Agenda Item A.2
CONSENT CALENDAR
Meeting Date: February 6, 2024
TO: Mayor and Councilmembers
SUBMITTED BY: Matthew R. Fore, General Services Director PREPARED BY: Cassidy Le Air, Management Analyst
SUBJECT: Amendment No. 1 to Professional Services Agreement No. 2023 - 059 with Government Technology Group for Information Technology Consulting Services
RECOMMENDATION:
Authorize the City Manager to execute Amendment No. 1 to Professional Services Agreement No. 20 23-059 with Government Technology Group for Information Technology Consulting Services, increasing the contract authority by $ 45,000 for a total not-to-exceed amount of $89,900, extending the term of the agreement to June 30, 2026, and amending the Scope of Work with Exhibit A-1 and the Schedule of Fees with Exhibit B-1.
BACKGROUND:
On July 5, 2023, the City Manager executed an agreement between the City of Goleta and Government Technology Group (GTG) for Information Technology (IT) consulting services associated with the procurement of IT Managed Services for a not-to-exceed amount of $44,900 . To date, GTG assisted with the preparation of the Request for Proposals, which was issued on November 3, 2023. Staff and GTG ar e currently evaluating the proposals received. The current IT services contract with Synergy Computing, Inc. terminates on June 30, 2024.
DISCUSSION:
The City’s current agreement with GTG provides consulting services for the procurement of IT Managed Services that concluded with the development of final contract documents.
The contract amendment seeks to extend the agreement and add additional consulting services, including assisting in the contract award, transition, and implementation of the managed i nformation technology services contract with the chosen Service Provide r.
GTG's involvement in these crucial stages will contribute to effective contract execution, ensuring a seamless transition from the procurement phase to the active contract phase.
Furthermore, the proposed amendment recognizes the need for ongoing IT consulting 1 Meeting Date: February 6, 2024
support to guarantee compliance with contractual obligations and performance standards throughout the contract implementation.
Additional IT consulting needs, such as techn ology project advisory, strategic planning, and IT systems review, have been identified and incorporated into the updated scope of services. Staff anticipates bringing the new IT services contract to Council for award consideration in Spring of 2024.
FISCAL IMPACTS:
There are sufficient funds available in the FY 2023 -24 budget . No additional appropriations are being requested for the proposed amendment.
Information Technology – Professional Services
Fund Type Account FY 23/24
Current
Budget
YTD Actuals +
Encumbrances
Total
Available
Budget
General 101-18-1820-51200 $278,400.00 $185,856.00 $92,544.00 Total $278,400.00 $185,856.00 $92,544.00
ALTERNATIVES:
The City Council may elect not to approve Amendment No. 1 to Professional Services Agreement No. 2023 -059 with Government Technology Group for Information Technology (IT) Consulting Services and direct staff to issue a Request for Proposal for the services.
LEGAL REVIEW BY: Megan Garibaldi, City Attorney
APPROVED BY: Robert Nisbet, City Manager
ATTACHMENTS:
1. Amendment No. 1 to Agreement No. 2023-059 with Government Technology Group
2. Agreement No. 2023-059 with Government Technology Group
2 ATTACHMENT 1
Amendment No. 1 to Agreement No. 2023-059 with Government Technology Group
3 City of Goleta
Amendment No. 1 to Agreement No. 2023-059
AMENDMENT NO. 1
TO A PROFESSIONAL SERVICES AGREEMENT
BETWEEN THE CITY OF GOLETA
AND
GOVERNMENT TECHNOLOGY GROUP, LLC
This Amendment No. 1 to the Professional Services Agreement by and between the City of Goleta , a municipal corporation (“ City”) and Government Technology Group, LLC. (“Consultant”) dated July 5, 2023 (“Agreement,” Agreement No. 2023-059) is made on this _____ day of ______, 2024.
SECTION A. RECITALS
1. The CITY has a need for professional consultant services to procure managed information technology services for the City; and
2. T he Agreement currently provides in Section 3 Subsection (a) for the total compensation amount not to exceed forty-four thousand and nine hundred dollars ($44,900); and
3. T he parties desire to amend the Agreement so as to provide for additional compensation in the amount of forty-five thousand dollars ($45,000) for continued and additional tasks; and
4. T he Agreement currently provides in Section 6 for the termination of the Agreement on June 30, 2024; and
5. T he parties desire to amend the Agreement so as to extend the termination of the Agreement to June 30, 2026; and
6. T he Agreement currently provides in Exhibit A entitled “Scope of Work” the complete and particular description of services; and
7. T he parties desire to amend Exhibit A by adding additional services as more completely and particularly set forth in the Scope of Work, attached as Exhibit "A- 1"; and
8. T he Agreement currently provides in Exhibit B entitled “Schedule of Fees” the hourly rates; and
9. T he parties desire to amend Exhibit B of the Agreement to identify the new hourly rates, attached as “Exhibit B-1”; and
10. The City Council approved this Amendment No. 1, on this _____ day of ____, 2024.
SECTION B. AMENDED TERMS
DocuSign Envelope ID: 5384FDD0-DD83-449C-B8D7-3FF2F27D3718 4 City of Goleta
Amendment No. 1 to Agreement No. 2023-059
Now therefore City and Consultant agree as follows that the Agreement be, and hereby is, amended as follows:
1. S ubsection (a) of Section 3 . COMPENSATION AND PAYMENT of the Agreement is amended to add an additional authorized amount of $45,000 and to read in its entirety:
(a) M aximum and Rate. The total compensation payable to CONSULTANT by CITY for the services under this AGREEMENT SHALL NOT EXCEED the sum of eighty-nine thousand and nine hundred dollars ($89,900) (herein "not-to-exceed amount") and shall be earned as the work progresses.
