15-0203_INTELLIBRIDGE PARTNERS_Agenda Report_D7TO:
FROM:
DATE:
SUBJECT:
City of San Juan Capistrano
Agenda Report
Karen P. Brust, City Manager ~$ vf)
Tom Bokos.ky, Human R~ources Manager
A//4? ./
February·3; 2'a4~./·
2/3/2015
07
Consideration of Approving a First Amendment to a Personal Services
Agreement with lntelliBridge Partners to Provide Professional Staffing
Services (lntelliBridge Partners)
RECOMMENDATION:
By motion, approve a First Amendment to the Personal Services Agreement with
lntelliBridge Partners to provide professional staffing services, for $40,000, for a total
cost not to exceed $65,000.
EXECUTIVE SUMMARY:
Due to a vacancy in the Finance Department, the City has contracted with lntelliBridge
Partners since November 18, 2014, to provide temporary customer service services.
Staff is recommending that the City Council approve a First Amendment to the Personal
Services Agreement with lntelliBridge Partners, by increasing the contracted amount by
$40,000, for a total cost not to exceed $65,000.
DISCUSSION/ANALYSIS:
On November 18, 2014, the City contracted with lntelliBridge Partners for a temporary
Customer Services Supervisor due to a vacancy. Temporary Customer Services
Supervisor duties are being provided by Ms. Deborah Ochoa who has 13 year's of
experience including eight years as a municipal Business Relations Officer. Ms. Ochoa
supervises and coordinates the activities of the Customer Service Division. Ms. Ochoa
oversees all aspects of billing, payment collection, business licensing, as well as
provides customer service at the City's One-Stop-Shop.
The proposed First Amendment will increase the contracted amount by $40,000 for a
total cost not to exceed $65,000. This will allow the City to continue to use the services
of lntelliBridge Partners while Human Resources the Customer Services Supervisor
position and recruits to fill the vacancy.
City Council Agenda Report
February 3, 2015
Pa e 2 of 2
FISCAL IMPACT:
The cost of the current Personal Services Agreement is not to exceed $25,000, for
which the City has paid $10,120, from November 18, 2014, to date. The cost of the
proposed First Amendment is $40,000, for a total cost not to exceed $65,000, incurred
at a rate of $55.00 per hour. The cost is included in the Adopted Fiscal Year 2014-2015
Operating Budget and is offset by $70,905 in salary and benefit savings from the vacant
position.
ENVIRONMENTAL IMPACT:
Not applicable.
PRIOR CITY COUNCIL REVIEW:
Not applicable.
COMMISSION/COMMITTEE/BOARD REVIEW AND RECOMMENDATIONS:
Not applicable.
NOTIFICATION:
lntelliBridge Partners.
ATTACHMENT(S):
Attachment 1 -Personal Services Agreement
Attachment 2 -First Amendment
PERSONAL SERVICES AGREEMENT
THIS AGREEMENT is made, entered into, and shall become effective this 181h day
of November, 2014, by and between the City of San Juan Capistrano (hereinafter referred
to as the "City") and lntelliBridge Partners (hereinafter referred to as the "Consultant").
RECITALS:
WHEREAS, the City currently desires to retain the services of the Consultant
regarding the City's proposal for professional staffing services; and
WHEREAS, the Consultant is qualified by virtue of experience, training, education
and expertise to accomplish such services.
NOW, THEREFORE, City and Consultant mutually agree as follows:
Section 1. Scope of Work.
The scope of work to be performed by the Consultant shall consist of professional
staffing services, including but not limited to accounting, financial, administrative, general
clerical, engineering, technical, professional and management services. Temporary
assignments may include, but are not limited to, interim department directors, water
operators, accountants, receptionists and office assistants, engineers, customer service
representatives, cashiers, construction inspectors, maintenance workers, code
enforcement officers, planners, administrative assistants and financial/management
analysts.
Section 2. Term.
This Agreement shall commence on the effective date and shall terminate, and all
services required hereunder shall be completed, no later than June 30, 2015, subject to
Section 13 (Termination).
Section 3. Compensation.
3.1 Amount
Total compensation for the services hereunder shall not exceed $25,000 at a
rate of $55.00 per hour. The City may hire (convert) any employee of the Consultant at no
cost after completion of 1 , 000 hours of billed services.
3.2 Method of Payment.
Subject to Section 3.1, Consultant shall submit monthly invoices based on
total services which have been satisfactorily completed for such monthly period. The City
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Attachment 1
will pay monthly progress payments based on approved invoices in accordance with this
Section.
