2024-25 Liberty Cassidy Whitmore - Consortium MembershipMEMORANDUM
DATE: July 15, 2024
TO: Jon McMillen, City Manager
FROM: HR
Cvu� &a
CALIFORNIA
RE: Liebert Cassidy Whitmore - Coachella Valley Consortium Membership FY24-25
Please list the Contracting Party / Vendor Name, any change orders or amendments, and the type of services to be provided. Make
sure to list any related Project No. and Project Name.
Authority to execute this agreement is based upon:
❑ Approved by City Council on
❑✓ City Manager's signing authority provided under the City's Purchasing & Contracting Policy
[Resolution No. 2023-008] for budget expenditures of $50,000 or less.
❑ City Manager's signing authority provided under the City's Personnel Policy Section 3.2 for
temporary employment positions.
❑ Department Director's or Manager's signing authority provided under the City's Purchasing Policy
[Resolution No. 2023-0081 for budget expenditures of $15,000 and $5,000, respectively, or less.
Procurement Method (one must a
❑ Bid ❑ RFP ❑ RFQ ❑ 3 written informal bids
❑ Sole Source ❑✓ Select Source ❑ Cooperative Procurement
Requesting department shall check and attach the items below as appropriate,
❑✓ Agreement payment will be charged to Account No.: 101-1004-60351
Agreement term: Start Date 07/01/2024
Amount of Agreement, Amendment, Change Order, etc.
End Date
$ 25,000
06/30/2025
REMINDER: Signing authorities listed above are applicable on the a_pprepate Agreement amount, not individual
Amendments or Change Orders!
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❑
NOTE:
FVI
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Insurance certificates as required by the Agreement for Risk Manager approval
Approved by: Oscar Mojica Date: 7/15/2024
Bonds (originals) as required by the Agreement (Performance, Payment, etc.)
Conflict of Interest Form 700 Statement of Economic Interests from Consultant(s)
Review the "Form 700 Disclosure for Consultants" guidance to determine if a Form 700 is required pursuant
FPPC regulation 18701(2)
Business License No. LIC -766384 Expires: 08/31/2024
Requisition for a Purchase Order has been prepared (Agreements over $5,000) — — --
GEM qj'the DFSERT —
CITY OF LA QUINTA
SHORT -FORM SERVICES AGREEMENT
($25,000 OR LESS)
1. PARTIES AND DATE. This Agreement is made and entered into this 1 I day of July, 2024, ("Effective
Date") by and between the CITY OF LA QUINTA, a Municipal Corporation and Charter City organized
under the Constitution and laws of the State of California with its principal place of business at 78495 Calle
Tampico, La Quinta, CA ("City") and LIEBERT CASSIDY WHITMORE, a Professional Corporation with its
principal place of business at 6033 West Century Boulevard, 5` Floor, Los Angeles, CA 90045 ("Vendor").
City and Vendor are sometimes individually referred to as "Party" and collectively as "Parties" in this
Agreement.
2. TERMS AND CONDITIONS. The Parties shall comply with the terms and conditions in the attached
Exhibit "A."
3. SCOPE AND SCHEDULE OF SERVICES. Vendor shall provide to City the services pursuant to the
date(s) and schedule(s) described in accordance with the schedule set forth in Exhibit "B."
4. TERM. The term of this Agreement shall be from July 1, 2024, to June 30, 2025, unless earlier
terminated as set forth in the attached Terms and Conditions.
