Agenda packet — Safety and Communities Committee, January 10, 2022 (part 2 of 2)

In August of 2020, the City entered into an agreement with a local consultant Michael Baldwin Sr. of Michael Baldwin Sr. Consulting LLC in the amount of $45,000 to facilitate a pilot coaching series on Cultural Relations and Community Building in an effort to continue strengthening and restoring relationships in the community. This coaching series consisted of a select group of 15 Modesto police officers and 15 community members of color. This group met for 18 sessions (4- 6 hours each) with the goal of increasing honest dialogue, understanding, and trust between law enforcement and the community in order to promote accountability, empathy, and restored relationships.

DISCUSSION:

Breaking down barriers and viewing the world through each other’s eyes was critical to the success of the Cultural Relations and Community Building pilot series and the feedback received from the police officers and community members through surveys and an end-ofcourse debriefing showed just how transformative and impactful this coaching series was.

Community members and Officers who attended this course developed lasting friendships, became advocates for each other in the community, and developed a new understanding and empathy for one other.

By all accounts, this pilot program was successful and the Modesto Police Department believes it is important to continue. The structure of the course has been reviewed and refined to a more consolidated version of the pilot program, while retaining the important and impactful components. It is the desire of the Modesto Police Department to enter into a defined term consulting contract with Michael Baldwin Sr. of Michael Baldwin Sr. Consultants LLC, to facilitate two (2), 11-session Cultural Relations and Community Building Coaching Series courses per year of the agreement.

Additionally, due to Mr. Baldwin’s lived experience and unique perspective, the Modesto Police Department desires to contract with Mr. Baldwin for up to 200 hours of additional consulting regarding early crime prevention, diversion programs, re-integration of incarcerated community members, and cultural relations and community building issues.

Modesto Municipal Code Section 8-3.203 generally requires all purchases, which meet or exceed $50,000 for material, equipment or contractual services to be formally bid. In accordance with Modesto Municipal Code Sec. 8-3.204(a), Exceptions to Formal Bidding Requirements, the agreement is for professional services and, therefore, exempt from the bidding requirement. The approval for the consulting agreement to Michael Baldwin Sr.

Consulting, LLC conforms to Modesto Municipal Code Sec. 8-3.204, subsection (a) as they are providing professional services for cultural relations and community building. This service is unique in its specification as it was developed specifically in a collaboration between the Modesto Police Department and Michael Baldwin who is the Criminal Justice liaison for a local minority advocacy group and therefore in a unique position to understand and represent the local issues and perceptions our local community of color has with the Modesto Police Department.

FISCAL IMPACT:

If approved, the department would use funding from its Supplemental Law Enforcement Services Fund (SLESF) and 2021 Edward Byrne Memorial Justice Assistance Grant (BJAG) to #7..
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Safety & Communities Committee, January 10, 2022
Cultural Relations and Community Building Coaching Series

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fund year one. Years two and three, if exercised, would be supported by the department’s General Fund training budget.

Approved by:

Brandon Gillespie, Chief of Police
Joseph P. Lopez, City Manager
Attachments:

1. Standard Agreement for Consultant Services – Cultural Relations & Community Building

2. Exhibit A

3. Bid Waiver Form
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department

STANDARD AGREEMENT

FOR CONSULTANT SERVICES
THIS AGREEMENT, made and entered into in the City of Modesto, State of California, this day of , 2022, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and MICHAEL BALDWIN SR. CONSULTANTS, LLC, a California corporation, hereinafter referred to as "Consultant".

This Agreement is made with regard to the following recitals:

A. The City has determined that a consultant agreement should be prepared for the City to implement two courses consisting of eleven (11) interactive sessions at fifty-two (52) hours each, for a total of twenty-two sessions and one-hundred and two (102) hours, of cultural relations and community building coaching for the Modesto Police Department and community members of color. In addition, City seeks to hire Consultant to perform additional consulting services outside the scope of services attached herein as Exhibit A, regarding early crime prevention, diversion programs, re-integration of incarcerated community members, and cultural relations and community building issues, in an amount limited to two-hundred (200) hours per year at a rate of $150 per hour.

B. Consultant represents that it is qualified, willing and able to provide the services to prepare said document(s).

NOW, THEREFORE, in consideration of this agreement, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. SCOPE OF SERVICES.
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department Consultant shall undertake and complete the preparation of the scope of work as set forth and described in the documents attached hereto and referred to as Exhibit "A" or "project".

In addition, Consultant may be engaged by City to perform additional consulting work, up to two-hundred (200) hours per year at $150 per hour, regarding early crime prevention, diversion programs, re-integration of incarcerated community members, and cultural relations and community building issues.

The Consultant shall perform the services as described in Exhibit "A", or as otherwise engaged, in a manner compatible with the standards of its profession, and shall produce a fully complete project as set forth in Exhibit “A” that is acceptable to City.

2. TERM OF AGREEMENT.

This Agreement is effective as of the date first written above and will continue in effect for one year. The City shall have the right to exercise two, one-year extension options at its sole discretion, unless terminated earlier in accordance with the provisions of the termination clause in this Agreement, or in the event that funding for the services specified in this Agreement are terminated.

Consultant shall undertake and complete the preparation of the scope of work as set forth and described in the documents commonly referred to as “project” attached hereto as Exhibit "A" and made a part hereof. City hereby gives Consultant notice to proceed with the preparation of the project in the manner described in Exhibit "A", as of the Effective Date of this agreement. Consultant shall diligently proceed with the preparation of the project and agrees to complete said preparation within the time period set forth in Exhibit "A".

