CITY OF LAGUNA NIGUEL
CITY COUNCIL AGENDA ITEM
To: Honorable Mayor and Council Members
FROM: Jonathan Orduna, Community Development Director
DATE: October 18, 2022
SUBJECT: Approval of a Multi-Year Professional Services Agreement and Amendment for On-Call Professional Services with Park Consulting Group, Inc. for Land Management Systems Services
RECOMMENDATION
Staff recommends that the City Council:
1. Approve a multi-year Professional Services Agreement and Amendment No. 1 for On-Call Professional Services with Park Consulting Group, Inc.; and,
2. Authorize the City Manager to execute the Professional Services Agreement and Amendment subject to the City Attorney making non-substantive changes.
BACKGROUND
On February 18, 2020, the City Council approved the use of an on-call list of prequalified firms on an as-needed basis in support of Community Development Department functions. On-call professional services agreements with these firms were completed shortly thereafter.
Since this time, City staff has identified additional areas related to the performance and goals of Department functions and strategic plan priorities where the use of on-call services is necessary, including Land Management Systems (LMS) Services. An LMS is a software platform that manages daily permitting and related workflow functions.
ANALYSIS
Commencing in FY 2021-2022 and pursuant to City strategic plan priorities, staff conducted a survey of Orange County cities and their LMS procurement efforts. During this process, staff found that many cities reported that Park Consulting Group, Inc assisted them with LMS software procurement and implementation. Park Consulting Group, Inc. is uniquely qualified to provide LMS services due to their specific area of expertise, qualifications, and experience. Consequently, they have regularly been retained as a sole source provider.
Based on staff's LMS related research, on August 11, 2022, City staff entered into a Professional Services Agreement with Park Consulting Group, Inc. to provide LMS Procurement Services. The scope of work for the City included assessment of current and desired LMS capabilities, and assistance in reviewing vendor proposals. The cost for this work was not to exceed $18,750. The work was successfully completed on time and within budget.
Based on their successful trail record and unique knowledge of the City's current LMS system and future needs, on September 21, 2022, City staff solicited a proposal from Park Consulting Group, Inc. to provide on-call as-needed LMS Implementation Services.
Pursuant to the submitted proposal, Park Consulting Group, Inc. would provide the City with desired support and flexibility on specific as-needed work items to be assigned during the multi-year LMS implementation process. Potential on-call services include, but are not limited to, collaborating with City staff in implementation of a new department wide LMS software system, and peer review of project scope, goals, and milestones. The proposal requesting consideration was evaluated by staff based on relevant factors, including:
• Qualifications, staffing, background, and prior experience. • Approval and understanding of the service area.
• Cost to provide requested services.
• Clarity, conciseness, and timeliness.
Based on the above, staff recommends award of a multi-year agreement for on-call services with Park Consulting Group, Inc. to run through the end of the current on-call term, which concludes June 30, 2025. Amendment No. 1 to the Agreement allowing standard on-call professional services is also proposed, to include the annual not to exceed amount of $150,000. The proposed professional services agreement and Amendment No. 1 are included as Attachments "A" and "B" to this report.
ALTERNATIVES CONSIDERED
The City Council may decide not to approve the agreement and/or amendment. This alternative is not recommended as it would result in delays in services and future projects.
FISCAL REVIEW
No new appropriations are requested in connection with approval of the recommended amendment. Adequate funding is available within the approved Community Development Department budget, including but not limited to available SB2 and LEAP planning grant funds, to cover any actual costs incurred under the contract.
LEGAL REVIEW
The City Attorney has reviewed and approved the agreements and this staff report as to form.
CONCLUSION
Staff recommends that the City Council:
1. Approve a multi-year Professional Services Agreement and Amendment No. 1 for On-Call Professional Services with Park Consulting Group, Inc.; and,
2. Authorize the City Manager to execute the Professional Services Agreement and Amendment subject to the City Attorney making non-substantive changes.
