Norman A Traub & Associates LLC - FY2022-043 CONTRACT SERVICES AGREEMENT FOR
PERSONNEL INVESTIGATION SERVICES
This Contract Services Agreement("Agreement") is made and entered into on November
30, 2021, by and between the CITY OF RANCHO PALOS VERDES ("Personnel Officer and/or
Designee"), and NORMAN A TRAUB ASSOCIATES, a California LLC, Private Investigator's
License No PI 188615 ("Consultant")
NOW,THEREFORE, the parties hereto agree as follows
1 0 SERVICES OF CONSULTANT
1 1 Scope of Services In compliance with all of the terms and conditions of
this Agreement, Consultant shall perform the work or services set forth in the "Scope of
Services" attached hereto as Exhibit "A" and incorporated herein by reference Consultant
warrants that all work or services set forth in the Scope of Services will be performed in a
competent, professional and satisfactory manner Additional terms and conditions of this
Agreement, if any, which are made a part hereof, are set forth in the "Special Requirements"
attached hereto as Exhibit "B" and incorporated herein by this reference In the event of a
conflict between the provisions of Exhibit "B" and any other provisions of this Agreement, the
provisions of Exhibit"B" shall govern
1 2 Compliance With Law All work and services rendered hereunder shall
be provided in accordance with all ordinances, resolutions, statutes, rules and regulations of the
City of Rancho Palos Verdes ("City") and any federal, state or local governmental agency of
competent jurisdiction
1 3 Licenses, Permits, Fees, and Assessments Consultant shall obtain, at its
sole cost and expense, such licenses, permits, and approvals as may be required by law for the
performance of the services required by this Agreement
1 4 Warranty Consultant shall adopt reasonable methods during the life of
the Agreement to furnish continuous protection to the work product, services, materials, papers,
documents, interviews, recordings, and/or other components thereto to prevent losses or damages
and shall be responsible for all such damages to persons or property, until acceptance of the work
by the Personnel Officer and/or Designee, except such losses or damages as may be caused by
the Personnel Officer and/or Designee's own negligence Consultant agrees that for a period of
one-year (or the period of times specified elsewhere in this Agreement) after the date of final
acceptance, Consultant shall, within ten (10) days after being notified in writing by the Personnel
Officer and/or Designee of any defect in the work or nonconformance of the work to the
Agreement, commence and prosecute with due diligence all work necessary to fulfill the terms of
the warranty at its sole cost and expense
2.0 COMPENSATION
2 1 Contract Sum For the services rendered pursuant to this Agreement,
Consultant shall be compensated in accordance with the "Schedule of Compensation" attached
hereto as Exhibit "C" and incorporated herein by this reference, in an initial amount not to
exceed the total sum of Twenty-Five Thousand dollars ($25,000 00), without express written
authorization of the Personnel Officer and/or Designee The Personnel Officer and/or Designee
shall reimburse Consultant for expenses outlined in Exhibit "C " Expenses not listed on Exhibit
"C" shall not be reimbursed by the Personnel Officer and/or Designee
2 2 Method of Payment Provided that Consultant is not in default under the
terms of this Agreement, Consultant shall be paid within sixty (60) days after submittal to the
Personnel Officer and/or Designee of an invoice in a form approved by the Personnel Officer
and/or Designee describing specifically the services performed
3 0 COORDINATION OF WORK
3 1 Representative of Consultant Dan Bressler is hereby designated as
being the representative of consultant authorized to act on its behalf with respect to the work or
services specified herein and to make all decisions in connection therewith
3 2 Contract Officer Human Resource Manager Julie DeZiel is hereby
designated as being the representative of the City authorized to act on its behalf with respect to
the work and services specified herein and to make all decisions in connection therewith
("Contract Officer") The Personnel Officer and/or Designee may designate another Contract
Officer by providing notice to consultant of the same
3 3 Prohibition Against Subcontracting or Assignment Consultant shall not
contract with any entity to perform in whole or in part the work or services required hereunder
without the express written approval of the Personnel Officer and/or Designee However,
Personnel Officer and/or Designee hereby consents to Consultant's utilization of Mr Dan
Bressler as Consultant's independent contractor to perform the Scope of Services herein Neither
this Agreement nor any interest herein may be assigned or transferred, voluntarily or by
operation of law, without the prior written approval of the Personnel Officer and/or Designee
Any such prohibited assignment or transfer shall be void
3 4 Independent Contractor Neither the Personnel Officer and/or Designee,
the Contract Officer, nor any of the City's employees shall have any control over the manner,
mode, or means by which Consultant, its agents, employees, or subcontractor perform the