Hourly at the hourly rates and with reimbursement to
CONSULTANT for those expenses set forth in
CONSULTANT's Schedule of Fees marked Exhibit "B,"
attached and incorporated herein. The rates and expenses set forth in that exhibit shall be binding upon CONS ULTANT until June 30, 2025, after which any change in said rates and expenses must be approved in writing by CITY's Project
Manager as described in Section 5 (CITY is to be given 60 days notice of any rate increase request), provided the not to exceed amount is the total compensation due CONSULTANT
for all work described under this AGREEMENT.
2. S
ection 6. TERM, PROGRESS AND COMPLETION of the Agreement is amended to extend the term for two (2) additional years to read in its entirety:
T
he term of this Agreement is from the date first written above to June 30, 2026, 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.
3. This Agreement is amended to delete and replace in its entirety:
Exhibit A “Scope of Work ” with Exhibit A-1 “Scope of Work” attached hereto and incorporated herein.
4. This Agreement is amended to delete and replace in its entirety:
DocuSign Envelope ID: 5384FDD0-DD83-449C-B8D7-3FF2F27D3718 5 City of Goleta
Amendment No. 1 to Agreement No. 2023-059
Exhibit B “ Schedule of Fees ” with Exhibit B -1 “Schedule of Fees ” attached hereto and incorporated herein.
5. Except as otherwise specifically provided herein, all other provisions of the Agreement shall remain in full force and effect.
I
n concurrence and witness whereof, this Amendment No. 1 has been executed by the parties effective on the date and year first above written.
C
ITY OF GOLETA CONSULTANT
___
_________________________ ______________________________ Robert Nisbet, City Manager Jeff Lewis, Principal
ATTEST:
___
__________________________ ______________________________ Deborah Lopez, City Clerk Clancy Priest, Principal
AP
PROVED AS TO FORM:
MEGAN GARIBALDI, CITY ATTORNEY
_____________________________
Scott Shapses, Deputy City Attorney
DocuSign Envelope ID: 5384FDD0-DD83-449C-B8D7-3FF2F27D3718 6 City of Goleta
Amendment No. 1 to Agreement No. 2023-059
EXHIBIT A-1
S
COPE OF WORK
CO
NSULTANT shall provide the following services:
1. Information Technology (IT) Managed Services Consultation a. Assistance with the Solicitation Process:
i. Drafting components and editing City drafts of various procurement documents.
ii. Development of the cost proposal document.
iii. Ensuring that the solicitation documents, and specifically, the scope of service requirements, reflect the City’s needs and desired outcomes for the procurement.
iv. Evaluating proposals submitted by potential vendors. v. Participating in vendor interviews.
vi. Advising the City’s evaluation committee on scoring criteria, the strengths and weaknesses of proposals and proposers, and interpreting the efficacy and value of verbal and written commitments.
b. Development of Final Contract Documents:
i. Development of final contract documents that incorporate the successful proposer’s full complement of written commitments. c. Contract Transition, Implementation, and Compliance:
i. Assist in the contract transition and implementation of the managed information technology services contract in accordance with the agreed-upon scope and requirements set forth in the final contract documents.
ii. Providing guidance and support to City staff to ensure compliance with contractual obligations and performance standards. iii. Document & auditing IT information systems.
C
ONSULTANT shall provide the following services as requested by the City:
1. T
echnology Project Advisory:
a. Provide advice and guidance on technology projects as requested. b. Work collaboratively with the City to identify and implement best practices in technology project management.
c. Provide project management and oversight for designated processes. d. Review of supplied material pertaining to any given project. e. Conduct interviews with various stakeholders to gather insights and requirements for IT projects.
DocuSign Envelope ID: 5384FDD0-DD83-449C-B8D7-3FF2F27D3718 7 City of Goleta
Amendment No. 1 to Agreement No. 2023-059
2. IT Systems Review:
a. Review existing IT systems within the City.
b. Evaluate the effectiveness and efficiency of current systems, identifying areas for improvement.
3. Strategic Planning:
a. Assess staffing levels in relation to organizational needs. b. Conduct a budgetary resource review to optimize financial allocations for IT initiatives.
4. Benchmarking and Comparative Analysis:
a. Contact other entities to review and benchmark best practices in IT management.
b. Compare the IT structure of various organizations to the City of Goleta, considering budget, staffing levels, supported application systems, and other relevant measures.
5. Cost and Service Benefit Analysis:
a. Assess potential cost and service benefits of proposed IT initiatives. b. Propose economies and efficiencies to enhance the overall effectiveness of IT services.
