Agenda Item A.7
CONSENT CALENDAR
Meeting Date: May 16, 2023
TO: Mayor and Councilmembers
FROM: Deborah S. Lopez, City Clerk
CONTACT: David J. Cutaia, Deputy City Clerk
SUBJECT: Amendment No.4 to Professional Services Agreement No. 2015-105 with Quality Code Publishing
RECOMMENDATION:
Approve and authorize the City Manager to execute Amendment No. 4 to Agreement No. 2015-105 with Quality Code Publishing for the Goleta Municipal Code extending the term of the agreement for two additional years with a termination date of June 30, 2025, and increasing the contract amount by $20,000 for a new total not -to-exceed amount of $65,000, subject to the approval of the FY 23/24 and FY 24/25 budget.
BACKGROUND:
On October 2 9, 2015, the City Manager authorized an Agreement with Quality Code Publishing for professional publishing services of the Goleta Municipal Code in an amount not to exceed $29,500. On July 20, 2018, the City Manager authorized Amendment No. 1 to Agreement 2015-105 amending the contract to extend the term to June 30, 2020. On June 4, 2020, the City Manager authorized Amendment No. 2, to extend the term to June 30, 2022. On July 26, 2021, the City Manager authorized Amendment No. 3 to increase the not to exceed amount to $45,000 and to extend the term to June 30, 2023.
DISCUSSION:
The Goleta Municipal Code requires periodic updates or supplements that are prepared by specialized commercial publishers , in this case Quality Code (Codifier). Throughout the year, the City Clerk’s office works with Quality Code to update the Goleta Municipal Code via online and hard copy, as prescribed by the City’s adopted ordinances.
Supplements for the City of Goleta are prepared quarterly. Given the sheer volume of the Goleta Municipal Code, the technical services/skills required, staff recommends that the City Council authorize Amendment No. 4 to the agreement for the Goleta Municipal Code services with Quality Code increasing the contract amount by $20,000 for a new total not- to-exceed amount of $ 65,000 and extending the term end date to June 30, 2025 .
Amendment No. 4 is provided as Attachment 1. The original agreement and subsequent amendments are attached for reference.
1 Meeting Date: May 16, 2023
FISCAL IMPACTS:
This agreement is subject to the approval of the FY 23/24 and FY 24/25 budget. The proposed two-year budget includes $ 10,000 in FY 23/24 and $ 10,000 in FY 24/25 to support this agreement in account number 101-10-1300-51200 – Professional Services.
ALTERNATIVES:
The council could decline to renew this agreement and direct staff to seek an alternate provider. This would leave staff temporarily without a provider for these services unless a month-to-month contract could be negotiated.
Reviewed By: Legal Review By: Approved By:
___________________ ___________________ _________________ Kristine Schmidt Megan Garibaldi Robert Nisbet
Assistant City Manager City Attorney City Manager
ATTACHMENTS:
1. Amendment No.4 to the Professional Services Agreement No. 2015-105 with Quality Code.
2. Agreement No. 2015-105, Amendments 1, 2, and 3.
2 ATTACHMENT 1
Amendment No.4 to the Professional Services Agreement No. 2015-105 with Quality Code.
3 Project name: Municipal Code
City of Goleta
Amendment No. 4 to Agreement No. 2015-105
AMENDMENT NO. 4
TO PROFESSIONAL SERVICES AGREEMENT
BETWEEN
THE CITY OF GOLETA
AND
QUALITY CODE PUBLISHING
This Amendment No. 4 to the Professional Services Agreement by and between the City of Goleta , a municipal corporation (“City”) and Quality Code Publishing (“Consultant”) dated October 2, 2015 (“Agreement,” Agreement No. 4) is made on this 16th day of May 2023.
RECITALS
WHEREAS, this agreement is for Municipal Code publication services; and
WHEREAS, on October 29, 2015, the City Manager authorized an Agreement with Quality Code Publishing for professional publishing services regarding the Goleta Municipal Code); and
WHEREAS, on July 20, 2018, the Agreement was amended to extend the termination date to June 30, 2020 (Amendment 1); and
WHEREAS, on June 4, 2020, the Agreement was amended to extend the termination date to June 30, 2022 (Amendment 2); and
WHEREAS, on June 30, 2022, the Agreement was amended to extend the termination date to June 30, 2023, and the not -to-exceed amount was increased to $45,000 (Amendment 3); and
WHEREAS, the Agreement currently provides in Section 6 for the termination of the Agreement on June 30, 2023 and
WHEREAS, the parties desire to amend the Agreement so as to extend the termination of the Agreement to June 30, 2025 and
WHEREAS, the Agreement currently provides in Section 3 Subsection (a) for th e total compensation amount not to exceed forty-five thousand, five hundred dollars ($45,000); and
WHEREAS, the parties desire to amend the Agreement so as to provide for additional compensation in the amount of twenty thousand dollars ($20,000) for continued tasks; and
DocuSign Envelope ID: DFEB68B0-4452-4E72-B412-8993216326B4 4 Project name: Municipal Code
City of Goleta
Amendment No. 4 to Agreement No. 2015-105
WHEREAS, the Agreement did not provide for the Agreement or any amendments to be executed in counterparts by facsimile or electronic mail; and
WHEREAS, the parties desire to amend the Agreement to allow for execution of the Agreement and amendments by facsimile and electronic mail in order to expedite the finalization of the agreements; and
The City Council approved Amendment No. 4, on this 16th day of May 2023.