Samara SEetousecu нис Slate
Tamara S. Letourneau Nicholas Ghirelli
City Manager Interim City Attorney
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Jonathan Orduna Hannah Tamaddon
Community Development Director Administrative Secretary Attachments:
A. Professional Services Agreement for On-Call LMS Implementation Services with Park Consulting Group, Inc.
B. Amendment No. 1 to the Professional Services Agreement with Park Consulting Group, Inc.
ATTACHMENT A
Professional Services Agreement for On-Call LMS
Implementation Services with Park Consulting Group, Inc.
AGREEMENT FOR PROFESSIONAL SERVICES
(COMMUNITY DEVELOPMENT DEPARTMENT)
ON-CALL LMS IMPLEMENTATION SERVICES
THIS AGREEMENT FOR PROFESSIONAL SERVICES ("Agreement") is made and entered into on _, by and between the City of Laguna Niguel, a municipal corporation, hereinafter the "City", and Park Consulting Group, Inc., a California Corporation, hereinafter the "Consultant".
RECIIALS:
A. The City desires to contract with the selected professional consultants to provide On-Call LMS Implementation Services on an as needed basis to support the Community Development Department.
B. Consultant submitted a proposal dated September 21, 2022 to the City to provide the above-described professional services.
C. City Staff has reviewed the proposal and after considering the demonstrated competence of Consultant, the professional qualifications of Consultant, and the fairness and reasonableness of Consultant's proposed cost, staff has determined that an agreement to provide the required services should be awarded to Consultant.
The City desires to enter into an agreement with Consultant for the above- described professional services.
AGREEMENI:
NOW, THEREFORE, in consideration of the foregoing Recitals and the mutual promises and covenants herein contained, the parties hereto agree as follows:
1. Services to be Performed by Consultant. Consultant agrees to perform the professional services for City and to prepare and deliver the work products to City, in a manner satisfactory to City, as described in the Scope of Services ('Scope of Services"), attached hereto as Exhibit "A."
Additional or Different Services. Any proposed changes in the Scope of Services which are the subject of this Agreement shall be made only by written amendment to this Agreement.
3. Term. This Agreement shall become effective on the date stated above and will continue in effect until June 30, 2025 or until the work required by this Agreement is completed, subject to termination as provided in paragraph 27, except the indemnification provisions contained in paragraph 18 shall remain in full force and effect after the Agreement is terminated. The parties may mutually agree in writing to extend the Term of the Agreement.
4. Payment.
A. Payment for Services. City agrees to pay Consultant for providing the professional services, which are described in the Scope of Services, and to pay for those services in the amount and in the manner and at the times set forth in Exhibit "A" (Scope of Services). Pricing performed hereunder shall be determined by the hourly rates set forth in "Scope of Services" which is attached hereto as Exhibit "A" and shall remain valid until work is completed.
B. Invoices. Upon submission of each invoice, if the City is satisfied that the Consultant has performed the services described therein, the City shall promptly approve the invoice, in which event, payment shall be made within 30 days of receipt of the invoice by the City. Such approval shall not be unreasonably withheld.
5. Ownership of Documents and Drawings. All original drawings, plans, designs, reports, notes, calculations, maps, and other documents developed during the course of Consultant providing the professional services required by the Scope of Services shall be the property of the City and shall be provided by Consultant to City upon their completion and payment of relevant invoices, or in the event the Agreement is terminated prior to completion, Consultant shall provide all work in progress, subject to payment of relevant invoices. Further, even if this Agreement is terminated, said documents shall be the property of the City and may be used by City as it determines appropriate. Reuse or modification of any such documents by the City for purposes outside of the Scope of Services set forth in this Agreement, without Consultant's written permission, shall be at City's sole risk, and City agrees to indemnify and hold Consultant harmless from all claims, damages, and expenses, including attorney's fees, arising out of such reuse by City or others acting through City; however City shall not be liable for any unauthorized use by third parties.
Time is of the Essence. Consultant agrees to perform the services and deliver the work products provided for herein in strict accordance with any schedules set forth in the attached Exhibit "A" (Scope of Services). Notwithstanding any other provisions of this Agreement, the Consultant shall not have liability for, or be deemed in breach of delays caused by, any factor outside of its reasonable control, including but not limited to natural disasters, adverse weather, or acts of the City, third parties, or other governmental agencies.
7. Consultant to Supply Instrumentalities. Consultant shall supply all instrumentalities required to perform the services under this Agreement.
