Republic may turn over delinquent accounts to the City for collection on the Tax Roll.
Republic has submitted a list of accounts that are delinquent at least 90 days, as of May 15, 2022 to the City for collection on the fiscal year 2022-23 Tax Roll, and staff has reviewed such list. Additionally, included herein are the Outstanding Balances for fiscal year 2021-22 to be collected on the Los Angeles County Property Tax Roll, and staff has reviewed such list.
The collection of Charges and delinquencies on the Tax Roll requires the preparation of a report and the holding of a public hearing. Staff has caused a written report to be prepared and filed with the City Clerk in accordance with HSC Section 5473 (“Report”) and the Report is on file in the office of the City Clerk and in the Water Department. The Report contains (i) a description of each single-family residential parcel within the City to which the Charge is applicable and for which the City intends to collect the Charge on the Tax Roll for fiscal year 2022-23, including the amount of the Charge for each parcel for fiscal year 2022-23, and (ii) a description of each parcel within the City for which Republic billed the Charge which is now delinquent and which Republic has requested the City to collect on the Tax Roll for fiscal year 2022-23 delinquent amount.
Furthermore, the report contains (i) a description of each single-family residential parcel within the City to which the Charge is applicable and for which the City intends to collect the Charge on the Tax Roll for fiscal year 2021-22, including the amount of the Charge for each parcel for fiscal year 2021-22, and (ii) a description of each parcel within the City which is delinquent and is to be collected on Tax Roll for fiscal year 2021-22.
Pursuant to a previous resolution, the City Council received the Report, set a public hearing on the Report for July 12, 2022, and directed that notice of the public hearing be provided in accordance with law.
At the public hearing, the City Council must hear and consider all objections and protests to the Report and the collection of Charges and delinquencies on the Tax Roll. If the City Council determines at the close of the public hearing that oral or written protests have been presented, and not withdrawn, by the record owners of a majority of the parcels subject to tax roll collection, the City Council shall not approve the Report and shall not collect the Charges and delinquencies on the 2022-23 and outstanding balances for fiscal year 2021-22 Tax Roll. However, the City may still bill the Charges and Republic may still pursue the delinquencies, but not by including the Charges or delinquencies on the Tax Roll.
Staff Report – Ordering Charges for Solid Waste & Recyclable Materials Handling Services to be on Property Tax Roll FY ‘22-‘23
RECOMMENDATION
That the City Council hold a public hearing and, in the absence of a majority protest, adopt the attached Resolution.
DON NGUYEN
WATER DEPARTMENT GENERAL MANAGER
APPROVED FOR FORWARDING:
THOMAS THOMAS
CITY MANAGER
RESOLUTION NO.________
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON,
ORDERING CHARGES FOR SOLID WASTE AND RECYCLABLE
MATERIALS HANDLING SERVICES AND DELINQUENCIES TO BE
COLLECTED ON THE LOS ANGELES COUNTY PROPERTY TAX
ROLL FOR FISCAL YEAR 2022-2023 AND COMBINED
OUTSTANDING BALANCES FOR TAX ROLL BILLING FOR FISCAL
YEAR 2021-2022
WHEREAS, the City Council is authorized pursuant to Chapter XXI of the Compton Municipal Code and Article 4 of Chapter 6 of Part 3 of Division 5 of the California Health and Safety Code, commencing with Section 5470 (“ HSC Code”) to levy annual charges for solid waste and recyclable materials handling services (“Charges”) and to have such Charges, whether or not delinquent, collected on the County of Los Angeles Property Tax Roll (“Tax Roll”), the water bill for the premises, or by separate bill of the City or the City’s franchise hauler, Republic Services, Inc. (“Republic”); and WHEREAS, charges collected on the Tax Roll shall be collected in the same manner, by the same persons, and at the same time as, together with and not separately from, the general taxes of the City; and
WHEREAS, the City bills and collects Charges for single-family residential customers and multi-family customers without bin service, and collects the Charges for certain of these premises on the Tax Roll; and
WHEREAS, pursuant to the City’s Amended and Restated Agreement with the City’s franchise hauler for solid waste and recyclable materials handling services, Republic bills and collects Charges for all other customers; and WHEREAS, for Charges billed by Republic, the Charge will be considered delinquent if payment is not received by Republic on or before 30 days after billing and upon Charges becoming delinquent, Republic shall notify the customer that the invoice is overdue and that nonpayment will result in further collection action; and WHEREAS, Republic may turn over delinquent accounts to the City for collection on the Tax Roll; and
WHEREAS, Republic submitted a list of accounts that are delinquent at least 90 days, as of May 15, 2022, to the City for collection on the fiscal year 2022-23 Tax Roll, and the City has reviewed such list; and
WHEREAS, the City has caused a written report to be prepared and filed with the City Clerk in accordance with HSC Section 5473 (“Report”) and the Report is on file in the office of the City Clerk and in the Water Department. The Report contains (i) a description of each single-family residential parcel within the City to which the Charge is applicable and for which the City intends to collect the Charge on the Tax Roll for fiscal year 2022- 23, including the amount of the Charge for each parcel for fiscal year 2022-23, and (ii) a description of each parcel within the City for which Republic billed the Charge which is now delinquent and which Republic has requested the City to collect on the Tax Roll for fiscal year 2022-23, including the delinquent amount; and WHEREAS, the City, included herein a list of outstanding accounts for collection on the fiscal year 2021-22 Tax Roll, and the City has reviewed such list; and WHEREAS, the City has caused a written report to be prepared and filed with the City Clerk in accordance with HSC Section 5473 (“Report”) and the Report is on file in the office of the City Clerk and in the Water Department. The Report contains (i) a description of each single-family residential parcel within the City to which the Charge is applicable and for which the City intends to collect the Charge on the Tax Roll for fiscal year 2021- 22, including the amount of the Charge for each parcel for fiscal year 2021-22, and (ii) a description of each parcel within the City which is delinquent and is to be collected on Tax Roll for fiscal year 2021-22; and
RESOLUTION NO. ____________
WHEREAS, following notice duly given in accordance with law, the City Council held a public hearing on the Report pursuant to HSC Code Section 5473 to consider collecting Charges and delinquencies on the Tax Roll for fiscal year 2022-23 combined with Tax Roll for fiscal year 2021-22, as described herein, and heard and considered all objections and protests thereto; and
WHEREAS, no majority protest to the Report exists, as determined in accordance with HSC Section 5473.2.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COMPTON DOES HEREBY RESOLVE AS FOLLOWS:
Section 1.That each of the above recitals is true and correct and is adopted by the City Council.