6. Business Continuity Assurance:
a. Evaluate the dependability of business continuity systems in the event of a major emergency.
b. Provide recommendations to enhance the resilience and reliability of business continuity measures.
7. Independent Validation and Verification (IV&V):
a. Conduct independent validation and verification of systems and procedures.
8. Other Ad Hoc Technology Services:
a. Provide additional ad hoc technology services as requested by the City.
DocuSign Envelope ID: 5384FDD0-DD83-449C-B8D7-3FF2F27D3718 8 City of Goleta
Amendment No. 1 to Agreement No. 2023-059
EXHIBIT B-1
SCHEDULE OF FEES
Hourly Billing:
All work performed by the CONSULTANT under this agreement shall be billed on an hourly basis.
Hourly Rates:
The hourly rates for the CONSULTANT’s services are as follows:
CLASSIFICATION HOURLY ($)
Principal Consultant $195
Associate Consultant $175
Reimbursable expenses:
Reimbursable expenses (e.g., travel), when applicable, shall be billed on a straight pass-through basis. CONSULTANT must obtain written pre-approval from the City Project Manager for all anticipated reimbursable expenses before incurring such expenses. Pre-approval requests shall include a detailed breakdown of expenses, purpose, and any other relevant information.
DocuSign Envelope ID: 5384FDD0-DD83-449C-B8D7-3FF2F27D3718 9 ATTACHMENT 2
Agreement No. 2023-059 with Government Technology Group
10 DOCUMENT ROUTING AND APPROVAL FORM
Requires Council Approval:
☐NO
☐YES
Meeting Date:
Requires Vendor Set -up:
☐NO
☐YES
If no, Vendor Number:
Director Level Approval:
☐NO
☐YES
Site Authority:
Provide summary of agreement below:
Document Name and Type: Project Name :
Vendor Name:
Contact Person:
Address:
Phone Number:
Email Address:
Business License Number:
City Project Manager:
Contact Number:
Email Address:
AMOUNT NOT TO EXCEED : ON CALL SERVICES? : ☐NO ☐YES*
*On call s ervices require one spreadsheet to track multiple PO’s COUNCIL APPROPRIATION NEEDED : ☐NO ☐YES*
*May requ ire Purchasing Officer ’s override to input Requis ition
ROUTING PROCESS DESCRIPTION DATE INITIAL
Department Head
Initiation
Authority to initiate agreement
Risk Manager Staff to initiate review of insurance provision in agreement City Attorney Contract review/Approve as form
Finance Director,
Purchasing Officer
Funding Methods Approved/
Authorized, Purchase
Requisition reviewed.
Requisition Number:
Staff (DocuSign User) Staff routes agreement to vendor via DocuSign for electronic signature and requests Insurance documents.
Risk Manager Risk Management shall rate Insurance.
City Manager City Manager will approve and sign the agreement.
City Clerk City Clerk will approve and sign the agreement.
FINALIZED ON: INITIAL RESOLUTION NO
(IF APPLICABLE)
Staff Routing Agreement:
Contact Number:
Email Address:
Vendor Staff will route a fully exec uted copy of the agreement to the vendor.
BELOW FOR CITY CLERK PROCESSING ONLY
FILE NUMBER
004177
City Manager
PSA for professional consulting services for procurement of managed information technology services.
Professional Services Agreement with Government Technology Group Consulting Services for Procurement of Managed IT Services Government Technology Group
$44,900 NTE
Jeff Lewis
2930 Geer Rd, Ste 273, Turlock CA 95382
209-678-3077
[email protected]
Matt Fore
805-562-5507
[email protected]
Monique Estrada
805-961-7521
[email protected]
23GS112
DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 6/26/2023
6/28/2023
6/28/2023
6/29/2023
6/29/2023
7/5/2023
7/5/2023
Project Name: Procurement of Managed Information Technology Services City of Goleta
General Services Department and Government Technology Group, LLC
AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE CITY OF GOLETA
AND
GOVERNMENT TECHNOLOGY GROUP, LLC
This AGREEMENT FOR PROFESSIONAL SERVICES (herein referred to as “AGREEMENT”) is made and entered into this ________ day of ______, 2023, by and between the CITY OF GOLETA, a municipal corporation (herein referred to as " CITY"), and GOVERNMENT TECHNOLOGY GROUP, LLC , a Limited Liability Corporation (herein referred to as "CONSULTANT").
SECTION A. RECITALS
1. The CITY has a need for professional consultant services to procure managed information technology services; and
2. The CITY does not have the personnel able and/or available to perform the services required under this AGREEMENT, and therefore, the CITY desires to contract for professional services to accomplish this work; and
3. The CITY selected CONSULTANT based upon CONSULTANT’S significant experience in provision of local government information technology services, needs assessment, and strategic planning; and
4. The CITY procured these services in compliance with Goleta Municipal Code Section 3.05.260.
5. The City Manager approved this AGREEMENT pursuant to Goleta Municipal Code section 3.05.070.
SECTION B. TERMS
1. RETENTION AS CONSULTANT
CITY hereby retains CONSULTANT, and CONSULTANT hereby accepts such engagement, to perform the services described in Section 2. CONSULTANT warrants it has the qualifications, experience, and facilities to properly and timely perform said services.
