2019-20 Liebert Cassidy Whitmore - Consortium Membershipta Q�W
GF\I ofihc DF>P.RT —
MEMORANDUM
TO: Chris Escobedo, Community Resources Manager
FROM: Ariana Weisman, Administrative Technician
DATE: June 25, 2019
RE: Liebert Cassidy Whitmore Consortium Membership
Attached for your signature.
Please sign the attached agreement(s) and return to the City Clerk for processing
and distribution.
Requesting department_ shall r and attach the items below as
auuropriate•
X . Contract payments will be charged to account number: 101-IL004-60320
_X_ Amount of Agreement, Amendment, Change Order, etc.: $ 5,625.00
N/A A Conflict of Interest Form 700 Statement of Economic Interests from Consultant(s) is
attached with
no reportable interests in LQ or reportable interests
_X_ A Conflict of Interest Form 700 Statement of Economic Interests is not required because this
Consultant does not meet the definition in FPPC regulation 18701(2).
Authority to execute this agreement is based upon:
N/A Approved by the City Council on
_X City Manager's signature authority provided under Resolution No. 2018-014 for budgeted
expenditures of $50,000 or less. This expenditure is $ 5,625.00 and authorized by Director
_N/A_ Initial to certify that 3 written informal bids or proposals were received and considered in
selection
The following required documents are attached to the agreement:
Insurance certificates as required by the agreement (approved by Risk Manager on
1'1 date) NO 1-I p,
_N/A_ Performance bonds as required by the agreement (originals)
_X_ City of La Quinta Business License number LIC-766384
_x_ A requisition for a Purchase Order has been prepared (amounts over $5,000)
A copy of this Cover Memo has been emailed to Finance
Revised May 2017
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- - — GEM of the DESERT —
CITY OF LA QUINTA
SHORT -FORM SERVICES AGREEMENT
($25,000 OR LESS)
1. PARTIES AND DATE. This Agreement is made and entered into this first day of July, 2019,
("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 78-495 Calle Tampico, La Quinta, CA (`City") and Liebert Cassidy
Whitmore, a Professional Corporation with its principal place of business at 6033 West
Century Boulevard, 5th 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
%A B "
4. TERM. The term of this Agreement shall be from July 1, 2019 to June 30, 2020, unless
earlier terminated as set forth in the attached Terms and Conditions.
5. COMPENSATION. Vendor shall receive compensation for services rendered under this
Agreement as set forth in the attached Exhibit "C" but in no event shall Vendor's
compensation exceed Five Thousand Six Hundred Twenty -Five Dollars ($5,625.00) per fiscal
year (July 1 to June 30) without written amendment.
6. SPECIAL REQUIREMENTS. Additional terms and conditions of this Agreement, if any, which
are made a part hereof are set forth in Exhibit "D" (the Special Requirements"), which is
incorporated herein by this reference and expressly made a part hereof. In the event of a
conflict between the provisions of the Special Requirements and any other provisions of this
Agreement, the provisions of the Special Requirements shall govern.
6. 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
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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. 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 (above)
® 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
FIR
ANGEL.S&&T
Human Resources/Risk .Dated:-)V%Q T 11 -
-
Required for over $5,000:
CHRIS ESCOBEDO
Community Resources Director
Dated:O ' (4 ` L /
ATTEST:
Nichole Romane, Deputy City Clerk
City of La Quinta, California
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LIEBERT CASSIDY WHITMORE
a Prg€pssional Corporation
SCOTT TIEDEMANN
Managing Pa ne
Dated:
i i
APPROVED AS TO FORM:
WILLIAM H. IHRKE, City Attorney
City of La Quinta, California
EXHIBIT "A"
TERMS AND CONDITIONS
1. Compensation. Vendor shall be paid as set
forth in Exhibit "C", within 30 days of 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.
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.
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 7 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 7 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
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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.
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,
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
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
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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 except in writing signed by
both parties hereto.
EXHIBIT "B"
SCOPE AND SCHEDULE OF SERVICES
VENDOR'S SERVICES:
During the year beginning July 1, 2019, Vendor will provide the following services to
City:
1. Five (5) days of group training workshops covering such employment relations
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.
2. Availability of Vendor for City to consult by telephone. Consortium calls cover
questions that the attorney can answer quickly with little research.
3. Providing of a monthly newsletter covering employment relations
developments.
4. 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.
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EXHIBIT "C"
COMPENSATION FOR SERVICES
The maximum total compensation to be paid to Vendor under this Agreement is Five
Thousand Six Hundred Twenty -Five Dollars ($5,625.00) per fiscal year (July 1 to June
30) payable in one payment. Said fee will cover Vendor's time in providing training,
consultative services, and the development and printing of written materials provided
to attendees at training programs.
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EXHIBIT "D"
SPECIAL REQUIREMENTS
1. It is understood and agreed that Vendor is and shall remain an independent
contractor under this Agreement.
2. It is understood and agreed that the parties' aforesaid rights and obligations
are contingent on no less than twelve (12) local agency employers entering
into a substantially identical Agreement with Vendor.
3. It is expressly understood that the material used during provided training
presentations, including written handouts, and power points are provided
solely for contracted workshops. This agreement warrants that there will be
no future use of Liebert Cassidy Whitmore material in other trainings or
formats without the expressed written permission of Liebert Cassidy
Whitmore. Any such use will constitute a violation of this agreement and
copyright provisions.
4. Consortium calls do not include the review of documents, in depth research,
written responses (like an opinion letter) or advice on on -going legal matters.
The caller will be informed if the question exceeds the scope of consortium
calls. Should the caller request, the attorney can assist on items that fall
outside the service, but these matters will be billed at the attorney's hourly
rate.
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