Section 2.That the City Council hereby overrules all objections or protests to the Report, and approves the Report as filed, except that the General Manager of the City’s Water Department is hereby authorized to remove from the Report any property for which the Charge or delinquent amount has been paid in full, or to reduce the amount set forth in the Report for any property for which there has been a partial payment.
Section 3.That the City Clerk is hereby authorized and directed to file the Report with the City Treasurer with a statement endorsed on said Report over the City Clerk’s signature that the Report has been approved and finally adopted by the City Council.
Section 4.That the General Manager of the City’s Water Department is hereby authorized and directed to cause to be filed with the Los Angeles County Auditor a copy of the Report with a certified copy of this Resolution.
Section 5. That the Mayor shall sign and the City Clerk shall attest to the adoption of this Resolution.
ADOPTED this _______ day of ___________, 2022.
_______________________________
MAYOR OF THE CITY OF COMPTON
ATTEST:
___________________________________
CITY CLERK OF THE CITY OF COMPTON
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss
CITY OF COMPTON )
RESOLUTION NO. ____________
I, Alita L. Godwin, City Clerk of the City of Compton, do hereby certify that the foregoing Resolution was adopted by the City Council, signed by the Mayor, and attested by the City Clerk at a regular meeting thereof held on the ______ day of ________, 2022.
That said resolution was adopted by the following vote, to wit:
AYES: Council Members-
NOES: Council Members-
ABSENT: Council Members-
ABSTAIN: Council Members-
___________________________________
CITY CLERK OF THE CITY OF COMPTON
July 19, 2022
TO: HONORABLE MAYOR AND CITY COUNCIL MEMBERS
FROM: CITY MANAGER OFFICE
SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON
AUTHORIZING THE CITY MANAGER TO ENTER INTO A
PROFESSIONAL SERVICES AGREEMENT WITH AND ESTABLISH A
PURCHASE ORDER FOR ELEVATE PUBLIC AFFAIRS TO PROVIDE
PUBLIC RELATIONS SERVICES ($103,800)
SUMMARY
Adoption of this resolution will authorize the City Manager to enter into a twelve (12) month (July 2022 through June 30, 2023) professional services agreement with Elevate Public Affairs to serve as the City’s Communication and Public Information Spokesperson and establish a purchase order in the amount of one hundred three thousand eight hundred dollars ($103,800).
BACKGROUND
The City has utilized Elevate Public Affairs (Elevate), a public relations firm, to serve as its Communication and Public Information Spokesperson (CPIS) since July 2019. In that time, Elevate has served as the City’s point of contact for media outlets and has also been utilized by the City Council and City Management to coordinate responses to various issues from COVID-19, announcement of new City fleet, the Artesia Bridge and street improvement projects. The initial agreement was for nine months and contained two, one-year extensions. The last extension expired on June 30, 2022, requiring the City to solicit proposals from qualified firms and consultants with experience in media relations.
On April 26, 2022, the City Manager’s Office advertised for Communication and Public Information Spokesperson services. An essential component of the Request for Quotation (RFQ) was to obtain professional assistance and guidance with public and internal communications, governmental brand management and strategic community partnership. Essentially, the Public Information Spokesperson (CPIS) is responsible for managing the City’s messaging on current and newsworthy communication through mainstream news outlets, social media and other digital press interfaces.
On May 11, 2022, three (3) written proposals were received. The responding firms and consultants described how their respective agencies envision serving as the City’s CPIS working with all elected City officials and City management while adding to and developing a comprehensive unified look, feel and style for public communications
9.9.9.9.9.9. Staff Report – Resolution Authorizing Agreement with Elevate Public Affairs Communications and Public Information Spokesperson Services July 19, 2022, Page 2 of 3
material produced and distributed by the City. The following are synopses and corresponding rates for each responding firm:
ELEVATE PUBLIC AFFAIRS — Experienced in working with municipalities and public agencies on positive and crisis communications, media advisories, press releases, branding collateral, communications protocols handbooks, website, social media, fluent in Spanish media, and more. Their proposed fees are $103,800 annually for all services requested. Staff deemed their proposal to be the most responsive and recommend they be retained as the City’s Communication and Public Information Spokesperson.