services required herein, except as otherwise set forth on Exhibit "A" Consultant, through its
subcontractor, shall perform all services required herein as an independent contractor of
Personnel Officer and/or Designee and shall remain under only such obligations as are consistent
with that role Consultant shall not at any time or in any manner represent that it or any of its
agents or employees are agents or employees of the Personnel Officer and/or Designee or the
City
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4 0 INSURANCE AND INDEMNIFICATION
4 1 Insurance Consultant shall procure and maintain, at its sole cost and
expense, in a form and content satisfactory to the Personnel Officer and/or Designee, during the
entire term of this Agreement including any extension thereof, the following policies of
insurance
(a) Commercial General Liability Insurance A policy of commercial
general liability insurance using Insurance Services Office "Commercial General Liability"
policy form CG 00 01, with an edition date prior to 2004, or the exact equivalent Coverage for
an additional insured shall not be limited to its vicarious liability Defense costs must be paid in
addition to limits Limits shall be no less than $500,000 00 per occurrence for all covered losses
and no less than $3,000,000 00 general aggregate
(b) Workers' Compensation Insurance A—policy _of workers'
compensation insurance on a state-approved policy form providing statutory benefits as required
by law with employer's liability limits no less than $1,000,000 00 per accident for all covered
losses
(c) Automotive Insurance A policy of comprehensive automobile
liability insurance which complies with the minimum requirements per State law Said policy
shall include coverage for owned, non owned, leased and hired cars
(d) Professional Liability or Error and Omissions Insurance A
policy of professional liability insurance in an amount not less than $1,000,000 00 per claim with
respect to loss arising from the actions of Consultant performing professional services hereunder
on behalf of the Personnel Officer and/or Designee
All the above policies of insurance shall be primary insurance The general liability
policy shall name the Personnel Officer and/or Designee's and the City's officers, employees,
and agents ("City Parties") as additional insureds and shall waive all rights of subrogation and
contribution it may have against the Personnel Officer and/or Designee and the City's Parties and
their respective insurers All of said policies of insurance shall provide that said insurance may
be not cancelled without providing ten (10) days' prior written notice by registered mail to the
Personnel Officer and/or Designee In the event any of said policies of insurance are cancelled or
amended, Consultant shall, prior to the cancellation or amendment date, submit new evidence of
insurance in conformance with this Section 4 1 to the Personnel Officer and/or Designee No
work or services under this Agreement shall commence until Consultant has provided the City
with Certificates of Insurance or appropriate insurance binders evidencing the above insurance
coverages and said Certificates of Insurance or binders are approved by the Personnel Officer
and/or Designee
Consultant agrees that the provisions of this Section 4 1 shall not be construed as limiting
in any way the extent to which Consultant may be held responsible for the payment of damages
to any persons or property resulting from Consultant's activities or the activities of any person or
persons for which Consultant is otherwise responsible
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The insurance required by this Agreement shall be satisfactory only if issued by
companies qualified to do business in California, rated "A" or better in the most recent edition of
Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a
financial category Class VII or better, unless such requirements are waived by the City due to
unique circumstances
In the event that Consultant is authorized to subcontract any portion of the work or
services provided pursuant to this Agreement, the contract between the Consultant and such
subcontractor shall require the subcontractor to maintain the same policies of insurance that the
Consultant is required to maintain pursuant to this Section 4 1
4 2 Indemnification
(a) Indemnity for Professional Liability When the law establishes a
professional standard of care for Consultant's services, to the fullest extent permitted by law,
Consultant shall indemnify, defend and hold harmless the Personnel Officer and/or Designee and
City Parties from and against any and all losses, liabilities, damages, costs and expenses,
including attorneys' fees and costs to the extent same are caused in whole or in part by any
negligent or wrongful act, error or omission of Consultant, its officers, agents, employees or
subcontractors (or any entity or individual for which Consultant shall bear legal liability) in the
performance of or failure to perform any term, provision, covenant, or condition of professional
services under this Agreement
(b) Indemnity for Other Than Professional Liability Other than in the