5. COMPENSATION. Vendor shall receive compensation for regular services rendered under this
Agreement at the rates and schedule set forth in the attached Exhibit "C," but in no event shall Vendor's
compensation exceed Twenty -Five Thousand Dollars ($25,000.00) per fiscal year (July 1 to June 30)
without written amendment. Vendor shall receive compensation for "Additional Services" at the rates set
forth in the attached Exhibit "C" for City -authorized work notwithstanding the Vendor Services
6. COMPENSATION FOR ADDITIONAL SERVICES. Additional services authorized by City shall be payable
at the rates and schedule set forth in the attached Exhibit C"s
7. FORCE MAJEURE. The time period specified for performance of the services rendered pursuant to
this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control
and without the fault or negligence of Vendor including, but not restricted to, acts of God or of the public
enemy, fires, earthquakes, floods, epidemic, quarantine restrictions, riots, strikes, freight embargoes, acts
of any governmental agency other than City, and unusually severe weather, if Vendor shall within ten (10)
days of the commencement of such delay notify the City in writing of the causes of the delay. The City
shall ascertain the facts and the extent of delay and extend the time for performing the Services for the
period of the forced delay when and if in their judgment such delay is justified, and the City's determination
shall be final and conclusive upon the parties to this Agreement. Extensions to time periods for
performance of services, which are determined by the City to be justified pursuant to this Section, shall not
entitle the Vendor to additional compensation unless City expressly agrees to an increase in writing.
7. COUNTERPARTS. This Agreement may be executed in counterparts, each of which shall be deemed
to be an original, and such counterparts shall constitute one and the same instrument.
8. INSURANCE. In accordance with Section 4 of Exhibit 'A" Vendor shall, at its expense, procure and
maintain for the duration of the Agreement such insurance policies as checked below and provide proof of
such insurance policies to the City. Vendor shall obtain policy endorsements on Commercial General
Liability Insurance that name Additional Insureds as follows: The CITY OF LA QUINTA, its officers,
officials, employees and agents.
Commercial General Liability Insurance:
® $1,000,000 per occurrence/$2,000,000 aggregate OR
® $2,000,000 per occurrence/$4,000,000 aggregate
® Additional Insured Endorsement naming City of La Quinta
® Primary and Non -Contributory Endorsement
Automobile Liability:
® $1,000,000 combined single limit for bodily injury and property damage
Workers' Compensation:
® Statutory Limits / Employer's Liability $1,000,000 per accident or disease
® Workers' Compensation Endorsement with Waiver of Subrogation
Professional Liability (Errors and Omissions):
® Errors and Omissions liability insurance with a limit of not less than $1,000,000 per claim
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IN WITNESS WHEREOF, each of the Parties has caused this Agreement to be executed on the
day and year first above written.
CITY OF LA QUINTA
a California Municipal Corporation,
and Charter City
JON L L E N
-CiTy Manager
ATTEST:
MONIKA RAD VA, C y Clerk
City of La Quinta, California
APPROVED AS TO FORM:
W f G(
WILLIAM H. IHRKE, City Attorney
City of La Quinta, California
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LIEBERT CASSIDY WHITMORE,
a Professional Corporation
J.!SCOTT TIEDEMANN
Managing Partner
EXHIBIT "A"
TERMS AND CONDITIONS
1. Compensation. Vendor shall be paid on
a time and materials or lump sum basis, as
may be set forth in Exhibit "C", within 30 days
of completion of the Work and approval by
the City.
2. Compliance with Law. Vendor shall
comply with all applicable laws and
regulations of the federal, state and local
government. Vendor shall assist the City, as
requested, in obtaining and maintaining all
permits required of Vendor by Federal, State
and local regulatory agencies. Vendor is
responsible for all costs of clean up and/or
removal of hazardous and toxic substances
spilled as a result of his or her Work. In
explanation of the forgoing and not by way of
limitation, Vendor shall comply with any
Federal, State, and local laws, regulations,
orders, and guidelines relating to COVID-19
or any other public health response to
disease, epidemic, or pandemic for the work
provided by the Vendor. Such Federal, State,
and local laws, regulations, orders, and
guidelines include but are not limited to:
Executive Orders from the Governor of
California and orders and guidance issued
from the California Department of Public
Health (CDPH), California Occupational
Safety and Health (Cal/OSHA), Orders from
the Riverside County Public Health Officer;
and Emergency Resolutions and Executive
Orders from the City Council and City
Manager, respectively, for the City of La
Quinta.
3. Standard of Care. The Vendor shall
perform the Work in accordance with
generally accepted professional practices
and principles and in a manner consistent
with the level of care and skill ordinarily
exercised by members of the profession
practicing under similar conditions.