Licenses; Standard of Care.
A. Qualifications. Consultant represents and agrees that all personnel engaged by Consultant in performing services are and shall be fully qualified and are authorized or permitted under state and local law to perform such services. Consultant represents and warrants to City that it has all licenses, permits, qualifications, and approvals required of its profession to provide the services and work required to be performed by this Agreement. Consultant further represents and warrants that it shall keep in effect all such licenses, permits, and other approvals during the term of this Agreement.
B. Standard of Care. Consultant shall perform the services under this Agreement in a skillful and competent manner. The Consultant shall be responsible to City for any errors or omissions in the performance of work pursuant to this Agreement.
Should any errors caused by Consultant be found in such services or products, Consultant shall correct the errors at no additional charge to City by redoing the professional work and/or revising the work products) called for in the Scope of Services to eliminate the errors.
Legal Responsibilities. Consultant shall keep itself informed of all State and Federal laws and regulations which may, in any manner, affect those employed by it or in any way affect the performance of its services pursuant to this Agreement. Consultant shall, at all times, observe and comply with all such laws and regulations. City, and its officers and employees, shall not be liable at law or in equity by reason of the failure of the Consultant to comply with this paragraph.
10. Non-Assignability. Neither this Agreement nor any rights, title, interest, duties or obligations under this Agreement may be assigned, transferred, conveyed or otherwise disposed of by Consultant without the prior written consent of City.
11. Subcontracting Subject to Approval. Consultant may not subcontract any portion of the work required by this Agreement to other persons or firms unless Consultant first obtains the written consent of City to engage in such subcontracting.
12. Independent Consultant. Consultant is and shall at all times remain as to City a wholly independent contractor. Neither the City nor any of its officers, employees, or agents, shall have control over the conduct of the Consultant or any of the Consultant's officers, employees, or agents. Consultant shall not at any time or in any manner represent that it or any of its officers, employees, or agents, are officers, employees, or agents, of the City. Except as specified in writing by City, Consultant shall have no authority, expressed or implied, to act on behalf of City, and Consultant shall have no authority, expressed or implied, to incur any obligation or liability against the City.
Consultant shall be responsible for and pay all taxes and other payments for Consultant and its employees for Federal and State income taxes, including withholding of taxes, Social Security, worker's compensation insurance, State disability insurance, unemployment insurance, and all other similar items.
Administration. This Agreement will be administered by the Community Development Department. The Community Development Director or his or her designee shall be considered the Project Manager and shall have the authority to act for the City under this Agreement. The Project Manager shall represent the City in all matters pertaining to the services to be rendered pursuant to this Agreement.
Progress. Consultant is responsible to keep the Project Manager informed on a regular basis regarding the status and progress of the work being performed pursuant to this Agreement.
15. Cooperation of City. City agrees to comply with all reasonable requests of Consultant and provide access to all documents reasonably necessary for the performance of Consultant's duties under this Agreement.
16. Confidentiality. No news releases, including photographs, public announcements, or confirmations of the same, of any part of the work being performed pursuant to this Agreement shall be made without prior written approval of the City. The information which results from performing the services required by this Agreement is to be kept confidential unless the release of information is authorized by the City.
17. Conflicts of Interest. Consultant represents that it is not currently engaged in and has not contracted to perform work on the behalf of any party or parties whose interests are or would reasonably appear to be adverse to those of City. In the event that Consultant should discover that it has represented, is representing or is being requested to perform work for a party or parties with interests adverse to those of City, Consultant shall immediately notify City in writing of such situation. Said notification requirement shall apply to all work performed by Consultant for another party or parties, with interests adverse to those of City, on a subcontract as well as on a contract or other basis. Further, the Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act"), which (1) requires such persons to disclose financial interest that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. If subject to the Act, Consultant shall comply with all requirements of the Act. Failure to do so constitutes a material breach and is grounds for termination of this Agreement by the City. Consultant agrees not to provide services within the City boundaries for any other public or private entities without prior written approval from City.