SZABO and ASSOCIATES — Proficient in providing strategic communications services to cities, counties and Southern California school district among other clients. Specialize in legal, media, and policy backgrounds, they are able to offer clients a unique continuum of services and expertise. The firm did not provide an annual cost, but proposed an hourly rate depending on the level of expertise of the staff involved ranging from $395/hr to $125/hr. Staff deemed this proposal “non-responsive” and disqualified it from further consideration as it did not give the City a clear idea of total annual cost needed.
TOC PUBLIC RELATIONS — Experienced PR firm that specializes in digital marketing, strategic communications, and all aspects of public relations. TOC has over 100 years of combined experience in the profession, and a specialty in government and public safety agencies organizations. Their proposed fees are $102,000 annually for all services requested, but their proposal was severely lacking in detail. While providing the lowest cost proposal, staffed disqualified it as well. The proposal only identified one person, didn’t identify other public agencies that they’ve worked with in the past as references, or provide samples of work product displaying their abilities in handling similar scopes of work.
STATEMENT OF ISSUE
Staff reviewed the proposals and determined that the proposal presented by Elevate Public Affairs, a local, women-owned firm possessed the training, experience and professionalism, at reasonable costs, to provide the services needed and sought by the City. While Elevate was not the lowest bid submitted, they were selected because they proved they can provide the City with the best service, as evidenced through their proposal and through their history of work in Compton. Under the direction of the City Manager’s Office, the approved budget provides for funds to engage a qualified CPIS to work in the interest of the City for media relations, public information management, social media management, market branding, and all matters dealing with verbal and written public statements.
Staff recommends that the City enter into a one-year professional services agreement, with a two one-year extension options, with Elevate Public Affairs in the amount of One Hundred Three Thousand and Eight Hundred Dollars ($103,800).
Staff Report – Resolution Authorizing Agreement with Elevate Public Affairs Communications and Public Information Spokesperson Services July 19, 2022, Page 3 of 3
FISCAL IMPACT
Funds in the amount of $103,800.00 are available in the City Manager 2022-2023 Fiscal Year budget in Account No. 1001-510-000-4269.
RECOMMENDATION
Staff recommends the City Council adopt the attached resolution.
THOMAS THOMAS
CITY MANAGER
RESOLUTION NO. ____________
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON
AUTHORIZING THE CITY MANAGER TO ENTER INTO A PROFESSIONAL
SERVICES AGREEMENT WITH AND ESTABLISH A PURCHASE ORDER
FOR ELEVATE PUBLIC AFFAIRS TO PROVIDE PUBLIC RELATIONS
SERVICES ($103,800)
WHEREAS, the City of Compton has utilized Elevate Public Affairs, a public relations firm, to serve as its Communication and Public Information Spokesperson since July 2019 under a professional services agreement that expired June 30, 2022; and
WHEREAS, in accordance with the City’s Purchasing Policies, staff issued an Request for Proposals (RFP) on April 26, 2022 to solicit new proposals from qualified and experienced media relation firms and consultants that can serve as the City’s Communications and Public Information Spokesperson; and WHEREAS,On May 11, 2022, the City received a total of three (3) proposals that were reviewed and rated by staff. The three (3) firms were rated based on their responsiveness, qualifications, costs, work experience, professional expertise and any other unique qualifications; and
WHEREAS, funding in the amount of One Hundred Three Thousand Eight Hundred Dollars ($103,800) is available in the 2022-2023 Fiscal Year Budget in the City Manager’s Budget in Account No. 1001-510-000-4269; and
WHEREAS, staff recommends and requests authority to enter into two (2) additional one-year contract extensions, at a maximum of One Hundred Five Thousand Dollars ($105,000) per contract year, in which funding will be appropriated in future City Manager budgets.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COMPTON DOES HEREBY RESOLVE AS FOLLOWS:
SECTION 1.That the City Manager, on the advice of the City Attorney, is hereby authorized to accept the proposal of Elevate Public Affairs and enter into a one-year (i.e. July 2022 through June 30, 2023) professional services agreement, with authority to enter into two (2) additional one-year contract extensions, for the provision of public and internal strategic communications, strategic governmental brand management, social, print and televised media relations, news media planning and strategic community partnerships for the City.
SECTION 2.That funds for services rendered during the 2022-2023 Fiscal Year have been appropriated in the City Manager’s 2022-2023 Fiscal Year Budget (Account No. 1001-510-000-4269), in the amount of One Hundred Three Thousand and Eight Hundred Dollars ($103,800).
SECTION 3.That a purchase order in the amount of $103,800.00 is authorized to be established for Elevate Public Affairs for Communications and Public Information Spokesperson services.
SECTION 4.That a copy of this Resolution shall be filed in the offices of the City Clerk, City Manager, City Attorney, and City Controller.
SECTION 5.That the Mayor shall sign and the City Clerk shall attest to the adoption of this Resolution.
Resolution No. _______________
ADOPTED this __________ day of _____________, 2022.
________________________________
MAYOR OF THE CITY OF COMPTON
ATTEST:
___________________________________
CITY CLERK OF THE CITY OF COMPTON
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
CITY OF COMPTON: ss
I, Alita Godwin, City Clerk of the City of Compton, hereby certify that the foregoing Resolution was adopted by the City Council, signed by the Mayor and attested to by the City Clerk, at a regular meeting thereof held on the ________ day of _________________, 2022.
That said Resolution was adopted by the following vote, to wit:
AYES: COUNCIL MEMBERS-
NOES: COUNCIL MEMBERS-
ABSTAIN: COUNCIL MEMBERS-
ABSENT: COUNCIL MEMBERS-
____________________________________
CITY CLERK OF THE CITY OF COMPTON
PROFESSIONAL SERVICES AGREEMENT
BETWEEN
CITY OF COMPTON
AND
ELEVATE PUBLIC AFFAIRS, LLC.
