rights arising from their creation, including, but not limited to, all copyrights ri hts and other proprietary rights, shall be and remain the property of the CITY without restriction or limitation upon their use, duplication or dissemination by the CITY. CONSULTANT shall not obtain or attempt to obtain copyright protection as to any Written Products. , , 0 410 CONSULTANT herebyassigns to the CITY all ownership and any and all . property rights to the Written Products that are not otherwise vested in the CITY intellectualp p y g pursuant to the paragraph directly above this one. CONSULTANT warrants and represents that it has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which intellectual property right exists, including computer software, used in the rendering of any p p y g . services and the production of all Written Products produced under this Agreement, the that the CITY has full legal title to and the right to reproduce the Written Products. and g CONSULTANT shall defend, indemnify and hold the CITY and its elected officials, officers, servants, attorneys, designated volunteers, and agents serving as independent employees, Y g contractors in the role of CITY officials harmless from any loss, claim or liability in any way to a claim that CITY's use of anyof the Written Products is violating federal, State related or local laws, or any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights co py g , r interests in products or inventions. CONSULTANT shall bear all costs arising from and/or the use ofpatented, copyrighted, trade secret or trademarked documents, materials, copY g devices or processes in connection with its provision of the services and equipment, Written Products produced under this Agreement. In the event the use of any of the Written Products or other deliverables hereunder by the CITY is held to constitute an infringementof the same is enjoined, CONSULTANT shall, at its and the use of any • (a) secure for CITY the ri ht to continue using the Written Products and other expense. g . bysuspension of anyinjunction, or by procuring a license or licenses for CITY, deliverables p J or (b) the Written Products and other deliverables so that they become non- infringing on- modify . in in while remainingin compliance with the requirements of this Agreement. This infr g g p covenant shall survive the termination of this Agreement. Upon termination, abandonment or suspension of the Project, the CONSULTANT shall deliver to the CITY all Written Products and other deliverables related tJ o the Project without additional cost or expense to the CITY. If CONSULTANT prepares a documentcomputer,on a com uter, CONSULTANT shall provide CITY with said document both in a printed format and in an electronic format that is acceptable to the CITY. 5.2 Record-Keeping and Reporting (a) Pursuant to 24 C.F.R. Section 85.36(i)(10), the CONSULTANT shall all books, documents, papers, and records that are directly pertinent to the maintain p p for the purpose of makingaudits, examinations, excerpts and transcripts. All Agreement p p . . pertaining in whole or in part to this Agreement shall be clearly identified and documents pe g readily accessible. (b) Pursuant to 24 C.F.R. Section 85.36(i)(11) and the Los Angeles Development Commission's Project Description and Activity Budget for Contract County p No. D96691-09 , CONSULTANT shall retain all required records for a 70741 (Project ) period of five (5) years after the CITY makes final payments and all other pending matters are closed. o 0 a (C) anY At time during normal business hours and as often as the CITY, County of Los ("County"),An eles the State, HUD and/or Comptroller General of the United States g ("Comptroller") may deem necessary, the CONSULTANT shall make available to the aforementioned entities or their representatives or agents for examination all of CONSULTANT's records with respect to all matters covered by this Agreement. CONSULTANT willermit the CITY, the County, the State, HUD, the Comptroller and/or p any representatives their or agents to audit, examine and make excerpts or transcripts from such records, including contracts, invoices, materials, payrolls, records of personnel, conditions of employment and any other data relating to the matters covered by this Agreement. CONSULTANT shall provide to the CITY, the County, the State, HUD, and/or the Comptroller all requested documentation resulting throughout the course of or under p this Agreement. ARTICLE 6 GENERAL PROVISIONS 6.1 Representation The CITY's representative shall be the Director of Public Works or his or her designee,nee and CONSULTANT shall notify CITY of CONSULTANT's designated representative. These individuals shall be the primary contact persons for the parties regarding performance of this Agreement. 