18. Indemnification.
General Indemnity. To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, defend, hold harmless and indemnify City and its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent consultant in the role of City officials (collectively "Indemnitees"), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens, and losses of any nature whatsoever, including fees of accountants, attorneys, or other professionals and all costs associated therewith and the payment of all consequential damages (collectively "Liabilities"), in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Consultant, its officers, agents, servants, employees, subcontractors, materialmen, consultants or their officers, agents, servants or employees (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees as determined by court decision or by the agreement of the Parties.
Consultant shall defend the Indemnitees in any action or actions filed in connection with any Liabilities with counsel of the Indemnitees' choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by Indemnitees in connection therewith.
For Design Professional Services. If Consultant's services hereunder include the performance of professional services by a "design professional," as the term is defined under California Civil Code § 2782.8(c), then to the fullest extent permitted by law, Consultant shall, at its sole cost and expense, indemnify and hold harmless the Indemnitees, and each of them, from and against any and all Liabilities, including fees of accountants and other professionals, and all costs associated therewith, and reimbursement of attorneys' fees and costs of defense, whether actual, alleged or threatened, to the extent arising out of, pertaining to, or relating to, in whole or in part, the negligence, recklessness or willful misconduct of the Consultant, and/or its officers, agents, servants, employees, subcontractors, contractors or their officers, agents, servants or employees (or any entity or individual for whom the Consultant shall bear legal liability) in the performance of design professional services under this Agreement.
Notwithstanding the foregoing and as required by Civil Code § 2782.8(a), in no event shall the cost to defend the Indemnitees that is charged to Consultant, exceed Consultant's proportionate percentage of fault.
C. Subconsultants. Consultant shall obtain executed indemnity agreements with provisions identical to those in this Section from each and every subconsultant or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement.
D. Insurance Requirements not Limiting. City does not, and shall not, waive any rights that it may possess against Consultant because of the acceptance by City, or the deposit with City, of any insurance policy or certificate required pursuant to this Agreement. The indemnities in this Section shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liabilities, tax, assessment, penalty or interest asserted against City.
Survival and Offset. The provisions of this Section 19 shall survive the termination of this Agreement. City may offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant's failure to promptly pay to City any reimbursement or indemnification arising under this subparagraph.
19. Liability Insurance.
A. Insurance Policies. Without limiting Consultant's indemnification of City as described in paragraph 19, Consultant shall obtain and provide and maintain at its own expense during the term of this Agreement policy or policies of liability insurance of the type and amounts described below and satisfactory to the City Attorney. Such policies shall be signed by a person authorized by that insurer to bind coverage on its behalf and must be filed with the City prior to exercising any right or performing any work pursuant to this Agreement.
B. Named Additional Insured. The City of Laguna Niguel and its Council members, officers, officials, employees, agents, and volunteers shall be named as additional insureds under the policies required by subparagraphs General and Auto Insurances for all liability arising from Consultant's performance of services pursuant to this Agreement. This insurance shall be primary to any insurance maintained by the City. City insurance shall not contribute to any judgment rendered against the City.
C. Insurance Coverage. Prior to the commencement of any services hereunder, Consultant shall provide to City certificates of insurance with original endorsements, and copies of policies, if requested by City, of the following insurance coverage:
1) General Liability Insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO "insured contract" language will not be accepted. 2) Professional Liability (errors & omissions) Insurance. Consultant shall maintain 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 and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this agreement.
Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least $1,000,000). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers.
Cyberliability Insurance. Consultant shall maintain cyberliability insurance in the amount of $1,000,000.00 per occurrence providing protection against claims and liabilities arising from: (i) errors and omissions in connection with maintaining security of City Data; (i) data breach including theft, destruction, and/or unauthorized use of City Data; (iii) identity theft; and (iv) violation of privacy rights due to a breach of City Data.
Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City and shall require similar written express waivers and insurance clauses from each of its subconsultant.
Duration of Coverage. Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Work hereunder by Consultant, his agents, representatives, employees or subcontractors.
Primary/Noncontributing. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of the City before the City's own insurance or self-insurance shall be called upon to protect it as a named insured.
G. City's Rights of Enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications 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. In the alternative, City may cancel this Agreement.
H. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VIl (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager.
1. Enforcement of Contract Provisions (Non-estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of noncompliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder.