This AGREEMENT is entered by and between the CITY OF COMPTON, a municipal corporation of the State of California (hereinafter referred to as “CITY”) located at 205 South Willowbrook Avenue, Compton, California 90220, and ELEVATE PUBLIC AFFAIRS, LLC. (hereinafter referred to as “CONSULTANT”), located at 10474 Santa Monica Blvd, Suite 405, California 90025
RECITALS:
WHEREAS, the City has a vital need for the services of an experienced and professional Public Information Official/Spokesperson (“PIO”) to interface with the media on a variety of municipal issues including, but not limited to public safety, water sanitation, street improvements, recreation programs, business attractions, financial budget status, asset protection, City housing, homeless management, and the likes; and
WHEREAS, Consultant warrants that it is specifically trained, experienced, competent, and has the resources to provide such services which will be required by this Agreement; and WHEREAS, by Resolution No. XX,XXX, adopted on the XX th of XXXX 2022, the City Council authorized the City Manager to enter into a professional services agreement with the Consultant (Elevate Public Affairs, LLC) to provide the needed services; and WHEREAS, Consultant is willing to render such professional services subject to the terms and conditions set forth in this Agreement.
NOW, THEREFORE, Consultant and City, (collectively the “Parties”), for the consideration, terms and conditions herein described, mutually agree as follows:
AGREEMENT:
1. Services to be rendered by Consultant.It is the mutual understanding of the Parties that the Consultant shall perform professional services as the Public Information Official/Spokesperson (“PIO”) for the City’s messaging of current and topical communications through mainstream news outlets, social media and other digital press interaction and provide professional and technical assistance to the City as it relates to the development of an external and internal communications plan, which shall include, but is not limited to the future and overall goal of unifying communication materials in the City and provide innovative and current information on City services. As more fully discussed in the City’s “Request for Quotation for Communications and Public Information Spokesperson” (dated April 26, 2022) and Consultant’s Proposal – “Request for Quotation for Communications and Public Information Officer/Spokesperson” (dated April 26, 2022, both of which are incorporated by this reference.
Consultant acknowledges that in entering into this Agreement the City is relying on Consultant's special skills and experience to do and perform the services in accordance with best standards of professional practice. Consultant agrees to perform all the said services and to the extent not furnished by the City, furnish all the necessary materials at its own cost and expense necessary to complete said services in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances and to the reasonable satisfaction of the City.
Professional Services Agreement – Elevate Public Affairs, LLC Public Information Official/Spokesperson Services
City Manager’s Office/Resolution No. ________
Consultant services hereunder shall be performed in a good, workmanlike and professional manner. Consultant shall be responsible for correcting and completing all errors and omissions related to the services provided by the Consultant for this Agreement at no additional cost to the City. “Errors” and “Omissions” for purposes of this paragraph are defined to mean a failure by the Consultant to meet the standards of its profession as set forth in the preceding paragraph. The acceptance of the services by City does not release Consultant from these obligations.
Consultant will be responsible for employing or engaging all persons necessary to perform the services. All of Consultant's staff will be qualified by training and experience to perform their assigned tasks. Consultant will give its personal attention to the fulfillment of the provisions of this Agreement by all of its employees and sub-consultants, if any, and will keep the services under its control. On demand of the City, if any employee or sub-consultant of Consultant fails or refuses to carry out the provisions of this Agreement or appears to be incompetent or to act in a disorderly or improper manner, Consultant agrees that he or she will be discharged from performing services pursuant to provisions of this Agreement.
Adriana Fernandez-Clark, Executive Vice President of Consultant, shall be primarily responsible for representing Consultant in performance of this Agreement.
2. Duration of Contract.The term of this Agreement shall commence upon Notification to Proceed from the City to Consultant and Consultant shall perform the services in a diligent and professional manner pursuant to this Agreement through June 30, 2023, unless this Agreement is extended or terminated as provided herein.
If agreed to between the Parties, the term of this Agreement may be extended for two (2) – one (1) year terms (i.e. July 1, 2023 – June 30, 2024 and/or July 1, 2024 – June 30, 2025).
3. Compensation.The method of payment for the services will be based on a fee-for-services basis, billable at the rates identified within Consultant’s “Budget” within the “Proposal”, which is incorporated herein. It is understood and agreed between the Parties that the maximum compensation payable for all services performed by the Consultant during the initial term of this Agreement shall be limited to a not-to-exceed amount of One Hundred Three Thousand and Eight Hundred Dollars ($103,800.00).
Should the Parties agree to extend the term of this Agreement (see Section 2, above), it is understood and agreed that the maximum compensation payable for all services performed by the Consultant during each extension exercised, if any, shall be limited to the not-to-exceed amount of One Hundred Five Thousand Dollars ($105,000.00) per contract year extension.
The total price paid the Consultant will include compensation for all work, including travel, materials, supplies, vendor services, expenses and subcontracted work. No additional compensation will be paid to the Consultant, unless there is a change in the scope of the work or the scope of the project. In the instance of a change in the scope of work or scope of the project, adjustment to the total compensation will be negotiated between the Consultant and the City. Adjustment in the total compensation will not be effective until authorized and approved in writing by the City. Should the Parties be unable to agree as to a compensation adjustment amount for changes in the work or scope of the project, this Agreement may be terminated pursuant to the provisions of Section 16, below.