City does not guarantee that it will engage Consultant for any additional consulting work outside the scope of services set forth in Exhibit “A”, however any additional #7..
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department work that Consultant is engaged to perform outside the scope of services set forth in Exhibit “A” will be performed during the term of this Agreement set forth herein.

3. COMPENSATION.

Consultant agrees to accept a sum not to exceed $34,250 AND 00/100 DOLLARS ($34,250.00) for each 11-session Cultural Relations and Community Building Coaching Class and not to exceed a total annual amount of $68,500 AND 00/100 DOLLARS ($68,500.00) for two sessions as full remuneration for performing all services and furnishing all staffing and materials called for in Exhibit "A" and for performance by Consultant of all of its duties and obligations under this Agreement.

The Compensation shall be paid pursuant in the manner and at the times set forth below:

The Consultant shall invoice the City by the hour, on the 1st of every month for time and work completed in the previous month. Additional work performed outside the scope of Exhibit A will be limited to up to two-hundred (200) hours per year at $150 per hour and not to exceed $30,000 annually for the term of this agreement.

4. OBLIGATIONS OF CONSULTANT.

Throughout the term of this Agreement, Consultant shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business.

Consultant warrants that it has all of the necessary professional capabilities and experience, as well as all tools, instrumentalities, facilities and other resources necessary to provide the City with the services contemplated by this Agreement. Consultant further warrants that it will follow the best current, generally accepted and professional practices to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding this project.
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department

5. PERFORMANCE BY KEY EMPLOYEE.

Consultant has represented to City that MICHAEL BALDWIN SR., OWNER, will be the person primarily responsible for the performance of the services referred to in this Agreement. City has entered into this Agreement in reliance on that representation by Consultant. Consultant therefore agrees that one hundred percent (100%) or more of the time to be devoted to the project that is the subject of this Agreement will be that of the above-named person.

6. OWNERSHIP OF DOCUMENTS/TITLE TO DATA.

Ownership of Documents
All reports, drawings, designs, graphics, working papers and other incidental work or materials furnished hereunder shall become and remain the property of the City, and may be used by City as it may require without any additional cost to City. No reports shall be used by the Consultant for purposes other than this contract without the express prior written consent of City.

Title to Data
If, as a part of the agreement, Consultant is required to produce data such as, but not limited to, drawings, plans, specifications, calculations, models, flow diagrams, visual aids and other related materials, the originals of all such data generated under this agreement will be delivered to City upon the completion or termination of services under the contract.

All materials, documents, data or information obtained from the City data files or any City medium furnished to Consultant in the performance of this Agreement will at all times remain the property of the City. Such data or information may not be used or copied for direct or indirect use by Consultant after termination of this Agreement without written consent of the City.
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department

7. NEWS AND INFORMATION RELEASE.

Consultant agrees that it will not issue any news releases in connection with either the award of this Agreement, or any subsequent amendment of or efforts under this Agreement, without first obtaining review and approval of said news releases from City through the City Manager.

8. INTEREST OF CONTRACTOR.

Consultant warrants that it presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of services required to be performed under this Agreement. Consultant warrants that, in performance of this Agreement, Consultant shall not employ any person having any such interest. Consultant agrees to file a Statement of Economic Interests with the City Clerk at the start and end of this contract if so required at the option of City.

9. AMENDMENTS.

Both parties to this Agreement understand that it may become desirable or necessary during the execution of this Agreement, for City or Consultant to modify the scope of services provided for under this Agreement. Any material extension or change in the scope of work shall be discussed with City and the change and cost shall be memorialized in a written amendment to the original contract prior to the performance of the additional work.

Until a change order is so executed, City will not be responsible to pay any charges Consultant may incur in performing such additional services, and Consultant shall not be required to perform any such additional services.

10. INDEPENDENT CONTRACTOR.

All acts of Consultant, its agents, officers, and employees and all others acting on behalf of Consultant relating to the performance of this Agreement, shall be performed #7..
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department as independent contractors and not as agents, officers, or employees of City. Consultant, by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of City.

Consultant has no authority or responsibility to exercise any rights or power vested in the City.

Consultant, its agents, officers and employees are and, at all times during the terms of this Agreement, shall represent and conduct themselves as independent contractors and not as employees of City.

Consultant shall determine the method, details and means of performing the work and services to be provided by Consultant under this Agreement. Consultant shall be responsible to City only for the requirements and results specified in this Agreement, and, except as expressly provided in this Agreement, shall not be subjected to City's control with respect to the physical action or activities of the Consultant in fulfillment of this Agreement. Consultant has control over the manner and means of performing the services under this Agreement.

Consultant is permitted to provide services to others during the same period service is provided to City under this Agreement. If necessary, Consultant has the responsibility for employing other persons or firms to assist Consultant in fulfilling the terms and obligations under this Agreement.

If in the performance of this Agreement any third persons are employed by Consultant, such persons shall be entirely and exclusively under the direction, supervision, and control of Consultant. All terms of employment including hours, wages, working conditions, discipline, hiring, and discharging or any other term of employment or requirement of law shall be determined by the Consultant.
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department It is understood and agreed that as an independent contractor and not an employee of City neither the Consultant or Consultant's assigned personnel shall have any entitlement as a City employee, right to act on behalf of the City in any capacity whatsoever as an agent, or to bind the City to any obligation whatsoever.

It is further understood and agreed that Consultant must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Consultant's personnel.