AMENDED TERMS
Now Therefore City and Consultant agree as follows that the Agreement be, and hereby is, amended as follows:
1. Subsection (a) of Section 3. COMPENSATION AND PAYMENT of the Agreement is amended to add an additional authorized amount of twenty thousand dollars ($20,000) and to read in its entirety:
(a) Maximum and Rate. The total compensation payable to SERVICE PROVIDER by CITY for the services under this AGREEMENT
SHALL NOT EXCEED the sum of sixty-five thousand dollars ($65,000) (herein "not-to-exceed amount") and shall be earned as the work progresses.
2. Section 6. TERM, PROGRESS AND COMPLETION of the Agreement is amended to extend the term for an additional 2 years to read in its entirety.
The term of this Agreement is from the date first written above to June 30, 2025, unless the term of this Agreement is extended, or the Agreement is terminated as provided for herein.
CONSULTANT shall not commence work on the services to be performed until (i) CONSULTANT furnishes proof of insurance as required by Section 10 below, and (ii) CITY gives written authorization to proceed with the work provided by CITY’s Project Manager. All services shall be completed within the term of this Agreement following the notice to proceed.
DocuSign Envelope ID: DFEB68B0-4452-4E72-B412-8993216326B4 5 Project name: Municipal Code
City of Goleta
Amendment No. 4 to Agreement No. 2015-105
3. Except as otherwise specifically provided herein, all other provisions of the Agreement shall remain in full force and effect.
In concurrence and witness whereof, this Amendment No. 4 has been executed by the parties effective on the date and year first above written.
CITY OF GOLETA CONSULTANT
_________________________ _________________________
Robert Nisbet, City Manager Nancy Helmer, President
ATTEST:
__________________________
Deborah S. Lopez, City Clerk
APPROVED AS TO FORM
__________________________
Winnie Cai, Assistant City Attorney
DocuSign Envelope ID: DFEB68B0-4452-4E72-B412-8993216326B4 6 ATTACHMENT 2
Agreement No. 2015-105, Amendments 1, 2, and 3.
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23 Project name: Municipal Code
AMENDMENT NO. 2
TO PROFESSIONAL SERVICES AGREEMENT
BETWEEN
THE CITY OF GOLETA
AND
QUALITY CODE PUBLISHING
This Amendment No. 2 to the Professional Services Agreement by and between the City of Goleta , a municipal corporation (“City”) and Quality Code Publishing (“Consultant”) dated October 2, 2015 (“Agreement,” Agreement No. 2) is made on this _____ day of June, 2020.
RECITALS
WHEREAS, this agreement is for Municipal Code publication services; and WHEREAS, on July 20, 2018, the Agreement was amended to extend the termination date to June 30, 2020 (Amendment 1); and
WHEREAS, the Agreement currently provides in Section 6 for the termination of the Agreement on June 30, 2020 and
WHEREAS, the parties desire to amend the Agreement so as to extend the termination of the Agreement to June 30, 2022 and
AMENDED TERMS
Now Therefore City and Consultant agree as follows that the Agreement be, and hereby is, amended as follows:
1. Section 6. TERM, PROGRESS AND COMPLETION of the Agreement is amended to extend the term for an additional two years to read in its entirety:
The term of this AGREEMENT is from the date first written above to June 30, 2022 unless term of this AGREEMENT is extended or the AGREEMENT is terminated as provided for herein.
CONSULTANT shall not commence work on the services to be performed until (i) CONSULTANT furnishes proof of insurance as required by Section 10 below, and (ii) CITY gives written authorization to proceed with the work provided by CITY’s Project Manager. All services shall be completed within the term of this Agreement following the notice to proceed.
City of Goleta
Amendment No. 2 to Agreement No. 2015-105
24 Project name: Municipal Code
2. Except as otherwise specifically provided herein, all other provisions of the Agreement shall remain in full force and effect
In concurrence and witness whereof, this Amendment No. 2 has been executed by the parties effective on the date and year first above written.