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4. Insurance. The Vendor shall take out and
maintain, during the performance of all work
under this Agreement: A. Commercial
General Liability Insurance in the amounts
specified in Section 8 of the Agreement for
bodily injury, personal injury and property
damage, at least as broad as Insurance
Services Office Commercial General Liability
coverage (Occurrence Form CG 0001), and
if no amount is selected in Section 8 of the
Agreement, the amounts shall be $1,000,000
per occurrence/$2,000,000 aggregate; B.
Automobile Liability Insurance for bodily
injury and property damage including
coverage for owned, non -owned and hired
vehicles, of at least $1,000,000 per accident
for bodily injury and property damage, at
least as broad as Insurance Services Office
Form Number CA 0001 (ed. 6/92) covering
automobile liability, Code 1 (any auto); C.
Workers' Compensation in compliance with
applicable statutory requirements and
Employer's Liability Coverage of at least
$1,000,000 per accident or disease. Vendor
shall also submit to City a waiver of
subrogation endorsement in favor of city, and
D. Professional Liability (Errors and
Omissions) coverage, if checked in section 6
of the Agreement, with a limit not less than
$1,000,000 per claim and which shall be
endorsed to include contractual liability.
Insurance carriers shall be authorized by the
Department of Insurance, State of California,
to do business in California and maintain an
agent for process within the state. Such
insurance carrier shall have not less than an
"A"; "Class VII" according to the latest Best
Key Rating unless otherwise approved by
the City.
4.1 Pass Through Clause. Vendor agrees to
ensure that its sub -consultants, sub-
contractors, and any other party involved
with the project who is brought onto or
involved in the project by Vendor, provide the
same minimum insurance coverage and
endorsements required of Vendor. Vendor
agrees to monitor and review all such
coverage and assumes all responsibility for
ensuring that such coverage is provided in
conformity with the requirements of this
section. Vendor agrees that upon request, all
agreements with consultants,
subcontractors, and others engaged in the
project will be submitted to Agency for
review.
5. Indemnification. The Vendor shall
indemnify and hold harmless the City, its
Council, members of the Council, agents and
employees of the City, against any and all
claims, liabilities, (including liability related to
exposure to communicable diseases,
illnesses, or viruses), expenses or damages,
including responsible attorneys' fees, for
injury or death of any person, or damage to
property, or interference with use of property,
or any claim of the Vendor or subcontractor
for wages or benefits which arise in
connection with the performance of this
Agreement, except to the extent caused or
resulting from the active negligence or willful
misconduct of the City, its Council, members
of the Council, agents and employees of the
City. The foregoing indemnity includes, but
is not limited to, the cost of prosecuting or
defending such action with legal counsel
acceptable to the City and the City's
attorneys' fees incurred in such an action.
6. Laws and Venue. This Agreement shall
be interpreted in accordance with the laws of
the State of California. If any action is
brought to interpret or enforce any term of
this Agreement, the action shall be brought
in a state or federal court situated in the
County of Riverside, State of California.
7. Termination. The City may terminate the
services procured under this Agreement by
giving 10 calendar days written notice to
Vendor. In such event, the City shall be
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immediately given title and possession to
any original field notes, drawings and
specifications, written reports and other
documents produced or developed for the
services. The City shall pay Vendor the
reasonable value of services completed prior
to termination. The City shall not be liable for
any costs other than the charges or portions
thereof which are specified herein. Vendor
shall not be entitled to payment for
unperformed services and shall not be
entitled to damages or compensation for
termination of work. Vendor may terminate
its obligation to provide services under this
Agreement upon 30 calendar days' written
notice to the City only in the event of City's
failure to perform in accordance with the
terms of this Agreement through no fault of
Vendor.
8. Agreement Terms. Nothing herein shall
be construed to give any rights or benefits to
anyone other than the City and the Vendor.