6.2 CDBG Regulations CONSULTANT agrees to comply with the requirements of Part 570 of Title 24 the Code of Federal Regulations, which states the U.S. Department of Housing and of g Urban Development's n regulations concerning CDBG, and all federal regulations and policies issued pursuant to these regulations. 6.3 Fair Employment Practices/Equal Opportunity Acts In thep erformance of this Agreement, CONSULTANT shall comply with all applicableprovisions rovisions of the California Fair Employment Practices Act (California Government Code Section 12940 etseq.), the applicable equal employment provisions of the Civil Rights Act of 1964 (42 U.S.C. 2000e et seq.), and the Americans with Disabilities Act of 1990 (42 U.S.C. § 12101, et seq.). 6.4 Personnel CONSULTANT represents that it has, or shall secure at its own expense, all p � . personnel required to perform CONSULTANT's services under this Agreement. q CONSULTANT shall make reasonable efforts to maintain the continuity of CONSULTANT's perform who g are assigned to the services hereunder and shall obtain the approval of the Director of Public Works of all proposed staff members who will perform those services. Cy CONSULTANT ma associate with or employ associates or subcontractors in the 0 40 . performance of its services under this Agreement, but at all times CONSULTANT shall be responsible for their services. 6.5 Labor Standards and Civil Rights CONSULTANT agrees to comply with the requirements of the Secretary of Labor and the latest amendments to: Executive Orders 11246 and 11375, as supplemented in Department of Labor regulations (41 C.F.R. chapter 60); the Copeland pp p "Anti-Kickback"Act (18 U.S.C. 847) as supplemented in Department of Labor regulations (29 C.F.R. part 3); Section 3 of the Housing and Urban Development Act of 1968 (12 U.S.C. 1701 et seq.); Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000); Section 109 of Title I of the Housing and Community Development Act of 1974 (42 U.S.C. 5301 et seq.); Age the A e Discrimination Act of 1975 (42 U.S.C. 6101 et seq.); and Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 701 et seq.). CONSULTANT agrees to comply with the requirements of all other applicable federal, State and local laws and regulations. 6.6 Environmental Conditions Pursuant to 24 C.F.R. Section 85.36(i)(13), CONSULTANT agrees to comply with the mandatory standards and policies relating to energy efficiency which are contained in the State energy conservation plan issued in compliance with the Energy Policy and Conservation Act (Pub.L. 94-163, 89 Stat. 871). 6.7 City Business License CONSULTANT shall obtain and maintain a City business license prior to commencing the services specified in this Agreement. 6.8 Lobbying Certifications (a) The County Lobbyist Code Chapter 2.160 County Ordinance No. 93- 0031 Certification is attached hereto as Exhibit "C" and incorporated herein by this reference. CONSULTANT shall complete and file this Certification as required. (b) The Federal Lobbyist Requirements Certification is attached hereto as Exhibit"D"and incorporated herein by this reference. CONSULTANT shall complete and file this Certification with the CITY. 6.9 Conflicts of Interest (a) CONSULTANT agrees, on behalf of itself and its family, and its members, officers, employees and agents and their families, not to accept any employment or representation or otherwise obtain a financial interest or benefit during the term of this Agreement or within twelve (12) months after completion of the work under this Agreement which is or may likely make CONSULTANT "financially interested" (as provided in California Government Code Sections 1090 and 87100) in any decisions made by CITY on any matter in connection with which CONSULTANT has been retained pursuant to this . . 0 IP Agreement. CONSULTANT shall comply with all applicable federal, State, and County laws and regulations governing conflict of interest including but not limited to 24 CFR Part g 570.611 and 24 CFR Part 85, Section 85.36(b). (b) CONSULTANT shall take appropriate steps to assure compliance with paragraph (a) of this section, and will incorporate the following provision into every sub- contract: contract: "Interest of Subcontractor and Employees. The Subcontractor covenants that nop erson who presently exercises any functions or responsibilities in connection with the Community Development Block Grant Program has any personal financial interest, direct or indirect, in this Contract. Any interest on theart of the Subcontractor or his employees must be disclosed to the p Recipient and the City, provided, however, that this paragraph shall be p interpreted in such a manner so as not to unreasonably