2. DESCRIPTION OF SERVICES
The services to be performed by CONSULTANT are as follows:
DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 2023-059
July 5th
12 Project Name: Procurement of Managed Information Technology Services City of Goleta
General Services Department and Government Technology Group, LLC
Professional Services in conjunction with Procurement of Managed Information Technology Services shall generally include procurement and contracting support as more particularly set forth in the Scope of Work, attached as Exhibit “A,” and incorporated herein.
CONSULTANT shall deliver to CITY the deliverables defined in Exhibit “A.”
3. COMPENSATION AND PAYMENT
(a) Maximum and Rate . The total compensation payable to CONSULTANT by CITY for the services under this AGREEMENT SHALL NOT EXCEED the sum of $44,900 (herein "not to exceed amount"), and shall be earned as the work progresses on the following basis:
Hourly at the hourly rates and with reimbursement to CONSULTANT for those expenses set forth in CONSULTANT's Schedule of Fees marked Exhibit "B," attached and incorporated herein. The rates and expenses set forth in that exhibit shall be binding upon CONSULTANT until June 30, 2024, after which any change in said rates and expenses must be approved in writing by CITY's Project Manager as described in Section 5 (CITY is to be given 60 days notice of any rate increase request), provided the not to exceed amount is the total compensati on due CONSULTANT for all work described under this AGREEMENT.
(b) Payment. CONSULTANT shall provide CITY with written verification of the actual compensation earned, which written verification shall be in a form satisfactory to CITY's Project Manager , as des cribed in Section 5 .
Invoices shall be made no more frequently than on a monthly basis, and describe the work performed (including a list of hours worked by personnel classification).
All payments shall be made within 30 days after CITY’s approval of the invoice.
4. EXTRA SERVICES
CITY shall pay CONSULTANT for those CITY authorized extra services, not reasonably included within the services described in Section 2, as mutually agreed to writing in advance of the incurrence of extra services by CONSULTANT.
Unless CITY and CONSULTANT have agreed in writing before the performance of extra services, no liability and no right to claim compensation for such extra services or expenses shall exist. The applicable hourly rates for extra services shall be at the hourly rates set forth in Exhibit B, if one is included as part of this agreement. Any compensation for extra services shall be part of the total compensation and shall not increase the not to exceed amount identified in Section
3. DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 13 Project Name: Procurement of Managed Information Technology Services City of Goleta
General Services Department and Government Technology Group, LLC
5. CITY PROJECT MANAGER AND SERVICES BY CITY
The services to be performed by CONSULTANT shall be accomplished under the general direction of, and coordinate with, CITY's "Project Manager", as that staff person is designated by CITY from time to time, and who presently is Matthew R. Fore, General Services Directo r. Project Manager shall have the authority to act on behalf of the CITY in administering this AGREEMENT but shall not be authorized to extend the term of the AGREEMENT or increase the not to exceed amount.
6. TERM, PROGRESS AND COMPLETION
The term of this AGREEMENT is from the date first written above to June 30, 2024, 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 performe d 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
7. OWNERSHIP OF DOCUMENTS
All drawings, designs, data, photographs, reports and other documentation (other than CONSULTANT's drafts, notes and internal memorandum), including duplication of same prepared by CONSULTANT in the performance of these services, are the property of CITY. CITY shall be entitled to immediate possession of the same upon completion of the work under this AGREEMENT, or at any earlier or later time when requested by CITY. CITY agrees to hold CONSULTANT harmless from all damages, claims, expenses, and losses arising out of any reuse of the plans and specif ications for purposes other than those described in this AGREEMENT, unless written authorization of CONSULTANT is first obtained.
8. PERSONAL SERVICES/NO ASSIGNMENT/SUBCONTRACTOR
This AGREEMENT is for professional services which are personal to CITY.
Jeff Lewis, MPA, PMP, CGEIT, is deemed to be specially experienced and is a key member of CONSULTANT's firm and shall be directly involved in the performance of this work. This key person shall communicate with, and periodically report to, CITY on the progress of the work. Should any such individual be removed from assisting in this contracted work for any reason, CITY may terminate this AGREEMENT. This AGREEMENT may not be assigned or subcontracted without the City Manager’s prior written consent.
DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 14 Project Name: Procurement of Managed Information Technology Services City of Goleta
General Services Department and Government Technology Group, LLC
9. HOLD HARMLESS AND INDEMNITY
(a) Hold Harmless for CONSULTANT's Damages. CONSULTANT holds CITY, its elected officials, officers, agents, and employees, harmless from all of CONSULTANT's claims, demands, lawsuits, judgments, damages, losses, injuries or liability to CONSULTANT, to CONSULTANT's employees, to CONSULTANT’s contractors or subcontractors, or to the owners of CONSULTANT's firm, which damages, losses, injuries or liability occur during the work required under this AGREEMENT, or occur while CONSULTANT is on CITY property, or which are connected, directly or indirectly, with CONSULTANT's performance of any activity or work required under this AGREEMENT. (b) Defense and Indemnity of Third Party Claims/Liability.