J. Requirements not Limiting. Requirements of specific coverage features, or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
K. Notice of Cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage.
L. Additional Insured Status. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies.
M. Prohibition of Undisclosed Coverage Limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing.
Separation of Insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant's insurance shall apply separately to each insured adainst whom claim is made or suit is brouaht. except with respect to the insurer's limits of liability. The policy(ies) shall not contain any cross-liability exclusions.
O. Pass Through Clause. Consultant agrees to ensure that its subcontractor, subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with consultants, subconsultant, and others engaged in the project will be submitted to City for review.
City's Right to Revise Specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant's compensation.
Q. Self-Insured Retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City.
R. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies.
S. Additional Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work.
20. Nondiscrimination by Consultant. Consultant represents and agrees that Consultant, its affiliates, subsidiaries, or holding companies do not and will not discriminate against any subcontractor, consultant, employee, or applicant for employment because of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or any protected class or basis prohibited by law. Such nondiscrimination shall include, but not be limited to, the following: employment, upgrading, demotion, transfers, recruitment, recruitment advertising, layoff, termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship.
21. City's Rights to Employ Other Consultants. City reserves the right to employ other consultants in connection with the subject matter of the Scope of Services.
22. Consultant's Records. Consultant shall keep records and invoices in connection with it work performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records.
Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.
23. Notices. Every notice, demand or request (hereinafter described in this Section as a "Notice") that is given by either party to the other under or in connection with this Agreement shall be in writing, and shall be given: (i) by email, to the applicable email address specified below; or (ii) by United States certified mail, postage prepaid, return receipt requested, or by same-day or overnight reputable private courier, addressed to the party to be served at its address below. Either party may change its email address for Notices, or its address for Notices, by a Notice given in accordance with this Section. Notices shall be deemed to have been delivered: (i) if sent by email, on the next business day, provided the sender's email system confirms has been delivered or does not indicate that delivery did not occur, as applicable; (ii) if sent by certified mail, three (3) days after deposit into the U.S. mail; and (iii) if sent by private courier, one business day after deposit with the courier for overnight delivery (unless the delivery service indicates to the sender that delivery has not occurred, in which case delivery shall be deemed to occur when the delivery service indicates to the sender that it has actually occurred).
CITY: City of Laguna Niguel
Attn: Community Development Director
30111 Crown Valley Parkway
Laguna Niguel, CA 92677
Email: [email protected]
CONSULTANT: Park Consulting Group
Attn: Glenn Park
200 Spectrum Center Drive, Suite 300
Irvine, CA 92618
Email: [email protected]
24. Entire Agreement. This Agreement supersedes any and all agreements, either oral or written, between the parties hereto with respect to the rendering of services described in Scope of Services hereto by Consultant for City and contains all of the covenants and agreements between the parties with respect to the rendering of such Each party to this Agreement acknowledges that no representations, inducements, promises, or agreements, orally or otherwise, have been made with regard to such services by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement, or promise regarding such services not contained in this Agreement shall be valid or binding. Any modification or amendment of this Agreement will be effective only if it is in writing and signed by both parties to this Agreement.
25. Exhibits. The Exhibits referenced in this Agreement are attached hereto and incorporated herein by this reference as though set forth in full in the Agreement.
Governing Law. This Agreement will be governed by and construed in accordance with the laws of the State of California. Any legal action in which enforcement of the terms and conditions of this Agreement is requested, or in which it is alleged that a breach of this Agreement has taken place, shall be filed and prosecuted in the County of Orange, California.
27. Termination. City may terminate this Agreement, without cause or penalty, by providing written notice to the Consultant that the Agreement is terminated. Said written notice shall be provided at least fifteen (15) days in advance of the termination date.
Unless terminated as provided herein, this Agreement shall continue in effect for the period set forth in Section 3.
Breach of Agreement. If Consultant defaults in the performance of any of the terms or conditions of this Agreement, it shall have ten (10) days after service upon it of written notice of such default in which to cure the default by rendering a satisfactory performance.
In the event that Consultant fails to cure its default within such period of time, City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice to any other remedy to which it may be entitled at law, in equity, or under this Agreement. The failure of City to object to any default in the performance of the terms and conditions of this Agreement shall not constitute a waiver of either that term or condition or any other term or condition of this Agreement.