impede the statutory p requirement that maximum opportunity be provided for employment of and participation by residents of the area." 6.10 Legal Action (a) Should either party to this Agreement bring legal action against the other, the validity, interpretation,inter retation, and performance of this Agreement shall be controlled by and construed under the laws of the State, excluding the State's choice of law rules.Venue for anysuch action relatingto this Agreement shall be in the Los Angeles County Superior Court. (b) If any legal action or other proceeding, including action for declaratory relief, is brought for the enforcement of this Agreement or because of an alleged dispute, breach, default or misrepresentation in connection with this Agreement,the prevailing party shall be entitled to recover reasonable attorneys' fees, experts' fees, and other costs, in addition to any other relief to which the party may be entitled. 6.11 Assignment Neither this Agreement nor any part thereof shall be assigned by CONSULTANT without the prior written consent of the CITY. Any such purported assignment without written consent shall be null and void, and CONSULTANT shall hold harmless, defend and indemnifythe CITY and its officers, officials, employees, agents and representatives with respect to any claim, demand or action arising from any unauthorized assignment. Notwithstanding the above, CONSULTANT may use the services of persons and entities not in CONSULTANT's direct employ, when it is appropriate and customary to do so. CONSULTANT's use of subcontractors for additional services shall not be unreasonably restricted by the CITY provided CONSULTANT notifies the CITY in advance. , , , IP 0 6.12 Independent Contractor CONSULTANT is and shall at all times remain, as to the CITY, a wholly independent contractor. Neither the CITY nor any of its agents shall have control over the p conduct of CONSULTANT or any of the CONSULTANT's employees, except as herein set forth, and CONSULTANT is free to dispose of all portions of its time and activities which it is not obligated to devote to the CITY in such a manner and to such persons, firms, or corporations as the CONSULTANT wishes except as expressly provided in this Agreement. CONSULTANT shall have no power to incur any debt, obligation, or liability on behalf of the CITY or otherwise act on behalf of the CITY as an agent. CONSULTANT shall not, at any time or in any manner, represent that it or any of its agents, servants or employees, are in any manner agents, servants or employees of CITY. CONSULTANT agrees to pay all g required taxes on amounts paid to CONSULTANT under this Agreement, and to indemnify q and hold the CITY harmless from any and all taxes, assessments, penalties, and interest asserted against the CITY by reason of the independent contractor relationship created by g this Agreement. CONSULTANT shall fully comply with the workers' compensation law g regarding ardin CONSULTANT and its employees. CONSULTANT further agrees to indemnify and hold the CITY harmless from any failure of CONSULTANT to comply with applicable workers' compensation laws. The CITY shall have the right to offset against the amount of any fees due to CONSULTANT under this Agreement any amount due to the CITY from CONSULTANT as a result of its failure to promptly pay to the CITY any reimbursement or indemnification arising under this Article. 6.13 Titles The titles used in this Agreement are for general reference only and are not part of the Agreement. 6.14 Entire Agreement This Agreement, including any other documents incorporated herein by re specific reference, resents the entire and integrated agreement between CITY and p p CONSULTANT and supersedes all prior negotiations, representations or agreements, either written or oral. 6.15 Amendments (a) Except as described in section (b) of this article, this Agreement may be modified or amended, or provisions or breach may be waived, only by subsequent written agreement signed by both parties. (b) The CITY may, at its discretion, amend this Agreement to conform with federal, State or localg overnmental guidelines, policies and available funding amounts. If such amendments result in a change in the funding, the scope of services, or schedule of the activities to be undertaken as part of this Agreement, such modifications shall be incorporated only by written amendments signed by both parties. 0 0 1 6.16 Construction In the event of any asserted ambiguity in, or dispute regarding the interpretation of any matter herein, the interpretation of this Agreement shall not be resolved by any rules of interpretation providing for interpretation against the party who causes the uncertainty to exist or against the party who drafted the Agreement or who drafted that portion of the Agreement. 