CONSULTANT shall investigate, defend, and indemnify CITY, its elected officials, officers, agents, and employees, from any claims, lawsuits, demands, judgments, and all liability including, but not limited to, monetary or property damage, lost profit, personal injury, wrongful death, general liability, automobile, infringement of copyright/patent/trademark, or professional errors and omissions arising out of, directly or indirectly, an error, negligence, or omission of CONSULTANT or any of CONSULTANT’s officers, agents, employees, representatives, subconsultants, or subcontractors, or the willful misconduct of CONSULTANT or any of CONSULTANT’s officers, agents, employees, representatives, subconsultants, or subcontractors, in performing the services described in, or normally associated with, this type of contr acted work. The duty to defend shall include any suits or actions concerning any activity, product or work required under this AGREEMENT, and also include the payment of all court costs, attorney fees, expert witness costs, investigation costs, claims adj usting costs and any other costs required for and related thereto.
(c) No Waiver. CITY does not waive, nor shall be deemed to have waived, any indemnity, defense or hold harmless rights under this section because of the acceptance by CITY, or the deposit with CITY, of any insurance certificates or policies described in Section 10.
10. INSURANCE
CONSULTANT shall, at CONSULTANT's sole cost and expense , provide insurance as described herein. All insurance is to be placed with insurers authorized to do business in the State of California with an A.M. Best and Company rating of A- or better, Class VII or better, or as otherwise approved by CITY.
Insurance shall include the following (or broader) coverage:
a) Insurance Services Office Commercial Liability coverage “occurrence” form CG 00 01 or its exact equivalent with an edition date prior to 2004 DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 15 Project Name: Procurement of Managed Information Technology Services City of Goleta
General Services Department and Government Technology Group, LLC
and with minimum limits of $1,000,000 per occurrence and $2,000,000 general aggregate.
b) Insurance Services Office form number CA 00 01 or equivalent covering Automobile Lia bility, including hired and non -owned automobile liability with a minimum limit of $500,000 per accident. If the Service Provider owns no vehicles, this requirement may be satisfied by a non -owned and hired auto endorsement to Service Provider’s commercial general liability policy.
c) Professional liability insurance that covers the services to be performed in connection with this agreement, in the minimum amount of $1,000,000 per claim.
Liability insurance policies required to be provided by CONSULTANT hereunder shall contain or be endorsed to contain the following provisions:
a) Except for professional liability insurance, CITY, its employees, officials, agents and member agencies shall be covered as additional insureds. Coverage shall apply to any and all liability arising out of the work performed or related to the contract. Additional insured status under the general liability requirement shall be provided on Insurance Services Office Form CG 20 10, with an edition date prior to 2004, or its equivalent. Additional insured status for completed operations shall be provided either in the additional insured form or through another endorsement such as CG 20 37, or its equivalent.
b) General and automobile liability insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer’s liability. Coverage will not be limited to CITY’s vicarious liability.
c) Professional liability insurance policies inception date, continuity date, or retroactive date must be before the effective date of this agreement.
CONSULTANT agrees to maintain continuous coverage through a period no less than three years after completio n of the services required by this agreement.
d) Except for professional liability insurance, l iability coverage shall be primary and non-contributing with any insurance maintained by CITY.
e) Evidence of coverage (including the workers’ compensation and employer’s liability policies) shall provide that coverage shall not be suspended, voided, canceled or reduced in coverage or in limits except after 30 days’ prior written notice has been given to CITY. Such DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 16 Project Name: Procurement of Managed Information Technology Services City of Goleta
General Services Department and Government Technology Group, LLC
provision shall not include any limitation of li ability of the insurer for failure to provide such notice.
f) No liability insurance coverage provided to comply with this AGREEMENT shall prohibit CONSULTANT, or CONSULTANT’s
employees, or agents, from waiving the right of recovery prior to a loss.
CONSULTANT waives its right of recovery against CITY.
g) CONSULTANT agrees to deposit with CITY within fifteen days of Notice to Proceed of the Contract certificates of insurance and required endorsements.
h) There shall be no recourse against CITY for payment of premiums or other amounts with respect to the insurance required to be provided by CONSULTANT hereunder. Any failure, actual or alleged, on the part of CITY to monitor compliance with these requirements will not be deemed as a waiver of any rights on th e part of CITY. CITY has no additional obligations by virtue of requiring the insurance set forth herein. In the event any policy of insurance required under this AGREEMENT does not comply with these requirements or is canceled and not replaced, CITY has the right but not the duty to obtain the insurance it deems necessary and any premium paid by CITY will be promptly reimbursed by CONSULTANT or CITY will withhold amounts sufficient to pay premium from CONSULTANT payments.
i) CONSULTANT agrees to provide immediate notice to CITY of any claim or loss against CONSULTANT arising out of the work performed under this AGREEMENT. CITY assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve CITY.
11. RELATIONSHIP OF CONSULTANT TO CITY
The relationship of the CONSULTANT to CITY shall be that of an independent contractor and that in no event shall CONSULTANT be considered an officer, agen t, servant or employee of CITY. CONSULTANT shall be solely responsible for any workers compensation insurance, withholding taxes, unemployment insurance, and any other employer obligations associated with the described work.