performance of professional services and to the full extent permitted by law, Consultant shall
indemnify, defend and hold harmless the Personnel Officer and/or Designee and City Parties
from and against any liability (including liability for claims, suits, actions, losses, expenses or
costs of any kind, whether actual, alleged or threatened, including attorneys' fees and costs, court
costs, defense costs and expert witness fees) ("claims or liabilities"), where the same arise out of,
are a consequence of, or are in any way attributable to, in whole or in part, the negligent
performance of or failure to perform any term, provision, covenant, or condition of this
Agreement by Consultant or by any individual or entity for which Consultant is legally liable,
including but not limited to officers, agents, employees or subcontractors of Consultant, but
excluding any such claims or liabilities to the extent caused by the negligence or willful
misconduct of the Personnel Officer and/or Designee and/or City Parties
5 0 TERM
5 1 Term Unless earlier terminated in accordance with Section 5 2 below,
this Agreement shall continue in full force and effect until one year from the date of the
Personnel Officer and/or Designee's execution of this Agreement
5 2 Termination Prior to Expiration of Term Either party may terminate this
Agreement at any time, with or without cause, upon thirty (30) days' written notice to the other
party Upon receipt of the notice of termination, Consultant shall immediately cease all work or
services hereunder except as may be specifically approved by the Personnel Officer and/or
Designee In the event of termination by the Personnel Officer and/or Designee, Consultant shall
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be entitled to compensation for all services rendered prior to the effectiveness of the notice of
termination and for such additional services specifically authorized by the Personnel Officer
and/or Designee The Personnel Officer and/or Designee shall be entitled to reimbursement for
any compensation paid in excess of the services rendered
60 MISCELLANEOUS
6 1 Covenant Against Discrimination Consultant covenants that, by and for
itself, its heirs, executors, assigns and all persons claiming under or through it, that there shall be
no discrimination against or segregation of, any person or group of persons on account of race,
color, creed, religion, sex, marital status, national origin, or ancestry in the performance of this
Agreement Consultant shall take affirmative action to ensure that applicants are employed and
that employees are treated during employment without regard to their race, color, creed, religion,
sex, marital status, national origin or ancestry
6 2 Non liability of City Officers and Employees No officer or employee of
the Personnel Officer and/or Designee or City Parties shall be personally liable to Consultant, or
any successor in interest, in the event of any default or breach by the City or for any amount
which may become due to the Consultant or to its successor, or for breach of any obligation of
the terms of this Agreement
6 3 Conflict of Interest No officer or employee of the Personnel Officer
and/or Designee or City Parties shall have any financial interest in this Agreement nor shall any
such officer or employee participate in any decision relating to the Agreement which affects his
financial interest or the financial interest of any corporation, partnership or association in which
he is, directly or indirectly, interested, in violation of any state statute or regulation Consultant
warrants that it has not paid or given and will not pay or give any third party any money or other
consideration for obtaining this Agreement, and that its representatives and agents have not done
so either
The Personnel Officer and/or Designee and City Parties understand and acknowledge that
Consultant is, as of the date of execution of this Agreement, independently involved in the
performance of non-related services for other governmental agencies and private parties
Consultant is unaware of any stated position of the Personnel Officer and/or Designee and/or
City Parties, relative to such projects Any future position of the Personnel Officer and/or
Designee and/or City Parties of such projects shall not be considered a conflict of interest for
purposes of this Section
The Personnel Officer and/or Designee and City Parties understand and acknowledge that
Consultant will perform non-related services for other governmental agencies and private parties,
following the completion of the scope of services under this Agreement Any such future service
shall not be considered a conflict of interest for purposes of this Section
6 4 Confidential Information, Release of Information
(a) All information gained or work product produced by Consultant
in performance of this Agreement shall be considered confidential, unless such information is in
the public domain or already known to Consultant Consultant shall not release or disclose any
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such information or work product to persons or entities other than the Personnel Officer and/or