29. Attorneys' Fees. If any legal proceeding, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable attorney's fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which that party may be entitled.
Severability. 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. Successors and Assigns. The terms and conditions of this Agreement shall be binding on the successors and assigns of the parties to this Agreement.
32. Authority to Sign. The person(s) executing this Agreement on behalf of the Consultant warrants and represents that they have the authority to execute this Agreement on behalf of the Consultant and have the authority to bind the Consultant to the performance of the obligations hereunder.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.
"CITY"
CITY OF LAGUNA NIGUEL
By:
Tamara S. Letourneau
City Manager
ATTEST:
Marissa J. Asistin,
City Clerk
APPROVED AS TO FORM BY THE
CITY ATTORNEY FOR THE
CITY OF LAGUNA NIGUEL,
CALIFORNIA
Nicholas Ghirelli
Interim City Attorney
"CONSULTANT"
Park Consulting Group, Inc.
a California Corporation
By:
Print Name:
Title:
EXHIBIT "A"
SCOPE OF SERVICES
ParK
PARK CONSULTING GROUP
SCOPE OF SERVICES AND COST PROPOSAL
Park Consulting Group (PCG) will provide the City of Laguna Niguel LMS Implementation professional services for the City's Tyler Tech Enterprise Permitting and Land Management Systems (LMS) Project:
A. LMS Advisory Services:
City of Laguna Niguel is seeking assistance with the activities associated with the City's Enterprise Permitting and Land Management Systems (LMS) project such as those listed below:
Project Management Advisory:
• Review project scope, project plans, project timelines, and deliverables provided by the City and Tyler Tech for the LMS Project.
• Provide project team with best practices and tools for project execution, management, and delivery from LMS implementation experiences. • Attend project management meetings and other project meetings, as requested. • Attend meetings with City and vendor related to documentation reviews and updates, as requested.
• Review project milestone and vendor communications / sign-off documents, as requested.
• Review project deliverables and approval documentation to ensure they adhere to City's expectations, objectives, and requirements, as requested. • Support identification of risks and issues within the project as needed • Support analysis and discussions for changes in project scope, identifying potential project challenges and development of contingency plans.
B. LMS Implementation Services (Optional):
The City of Laguna Niguel has a fully staffed project team and may seek PCG's assistance with the activities associated with the City's Enterprise Permitting and Land Management Systems (LMS) project such as those listed below:
System Configuration:
• Provide feedback and support on solutions options available in EnerGov to migrate current LMS capabilities by incorporating known system functionality and client experiences.
Provide feedback and support in City-owned build and configuration activities based for back-office and online portal configuration including case type development, workflow templates, Citizen Access, etc.
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ParK
PARK CONSULTING GROUP
Forms and Reports Design and Development:
• Provide report development feedback and support of City-assigned non-standard forms and statistical reports. This includes existing out-of-the-box forms and reports that require edits as well as custom forms and reports.
Data Conversion Services:
• Provide feedback and support of the City's data conversion activities during the EnerGov implementation project's data conversion passes.
Other Project Activities:
• PCG provides a broad range LMS implementation, advisory, and development services. City may request additional services based on the established hourly rates.
C. Key Assumptions:
• PCG is estimated at participating throughout the initial duration of the LMS Project (1 уеаг).
• Only current Traklt capabilities and features available as of October 2023 will be configured and migrated to EnerGov; New processes and capabilities will be considered for future project phase.
• Erich List has been identified as the City's project lead/ project manager and will be available 80% (of 1 FTE) throughout the duration of the project. • City will make project team members, subject matter experts, and an implementation team (including consultants, contractors, and vendors) available to PCG to answer questions and provide updates as needed. • City already has project management, business analysts, system configuration resources, process leads, technical and developer resources, subject matter experts, and other City-responsible roles Tyler Tech requires to serve as project team members that are adequately available to successfully deliver the project. • Requests for project consultant resources are billed at 2-hour increments. • Report development requests are billed at 8-hours minimum per report.
Development effort above 8-hours will be billed for the actual time worked and rounded up to the nearest half hour.