6.17 Non-Waiver of Terms, Rights and Remedies Waiver by either party of any one or more of the conditions of performance under this Agreement shall not be a waiver of any other condition of performance under this Agreement. In no event shall the making by the CITY of any payment to g CONSULTANT constitute or be construed as a waiver by the CITY of any breach of covenant, or any default which may then exist on the part of CONSULTANT, and the making any such payment by the CITY shall in no way impair or prejudice any right or Y remedy available to the CITY with regard to such breach or default. 6.18 Severability If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 6.19 Notice Except as otherwise required by law, any notice, payment, or other communication authorized or required by this Agreement shall be in writing and shall be deemed received on (a)the day of delivery if delivered by hand or overnight courier service during s regular ular business hours or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses listed below, or at such other address as one party may notify the other: To CITY: Les M. Jones II, Interim Director of Public Works City of Rancho Palos Verdes 30940 Hawthorne Blvd. Rancho Palos Verdes, CA 90275 To CONSULTANT: Attn: Ms. Ester Luis MDG Associates, Inc. 10722 Arrow Route, Suite 822 Rancho Cucamonga, CA 91730 909-476-9696 6.20 CONSULTANT's Warranty of Compliance with County's Defaulted Property Tax Reduction Program The CONSULTANT acknowledges that the County has established a goal of ensuring that all individuals and businesses that benefit financially from the County through contract are current in paying their personal and real property tax obligations (secured and unsecured roll) in order to mitigate the economic burden otherwise imposed upon the County and its taxpayers. Unless the CONSULTANT qualifies for an exemption or exclusion, the CONSULTANT warrants and certifies that to the best of its knowledge it is now in compliance, and during the term of this Agreement will maintain compliance, with p the County's Defaulted Tax Program, found at County Ordinance No. 2009-0026 and codified at County Code Chapter 2.206 ("County Ordinance"). CONSULTANT shall keep County pp Y ro ert taxes out of default status at all times during the term of this Agreement, as required by the County Ordinance. Failure of the CONSULTANT to maintain compliance with the requirements set forth in the County Ordinance shall constitute default under this Agreement. Without limiting rights ri hts and remedies available to the CITY under any other provision of this Agreement, failure of the CONSULTANT to cure such default within ten (10)days of notice shall bep rounds upon which the CITY may suspend or terminate this Agreement pursuant g to the County's Defaulted Property Tax Reduction Program found at County Ordinance No. 2009-0026 and codified at County Code Chapter 2.206. Additionally, failure of the CONSULTANT to comply with the provisions of the County Ordinance may prevent the CONSULTANT from being awarded a new contract by the CITY. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first above written. Dated: 9/13 •.• _ ("CO SUiliabili By: / Printed Name: 4•A 0x-b .& Title: 5 `OE&) �- [ By: ' Printed Name: i/4PftWpe t 4)i-0177 Title: C-to . Dated: C9 - -13 CITY OF RANCHO PALOS VERDES ("CITY") By: ZiAt City Manager APPROVED AS TO FORM: By: c.,,Z‘, ..„,,,, 21Vii" City Attorney &sTEST' Od%takal/Lazie City Clerk • . o Exhibit "A": City's Request For Proposals Afilli CITY OF RANCHO PALOS VERDES REQUEST FOR PROPOSAL PROJECT ADMINISTRATIVE SERVICES FOR THE COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM The City of Rancho Palos Verdes is seeking proposals from qualified private firms and individuals to provide administrative services and technical assistance for its Community Development Block Grant (CDBG) Program. Qualified consultants assigned to the position must have extensive experience working with the Federal Community Development Block Grant Program. GENERAL BACKGROUND As a participant in the Los Angeles Urban County Community Development Block Grant Program, the City receives an annual allocation of approximately $142,918. These funds are used for a variety of projects and activities including the Home Improvement Program and Americans with Disabilities Act (ADA) Compliance public works improvements. SCOPE OF WORK The Scope of Work shall include but not be limited to the following items: • Provide technical assistance for direct project administration and implementation of the City's CDBG projects. • Prepare Agreements to Implement Community Development Block Grant Programs with the Los Angeles County