Designee without prior written authorization from the Contract Officer, except as may be
required by law
(b) Consultant, its officers, employees, or agents shall not, without
prior written authorization from the Contract Officer voluntarily provide declarations, letters of
support, testimony at depositions, responses to interrogatories, or other information concerning
the work performed under this Agreement Response to a subpoena or court order shall not be
considered "voluntary," provided Consultant gives the Personnel Officer and/or Designee notice
of such court order or subpoena
(c) If Consultant, or any officer, employee, or agent provides any
information or work product in violation of this Agreement, then the Personnel Officer and/or
Designee and/or City Parties shall have the right to reimbursement and indemnity from
Consultant for any damages, costs and fees, including attorney's fees, caused by or incurred as a
result of Consultant's conduct
(d) Consultant shall promptly notify the Personnel Officer and/or
Designee should Consultant, its officers, employees, or agents be served with any summons,
complaint, subpoena, notice of deposition, requests for documents, interrogatories, request for
admissions, or other discovery request, court order, or subpoena from any party regarding this
Agreement and the work performed thereunder The Personnel Officer and/or Designee retains
the right, but has no obligation, to represent Consultant or be present at any deposition, hearing,
or similar proceeding Consultant agrees to cooperate fully with the Personnel Officer and/or
Designee and to provide the Personnel Officer and/or Designee with the opportunity to review
any response to discovery requests provided by Consultant However, this right to review any
such response does not imply or mean the right by the City to control, direct, or rewrite said
response
6 5 Notice Any notice or other communication either party desires or is
required to give to the other party or any other person shall be in writing and either served
personally or sent by prepaid, first-class mail, as follows
To the City Julie DeZiel
Personnel Officer and/or Designee
City of Rancho Palos Verdes
30940 Hawthorne Blvd
Rancho Palos Verdes, CA 90275
Email jdeziel@rpvca gov
To
Consultant T Brock Avery
Norman A Traub Associates
2625 Townsgate Rd, Suite 330,
Westlake Village, CA 91361
714-693-3428
Email ba normtraub@gmail com
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6 6 Interpretation The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or against either
party by reason of the authorship of this Agreement or any other rule of construction which
might otherwise apply
6 7 Integration, Amendment It is understood that there are no oral
agreements between the parties hereto affecting this Agreement and that this Agreement
supersedes and cancels any and all previous negotiations, arrangements, agreements and
understandings, if any, between the parties, and none shall be used to interpret this Agreement
This Agreement may be amended at any time by a writing signed by both parties
6 8 Severability In the event that part of this Agreement shall be declared
invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such
invalidity or unenforceability shall not affect any of the remaining portions of this Agreement
which are hereby declared as severable and shall be interpreted to carry out the intent of the
parties hereunder unless the invalid provision is so material that its invalidity deprives either
party of the basic benefit of their bargain or renders this Agreement meaningless
6 9 Waiver No delay or omission in the exercise of any right or remedy by a
non-defaulting party on any default shall impair such right or remedy or be construed as a
waiver A party's consent to or approval of any act by the other party requiring the party's
consent or approval shall not be deemed to waive or render unnecessary the other party's consent
to or approval of any subsequent act Any waiver by either party of any default must be in
writing and shall not be a waiver of any other default concerning the same or any other provision
of this Agreement
6 10 Attorneys' Fees If either party to this Agreement is required to initiate,
defend or made a party to any action or proceeding in any way connected with this Agreement,
the prevailing party in such action or proceeding, in addition to any other relief which may be
granted, shall be entitled to reasonable attorneys' fees, whether or not the matter proceeds to
Judgment
6 11 Corporate Authority The persons executing this Agreement on behalf of
the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly
authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing
this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the
entering into this Agreement does not violate any provision of any other Agreement to which
said party is bound
[SIGNATURES NEXT PAGE]
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IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as
of the date first written above
PERSONNEL OFFICER AND/OR DESIGNEE
City of Ranch. ' • Verdes
Date S2•\. ti01.4 By _
Personne V—
Print Name AcA MiK 'N\
CONSULTANT.