The unenforceability, invalidity or illegality of
any provision(s) of this Agreement shall not
render the other provisions unenforceable,
invalid or illegal. Notice may be given or
delivered by depositing the same in any
United States Post Office, certified mail,
return receipt requested, postage prepaid,
addressed to the parties to the addresses set
forth in the Agreement. Vendor shall not
assign, sublet, or transfer this Agreement or
any rights under or interest in this Agreement
without the written consent of the City, which
may be withheld for any reason. Vendor is
retained as an independent contractor and is
not an employee of the City. No employee
or agent of Vendor shall become an
employee of the City. The individuals signing
this Agreement represent that they have the
authority to sign on behalf of the parties and
bind the parties to this Agreement. This is an
integrated Agreement representing the entire
understanding of the parties as to those
matters contained herein and supersedes
and cancels any prior oral or written
understanding or representations with
respect to matters covered hereunder. This
Agreement may not be modified or altered
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except in writing signed by both parties
hereto.
EXHIBIT "B"
SCOPE AND SCHEDULE OF SERVICES
REGULAR SERVICES
It is understood and agreed that during the year beginning July 1, 2024, and ending June 30,
2025, the Vendor is and shall remain an independent contractor and, as such will provide the
following services to the City:
Five (5) full days of group training workshops covering such employment relation subjects
as management rights and obligations, negotiation strategies, employment discrimination
and affirmative action, employment relations from the perspective of elected officials,
performance evaluation (administering evaluations), grievance and discipline
administration for supervisors and managers, planning for and responding to converted
job actions, current court, administrative and legislative developments in personnel
administration and employment relations, etc., with the specific subjects covered and
lengths of individual workshop presentations to be determined by City and other local
agency members.
It is expressly understood that the material used during these presentations, including
written handouts and projected PowerPoint presentations, is provided solely for the
contracted workshops. This Agreement warrants that no future use of Vendor material in
other trainings or formats will be made without the expressed written permission of the
Vendor. Any such use will constitute a violation of this agreement and copyright provisions.
2. Availability of Vendor for the City to consult by telephone. Consortium calls cover
questions that the Vendor can answer quickly with little research. They do not include the
review of documents, in-depth research, written responses (like an opinion letter), or
advice on ongoing legal matters. The City will be informed if the questions exceed the
scope of consortium calls. Should the City request, the Vendor can assist on items that
fall outside the service, but these matters will be billed at the Vendor's hourly rate, as
outlined in Exhibit C under Compensation for Services.
3. Providing a monthly newsletter covering employment relation developments.
4. Employment Relations Consortium (ERC) Membership w/ Premium Liebert Library
Subscription provides unlimited access to LCW workbooks in digital format, as well as
over 200 sample forms, model policies, and checklists that can be downloaded and used
as templates.
ADDITIONAL SERVICES
5. Vendor shall, as and when requested by City, make itself available to City to provide
representational, litigation, and other employment relations services. The City will be billed
for the actual time such representation services are rendered, including reasonable travel
time, plus any necessary costs and expenses authorized by the City.
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EXHIBIT "C"
COMPENSATION FOR SERVICES
The maximum total compensation to be paid to Vendor under this Agreement for "Regular
Services" is Six Thousand Three Hundred Seventy Dollars ($6,370.00) per fiscal year (July 1 to
June 30) for ERC Membership with Premium Liebert Library Subscription payable from one lump -
sum payment upon execution of the contract.
ERC Membership w/ Premium Liebert Library Subscription $6,370.00
Late fee if paid after August 1, 2024 $100.00
Services under Paragraph 5 of Exhibit "B" ("Additional Services") will be payable at the rates
below for City -authorized work notwithstanding the Vendor Services $6,370.00 cap but subject to
a cap not to exceed $25,000 per fiscal year without supplemental City authorization and billed
monthly. Attorneys, paraprofessionals, and litigation support staff bill their time in minimum units
of one-tenth of an hour.
Attorney time per hour
$270.00 - $450.00
Labor Relations/HR Consultant
$290.00
Paraprofessional and litigation support staff
$150.00- $185.00
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