Consultant acknowledges the importance to City of the project schedule and agrees to put forth its best professional efforts to perform the services in a manner consistent with that schedule. City understands, however, that Consultant’s performance must be governed by sound practices. Consultant will work such overtime or engage such personnel and equipment as necessary to maintain the schedule, without additional compensation.
Professional Services Agreement – Elevate Public Affairs, LLC Public Information Official/Spokesperson Services
City Manager’s Office/Resolution No. ________
Consultant shall provide the City with monthly reports describing services performed during the preceding month of services. Reports and Invoices shall be delivered or mailed to the City Manager or his/her designee at the following address: City of Compton, 205 South Willowbrook Avenue, Compton, California 90220.
In the event of termination, the Consultant shall be entitled to compensation for the undisputed reasonable value of services performed to the effective date of termination, including any non-cancellable obligations incurred prior to termination; provided, however, that the City may condition payment of such compensation upon the Consultant’s delivery to the City of any and all City property, documents, reports, records, materials and work product associated with the performance of this Agreement.
4. Ownership of Materials.Consultant agrees that all of its customized reports, recommendations, plans, copyrightable materials and other work product created or assembled by it in the course of performing the services (“Work Product”) hereunder are works for hire for the benefit of the City and as such is the sole property of the City. To the extent that such materials and work product do not constitute work for hire, in consideration of the payments and other covenants of the City, as set forth or called for herein, Consultant hereby sells, transfers, conveys and assigns any and all of its rights therein to the City. In the event this Agreement is terminated, all Work Product produced by Consultant or its agents, employees and sub-consultants pursuant to this Agreement will be delivered to City pursuant to the termination clause of this Agreement.
The Work Product may be used by City and its agents, employees, representatives, and assigns, in whole or in part, or in modified form, for all purposes City may deem advisable, without further employment of or payment of any compensation to Consultant; provided, however, that if this Agreement is terminated for any reason prior to completion of the Project and if under such circumstances City uses, or engages the services of and directs another consultant to use, the Work Product, City agrees to hold Consultant harmless from any and all liability, costs, and expenses relative to claims arising out of matters and/or events which occur subsequent to the termination of this Agreement as a result of causes other than the fault or negligence of Consultant, or anyone for whose acts it is responsible, in preparation of the Work Product. Consultant will not be responsible for deficiencies solely attributable to modifications of the Work Product performed by others, or that arise from use of the Documents in connection with a project or site other than that shown in the Work Product.
5. Independent Consultant Status.Consultant, its officers, employees, subcontractors, agents and volunteers (collectively hereinafter the “Consultant”), is a wholly independent Consultant and not an officer, employee, sub-contractor or agent of the City of Compton. Neither the City nor any of its officers, employees, agents or volunteers shall have any control over the conduct of the Consultant, except as expressly set forth in this Agreement. Consultant expressly warrants that while engaged in carrying out and complying with any terms and conditions of this Agreement that Consultant shall not at any time or in any manner, represent that Consultant is in any manner officers, employees, agents or volunteers, joint venture or partner of the City. Consultant shall obtain no rights to retirement, health care or any other benefits that accrue to City officials, officers, or employees. Consultant expressly waives any claim to such rights. City will not make deductions from any amounts payable to Consultant of taxes or insurance. All payroll and employment taxes, insurance, and benefits shall be the sole responsibility of Consultant.
Consultant retains the right to provide services for others during the term of this Agreement.
The payment(s) made to Consultant pursuant to the Agreement will be the full and complete compensation to which Consultant is entitled. City will not make any federal or state tax withholdings on behalf of Consultant or its agents, employees or subcontractors. City will not pay any workers' compensation insurance, retirement contributions or unemployment contributions on behalf of Consultant or its employees or subcontractors. Consultant agrees to indemnify and pay City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' Professional Services Agreement – Elevate Public Affairs, LLC Public Information Official/Spokesperson Services
City Manager’s Office/Resolution No. ________
compensation payment which City may be required to make on behalf of Consultant or any agent, employee, or sub-consultant of Consultant for work done under this Agreement. At the City’s election, City may deduct the amounts paid pursuant to this Section, from any balance owing to Consultant.
6. Successors, Assignment and Delegation.City and the Consultant each binds themselves, their partners, successors, assigns and legal representatives to the other hereto and to partners, successors, assigns and legal representatives of such other party in respect to all covenants, agreements and obligations contained in this Agreement.
The expertise and experience of Consultant are material considerations for this Agreement.
Consultant shall not assign or transfer any interest in this Agreement or the performance of any of Consultant’s obligations under this Agreement without the prior written consent of the City. Any attempted assignment or transfer of any of Consultant’s rights, duties or obligations arising under this Agreement shall be null and void.
7. Nondiscriminatory Employment Practices.During the performance of this Agreement, the Consultant agrees not to discriminate against any employee or applicant for employment because of race, sex, creed, color, religion, age, sexual orientation, marital status, national origin, political affiliation, handicap or belief in accordance with requirements of City, State or Federal laws and regulations.
Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, sex, creed, color, religion, age, sexual orientation, marital status, national origin, political affiliation, handicap or belief in accordance with requirements of City, State or Federal laws and regulations. Such actions shall include, but not be limited to the following:
employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoffs or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees, applicants and sub-consultants for employment, notices setting forth the provisions of this non-discrimination clause.
In the event of the Consultant’s non-compliance with the non-discrimination clause of this Agreement, this Agreement may be immediately canceled, terminated or suspended in whole or in part.