• City estimates PCG should have the ability to deliver the project remotely with no on-site visits and/ or incurred travel costs. If travel is required, PCG will seek reimbursement and approval from the City on travel expense reimbursement.
Remote access and full system administrator access to CentralSquare Community Development and EnerGov will be needed upon the start of work.
This includes, and is not limited to, access to VPN/virtual desktop logins, Google Chrome and Internet Explorer, EnerGov Application, EnerGov Application Server, EnerGov Services Server, EnerGov Database and DB Server, and Tyler Tech Project Sharepoint.
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ParK
PARK CONSULTING GROUP
D. Cost Proposal:
PCG will provide the City of Laguna Niguel On-Call LMS Implementation Services in an annual amount not to exceed $150,000. PCG's services are based on the established hourly billing rates below:
Project Resource 2022 - 2024 Rates
Principal Consultant $250/Hour
Project Consultant $200/Hour
Report / Data Consultant $200/Hour
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ATTACHMENT B
Amendment No. 1 to the Professional Services Agreement with Park Consulting Group, Inc.
AMENDMENT NO. 1 TO AGREEMENT FOR PROFESSIONAL SERVICES
ON-CALL LMS IMPLEMENTATION SERVICES
THIS AMENDMENT NO. 1 TO THE AGREEMENT (this "Amendment No. 1") for _ by and between
RECIIALS:
1. Original Contract
A. On _ the City entered into a Professional Services
Agreement with the Consultant to provide On-Call LMS Implementation Services as requested by the City (the "Agreement").
2. Amendment No. 1
A. In order to provide efficiency and delivery of service, the City has requested the Consultant provide on-call services on an as needec asis through completion of the contract term, June 30, 2025, as described in Exhibit "A-1" (Scope of Services), attached hereto and incorporated herein.
B. City now desires to enter into this Amendment No. 1 to the Agreement with the Consultant to perform all the requested services identified in Exhibit "A-1" in the amount not to exceed One Hundred Fifty Thousand Dollars ($150,000.00).
AGREEMENI:
NOW, THEREFORE, in consideration of the foregoing premises and the mutual promises and covenants herein contained, the parties hereto agree as follows:
1. Services to be Performed by Consultant. Consultant agrees to perform the on- call professional services for City and to prepare and deliver the work products to City, in a manner satisfactory to City, as described in the Scope of Services (Scope of Services'), which is attached hereto as Exhibit "A-1" and incorporated herein by this reference.
2. Additional or Different Services. Any proposed changes in the Cost Proposal (Exhibit "A-1") shall be made only by written amendment to this Amendment No. 1 to the Agreement.
3. Term. This Amendment No. 1 shall become effective on the date stated above and will continue in effect until June 30, 2025 or until the work required by this Agreement 1 is completed subject to termination as provided in paragraph 27, except the indemnification provisions contained in paragraph 18 shall remain in full force and effect after the Agreement is terminated. The parties may mutually agree in writing to extend the Term of the Agreement.
Payment for Services. City agrees to pay Consultant for providing the professional services which are described in Exhibit "A-1," and to pay for those services in the amount and in the manner and at the times set forth in Exhibit "A-1," in an annual amount not to exceed One Hundred Fifty Thousand Dollars ($150,000.00). All work performed is subject to the pay rate set forth in Exhibit "A-1."
Continuation of Terms and Conditions of the Agreement. Except as otherwise expressly provided in this Amendment No. 1, all terms and conditions of the Original Agreement shall remain in full force and effect and shall apply to the performance of services pursuant to this Amendment No. 1.
6. Authority to Sign. The persons executing this Amendment No. 1 on behalf of the Consultant warrants and represents that they have the authority to execute this Amendment No. 1 on behalf of the Consultant and have the authority to bind the Consultant to the performance of the obligations hereunder.