As an independent contractor, Consultant hereby indemnifies and holds City harmless from any and all claims that may be made against City based upon any contention by any third party that an employer-employee relationship exists by reason of this Agreement.

11. ASSIGNMENT.

Neither this Agreement nor any portion thereof shall be subcontracted or assigned without the express prior written consent of the City in each and every instance.

12. PATENT/COPYRIGHT MATERIALS.

Unless otherwise expressly provided in the contract, Consultant shall be solely responsible for obtaining the right to use any patented or copyrighted materials in the performance of this Agreement. Consultant shall furnish a warranty of such right to use to City at the request of City.

13. NOTICES.

Notice required by this Agreement shall be given in writing and shall be deemed given and effective upon receipt provided that such are delivered in accordance with the provisions of this Section. Notices shall be delivered either by: (a) personal delivery (including delivery by an overnight courier service which obtains confirmation of receipt); or (b) by facsimile, provided that such transmission is followed by delivery by an overnight courier #7..
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department service which obtains confirmation of receipt; or (c) postage prepaid, return receipt requested, certified mail; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and received. Each such notice shall be sent to the parties at the address respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:

FOR CONSULTANT: Name: Michael Baldwin, Senior Consultants, LLC Address: 2601 Oakdale Rd suite 154
Modesto, Ca 95355
Attention: Michael Baldwin, Sr., Owner
Phone: (209) 482-6621
E-mail: [email protected]
FOR CITY: Name: City of Modesto
Address: P.O. Box 642
Modesto, CA 95353
Attention: Brandon Gillespie, Police Chief
Phone: (209) 342-6142
E-mail: [email protected]

14. INSURANCE REQUIREMENTS.

In the event the certificates of insurance required hereunder do not provide for notice of cancellation to the certificate holder and/or additional insureds, the Consultant shall provide, and shall require its subcontractors to provide, as an express condition precedent to payment hereunder, an endorsement from their insurers providing that the additional insureds identified herein shall be provided 30 days notice of the cancellation on the policies of insurance #7..
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department required hereunder (10 days notice if the policies are cancelled for non-payment of premium). In addition, the named insured on all such policies shall provide to the additional insureds identified herein any notices of cancellation of said insurance policies within 5 business days of receipt of such notice. The Consultant shall, as a further express condition precedent to payment for work performed, affirm under penalty of perjury that the required insurance on the project remains in place and said insurance has not been cancelled.
(a) Worker's Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000. (b) General Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent consultants and subcontractors; products and completed operations as applicable.
(c) Automobile Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and property damage. This insurance shall cover any automobile for bodily injury and property damage.
(d) Professional Liability (Errors and Omissions) Insurance appropriates to the Consultant’s profession, with limits not less than $1,000,000 per occurrence or claim, $2,000,000 aggregate. If coverage is on a claims made basis it shall be maintained for at least three (3) years following completion of the work. #7..
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department If at any time any of said policies shall be unsatisfactory to the City, as to form or substance, or if a company issuing such policy shall be unsatisfactory to the City, the Consultant shall promptly obtain a new policy, submit the same to the Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the Consultant to furnish, deliver or maintain such insurance and certificates as above provided, this Agreement, at the election of the City, may be forthwith declared suspended or terminated.

Failure of the Consultant to obtain and/or maintain any required insurance shall not relieve the Consultant from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the Consultant concerning indemnification. The City, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation and Professional Liability. The Workers' Compensation insurer shall agree to waive all rights of subrogation against the City, its agents, officers, employees, and volunteers for losses arising from work performed by Consultant for the City. The Consultant's insurance policy(ies) shall include a provision that the coverage is primary as respects the City; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the Risk Manager. The Consultant must deliver certificates evidencing existence of the insurance listed above to the City prior to the time the contract is signed.

CONSULTANT shall provide CITY with separate endorsements evidencing proof of the CITY’s additional insured status as to both the general liability and automobile liability insurance policies. In addition, CONSULTANT shall provide CITY with a Workers Compensation subrogation waiver by way of a separate endorsement. All endorsements referenced above must include the applicable policy number. #7..
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department For any claims related to this project, the CONSULTANT’S insurance coverage shall be primary insurance as respects the Entity, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the Entity, its officers, officials, employees, or volunteers shall be excess of the CONSULTANT’S insurance and shall not contribute with it.

15. TERMINATION OF AGREEMENT.

Termination by City for Default of Consultant
Should Consultant default in the performance of this Agreement or materially breach any of its provisions, at its option, City may terminate this Agreement by giving written notification to Consultant. The termination date shall be the effective date of the notice. For the purposes of this section, material breach of this Agreement shall include, but not be limited to, any of the following: failure to perform required services or duties, willful destruction of City's property by Consultant, dishonesty or theft.

Termination by City for Convenience
The City may also terminate the Consultant's performance under the Agreement, either in whole or in part, at its own discretion, or when conditions encountered during the Work make it impossible or impracticable to proceed, or when the City is prevented from proceeding with the Agreement by act of God, by law, or by official action of a public authority, or upon a determination by the City that such termination is in the best interest and convenience of the City, or when funding for the program is terminated, or whenever the City is prohibited from completing the Work for any reason. The City shall provide no less than ten (10) calendar days written notice of its intent to terminate the Agreement for convenience, and shall endeavor to provide the Consultant with consultation with the City prior to termination.