Community Development Commission (CDC) including project descriptions and budgets. • Prepare and process amendments to the Agreements to Implement for continuing projects. • Coordinate with staff and gather all necessary documentation for Community Development Commission program monitoring and audit preparation. • Prepare and complete Community Development Commission and U. S. Department of Housing and Urban Development reports and documents. • Provide CDBG financial management assistance. • Provide Davis-Bacon and Section 3 monitoring for construction projects. • Act as the City's liaison and representative to the Community Development Commission. • Ensure compliance with all applicable federal, state, and local laws and policies. SUBMISSION PROCEDURES The proposal must include the following: • Cover letter including the name, address, and telephone number of consulting firm or consultant, background information, and the name of a contact person. • Name and qualifications of the management and staff that will be providing the services. • Summary of Services to be provided and Work Plan describing activities to be performed. • Proposed costs including personnel, equipment and supplies, overhead, and other additional costs. The fee shall be on a "Not to Exceed" basis, with hourly rates for project personnel. • A reference list to include the names and telephone numbers of agencies and/or persons who have received your services. • Additional information you feel would be applicable to the evaluation of the proposal. Two (2) copies of your proposal must be submitted to Ms. Lauren Ramezani, Senior Administrative Analyst, at 30940 Hawthorne Blvd., Rancho Palos Verdes, California 90275, by 10:00 a.m., Friday, May 10, 2013. SELECTION CRITERIA Selection of a contractor will be done on a competitive basis. In reviewing and evaluating the responses to the RFP, City staff will be considering the following (not necessarily in order of priority): • Experience of Firm • Experience of Individuals • Project Understanding • References • Depth of Resources to Perform Work • Familiarity with RPV/Peninsula • Location of Office These criteria should not be construed so as to limit other considerations which may become apparent during the course of the review and selection process. The City reserves the right to reject any or all proposals. This solicitation for proposals is not construed as a contract of any kind. The City is not liable for any cost or expenses incurred in the preparation of the proposal. In addition, since this program is funded with CDBG funds, the selected contractor shall comply with all federal requirements and regulations. All questions concerning the RFP should be directed to Ms. Lauren Ramezani, Senior Administrative Analyst, at (310) 544-5245. • Exhibit "B": Consultant's Proposal, including Schedule of Hourly Rates • ' �f ■J ,4_1111 May 1,2013 M D G ASSOCIATES•INC. • Lauren Ramezani - 11111 Senior Administrative Analyst Public Works Department City of Rancho Palos Verdes 30940 Hawthorne Blvd. • Rancho Palos Verdes, CA 90275 Subject: Proposal Administrative Services for the Community Development Block Grant (CDBG) Program Dear Ms. Ramezani: MDG Associates, Inc. (MDG) is pleased to submit a proposal to provide consultant services to 1111 administer the City's Community Development Block Grant Programs. MDG,along with its affiliate (LDM Associates, Inc.), has been providing high-quality services to municipal agencies and private clients for years. MDG's emphasis and capabilities are in the administration of housing and•commercial rehabilitation programs, and project/construction management, planning, and grants management services. 111 Our consulting team is comprised of highly qualified professional staff with expertise in all aspects of CDBG Programs Administration including, but not limited, to residential rehabilitation, construction management,and monitoring of public service providers. Provided below,is the information requested in your Request for Proposal (RFP). We hope this proposal conveys our firm's ability to provide the City with administration services for the CDBG Programs. If you have any questions regarding this matter,please do not hesitate to call me at your convenience. Respectfully Submitted, 1 '101 I I I I IWTAirii • Rudy of• Preside t Enclosure: Proposal 10722 Arrow Route • Suite 822 • Rancho Cucamonga • California 91730 (909)476-9696 = Fax(909)476-6086 DESCRIPTION OF FIRM MDG Associates Inc. (MDG) was established in 1991 and has undergone a steady growth since its inception. MDG is a corporation registered in the State of California. In response to our clients'needs, MDG and its affiliate LDM Associates, Inc. (LDM) has been providing a wide variety of