8. Subcontracting.Consultant's services are unique and personal. Except as may be specified in Consultant’s Proposal and agreed to by the City, Consultant will not subcontract any portion of the services without prior written approval of City Manager or his/her designee. If Consultant subcontracts any of the services, Consultant will be fully responsible to City for the acts, errors and omissions of Consultant's sub-consultant and of the persons either directly or indirectly employed by the sub-consultant, as Consultant is for the acts and omissions of persons directly employed by Consultant. Nothing contained in this Agreement will create any contractual relationship between any sub-consultant of Consultant and City. Consultant will be responsible for payment of sub-consultants. Consultant will bind every sub- consultant by the terms of this Agreement applicable to Consultant's work unless specifically noted to the contrary in the subcontract and approved in writing by City.
9. Other Consultants.The City reserves the right to employ other consultants in connection with the services.
10. Indemnification.Consultant shall indemnify and save harmless the City, its officials, officers, employees, agents and volunteers (collectively hereinafter the “City”), against any and all damages to property or injuries to or death of any person or persons, including property and employees or agents of the City and shall indemnify and save the City from any and all liability and expense including reimbursement of reasonable defense costs and legal fees, and claims, demands, suits, actions or proceedings of any kind or nature, including Workers’ Compensation claims, of or by anyone whomsoever to the extent resulting from or arising out of the negligent, reckless or willful misconduct for the Consultant, its officers, employees, sub-consultants, or agents in the performance of the duties undertaken by Consultant pursuant to this Agreement.
Professional Services Agreement – Elevate Public Affairs, LLC Public Information Official/Spokesperson Services
City Manager’s Office/Resolution No. ________
This indemnification and hold harmless obligation does not extend to claims arising out of the negligence or willful misconduct of the City.
11. Insurance.Without limiting the Consultant’s indemnification of the City, Consultant shall obtain and maintain, at its cost and expense, for the duration of the Agreement and any and all amendments hereto, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Consultant or Consultant’s agents, representatives, employees or sub-consultants. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. Such evidence shall specifically identify this Agreement and shall contain express conditions that the City is to be given written notice at least thirty (30) days in advance of any termination or implementation of a reduction of limits or material change of insurance coverage as specified herein. Failure on the part of the Consultant to procure or maintain insurance shall constitute a material breach upon which the City may immediately terminate this Agreement.
All insurance required hereunder shall be primary with respect to any insurance maintained by the City.
Coverages and Limits. Consultant will maintain the types of coverages and minimum limits indicated below, unless the Risk Manager or City Manager, in consultation with the City Attorney approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Consultant's indemnification obligations under this Agreement. City, its officers, agents, volunteers and employees make no representation that the limits of the insurance specified to be carried by Consultant pursuant to this Agreement are adequate to protect Consultant. The coverage will contain no special limitations on the scope of its protection to the below-indicated insureds except for Workers Compensation and errors and omissions insurance. Consultant will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. If Consultant believes that any required insurance coverage is inadequate, Consultant will obtain such additional insurance coverage, as Consultant deems adequate, at Consultant's sole expense.
11.1 Commercial General Liability Insurance. $1,000,000 combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit.
11.2 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code and Employer's Liability limits of $1,000,000 per accident for bodily injury. Workers' Compensation and Employer's Liability insurance will not be required if Consultant has no employees and provides, to City's satisfaction, a declaration stating this.
11.3 Professional Liability. Errors and omissions liability appropriate to Consultant’s profession with limits of not less than $1,000,000 per claim. The coverage shall also provide an extended two (2) year reporting period commencing upon termination or cancellation of this Agreement.
Endorsements. For Commercial General Liability Insurance, Consultant will ensure that the policies are endorsed to name the City of Compton and its respective elected and appointed officers, officials, employees, agents and volunteers as “additional insureds” with respect to liability arising out of the activities of the Consultant. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City. Prior to City's execution of this Agreement, Consultant will furnish certificates of insurance and endorsements to City.
Waiver of Subrogation. The policies shall contain a waiver of subrogation for the benefit of City.
12. Permits and Licenses.Consultant, at its own expense, during the term of this Agreement, shall obtain and maintain all appropriate business and professional permits, licenses and certificates that may be required in connection with the performance of services by the Consultant. Upon execution of this Agreement, the Consultant shall show evidence of a business license permit in conformance with Section 9-1.2 of the Compton Municipal Code.
Professional Services Agreement – Elevate Public Affairs, LLC Public Information Official/Spokesperson Services
City Manager’s Office/Resolution No. ________
13. Maintenance of Records. Consultant will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Consultant will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Consultant will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years, or longer if required by law, from the date of final payment under this Agreement.
14. Warranties.Consultant represents and warrants (i) that Consultant has no obligations, legal or otherwise, inconsistent with the terms of this Agreement or with Consultant’s undertaking this relationship with City, (ii) that the performance of the services called for by this Agreement do not and will not violate any applicable law, rule or regulation or any proprietary or other right of any third party, (iii) that Consultant will not use in the performance of his responsibilities under this Agreement any confidential information or trade secrets of any other person or entity and (iv) that Consultant has not knowingly entered into or will enter into any agreement (whether oral or written) in conflict with this Agreement.
15. General Compliance with Laws. Consultant will keep fully informed of federal, state and local laws and ordinances and regulations, which in any manner affect those employed by Consultant, or in any way affect the performance of the services by Consultant. Consultant will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of the services with all applicable laws, ordinances and regulations. In the event the Consultant encounters any conflict between such laws and ordinances, Consultant shall notify the City in writing and the Parties agree to work cooperatively to resolve the conflict.