12. CORRECTIONS
In addition to the above indemnification obligations, CONSULTANT shall correct, at its expense, all errors in the work that may be disclosed during CITY's review of CONSULTANT's report or plans. Should CONSULTANT fail to make DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 17 Project Name: Procurement of Managed Information Technology Services City of Goleta
General Services Department and Government Technology Group, LLC
such correction in a reasonab ly timely manner, such correction shall be made by CITY, and the cost thereof shall be charged to CONSULTANT or withheld from any funds due to CONSULTANT hereunder.
13. TERMINATION BY CITY
CITY, by notifying CONSULTANT in writing, may upon 10 calendar days notice, terminate without cause any portion or all of the services agreed to be performed under this AGREEMENT. If termination is for cause, no notice period need be given. In the event of termination, CONSULTANT shall have the right and obligation to immediately assemble work in progress for the purpose of closing out the job. All compensation for actual work performed and charges outstanding at the time of termination shall be payable by CITY to CONSULTANT within 30 days following submission of a final statement by CONSULTANT unless termination is for cause. In such event, CONSULTANT shall be compensated only to the extent required by law.
14. ACCEPTANCE OF FINAL PAYMENT CONSTITUTES RELEASE
The acceptance by CONSULTANT of the final payment made under this AGREEMENT shall operate as and be a release of CITY from all claims and liabilities for compensation to CONSULTANT for anything done, furnished, or relating to CONSULTANT'S work or services. Acceptance of payment shal l be any negotiation of CITY's check or the failure to make a written extra compensation claim within 10 calendar days of the receipt of that check. However, approval or payment by CITY shall not constitute, nor be deemed, a release of the responsibility and liability of CONSULTANT, its employees, subcontractors, agents and CONSULTANTs for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by CITY for any defect or error in the work prepared by CONSULTANT, its employees, subcontractors, agents and consultants.
15. AUDIT OF RECORDS
At any time during normal business hours and as often as it may deem necessary, CONSULTANT shall make av ailable to a representative of CITY for examination of all its records with respect to all matters covered by this AGREEMENT and will permit CITY to audit, examine and/or reproduce such records. CONSULTANT will retain such financial records, time sheets, work progress reports, invoices, bills and project records for at least two years after termination or final payment under this AGREEMENT.
16. WAIVER; REMEDIES CUMULATIVE
Failure by a party to insist upon the strict performance of any of the provisions of thi s AGREEMENT by the other party, irrespective of the length of DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 18 Project Name: Procurement of Managed Information Technology Services City of Goleta
General Services Department and Government Technology Group, LLC
time for which such failure continues, shall not constitute a waiver of such party's right to demand strict compliance by such other party in the future. No waiver by a party of a default or br each of the other party shall be effective or binding upon such party unless made in writing by such party, and no such waiver shall be implied from any omissions by a party to take any action with respect to such default or breach. No express written waiver of a specified default or breach shall affect any other default or breach, or cover any other period of time, other than any default or breach and/or period of time specified. All of the remedies permitted or available to a party under this AGREEMENT, or at law or in equity, shall be cumulative and alternative, and invocation of any such right or remedy shall not constitute a waiver or election of remedies with respect to any other permitted or available right of remedy.
17. CONFLICT OF INTEREST
CONSULTANT is unaware of any CITY employee or official that has a financial interest in CONSULTANT'S business. During the term of this AGREEMENT and/or as a result of being awarded this AGREEMENT, CONSULTANT shall not offer, encourage or accept any financial interest in CONSULTANT'S business by any CITY employee or official.
18. CONSTRUCTION OF LANGUAGE OF AGREEMENT
The provisions of this AGREEMENT shall be construed as a whole according to its common meaning of purpose of providing a public benefit and not strictly for or against any party. It shall be construed consistent with the provisions hereof, in order to achieve the objectives and purposes of the parties. Wherever required by the context, the singular shall include the plural and vice versa, and the masculine gender shall include the feminine or neutral genders or vice versa.
19. MITIGATION OF DAMAGES
In all situations arising out of this AGREEMENT, the parties shall attempt to avoid and minimize the damages resulting from the conduct of the other party.
20. GOVERNING LAW
This AGREEMENT, and the rights and obligations of the parties, shall be governed and interpreted in accordance with the laws of the State of California.
Should litigation occur, venue shall be in Superior Court of Santa Barbara County.
21. NONDISCRIMINATION
CONSULTANT shall not discriminate on the basis of race, color, gender, gender identity/expression, pregnancy, sexual orientation, disability, marital status, or any other characteristic protected under applicable federal or state law.
DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 19 Project Name: Procurement of Managed Information Technology Services City of Goleta
General Services Department and Government Technology Group, LLC
22. TAXPAYER IDENTIFICATION NUMBER
CONSULTANT shall provide CITY with a complete Request for Taxpayer Identification Number and Certification, Form W-9 (Rev. October 2018), as issued by the Internal Revenue Service.