NORMAN A TRAUB & ASSOCIATES, LLC
Date 11-30-21 By T 6
T Brock Avery,
Principal/General Manager
[END OF SIGNATURES]
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EXHIBIT "A"
SCOPE OF SERVICES AND SCHEDULE OF PERFORMANCE
Consultant shall provide personnel investigation services to the City to determine if an employee of the
City engaged in misconduct and violation of City policy based upon complaints received by the City
(the Work or the Services) Consultant must obtain written approval from the Contract Officer to
investigate additional allegations or subject employees that may arise from the assigned investigation
Work elements include
I Within five (5) business days of the commencement of the investigation, develop an investigation
plan and budget for approval by the Contract Officer, to include an estimate of the time period
required to perform the investigation
2 investigate circumstances prior to and surrounding allegations that an employee of the City
engaged in misconduct,
a) Reviewing applicable federal, state, and local law,
b) Reviewing applicable City rules and regulations,
c) Reviewing documentary evidence, including email correspondence and text messages,
d) Interviewing subjects and witnesses,
e) Following-up on other evidentiary leads,
f) Meet with the City's Contract Officer and City Attorney's Office to finalize the scope
of the investigation,
g) Obtain or develop relevant time records of employee activities,
h) Assess the credibility of the complainants, witnesses, and the subject of the
investigation,
►) Digitally record all interviews and transcribe all recordings,
.1) Periodically communicate with the City's Contract Officer with updates/progress and
other important issues,
k) Conduct additional interviews and collect other relevant documents, if necessary,
I) Prepare a fact-finding report
3 Participate in teleconferences and meetings with City staff as needed, to include weekly updates
on progress
4 Within forty five (45) days of the commencement of the investigation, or such other date as
agreed to in writing by the parties, prepare and deliver to the City a written report and three
copies thereof, summarizing relevant information collected and detailing the conclusion of the
investigation All work product is subject to review and acceptance by the City and must be
revised by the Consultant without additional charge to the City until found satisfactory and
accepted by the City
5 The report will include the following elements (1) an executive summary of the findings, (2) the
methodology used, (3) a discussion of the evidence obtained, and how credibility issues were
resolved and (4) detailed findings of the investigation
6 The findings are limited to the points set forth above, in the section entitled "Scope of
Investigation " The investigators shall not reach any legal conclusions or speculate regarding the
legal significance of any claim or defense or make recommendations for discipline The
Consultant is solely responsible for providing the analysis and advice necessary to respond to the
investigative report The following terminology may be used (at the Consultant's discretion) to
describe the findings of the investigations
Unfounded The investigation clearly established that the allegation is not true
Exonerated The investigation clearly established that the conduct occurred but did not
violate agency policies
Not Sustained There is insufficient evidence to determine whether the alleged misconduct
occurred
Sustained The alleged conduct occurred
7 Participate in administrative and/or civil proceedings related to the investigation or disciplinary
actions or civil litigation resulting therefrom, including but not limited to depositions, hearings,
and/or courtroom testimony
EXHIBIT"A"
EXHIBIT "B"
SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
Deleted text is indicated in s#+kethfaugh, added text is indicated in bold italics
I Section 1 3, Licenses,Permits, Fees,and Assessments, is amended to read:
.. . , . - . . - . -, • . •- . - , .• , . • . . .. . . .