CITY OF GOLETA CONSULTANT _________________________ _________________________
Michelle Greene, City Manager Nancy Helmer, President
ATTEST:
__________________________
Deborah S. Lopez, City Clerk
APPROVED AS TO FORM
__________________________
Winnie Cai, Assistant City Attorney
City of Goleta
Amendment No. 2 to Agreement No. 2015-105
25 APPROVED
6/8/2020
ME
26 27
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001375
City Manager
Amendment to extend the term of the agreement by
one year and increase the NTE amount to $45000
Professional Services Agreement Municipal Code
Quality Code Publishing
$45000
Nancy Helmer, President
2150 N 107th St Ste 200, Seattle, WA 98133
206-216-9500
[email protected]
Deborah Lopez
805-961-7505
[email protected]
David Cutaia
805-961-7509
[email protected]
28 2015-105.3
Project name: Municipal Code
AMENDMENT NO. 3
TO PROFESSIONAL SERVICES AGREEMENT
BETWEEN
THE CITY OF GOLETA
AND
QUALITY CODE PUBLISHING
This Amendment No. 3 to the Professional Services Agreement by and between the City of Goleta , a municipal corporation (“City”) and Quality Code Publishing (“Consultant”) dated October 2, 2015 (“Agreement,” Agreement No. 2015-105) is made on this _____ day of _______, 2021.
RECITALS
WHEREAS, this agreement is for Municipal Code publication services; and
WHEREAS, on July 20, 2018, the Agreement was amended to extend the termination date to June 30, 2020 (Amendment 1); and
WHEREAS, on June 4, 2020, the Agreement was amended to extend the termination date to June 30, 2022 (Amendment 2); and
WHEREAS, the Agreement currently provides in Section 6 for the termination of the Agreement on June 30, 2022; and
WHEREAS, the parties desire to amend the Agreement so as to extend the termination of the Agreement to June 30, 2023; and
WHEREAS, the Agreement currently provides in Section 3 Subsection (a) for the total compensation amount not to exceed twenty-nine thousand, five hundred dollars ($29,500); and
WHEREAS, the parties desire to amend the Agreement so as to provide for additional compensation in the amount of fifteen thousand, five hundred dollars ($15,500) for continued tasks; and
WHEREAS, the Agreement did not provide for the Agreement or any amendments to be executed in counterparts by facsimile or electronic mail; and
WHEREAS, the parties desire to amend the Agreement to allow for execution of the Agreement and amendments by facsimile and electronic mail in order to expedite the finalization of the agreements; and
WHEREAS, the parties desire to retroactively amend this Agreement so that this Amendment is effective as of July 1, 2021; and
29 City of Goleta
Amendment No. 3 to Agreement No. 2015-105
WHEREAS, the City Manager approved this Amendment No. 3, on this ___ day of ____ 2021
AMENDED TERMS
Now Therefore City and Consultant agree as follows that the Agreement be, and hereby is, amended as follows:
1. Subsection (a) of Section 3. COMPENSATION AND PAYMENT of the Agreement is amended to add an additional authorized amount of fifteen thousand, five hundred dollars ($15,500) and to read in its entirety:
(a) Maximum and Rate . The total compensation payable to SERVICE PROVIDER by CITY for the services under this AGREEMENT
SHALL NOT EXCEED the sum of forty-five thousand dollars ($45,000) (herein "not-to-exceed amount") and shall be earned as the work progresses.
2. Section 6. TERM, PROGRESS AND COMPLETION of the Agreement is retroactively amended on July 1, 2021 to extend the term for an additional 1 year to read in its entirety.
The term of this Agreement is from the date first written above to June 30, 2023, unless the term of this Agreement is exte nded or the Agreement is terminated as provided for herein.
CONSULTANT shall not commence work on the services to be performed until (i) CONSULTANT furnishes proof of insurance as required by Section 10 below, and (ii) CITY gives written authorization to proceed with the work provided by CITY’s Project Manager. All services shall be completed within the term of this Agreement following the notice to proceed.
3. Section 32. COUNTERPARTS AND ELECTRONIC/FACSIMILE SIGNATURES of the Agreement is added to include counterparts and electronic/facsimile signatures as follows:
This Agreement may be executed in several counterparts, which may be facsimile or electronic copies. Each counterpart is fully effective as an original, and together constitutes one and the same instrument.
4. Except as otherwise specifically provided herein, all other provisions of the Agreement shall remain in full force and effect.
30 City of Goleta
Amendment No. 3 to Agreement No. 2015-105
In concurrence and witness whereof, this Amendment No. 3 has been executed by the parties effective on the date and year first above written.
CITY OF GOLETA CONSULTANT
_________________________ _________________________
Michelle Greene, City Manager Nancy Helmer, President
A T T E S T :
__________________________
Deborah S. Lopez, City Clerk
APPROVED AS TO FORM
__________________________
Winnie Cai, Assistant City Attorney
31 APPROVED
3/18/21
32
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