Post-Termination Procedure
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department Upon receipt of a written notice of termination pursuant to either of the foregoing paragraphs, the Consultant shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subconsultants and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and Subcontractors except as necessary to complete any portion of the Work that is not terminated; c. If directed in writing by the City to do so, assign all right, title and interest in subcontracts and materials in progress to City, in which case the City will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by any Consultant or subconsultant include lost profits for portions of the Work not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the City all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the Consultant in performing the Work whether completed or in process; e. Settle outstanding liabilities and claims, subject to the approval of City;
f. Complete performance of such part of the Work as has not been terminated;
g. Take such other actions as may be necessary, or as may be directed #7..
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department by the City for the protection and preservation of the Work and/or property related to the Work;
h. If City so requests, and at City's cost, Consultant shall provide sufficient oral or written status reports to make City reasonably aware of the status of Consultant's work on the project. i. The Consultant understands and agrees that City may, in City's sole discretion, refuse to pay Consultant for that portion of Consultant's services which were performed by Consultant on the project prior to the termination date and which remain
unacceptable and/or not useful to City as of the termination date.

City will pay Consultant an amount based on the percentage of satisfactory work completed in accordance with the notice of termination. The final payment to the Consultant after termination for convenience shall be limited to amounts due and owing under the Agreement at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the Work such as subconsultant agreements or contracts for materials;
b. The Agreement price allocable to the portion of the Work properly performed or goods supplied to the work site by the Consultant as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the Consultant.

Authorization to Terminate Agreement
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department Termination of the Agreement may be invoked by the City Manager, or his/her designee, subject to the right of the Consultant to appeal the City Manager, or his/her designee’s, decision to the City Council. The Consultant shall appeal by notifying the City Clerk in writing within ten (10) calendar days of receipt of written notification from City of termination of the Agreement. In the event that termination of this Agreement is upheld by the City Council, any cessation of payment of delay claims, extended claims, Eichleay claims, or any other claims for delay shall be retroactive to the date of termination selected by the City Manager, or his/her designee.

16. CERTIFIED PAYROLL REQUIREMENT.

For consultants performing field work on public works contracts on which prevailing wages are required: The Consultant shall comply with the provisions of Section 1776 of the California Labor Code, regarding payroll records, and shall require its subconsultants and subcontractors to comply with that section as may be required by law.

17. INDEMNITY.

The Consultant shall hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent, reckless or willful misconduct of Consultant, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement.

In no event shall the cost to defend charged to the Consultant exceed the Consultant’s proportionate percentage of fault. However, notwithstanding the foregoing, in the event one or more defendants is unable to pay its share of defense costs due to bankruptcy or #7..
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department dissolution of the business, the Consultant shall meet and confer with other parties regarding unpaid defense costs. Consultant's obligation to defend, indemnify, and hold the City, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Agreement for Consultant to procure and maintain a policy of insurance.

18. DISPUTE RESOLUTION.

All claims, controversies, or disputes arising out of, or relating to the formation of this Agreement, or the breach, termination execution, enforcement, interpretation, or validity of this Agreement, including the determination of the scope or applicability of this contract provision shall be determined by binding arbitration in Modesto, California by one arbitrator, except as otherwise specified in this Agreement. The American Arbitration Association shall administer the arbitration under its Arbitration Rules then in effect, subject to the modifications of those rules contained in this paragraph. This agreement to arbitrate shall be specifically enforceable under the prevailing law of any court having jurisdiction, and the award rendered by the arbitrator may be entered in any court having jurisdiction. The appropriate venue for any arbitration or court proceeding relating to or arising out of this provision shall be in Stanislaus County, California.

This paragraph is not intended to and does not waive the claim filing requirements found in California Government Code section 900 et seq. In the event that a timely and legally sufficient, arbitrable claim is filed by Consultant with City, and the claim is rejected in whole or in part by City, this paragraph shall result in the conclusive, final, and binding resolution of all the issues presented in the claim by Consultant so long as any issues presented by the claim are arbitrable. Claims rejected by City or by operation of law, shall be submitted by Consultant to arbitration pursuant to the Arbitration Rules of the American Arbitration #7..
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department Association within ninety (90) days after mailing of the written rejection by City to Consultant.

Otherwise, the claim or claims shall be deemed waived in their entirety.

The “fast track’ rules of the American Arbitration Association shall apply to any claim or counterclaim less than ONE HUNDRED FIFTY THOUSAND AND 00/100 ($150,000.00) DOLLARS. In arbitration not proceeding under the “fast track” rules, the arbitrator shall have the power to order that depositions be taken and other discovery be made.

Both City and Consultant shall have the right, upon written notice, to take no more than three (3) depositions of the other as a matter of right in an arbitration proceeding under the “fast track” rules.

Whether or not City and Consultant may be engaged in interstate commerce, any controversy or dispute mentioned above shall be determined by, and the parties shall be bound by, the substantive law of the State of California, and not the Federal Arbitration Act at 9 USC Section 1 et seq.

The arbitrator may grant any remedy or relief deemed by the arbitrator just and equitable under the circumstances, whether or not such relief could be awarded in a court of law. The arbitrator shall be empowered to award monetary sanctions against a party for failure of cooperation in the arbitration. The arbitrator shall, in written award, allocate all the costs of the arbitration, including the fees of the arbitrator and the reasonable attorney fees of the prevailing party, against the party who did not prevail. The prevailing party shall be the party in whose favor the majority of the central issues in the case are resolved.

Notwithstanding anything in this provision to the contrary, the arbitrator shall have no power to award punitive damages or other damages not measured by the party’s actual damages (excluding litigation costs and fees) against any party. This limitation of the arbitrator’s powers under this Agreement shall not operate as an exclusion of the issue of #7..
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department punitive damages from this Agreement to Arbitrate sufficient to vest jurisdiction in a court with respect to that issue.