3.3 Records of Expenses.
Consultant shall keep complete and accurate records of all costs and
expenses incidental to services covered by this Agreement. These records will be made
available at reasonable times to the City. Invoices shall be addressed as provided for in
Section 14 below.
Section 4. Independent Contractor.
It is agreed that Consultant shall act and be an independent contractor and not an
agent or employee of the City, and shall obtain no rights to any beneftts which accrue to
Agency's employees.
Section 5. Limitations Upon Subcontracting and Assignment.
The experience, knowledge, capability and reputation of Consultant, its principals
and employees were a substantial inducement for the City to enter into this Agreement.
Consultant shall not contract with any other entity to perform the services required without
written approval of the City. This Agreement may not be assigned, voluntarily or by
operation of law, without the prior written approval of the City. If Consultant is permitted to
subcontract any part of this Agreement by City, Consultant shall be responsible to the City
for the acts and omissions of its subcontractor as it is for persons directly employed.
Nothing contained in this Agreement shall create any contractual relationships between
any subcontractor and City. All persons engaged in the work will be considered employees
of Consultant. City will deaf directly with and will make all payments to Consultant.
Section 6. Changes to Scope of Work.
For extra work not part of this Agreement, a written authorization from City is
required prior to Consultant undertaking any extra work. In the event of a change in the
Scope of Work provided for in the contract documents as requested by the City, the Parties
hereto shall execute an addendum to this Agreement setting forth with particularity all
temns of the new agreement, including but not limited to any additional Consultant's fees.
Section 7. Familiarity with Work and/or Construction Site.
By executing this Agreement, Consultant warrants that: (1) it has investigated the
work to be performed; (2) if applicable, it has investigated the work site(s), and is aware of
all conditions there; and (3) it understands the facilities, difficulties and restrictions of the
work to be performed under this Agreement. Should Consultant discover any latent or
unknown conditions materially differing from those inherent in the work or as represented
by City, it shall immediately inform the City of this and shall not proceed with further work
under this Agreement until written instructions are received from the City.
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Section 8. Time of Essence.
Time is of the essence in the performance of this Agreement.
Section 9. Compliance with Law.
9.1. Compliance with Law.
Consultant shall comply with all applicable laws, ordinances, codes and regulations
of federal, state and local government.
Section 10. Conflicts of Interest.
Consultant covenants that it presently has no interest and shall not acquire any
interest, direct or indirect, which would conflict in any manner or degree with the
performance of the services contemplated by this Agreement. No person having such
interest shall be employed by or associated with Consultant.
Section 11. Indemnity.
To the fullest extent permitted by law, Consultant agrees to hold harmless the City
and its elective and appointive boards, officers, agents, and employees from any and all
liabilities. expenses, or damages of any nature. including attorneys' fees, for injury or death
of any person, or damages of any nature, including interference with use of property, to the
extent arising out of, the negligence, recklessness and/or intentional wrongful conduct of
Consultant, Consultant's agents, officers, employees, subcontractors, or independent
contractors hired by Consultant in the performance of the Agreement. The Consultant
shall have no responsibility for negligence, recklessness and/or wrongful conduct of the
City, or any of its elective or appointive boards, officers, agents, or employees.
The policy limits do not act as a limitation upon the amount of indemnification to be
provided by Consultant.
Section 12. Insurance.
On or before beginning any of the services or work called for by any term of this
Agreement, Consultant, at its own cost and expense, shall carry, maintain for the duration
of the agreement, and provide proof thereof that is acceptable to the City, the insurance
specified below with insurers and under forms of insurance satisfactory in all respects to
the City. Consultant shall not allow any subcontractor to commence work on any
subcontract until all insurance required of the Consultant has also been obtained for the
subcontractor. Insurance required herein shall be provided by Insurers in good standing
with the State of California and having a minimum Best's Guide Rating of A-Class VII or
better.
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12.1 Comprehensive General Liability.
Throughout the term of this Agreement, Consultant shall maintain in full force
and effect Comprehensive General Liability coverage in an amount not less than one
million dollars per occurrence ($1 ,000,000), combined single limit coverage for risks
associated with the work contemplated by this agreement. If a Commercial General
Liability Insurance form or other form with a general aggregate limit is used, either the
general aggregate limit shall apply separately to the work to be performed under this
agreement or the general aggregate limit shall be at least twice the required occurrence
limit.