23. NON-APPROPRIATION OF FUNDS
Payments due and payable to CONSULTANT for current services are within the current budget and within an available, unexhausted and unencumbered appropriation of CITY funds. In the event CITY has not appropriated sufficient funds for payment of CONSULTANT services beyond the current fiscal year, this AGREEMENT shall cover only those costs incurred up to the conclusion of the current fiscal year.
24. MODIFICATION OF AGREEMENT
The tasks described in this AGREEMENT and all other te rms of this AGREEMENT may be modified only upon mutual written consent of CITY and CONSULTANT.
25. USE OF THE TERM “CITY”
Reference to “ CITY” in this AGREEMENT includes City Manager or any authorized representative acting on behalf of CITY.
26. PERMITS AND LICENSES
CONSULTANT, at its sole expense, shall obtain and maintain during the term of this AGREEMENT, all appropriate permits, licenses, and certificates that may be required in connection with the performance of services under this AGREEMENT.
27. CAPTIONS
The captions or headings in this AGREEMENT are for convenience only and in no other way define, limit or describe the scope or intent of any provision or section of the AGREEMENT.
28. AUTHORIZATION
Each party has expressly authorized the execution of this AGREEMENT on its behalf and bind said party and its respective administrators, officers, directors, shareholders, divisions, subsidiaries, agents, employees, successors, assigns, principals, partners, joint venturers, insurance carriers and any others who may claim through it to this AGREEMENT.
DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 20 Project Name: Procurement of Managed Information Technology Services City of Goleta
General Services Department and Government Technology Group, LLC
29. ENTIRE AGREEMENT BETWEEN PARTIES
Except for CONSULTANT'S proposals and submitted representations for obtaining this AGREEMENT, this AGREEMENT supersedes any other agreements, either oral or in writing, between the parties hereto with respect to the rendering of services, and contains all of the covenants and agreements between the parties with respect to said services.
30. PARTIAL INVALIDITY
If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way.
31. NOTICES
Any notice required to be given hereunder shall be deemed to have been given by depositing said notice in the United States mail, postage prepaid, and addressed as follows:
TO CITY: Attention: Robert Nisbet, City Manager
City of Goleta
130 Cremona Drive, Suite B
Goleta, CA 93117
TO CONSULTANT: Attention: Jeff Lewis, MPA, PMP, CGEIT
2930 Geer Road, Suite 273
Turlock, CA 95382
32. COUNTERPARTS AND ELECTRONIC/FACSIMILE SIGNATURES
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.
DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 21 Project Name: Procurement of Managed Information Technology Services City of Goleta
General Services Department and Government Technology Group, LLC
In concurrence and witness whereof , this AGREEMENT has been executed by the parties effective on the date and year first above written.
CITY OF GOLETA CONSULTANT
_____________________________ _____________________________ Robert Nisbet, City Manager Jeff Lewis, Principal
ATTEST
_____________________________ _____________________________ Deborah Lopez, City Clerk Clancy Priest, Principal
APPROVED AS TO FORM:
MEGAN GARIBALDI, CITY ATTORNEY
_____________________________
Scott Shapses, Deputy City Attorney
DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 22 Project Name: Procurement of Managed Information Technology Services City of Goleta
General Services Department and Government Technology Group, LLC
EXHIBIT A
SCOPE OF WORK
CONSULTANT shall provide the following services related to the procurement of managed information technology services for the City:
1. Assist with the solicitation process including:
a. Drafting components and editing City drafts of various procurement documents.
b. Development of the cost proposal document.
c. Ensuring th at the solicitation documents , and specifically, the scope of service requirements, reflect the City’s needs and desired outcomes for the procurement.
d. Evaluating proposals submitted by potential vendors. e. Participating in vendor interviews.
f. Advising the City’s evaluation committee on scoring criteria, the strengths and weaknesses of proposals and proposers, and interpreting the efficacy and value of verbal and written commitments.
2. Development of final contract documents that incorporate the successful proposer’s full complement of written commitments.
3. General consultation on information technology -related subject matter on a time and material basis and as mutually agreed upon.
DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 23 Project Name: Procurement of Managed Information Technology Services City of Goleta
General Services Department and Government Technology Group, LLC
EXHIBIT B
SCHEDULE OF FEES
Work performed by Consultant on the Scope set forth in Exhibit A shall be billed at a rate of $195.00 per hour.
Travel expenses, when applicable, will be billed on a straight pass-through basis.
DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 24 REQUISITION
06/08/2023
ISSUED TO:
Date:
Vendor #: 004177
2930 GEER RD
SUITE 273
TURLOCK, CA 95382-
JEFF LEWIS SHIP TO:
130 CREMONA DRIVE, SUITE B
GOLETA, CA 93117
CITY OF GOLETA
Requisition #: 23GS112
UNITS DESCRIPTION PRICE AMOUNTGL ACCOUNT NUMBERITEM PROJECT # 1 0
31db817a-9f6c-4e47-8754-b01b01300d38
2023-TBD PSA
31db817a-9f6c-4e47-8754-b01b01300d38
0.00 31db817a-9f6c-4e47-8754-b01b01300d38
101-18-1820-51200 44,900.00
44,900.00TOTAL
SHIPPING:
TOTAL TAX:
SUBTOTAL:
0.00 0.00
44,900.00
Authorized By:
Agreement for Consultant Services to Procure Managed Information Technology Services under City Manager Authority. NTE $44,900; Term Ending June 30, 2024.