Consultant shall include in all subcontracts a specification whereby the subcontractor consents to being joined in an arbitration between City and Consultant involving the work of the subcontractor to be joined. Consultant’s failure to do so shall be a breach of this Agreement.

The parties hereby waive any rights provided by Title 9.2 of the California Code of Civil Procedure, Section 1296. The arbitrator’s award shall be deemed final, conclusive and binding to the fullest extent allowed by California law.

19. ENTIRE AGREEMENT.

This Agreement and its exhibits contain the entire understanding between Consultant and City. Additional or new terms contained in this Agreement which vary from Consultant's proposal are controlling and are deemed accepted by Consultant by shipment of any article or other commencement of performance hereunder. All previous proposals, offers and communications relative to this Agreement, whether oral or written, are hereby superseded except to the extent that they have been incorporated into this Agreement. No future waiver of or exception to any of the terms, conditions, and provisions of this Agreement shall be considered valid unless specifically agreed to in writing by all the parties.

20. 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 shall nevertheless continue in full force without being impaired or invalidated in any way.

21. WAIVER.
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department The waiver by any party to this Agreement of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.

22. AUDIT.

The City's duly authorized representative shall have access at all reasonable times to all reports, contract records, contract documents, contract files, and personnel necessary to audit and verify Consultant's charges to City under this Agreement.

Consultant agrees to retain reports, records, documents, and files related to charges under this Agreement for a period of four (4) years following the date of final payment for Consultant services. City's representative shall have the right to reproduce any of the aforesaid documents.

23. GOVERNING LAW.

This Agreement shall be governed according to the laws of the State of California.

24. HEADINGS NOT CONTROLLING.

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this Agreement.

25. COMPLIANCE WITH LAWS.

Consultant shall insure compliance with all safety and hourly requirements for employees, in accordance with federal, state, and county safety and health regulations and laws. Consultant shall fully comply with all applicable federal, state, and local laws, ordinances, regulations and permits.

26. CITY BUSINESS LICENSE.

Consultant will have a City of Modesto business license. #7..
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department #7..
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Consultant Agreement – Cultural Relations & Community Building Coaching Series Modesto Police Department IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Agreement, in duplicate, by its City Manager and attestation by its City Clerk, under authority of Resolution No. ______on the _____ day of _____________, 2022, and MICHAEL BALDWIN SENIOR CONSULTANTS, LLC has caused this agreement to be duly executed in duplicate as of the Effective Date. #7..
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Cultural Relations
&
Community Building
Coaching Series

FOR MODESTO POLICE DEPARTMENT
Created By: Michael Baldwin Sr.
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MISSION
To build a vision for our community favoring healing and collaborative relationships.

The Cultural Relations and Community Building Coaching Series has proven to be an effective way to rebuild and to nurture relationships between law enforcement and the communities that they serve. By using innovative techniques bias, misperception and barriers were torn down and replaced with understanding and empathy. Both law enforcement and the community experienced the transformation the process provided.

In addition to confronting the barriers
developed as a result of bias and
misperception between law enforcement
and community. The Coaching series also
provided law enforcement with an
opportunity to address their own person
trauma that can be transmitted as a result of
being exposed to crime and violence in the
line of duty. This clarity not only enhanced
their ability to connect to community. It has
also proven to be an additional tool for selfcare.

An added bonus to The Coaching series includes law enforcement engaging in transformative dialogue with Incarcerated Community Members. This component of the coaching series is designed to provide a perception shifting experience for law enforcement and the incarcerated community participants.

How it works:

The program is designed to engage law enforcement
while simultaneously gathering members of the local
community.

Training sessions preparing both groups for their
eventual face to face encounter will be conducted in
separate locations.

Once the community and law enforcement are
brought together, the remaining portion of the
training will include both groups with minimum
exceptions.

This paradigm shifting experience has proven to be
life changing and infuses enthusiasm into the
community and the ranks of law enforcement.

It’s a Win/Win for community and for law
enforcement.
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Cultural Relations & Community Engagement Coaching Series

DESCRIPTION
A community and law enforcement trust building program designed to focus on building community relationship and public safety. The coaching team invites law enforcement to develop skills and learn innovative strategies for positive sustainable community transformation and interaction. The team focuses on four areas of community transformation:
1) Accountability
2) Leadership
3) Collaboration and
4) Community of Relationships
The goal of Cultural Relations & Community Engagement Coaching Series is to increase honest dialogue, understanding and trust between law enforcement and community in order to promote Accountability, Empathy and Restored relationships.

As a result of this training:

Participants will gain insight into conscious and unconscious biases and ways it may affect decision making.

Participants will gain additional tools to change thinking and cognitive distortions that may hinder one's ability to perform their assigned task impartially.

The participant will gain knowledge on cultural humility, accountability, connection and experience empathetic engagement between Law Enforcement and community members.

Small acts, when multiplied by many people, can
transform the world." -Howard Zinn
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PROPOSED TIMELINE
4 hours Session One Introductions and Orientation.