Community Development services since inception.Such services include planning,redevelopment,architecture,and grants management. Under the grants management category,MDG has been providing administration services for the Community Development Block Grant (CDBG), HOME Investment Partnerships (HOME),Emergency Solutions Grant(ESG),Community Development Block Grant Recovery(CDBG- R),Homelessness Prevention and Rapid Rehousing Program(HPRP),and Neighborhood Stabilization Program 1 and 3 (NSP1, NSP3). In addition, MUG has been implementing activities under the aforementioned programs such as the Residential Rehabilitation,Commercial Rehabilitation,and First Time Homebuyer programs. The firm is comprised of individuals with a wide variety of expertise including the services specifically requested by your City. Currently, MDG has twenty-five(25)staff members. Ten of the twenty-five staff members are knowledgeable and experienced in the administration of CDBG, HOME, and ESG Programs. MDG is a registered Minority Business Enterprise (MBE) and a Small Disadvantaged Business(SDB/DBE). MDG staff maintains an excellent relationship with the local HUD office as well as at the headquarters level. MDG staff is involved in providing technical assistance to States,Counties,Cities and other HUD funded grantees on behalf of HUD Headquarters in Washington D.C.for a number of the HUD funded programs. This includes working with the Commonwealth of Puerto Rico in response to a Presidential Task Force assessment of their programs. Tasks include preparing Policies and Procedures as well as provide training for the implementation of these programs. These documents and trainings are being prepared and provided in both English and Spanish. FIRM EXPERIENCE Since its inception,MDG has offered administrative and management services to cities that are seeking a consultant that can act as an extension of their staff and look after the best interest of the City. The types of services that we currently provide are those specifically requested by your City. CDBG/CDBG-R Program Administration: Currently, MDG provides Community Development Block Grant (CDBG) and Community Development Block Grant—Recover Act(CDBG-R)Program administration assistance to eleven(16) Cities with funds totaling approximately$14.5 million dollars. We are currently under contract with the Cities of Compton,Corona,El Monte,Fontana,Hesperia,Irvine,Lawndale,Newport Beach,Palmdale, Paramount,Rialto,and Walnut in the day to day administration of their CDBG and CDBG-R Programs. In addition we are under contract in the Cities of Hawthorne,Redlands,and Upland to provide technical assistance on specific tasks such as IDIS input,project monitoring,Davis-Bacon Monitoring,preparation of Consolidated Plan/Action Plan,and preparation of Consolidated Annual Performance and Evaluation Report(CAPER). r l Residential Rehabilitation Program Implementation: Last year MDG processed and completed the rehabilitation of approximately 275 residential dwellings for 10 different cities. We are currently under contract with the Cities of Carson,El Monte,Irvine,La Calada Flintridge, Lynwood, Paramount, Rancho Palos Verdes, Upland, and Walnut in the administration of their Residential Rehabilitation Programs. SCOPE OF SERVICES MDG proposes to provide staffing and other resources required to provide administration and implementation of the CDBG Program and Davis-Bacon Act(labor compliance). Those duties include: CDBG Program Administration: • Provide technical assistance for direct project administration and implementation of the City's CDBG projects. • Prepare Agreements to Implement Community Development Block Grant Programs with the Los Angeles County Community Development Commission(CDC) including project descriptions and budgets. • Prepare and process amendments to the Agreements to implement for continuing projects. • Coordinate with staff and gather all necessary documentation for Community Development Commission program monitoring and audit preparation. • Prepare and complete Community Development Commission and U.S.Department of Housing and Urban Development reports and documents. • Provide CDBG financial management assistance. • Provide Davis-Bacon and Section 3 monitoring for construction projects. • Act as the City's liaison and representative to the Community Development Commission. • Ensure compliance with all applicable federal, state, and local laws and policies. Davis Bacon Act Compliance: • Determine CDBG eligibility of potential capital improvement projects. • Provide CDBG-related bid package and construction contract documents to the Engineering Department. • Participate in pre-construction conferences and provide documents related to federal requirements,as