16. Termination.In the event of the Consultant's failure to prosecute, deliver, or perform the services, after giving written notice of default and two (2) days to correct the same, then, in addition to any other remedies, City may terminate this Agreement for nonperformance by notifying Consultant in writing.
Consultant has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Consultant has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. In the event City elects to terminate, City will have the right to immediate possession of all Work Product and work in progress prepared by Consultant, whether located at Consultant's place of business, or at the offices of a sub-consultant.
The City’s obligation is payable only from funds appropriated for the purpose of this Agreement.
All funds for payments after the end of the current fiscal year are subject to the City’s legislative appropriation for this purpose. In the event this Agreement extends into succeeding fiscal year periods and the City Council does not allocate sufficient funds for the next succeeding fiscal year payments, this Agreement shall terminate immediately upon written notice from the City.
Either Party, upon tendering ten (10) calendar days written notice to the other Party, may terminate this Agreement for convenience. In this event and upon request of City, Consultant will assemble the work product without charge, put it in order for proper filing and closing, and deliver it to City. Consultant will be paid for work performed to the termination date; however, the total shall not exceed the maximum amount payable as specified in Section 3, above. City will make the final determination as to the portions of tasks completed and the compensation to be made.
17. Covenants Against Contingent Fees. Consultant warrants that Consultant has not employed or retained any company or person, other than a bona fide employee working for Consultant, to solicit or secure this Agreement, and that Consultant has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to terminate this Agreement for nonperformance, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee.
Professional Services Agreement – Elevate Public Affairs, LLC Public Information Official/Spokesperson Services
City Manager’s Office/Resolution No. ________
18. Certifications.The Consultant, under penalty of perjury, certifies that, except as noted below, he/she or any other person associated therewith in the capacity of owner, partner, director, officer, manager:
a. is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any Federal, State or local agency;
b. has not been suspended, debarred, voluntarily excluded or determined ineligible by any Federal, State or local agency within the past 3 years;
c. does not have a proposed debarment pending; and
d. has not been indicted, convicted, or had a civil judgment rendered against he/she/it by a court of competent jurisdiction in any matter involving fraud or official misconduct in connection with obtaining, attempting to obtain, or performing a public (Federal, state or local) transaction or contract under a public transaction; violation of Federal or state antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property within the past 3 years; and e. are not presently indicted or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in the preceding subsection (d); and
f. have not had one or more public transactions (Federal, State or local) terminated for cause or default within the past 3 years.
If there are any exceptions to this certification, insert the exceptions in the following space. [Supply exceptions on separate page]
For any exception noted above, indicate below to whom it applies, initiating agency, and dates of action. [Attach separate page]
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 this transaction. The above certifications are part of this Agreement. Signing this Agreement on the signature portion thereof shall also constitute signature of the above Certifications. ______________________________________ ___________________ Becky Warren, Principal Date
19. Jurisdiction, Venue and Governing Law. Any action at law or in equity brought by either of the Parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of Los Angeles, State of California, and the Parties waive all provisions of law providing for a change of venue in these proceedings to any other county. This agreement will be governed by the laws of the State of California.
20. Testimony.Consultant will testify at City's request if litigation is brought against City in connection with Consultant's services under this Agreement. Unless the action is brought by Consultant, or is based upon Consultant's actual or alleged negligence or other wrongdoing, City, upon prior written agreement with Consultant will compensate Consultant for time spent in preparation for testimony, testimony, and travel at Consultant's standard hourly rates at the time of actual testimony.
21. Waivers.The waiver by either Party of any breach or violation of any term, covenant, or condition of this Agreement or of any applicable law will not be deemed to be a waiver of such term, covenant, condition or law or of any subsequent breach or violation of same or of any other term, covenant, condition or law. The acceptance by either Party of any fee or other payment which may become due under Professional Services Agreement – Elevate Public Affairs, LLC Public Information Official/Spokesperson Services
City Manager’s Office/Resolution No. ________
this Agreement will not be deemed to be a waiver of any preceding breach or violation by the other Party of any term, covenant, or condition of this Agreement or any applicable law.
22. Authority.The individuals executing this Agreement and the instruments referenced in it, each represent and warrant that they have the legal power, right and actual authority to bind the respectives Parties to the terms and conditions of this Agreement.
23. Severability.If any term, provision, condition or covenant of this Agreement or its application to any party or circumstances shall be held, to any extent, invalid or unenforceable, the remainder of this Agreement, or the application of the term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected, and shall be valid and enforceable to the fullest extent permitted by law.
24. Amendments.This Agreement may be modified or amended only be written document executed by both Consultant and City’s City Manager and approved as to form by the City Attorney. Such document shall expressly state that it is intended by the Parties to amend the terms and conditions of this Agreement.
25. Confidentiality and Trade Secret Information.
25.1 Use of Confidential Information. The Parties may be required to disclose Confidential Information to each other. As such, the Parties shall use Confidential Information solely for the purpose and in the context of the Parties' evaluation of the Project and shall not otherwise use, or authorize the use of, any Confidential Information. Neither Party or any of its Affiliates, nor any of their respective Representatives, shall have any obligation to disclose any Confidential Information at any time.