Power of Beliefs
Emotional Reactivity
Lifestyle and Culture
4 hours Session Two Trauma and the Effects
Healing
6 hours Session Three Introduction of Community
Restoring the Ties that Bind us
Open and Honest conversation
4 hours Session Four Fear and Love
Effective Communication
Where Do Stereotypes Come From?
6 hours Session Five A Day in the Life of a community
member
Bridge Building
4 hours Session Six Facilitated Community Engagement
6 hours Session Seven The World Through the Lens of Law Enforcement
4 hours Session Eight Role Playing and Ride Along
6 hours Session Nine Perception and Reality
4 hours Session Ten Perception Vs. Reality (Part 2)
4 hours Graduation Ambassadors for Change
52 hours total
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Design and Fees
Fees covers a cohort of up to 30 participantsFee:
$34,250
Time Commitment: 52 hours. Days of the week and hours per session may be adjusted to accommodate optimum participation.

Participants are asked to commit to attending all sessions due to the Reflective Practice process that is a vital component of the program. (Except during emergency situations beyond their control.) Community member participants will be given a $50 gift card for every 2 sessions they attend. (Resources to provide for this expenditure will come from a grant provided by a community based Non-Profit & donors.)
Location: TBD
Materials: Materials will be provided via online access and in session.

Format: Sessions will include mini-lectures, discussions, facilitated exercises, individual participant action planning, and opportunities for self-reflection.

Your contact person for this project is;
Mr. Michael Baldwin
Phone # 209-482-6621
Email: [email protected]
www.mabsenior.com
We look forward to leading the nation in building positive relationships between law enforcement and the communities they serve.
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CITY OF MODESTO

COMMITTEE AGENDA REPORT
DATE OF MEETING:

January 10, 2022
Date: December 17, 2022
TO: Safety and Communities Committee
Chris Ricci, Chair
Sue Zwahlen, Vice-Chair
Rosa Escutia-Braaton, Member
THROUGH: Joseph P. Lopez, City Manager
FROM: Laurie A. Smith, Director of Parks, Recreation and Neighborhoods Department SUBJECT: Fund Development Strategy & Implementation Plan – Agreement with Berry, Dunn, McNeil & Parker, LLC.

CONTACT: Laurie A. Smith, Director of PRND, [email protected], 209-577-5347 DESCRIPTION:

Consider approving an Agreement with Berry, Dunn, McNeil & Parker, a limited liability company, for professional services for the preparation of a Fund Development Strategy and Implementation Plan for the Parks, Recreation and Neighborhoods Department in the amount of $49,999 plus $4,999 if needed, for an Agreement total not to exceed $54,998. (Funding Source: General Fund – Parks, Recreation and Neighborhoods Administration) STRATEGIC PLAN ELEMENT:

This item is consistent with the following 2020-2025 Strategic Plan Area of Focus: Service Delivery Goals and Strategies to pursue new and alternative revenue sources.

BACKGROUND:

The Parks, Recreation and Neighborhoods Department (PRND) serves the citizens of Modesto through quality recreational programming, welcoming community centers, active neighborhood engagement, a variety of cultural awareness events, inviting destinations and attractions, and planning and operation of the City’s vibrant park and trail systems. PRND offers numerous services and programs based on the guiding principles of accessibility, inclusivity, affordability, equity, diversity, sustainability and flexibility.

Over the last three decades, the department has faced an increase in the demand for facilities and services and a decrease in funding. From 2002-2012, the department implemented several fund development strategies and actions to offset the cost of services and facilities. In 2003, the Koegler Consulting Group conducted an asset inventory and valuation assessments of parks, trails, recreation facilities and recreation programs and offered recommendations for a successful fund development program. In 2004, the City hired a Fund Development Specialist, entered into #8..
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Safety and Communities Committee, January 10, 2022
Fund Development Strategy & Implementation Plan
Agreement with Berry, Dunn, McNeil & Parker, LLC

Page 2 of 3 ends

an agreement with Stanislaus Community Foundation to manage the acceptance of endowments for open space development and program activities, and retained Market Place Media to develop a marketing plan for program sponsorships and presentation sponsors for the City’s parks, programs, and facilities. In 2015, due to the economic downturn and strain on the City’s general fund, the department was reorganized and the Fund Development Specialist position eliminated.

DISCUSSION:

Today, the department continues to face an increase in demand for facilities, services, and quality maintenance of its parks, trails, community centers, historical properties, and sports venues.

Parks and recreation organizations throughout the nation are facing similar hardships, including competition for scarce resources, state and local budget shortfalls, dwindling funding sources, and a national focus on public safety. Noting these trends, the department prepared an Informal Request for Proposals (RFP) for the development of a Fund Development Strategy and Implementation Plan. The Scope of Work includes the following:
1) Evaluate and identify a sponsorship value on the department’s park properties, facilities and recreational programming; make recommendations.
2) Evaluation of department’s current fund development initiatives and programs; make recommendations.
3) Create Fund Development Plan – Sponsorships, Naming Rights, and Fundraising. 4) Create Implementation Strategy – Structure, Staffing, Administration, Timing, and Short/Long-Term Goals and Priorities.

On October 14, 2021, the Purchasing Division issued RFP INF 22-04 for the development of a Fund Development Plan and Implementation Strategy on Planet Bids via the City’s website.

Prospective bidders were also notified online and via email invitation of the bid opportunity.

Twenty-one (21) companies downloaded the RFB document.

On November 19, 2021, one proposal was received from GreenPlay, LLC. Staff deemed the proposal complete and compliant with the informal bidding process ($25,000-$50,000).

Effective January 1, 2022, GreenPlay, LLC will merge with Berry, Dunn, McNeil & Parker, LLC of Portland, Maine (“BerryDunn, LLC”). On the basis of providing the most qualified proposal, staff recommends awarding the Fund Development Plan and Implementation Strategy agreement for professional services to BerryDunn, LLC (formerly GreenPlay, LLC), in the amount of $49,999 plus a 10% contingency if needed, with the total amount not to exceed $54,998.