12.2 Comprehensive Automobile Liability.
Throughout the term of this Agreement, Consultant shall maintain in full force
and effect Comprehensive Automobile Liability coverage, including owned, hired and non-
owned vehicles in an amount not less than one million dollars per occurrence (51 ,000,000).
12.3 Workers' Compensation.
If Consultant intends to employ employees to perform services under this
Agreement, Consultant shall obtain and maintain, during the term of this Agreement.
Workers' Compensation Employer's Liability Insurance in the statutory amount as required
by state law.
12.4 Proof of Insurance Requirements/Endorsement.
Prior to beginning any work under this Agreement, Consultant shall submit
the insurance certificates, including the deductible or self-retention amount, and an
additional insured endorsement naming City, its officers, employees, agents, and
volunteers as additional insureds as respects each of the following: Liability arising out of
activities performed by or on behalf of Consultant, including the insured's general
supervision of Consultant; products and completed operations of Consultant; premises
owned, occupied or used by Consultant; or automobiles owned, leased, hired, or borrowed
by Consultant. The coverage shall contain no special limitations on the scope of protection
afforded City, its officers, employees, agents, or volunteers.
12.5 Notice. of Cancellation/Termination of Insurance.
The above policy/policies shall not terminate, nor shall they be cancelled, nor
the coverages reduced, until after thirty (30) days' written notice is given to City, except that
ten (1 0) days' notice shall be given if there is a cancellation due to failure to pay a
premium.
12.6 Terms of Compensation.
Consultant shall not receive any compensation until all insurance provisions
have been satisfied.
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12.7 Notice to Proceed.
Consultant shall not proceed with any work under this Agreement until the
City has issued a written "Notice to Proceed" verifying that Consultant has complied with all
insurance requirements of this Agreement.
Section 13. Termination.
City shall have the right to terminate this Agreement without cause by giving thirty
(30) days' advance written notice of termination to Consultant.
In addition, this Agreement may be terminated by any party for cause by providing
ten (10) days' notice to the other party of a material breach of contract. If the other party
does not cure the breach of contract, then the agreement may be terminated subsequent
to the ten (10) day cure period.
Section 14. Notice.
All notices shall be personally delivered or mailed to the below listed addresses. or
to such other addresses as may be designated by written notice. These addresses shall
be used for delivery of service of process:
To City:
To Consultant:
City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attn: Human Resources Department
lntelliBridge Partners
3000 S. Street, Suite 300
Sacramento, CA 95816
Attn: Sharon Kropf
Section 15. Attorneys' Fees.
If any action at law or in equity is necessary to enforce or interpret the terms of this
Agreement, the prevailing party shall be entitled to reasonable attorneys' fees, costs and
necessary disbursements in addition to any other relief to which he may be entitled.
Section 16. Dispute Resolution.
In the event of a dispute arising between the parties regarding performance or
interpretation of this Agreement, the dispute shall be resolved by binding arbitration under
the auspices of the Judicial Arbitration and Mediation Service {"JAMS").
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Section 17. Entire Agreement.
This Agreement constitutes the entire understanding and agreement between the
parties and supersedes all previous negotiations between them pertaining to the subject
matter thereof.
(SIGNATURE PAGE FOLLOWS)
6
hem to
First Amendment to
Personal Services Agreement
THIS AMENDMENT to the Personal Services Agreement between the City of San
Juan Capistrano ("City") and lntelliBridge Partners ("Consultant") is made and entered
into, to be effective the 3rd day of February, 2015, as follows:
Recitals
WHEREAS, City has retained the services of Consultant to provide Professional
Staffing Services pursuant to Agreement dated November 18, 2014; and
WHEREAS, the City and Consultant desire to amend the terms of the Agreement
as provided hereunder.
Amendment
NOW THEREFORE, in consideration of the promises and mutual covenants
contained therein, City and Consultant agree to amend the Agreement as follows:
Section 3. Compensation.
3.1 Amount.
Total compensation for the services under the Agreement shall not exceed
$65,000, incurred at a rate of $55.00 per hour.
All other provisions of the Agreement not amended hereunder shall remain in full
force and effect.
(SIGNATURE PAGE FOLLOWS)
Attachment 2
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
ATTEST:
Maria Morris, City Clerk
APPROVED AS TO FORM:
Hans Van Ligten, City Attorney
City of San Juan Capistrano
By: __________ _
Derek Reeve, Mayor
Consultant
By:----------
lntelliBridge Partners