needed,to City staff and contractors. • Prepare and submit documents and reports required by the U.S.Department of Labor(DOL), the U.S. Department of Housing and Urban Development (HUD), and the Los Angeles County Community Development Commission (CDC) for construction projects receiving CDBG funding. • Review Certified Payroll and correspond with contractors regarding payroll deficiencies. • Perform on-site monitoring related to federal Labor Standards and other CDBG requirements. • Conduct close out of project. MANAGEMENT AND STAFFING The members of our consulting group proposed to provide administration and implementation of the CDBG Program include Esther Luis,Senior Associate and Miguel Ramirez,Senior Associate. Ms.Luis r t1 r + , ` 1, will be responsible for the day-to-day implementation of the CDBG Program. Ms. Luis is currently responsible for the administration of the CDBG Programs for the Cities of Walnut and Lawndale. Both of these Cities are LACDC administered programs. Ms.Luis has been administering CDBG Programs as member of MDG Associates for the past 13 years. In addition,prior to joining MDG Associates,Ms. Luis worked as a Program Manager for the LACDC in the Community Development Block Grant Division specifically overseeing CDBG Programs. Mr.Ramirez will oversee all ofthe labor compliance aspects of the capital improvement project. Mr.Ramirez has been with MDG for the past seven years, administering CDBG programs and implementing Davis-Bacon and State of California labor compliance monitoring. The resumes of the aforementioned individuals are included in the Resume of Key Personnel section of this document. COST AND PRICING Based on the scope of work and additional information provided,MDG proposes to bill on a time and material basis based on the attached Rate Schedule(see Exhibit"A"). MDG proposes to provide CDBG Administration services and technical assistance for an amount not to exceed 20% of the program budget,which totals a not to exceed amount of$28,500. r C EXHIBIT"A" S CIE DULE OF HOURLY BILLING RATES Rates effective as of July 1, 2013 Through June 30,2014 STAFF PERSON: HOURLY RATE: President $100.00/Hr Vice President $95.00/Hr Manager $90.00/Hr Senior Associate $80.00/Hr Associate $70.00/Hr Senior Project Assistant $55.00/I-Jr Project Assistant $50.00/Hr Secretary $35.00/Hr Note: If MDG staff is requested by the City to attend a meeting not considered a part of this proposal or on a day in which a consultant is not scheduled to be on site,the City shall be billed for the time it takes to drive to and from the City and its corporate office. REIMBURSABLE ITEMS: Project Supplies At Cost plus 10%surcharge Prints/Reproductions At Cost plus 10%surcharge Exhibit "C": Community Development Commission County of Los Angeles COUNTY LOBBYIST CODE CHAPTER 2.160 COUNTY ORDINANCE NO. 93-0031 CERTIFICATION Name of Firm: ■ Zok: 61 ( • rok � ori Address. �� �-� � � � � _ • Code: t� Telephone Number 4'7 State. zl �� p �p � Acting on behalf of the above named firm, as its Authorized Official, I make the following Certification to the County of Los Angeles and the Community Development Commission, County of Los Angeles. 1. It is understood that each person/entity/firm who applies for a Community Development Commission contract, and as part of that process, shall certify that they are familiar with the requirements of the Los Angeles County Code, Chapter 2.160 (Los Angeles County Ordinance 93-0031) and; 2. That all persons/entities/firms acting on behalf of the above named firm have and will comply with the County Code, and; 3. That any person/entit /firm who seeks a contract with the Community Development v Commission shall be disqualified therefrom and denied the contract and, shall be liable in civil action, if any lobbyist, lobbying firm, lobbyist employer or any other person or entity acting on behalf of the named firm fails to comply with the provisions of the County Code. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into contract with the Los Angeles County and the Community Development Commission, County of Los Angeles. Authorized Official: (Contiactor/Subcontractor) •, -ture} (Q11 ) Ia (Date) (Title) C:IUserslrudy.munoz11AppDatalLocal Microsoft\Windows\Temporary Internet Files1Content.Outlookl6ROZEBO6ICDBG Consultant Agreement MDGDOC June 11,2013 Exhibit "C": Community Development Commission County of Los Angeles COUNTY LOBBYIST CODE CHAPTER 2.160 COUNTY ORDINANCE NO. 93-0031 CERTIFICATION Name of Firm: MDG ASSOCIATES, INC. Address: 10722 ARROW ROUTE, SUITE 822, RANCHO CUCAMONGA State: CA Zip Code: 91730 Telephone Number ( 909 ) 476-9696 Acting on behalf of the above named firm, as its Authorized Official, I make the following Certification to the County of Los Angeles and the Community Development Commission, County of Los Angeles. 