In accordance with Modesto Municipal Code Section 8-3.204(a), Exceptions to the Formal Bidding Requirements, the agreement is for professional services and, therefore, exempt from the bidding requirement. The approval for this type of professional service to BerryDunn, LLC conforms to Modesto Municipal Code 8-3-204, subsection (a) as they are providing professional services for the preparation of the Parks, Recreation and Neighborhoods Department’s Fund Development Plan and Implementation Strategy.

FISCAL IMPACT:

This agreement is fully funded in the Fiscal Year 2021-2022 Operating Budget. The goal of the Fund Development Strategy and Implementation Plan is to secure and increase alternative sources of revenue to fund parks ,trails, and facilities maintenance and amenities as well as to increase cost benefit recovery for current and expanded recreational programs and activities. #8..
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Safety and Communities Committee, January 10, 2022
Fund Development Strategy & Implementation Plan
Agreement with Berry, Dunn, McNeil & Parker, LLC

Page 3 of 3 ends

Revenue increases are projected to start small in Fiscal Year 2022-2023 and increase over the next several fiscal years.

Approved by:

Laurie A. Smith, Director of Parks, Recreation and
Neighborhoods Department
Joseph P. Lopez, City Manager
Attachments:

1. DRAFT Agreement – Berry, Dunn, McNeil & Parker, LLC
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1 STANDARD AGREEMENT

FOR CONSULTANT SERVICES
THIS AGREEMENT, made and entered into in the City of Modesto, State of California, this day of , 2022, (“Effective Date”) by and between the CITY OF MODESTO, a municipal corporation of the State of California, hereinafter referred to as "City", and Berry, Dunn, McNeil & Parker , a limited liability company, hereinafter referred to as "Consultant" (each sometimes referred to as “Party” and collectively referred to as “Parties”).

This Agreement is made with regard to the following recitals:

A. The City has determined that a Fund Development Plan and Implementation Strategy should be prepared for the City to assist in funding, sustaining, and improving Parks, Recreation and Neighborhoods Department parks, projects, activities, and facilities; and
B. GreenPlay, LLC responded to the City’s Informal Request for Proposal (RFP INF 22-04) and as of January 1, 2022, merged with, and now does business as Berry, Dunn, McNeil & Parker, LLC; and
D. Consultant represents that it is qualified, willing and able to provide the services to prepare said document(s).

NOW, THEREFORE, in consideration of this Agreement, and the mutual promises, covenants, and stipulations hereinafter contained, the parties agree as follows:

1. SCOPE OF SERVICES.

Consultant shall undertake and complete the preparation of the scope of work as prepared by GreenPlay, LLC and set forth and described in the documents attached #8..
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2 hereto and referred to as “Exhibit A" or "project". The Consultant shall perform the services as described in Exhibit A in a manner compatible with the standards of its profession, and shall produce a fully complete project that is acceptable to City.

2. TERM OF AGREEMENT.

This Agreement is effective as of the date first written above and will continue in effect until City's acceptance of and payment for all services authorized by City and performed by Consultant, unless terminated earlier in accordance with the provisions of the termination clause in this Agreement.

Consultant shall undertake and complete the preparation of the scope of work as set forth and described in the documents commonly referred to as “project” attached hereto as Exhibit "A" and made a part hereof. City hereby gives Consultant notice to proceed with the preparation of the project in the manner described in Exhibit "A", as of the Effective Date of this Agreement. Consultant shall diligently proceed with the preparation of the project and agrees to complete said preparation within the time period set forth in Exhibit A.

3. COMPENSATION.

Consultant agrees to accept a sum not to exceed $49,999 plus a 10% contingency, if needed for a total agreement amount not to exceed $54,998, as full remuneration for performing all services and furnishing all staffing and materials called for in Exhibit A and for performance by Consultant of all of its duties and obligations under this Agreement.

The Compensation shall be paid pursuant in the manner and at the times set forth below:
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3 City shall pay Consultant on a firm-fixed fee basis for Consultant’s actual costs for all work called for in Exhibit A of this Agreement. The firm-fixed fee is inclusive of all travel, reimbursables, and deliverables per each task. Consultant shall submit monthly invoices to City which shall include a brief description of the services provided and percentage of Scope of Work completed to date.

4. OBLIGATIONS OF CONSULTANT.

Throughout the term of this Agreement, Consultant shall possess, or secure all licenses, permits, qualifications and approvals legally required to conduct business.

5. PERFORMANCE BY KEY EMPLOYEE.

Consultant has represented to City that ___________________, will be the person primarily responsible for the performance of the services referred to in this Agreement.

City has entered into this Agreement in reliance on that representation by Consultant. Consultant therefore agrees that __________ percent (__ %) or more of the time to be devoted to the project that is the subject of this Agreement will be that of the above-named person.

6. OWNERSHIP OF DOCUMENTS/TITLE TO DATA.

Ownership of Documents
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4 All reports, drawings, designs, graphics, working papers and other incidental work or materials furnished hereunder shall become and remain the property of the City, and may be used by City as it may require without any additional cost to City. No reports shall be used by the Consultant for purposes other than this contract without the express prior written consent of City.

Title to Data
If, as a part of this Agreement, Consultant is required to produce data such as, but not limited to, drawings, plans, specifications, calculations, models, flow diagrams, visual aids and other related materials, the originals of all such data generated under this Agreement will be delivered to City upon the completion or termination of services under this Agreement.