/I/
2 IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 1 to the Agreement as of the date first above written.
"CITY"
CITY OF LAGUNA NIGUEL
By:
Tamara S. Letourneau
City Manager
ATTEST:
Marissa J. Asistin
City Clerk
APPROVED AS TO FORM BY THE
CITY ATTORNEY FOR THE
CITY OF LAGUNA NIGUEL,
CALIFORNIA
Nicholas Ghirelli
Interim City Attorney
"CONSULTANT"
Park Consulting Group, Inc.
a California Corporation
By:
Print Name:
Title:
EXHIBIT "A-1"
ParK
PARK CONSULTING GROUP
SCOPE OF SERVICES AND COST PROPOSAL
Park Consulting Group (PCG) will provide the City of Laguna Niguel LMS Implementation professional services for the City's Tyler Tech Enterprise Permitting and Land Management Systems (LMS) Project:
A. LMS Advisory Services:
City of Laguna Niguel is seeking assistance with the activities associated with the City's Enterprise Permitting and Land Management Systems (LMS) project such as those listed below:
Project Management Advisory:
• Review project scope, project plans, project timelines, and deliverables provided by the City and Tyler Tech for the LMS Project.
• Provide project team with best practices and tools for project execution, management, and delivery from LMS implementation experiences. • Attend project management meetings and other project meetings, as requested. • Attend meetings with City and vendor related to documentation reviews and updates, as requested.
• Review project milestone and vendor communications / sign-off documents, as requested.
• Review project deliverables and approval documentation to ensure they adhere to City's expectations, objectives, and requirements, as requested. • Support identification of risks and issues within the project as needed. • Support analysis and discussions for changes in project scope, identifying potential project challenges and development of contingency plans.
B. LMS Implementation Services (Optional):
The City of Laguna Niguel has a fully staffed project team and may seek PCG's assistance with the activities associated with the City's Enterprise Permitting and Land Management Systems (LMS) project such as those listed below:
System Configuration:
• Provide feedback and support on solutions options available in EnerGov to migrate current LMS capabilities by incorporating known system functionality and client experiences.
Provide feedback and support in City-owned build and configuration activities based for back-office and online portal configuration including case type development, workflow templates, Citizen Access, etc.
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ParK
PARK CONSULTING GROUP
Forms and Reports Design and Development:
• Provide report development feedback and support of City-assigned non-standard forms and statistical reports. This includes existing out-of-the-box forms and reports that require edits as well as custom forms and reports.
Data Conversion Services:
• Provide feedback and support of the City's data conversion activities during the EnerGov implementation project's data conversion passes.
Other Project Activities:
• PCG provides a broad range LMS implementation, advisory, and development services. City may request additional services based on the established hourly rates.
C. Key Assumptions:
• PCG is estimated at participating throughout the initial duration of the LMS Project (1 year).
• Only current Traklt capabilities and features available as of October 2023 will be configured and migrated to EnerGov; New processes and capabilities will be considered for future project phase
• Erich List has been identified as the City's project lead/ project manager and will be available 80% (of 1 FTE) throughout the duration of the project. • City will make project team members, subject matter experts, and an implementation team (including consultants, contractors, and vendors) available to PCG to answer questions and provide updates as needed. • City already has project management, business analysts, system configuration resources, process leads, technical and developer resources, subject matter experts, and other City-responsible roles Tyler Tech requires to serve as project team members that are adequately available to successfully deliver the project.
Requests for project consultant resources are billed at 2-hour increments. • Report development requests are billed at 8-hours minimum per report.
Development effort above 8-hours will be billed for the actual time worked and rounded up to the nearest half hour.
• City estimates PCG should have the ability to deliver the project remotely with no on-site visits and/ or incurred travel costs. If travel is required, PCG will seek reimbursement and approval from the City on travel expense reimbursement.
Remote access and full svstem administrator access to CentralSquare Community Development and EnerGov will be needed upon the start of work This includes, and is not limited to, access to VPN/virtual desktop logins, Google Chrome and Internet Explorer, EnerGov Application, EnerGov Application Server, EnerGov Services Server, EnerGov Database and DB Server, and Tyler Tech Project Sharepoint.
Page | 2
ParK
PARK CONSULTING GROUP
D. Cost Proposal:
PCG will provide the City of Laguna Niguel On-Call LMS Implementation Services in an annual amount not to exceed $150,000. PCG's services are based on the established hourly billing rates below:
Project Resource 2022 - 2024 Rates
Principal Consultant $250/ Hour
Project Consultant $200/Hour
Report / Data Consultant $200/Hour
Page | 3