1. It is understood that each person/entity/firm who applies for a Community Development Commission contract, and as part of that process, shall certify that they are familiar with the requirements of the Los Angeles County Code, Chapter 2.160 (Los Angeles County Ordinance 93-0031) and; 2. That allp ersons/entities/firms acting on behalf of the above named firm have and will comply with the County Code, and; 3. That any person/entity/firm who seeks a contract with the Community Development Commission shall be disqualified therefrom and denied the contract and, shall be liable in civil action, if any lobbyist, lobbying firm, lobbyist employer or any other person or entity acting on behalf of the named firm fails to comply with the provisions of the County Code. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into contract with the Los Angeles County and the Community Development Commission, County of Los Angeles. Authorized Official: atilljW_„„,""alw Rudy E. Munoz By: iL42 ► na _ " gn:ture) (Contractor/Subcontractor) lQ ll //-3 President • t (Date) (Title) Exhibit "D": FEDERAL LOBBYIST REQUIREMENTS CERTI CATION Name of Firm: 0 oC i'cL Inc. Date: lea Address: � flrtou � � /r_.9 t7 �,� , — 4'7(ø-State.. C. � ZI Cade. 9Phone No.. 0 � � Acting on behalf of the above named firm, as its Authorized Official, [ make the following Certification to the Department of Housing and Urban Development (HUD) and the Community Development Commission, County of Los Angeles: 1. No Federal appropriated funds have been paid, by or on behalf of the above named firm to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of and Federal grant, loan or cooperative agreement, and any extension, continuation, renewal, amendment, or modification thereof, and; 2. If any funds other than Federal appropriated funds have paid or will be paid to any person for influencing or attempting to influence an officer or employee or any agency, a Member of Congress an officer or employee of Congress or an employee of a Member of Congress in connection with this Federal contract, grant loan, or cooperative agreement, the above named firm shall complete and submit.Standard Form-LLL, "Disclosure Form to Report Lobbying", in accordance with its instructions, and: 3. The above name firm shall require that the language of this certification be included in the award documents for all sub-awards at all tiers (including subcontracts, sub- grants, and contracts under grants, loans, and cooperative agreement) and that all sub-recipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into the transaction imposed by Section 1352 Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. Authorized Official: Name: Title: ' dam (e 1 yk...f Signature: v —�: I , 1 Exhibit "D": FEDERAL LOBBYIST REQUIREMENTS CERTIFICATION Name of Firm: MDG ASSOCIATES, INC. Date: JUNE 19, 2013 Address: 10722 ARROW ROUTE, SUITE 822, RANCHO CUCAMONGA State: CA Zip Code: 91730 Phone No.: (909) 476-9696 Acting on behalf of the above named firm, as its Authorized Official, I make the following Certification to the Department of Housing and Urban Development (HUD) and the Community Development Commission, County of Los Angeles: 1. No Federal appropriated ro riated funds have been paid, by or on behalf of the above named firm to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of and Federal grant, loan or cooperative agreement, and any extension, continuation, renewal, amendment, or modification thereof, and; 2. If any funds other than Federal appropriated funds have paid or will be paid to any person for influencing or attempting to influence an officer or employee or any agency, a Member of Congress an officer or employee of Congress or an employee of a Member of Congress in connection with this Federal contract, grant loan, or cooperative agreement, the above named firm shall complete and submit Standard p g Form-LLL, "Disclosure Form to Report Lobbying", in accordance with its instructions, and: 3. The above name firm shall require that the language of this certification be included in the award documents for all sub-awards at all tiers (including subcontracts, sub- grants,rants and contracts under grants, loans, and cooperative agreement) and that all sub-recipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for makingor entering into the transaction imposed by Section 1352 Title q 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civilenalt of not less than $10,000 and not more than $100,000 for each such failure. p Y Authorized Official: Name: Rudy E. Mun. Title: President 6///f///- -;r,—:��,;;- Date: Signature: .• _ Federal Lobbying Requireme Ce ifi.-tion Form Revised 09/30/05