Detailed Description:
PO Description: 2023-TBD PSA to Procure Managed IT Services DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 25 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.
INSURER(S) AFFORDING COVERAGE
INSURER F :
INSURER E :
INSURER D :
INSURER C :
INSURER B :
INSURER A :
NAIC #
NAME:
CONTACT
(A/C, No):
FAX
E-MAIL
ADDRESS:
PRODUCER
(A/C, No, Ext):
PHONE
INSURED
REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $
$
$
$PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)
COMBINED SINGLE LIMIT
AUTOS ONLY
AUTOSAUTOS ONLY
NON-OWNED
SCHEDULEDOWNED
ANY AUTO
AUTOMOBILE LIABILITY
Y / N
WORKERS COMPENSATION
AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under
ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
ER
OTH-
STATUTE
PER
LIMITS(MM/DD/YYYY)
POLICY EXP
(MM/DD/YYYY)
POLICY EFF
POLICY NUMBERTYPE OF INSURANCELTR
INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)
EXCESS LIAB
UMBRELLA LIAB $EACH OCCURRENCE
$AGGREGATE
$
OCCUR
CLAIMS-MADE
DED RETENTION $
$PRODUCTS - COMP/OP AGG
$GENERAL AGGREGATE
$PERSONAL & ADV INJURY
$MED EXP (Any one person)
$EACH OCCURRENCE
DAMAGE TO RENTED
$PREMISES (Ea occurrence)
COMMERCIAL GENERAL LIABILITY
CLAIMS-MADE OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:
POLICY PRO-
JECT LOC
CERTIFICATE OF LIABILITY INSURANCE
DATE (MM/DD/YYYY)
CANCELLATION
AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.
CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED
AUTOS ONLY
06/13/2023
insureCAL Insurance Agency
741 E. Main St
Turlock
CA
95380
Steve Mayfield
(209) 250-0269
(209) 633-5799
[email protected]
Government Technology Group LLC dba GTG
2930 Geer Rd
STE 273
Turlock
CA
95382
HISCOX INS CO INC
10200
A
Y
P101.851.414.1
06/28/2023
06/28/2024
2,000,000
100,000
5,000
2,000,000
2,000,000
2,000,000
P101.851.414.1
06/28/2023
06/28/2024
EACH OCCURRENCE
1,000,000
A
Professional Liability
P101.851.415.1
06/28/2023
06/28/2024
Each Claim
2,000,000
General Aggregate
2,000,000
The City of Goleta and its officers, employees, and agents to be named as additional insured as per attached endorsement.
The City of Goleta
130 Cremona Dr STE B
Goleta
CA
93117
6/21/23 - WC waived
By Sandra Rodriguez at 12:36 pm, Jun 21, 2023
DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 26 Hiscox Insurance Company Inc.
Policy Number:
Named Insured:
Endorsement Number:
Endorsement Effective:
THIS ENDORSEMENT CHANGES THE POLICY. PL EASE READ IT CAREFULLY.
CGL E5421 CW (02/14) Includes copyrighted material of Insurance Services Office, Inc., with its permission.
ADDITIONAL INSURED – AUTOMATIC STATUS
This endorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
A. Section II – Who Is An Insured is amended
to include as an additional insured any per-
son(s) or organization(s) for whom you are
performing operations or leasing a premises
when you and such person(s) or organiz a-
tion(s) have agreed in writing in a contract or
agreement that such person(s) or organiz a-
tion(s) be added as an additional insured on
your policy. Such person or organization is
an additional insured only with respect to li a-
bility for "bodily injury", "property damage" or
"personal and advertising injury" caused, in
whole or in part , by your acts or omissions or
the acts or omissions of those acting on your
behalf:
1. In the performance of your ongoing oper a-
tions; or
2. In connection with your premises owned by or
rented to you.
A person's or organization's status as an add i-
tional insured under this endorsement ends
when your operations or lease agreement for
that additional insured are completed.
P101.851.414.1
Government Technology Group LLC DBA GTG
7 06/28/2023
DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 27 2930 Geer Rd. Suite 273 | Turlock, CA, CA 95382 | (209) 678-3077 | www.GovTechGroup.net
May 19th, 2023
Monique Estrada
City of Goleta
130 Cremona Dr # B
Goleta, California 93117
Dear Mrs. Estrada
GTG looks forward to the opportunity to serve the City of Goleta with consulting services related to a managed services RFP and other services as requested. This letter is to confirm that GTG has no employees therefore we are exempt from workers compensation for the services we will provide.
If you have any questions about the information presented herein or any other contract requirements, please feel free to contact me at (209)678-3077 or by email at [email protected].
Thank you very much for this opportunity.
Respectively,
Jeff Lewis
Principal
DocuSign Envelope ID: A794935F-A8FF-4010-BC30-3D9A03E71110 28