25.2 Non-Disclosure of Confidential Information.
(a) Non-Disclosure Without Consent. The Parties acknowledge that the disclosure of any Confidential Information would cause severe adverse personal, business and financial consequences to the Party including, but limited to loss, dilution or reduction of business or business prospects and adverse publicity. Without the prior written consent of the Party in each instance, or as otherwise specifically permitted by this Agreement, the Parties shall not, at any time or times, directly or indirectly, disclose or authorize or permit to be disclosed: (i) any Confidential Information; or (ii) any Confidential Information that has been made available to, or is in the possession or under the control of the Party. Immediately upon request by either Party, at any time or times, the Parties shall deliver to the requesting Party a complete and accurate list of the names, addresses and telephone numbers of all Persons to whom any copy of, or access to, any Confidential Information has been provided by or on behalf of said Party notwithstanding this Agreement.
(b) Prohibition on Reproduction. The Parties shall not, at any time or times, directly or indirectly, copy, otherwise reproduce, or make any extract or summary of any Confidential Information, or any materials containing or storing any Confidential Information, for any purpose other than the purposes specifically permitted by this Agreement. The Parties shall maintain adequate security measures so that none of the Confidential Information may be disclosed, reproduced, made available or distributed in any manner not otherwise specifically permitted by this Agreement. All media in which any Confidential Information is recorded or stored, and which at any time is within the possession or under the control of the Parties, immediately shall be delivered to the respective Parties upon the termination of the relationship and upon written request of either Party, for any reason, or at any other time, upon request by either Party. (c) Notice of Demands. If, at any time or times, the Parties are requested or required (by oral questions, interrogatories, requests for information or documents, subpoena, civil investigative demand or other process) to disclose any Confidential Information, the Party shall provide to the other Party immediate written notice thereof so that said Party may seek an appropriate protective order or waive compliance with the applicable provision of this Agreement. If, failing the entry of a protective order or the receipt of a waiver hereunder, in the written opinion of that Party's legal counsel (delivered to the Professional Services Agreement – Elevate Public Affairs, LLC Public Information Official/Spokesperson Services
City Manager’s Office/Resolution No. ________
Party at least fifteen (15) business days prior to any such disclosure), is compelled to disclose any Confidential Information, the Party may disclose only that portion of the Confidential Information that counsel so opines must be disclosed and the Party shall use its utmost best efforts to obtain assurance that confidential treatment shall be accorded to that portion of the Confidential Information being disclosed. In no event shall the Parties, or anyone on behalf of the Parties, oppose, hinder or impair the ability of the Party to take any action to obtain a protective order or other assurance satisfactory to said Party that confidential treatment shall be accorded to Confidential Information.
25.3 Trade Secret. Consultant agrees that during the course of providing services to the City, Consultant may have access to the City’s confidential/trade secret and proprietary information. Consultant understands that all such information is considered to be secret and proprietary to the City and is a valuable commercial asset of the City. Consultant agrees not to make use whatsoever, directly or indirectly, of the City’s confidential information for Consultant’s personal benefit or for any other person, firm, corporation, or entity. Consultant agrees not to remove such information from the City in any form or medium without the express written permission of the City. Consultant agrees not to reveal, disclose, identify, or otherwise provide this Confidential Information to any other person, firm, corporation, or other entity, including the general public, directly or indirectly. Upon the conclusion of Consultant services to the City, Consultant agrees to return all the City’s property and confidential information in Consultant’s custody, possession, or control to Company.
26. Entire Agreement. This Agreement, together with any other written document referred to or contemplated by it embody the entire Agreement and understanding between the Parties relating to the subject matter of it. The City Manager is authorized, in consultation with the City Attorney, to agree to non- material amendments to this Agreement. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both Parties.
27. Notices.Any notices required or permitted under this Agreement shall be effective when delivered in person; and effective one (1) business day after delivery by facsimile transmission; and effective five (5) calendar days after mailing by U.S. Mail, postage prepaid and properly addressed as follows:
To Consultant: Elevate Public Affairs, LLC
10474 Santa Monica Boulevard, Suite 405
Los Angeles, California 90025
Attn: Becky Warren, Principal
(323) 834-9987
( ) - fax.
To City: City of Compton
205 South Willowbrook Avenue
Compton, California 90220
Attn: City Manager
(310) 605-5585
(310) 761-1429 – fax.
In the event of any change of address, the moving party is obligated to notify the other party of the change of address in writing. Each party may amend, supplement and update the notice list to add, delete or replace any listed individuals; however, the amendment must be in writing.
30. Miscellaneous.No provision of this Agreement is to be interpreted for or against either party because that party or that party’s legal representative drafted such provision.
Professional Services Agreement – Elevate Public Affairs, LLC Public Information Official/Spokesperson Services
City Manager’s Office/Resolution No. ________
Should either party hereto, or any representative, successor or assign of either party hereto, resort to litigation to enforce the provisions of this Agreement, the party or Parties prevailing in such litigation shall be entitled, in addition to such other relief as may be granted, to recover its or their reasonable attorney’s fees and costs in such litigation from the party or Parties against whom enforcement is sought.
IN WITNESS WHEREOF, CONSULTANT has executed this Agreement, and the CITY, by its City Manager, who is authorized to do so, has executed this Agreement.
ELEVATE PUBLIC AFFAIRS, LLC
CONSULTANT
Dated: _______________ By ____________________________________ Becky Warren, Principal
CITY OF COMPTON
Approved by:
Dated: _______________ By _____________________________________ Thomas Thomas, City Manager
Approved as to form:
By _________________________________ Dated: ___________________ Eric Perrodin, City Attorney
ATTEST:
Dated: _________________ By _____________________________________ Alita Godwin, City Clerk