. . . . -- . . . - . - - . . . . _. - .. . onsultant
shall not be required a business license
II Section 3 2, Contract Officer, is amended to read.
3 2 Contract Officer Human Resource Manager Julie DeZiel is hereby designated as being
the representative of the City authorized to act on its behalf with respect to the work and services
specified herein and to make all decisions in connection therewith ("Contract Officer") The Personnel
Officer and/or Designee may designate another Contract Officer by providing notice to consultant of
the same The City Attorney's Office, through its representative Deputy City Attorney Cohn Tanner,
shall receive a complete copy of any final report for purposes of advising the City regarding same
III Subsection (b) of Section 4 1, Insurance, is amended to read
Workers' Compensation Insurance • .. • - ' . . • • . -- .
'!! 't! et • Consultant is aware of the provisions
of Section 3700 of the Labor Code, which requires every employer to be insured against liability for
workers' compensation or to undertake self-insurance in accordance with the provision of that
Code, and Consultant will comply with such provision before commencing the performance of the
work of his agreement
Consultant certifies that in the performance of the work under the permit,
license agreement, purchase order, or contract with the City, which is the subject matter of this
certification, Consultant shall not, in any manner, employ any person or contract with any person so
that any worker on said work would become subject to the workers'compensation laws of the State
of California Consultant waives any right of subrogation against the City.
IV. Subsection (a) of Section 6 4, Confidential Information, Release of Information, is amended
to read
(a) All information gained or work product produced by Consultant in performance of this
Agreement shall be considered confidential, unless such information is in the public domain or already
known to Consultant Consultant shall not release or disclose any such information or work product to
persons or entities other than the Personnel Officer and/or Designee or City Attorney's Office without
prior written authorization from the Contract Officer, except as may be required by law
EXHIBIT "C"
SCHEDULE OF COMPENSATION
I Consultant shall be paid for actual time worked, pursuant to the following fee schedule
• Investigator services $160 per hour, including travel time,
necessary to perform the Services
• Post investigation hearings, trials, depositions, etc subpoenaed or requested in
writing by the client or if subpoenaed by any party to the investigation, the
compensation shall be at$250 per hour, four-hour minimum plus expenses When
the investigator is placed on an on-call status, the fee is $130 per hour, four-hour
minimum
• Surveillances $100 per hour, plus expenses
II Consultant shall inform the City's Contract Officer in writing upon rendering Services
under this Agreement up to the initial amount of Eight Thousand Dollars ($8,000), and shall also
provide a brief summary of the Services provided Upon the express written authorization of the
City's Contract Officer, Consultant shall continue rendering services under this Agreement and
shall inform the City's Contract Officer in writing upon rendering services under this Agreement
up to the Contract Sum of Ten Thousand ($10,000), and shall therewith provide a brief summary
of the Services provided
Any services rendered beyond the Contract Sum shall not be compensated, and expenses
incurred shall not be reimbursed, unless first approved by the City, in accordance with it
purchasing ordinance
III Expense reimbursement
Consultant shall seek prior written approval from the City's Contract Officer for any
expenses related to the services provided pursuant to this Agreement that the Consultant seeks to
have reimbursed, including but not limited to the actual cost of materials, equipment, and
supplies Approval shall not be unreasonably withheld
Upon completion of an investigation, or once every thirty (30) days, whichever is shorter,
Consultant shall submit invoices to the City with copies to the Contract Officer detailing by line
item the charges by the following categories
• Professional services provided
• Travel time and mileage
• Materials
• Equipment
• Digital Recording costs and verbatim transcripts of the same, and
• Supplies