7. NEWS AND INFORMATION RELEASE.

8. INTEREST OF CONTRACTOR.

Consultant warrants that it presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the #8..
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5 performance of services required to be performed under this Agreement. Consultant warrants that, in performance of this Agreement, Consultant shall not employ any person having any such interest. Consultant agrees to file a Statement of Economic Interests with the City Clerk at the start and end of this Agreement, if so required, at the option of City.

9. AMENDMENTS.

10. INDEPENDENT CONTRACTOR.

All acts of Consultant, its agents, officers, and employees and all others acting on behalf of Consultant relating to the performance of this Agreement, shall be performed as independent contractors and not as agents, officers, or employees of City. Consultant, by virtue of this Agreement, has no authority to bind or incur any obligation on behalf of City.

Consultant has no authority or responsibility to exercise any rights or power vested in the City.

No agent, officer, or employee of the City is to be considered an employee of Consultant. It is understood by both Consultant and City that this Agreement shall not under any circumstances be construed or considered to create an employer-employee relationship or a joint venture. #8..
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6 Consultant, its agents, officers and employees are and, at all times during the terms of this Agreement, shall represent and conduct themselves as independent contractors and not as employees of City.

It is understood and agreed that as an independent contractor and not an employee of City neither the Consultant or Consultant's assigned personnel shall have any entitlement as a City employee, right to act on behalf of the City in any capacity whatsoever as an agent, or to bind the City to any obligation whatsoever. #8..
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7 It is further understood and agreed that Consultant must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Consultant's personnel.

11. ASSIGNMENT.

Neither this Agreement nor any portion thereof shall be subcontracted or assigned without the express prior written consent of the City in each and every instance.

12. PATENT/COPYRIGHT MATERIALS.

13. NOTICES.

Notice required by this Agreement shall be given in writing and shall be deemed given and effective upon receipt provided that such are delivered in accordance with the provisions of this Section. Notices shall be delivered either by: (a) personal delivery (including delivery by an overnight courier service which obtains confirmation of receipt); or (b) by facsimile, provided that such transmission is followed by delivery by an overnight courier service which obtains confirmation of receipt; or (c) postage prepaid, return receipt requested, certified mail; or (d) by electronic transmission subject to reasonable proof that the notice was both transmitted and received. Each such notice shall be sent to the parties at the address #8..
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8 respectively set forth below or to such other address as a party may designate by written notice given in accordance with the provisions of this Section:

FOR CONSULTANT: Name:

Address:

Attention:

Phone: ( )
Facsimile: ( )
FOR CITY: Name: City of Modesto
Address: P.O. Box 642
Modesto, CA 95353
Attention: Laurie A. Smith
Phone: (209) 577-5347
Email: [email protected]

14. INSURANCE REQUIREMENTS.

The Consultant shall provide at its own expense and maintain at all times the following insurance with insurance companies licensed in the State of California and shall provide evidence of such insurance to the City as may be required by the Risk Manager of the City. The policies or certificates thereof shall provide that, thirty (30) days prior to cancellation or material change in the policy, notices of same shall be given to the Risk Manager of the City by certified mail, return receipt requested, for all of the following stated insurance policies. (a) Worker's Compensation - in compliance with the statutes of the State of California, plus employer's liability with a minimum limit of liability of $1,000,000. (b) General Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and $1,000,000 property damage or $1,000,000 for combined single limit. If commercial general liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this #8..
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9 project/location or the general aggregate limit shall be twice the required occurrence limit. This insurance shall indicate on the certificate of insurance the following coverages and indicate the policy aggregate limit applying to: premises and operations; broad form contractual; independent consultants and subcontractors; products and completed operations. (c) Automobile Liability insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and $1,000,000 property damage or $1,000,000 combined single limit. This insurance shall cover any automobile for bodily injury and property damage.
(d) Professional Liability (Errors and Omissions) insurance with a minimum limit of $2,000,000 per claim, $4,000,000 aggregate. If coverage is on a claims made basis it shall be maintained for at least three (3) years following completion of the work.

If at any time any of said policies shall be unsatisfactory to the City, as to form or substance, or if a company issuing such policy shall be unsatisfactory to the City, the Consultant shall promptly obtain a new policy, submit the same to the Risk Manager for approval and submit a certificate thereof as hereinabove provided. Upon failure of the Consultant to furnish, deliver or maintain such insurance and certificates as above provided, this Agreement, at the election of the City, may be forthwith declared suspended or terminated.

Failure of the Consultant to obtain and/or maintain any required insurance shall not relieve the Consultant from any liability under this Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the obligations of the Consultant concerning indemnification. The City, its agents, officers, employees, and volunteers shall be named as an additional insured on all insurance policies required herein, except Workers' Compensation and Professional Liability. Consultant shall provide City with separate endorsements evidencing #8..
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10 proof of the City’s additional insured status as to both the general liability and automobile liability policies. The Workers' Compensation insurer shall agree to waive all rights of subrogation against the City, its agents, officers, employees, and volunteers for losses arising from work performed by Consultant for the City. In addition, Consultant shall provide City with a Workers Compensation subrogation waiver by way of a separate endorsement. The Consultant's insurance policy(ies) shall include a provision that the coverage is primary as respects the City; shall include no special limitations to coverage provided to additional insured; and, shall be placed with insurer(s) with acceptable Best's rating of A:VII or with approval of the Risk Manager. The Consultant must deliver certificates evidencing existence of the insurance listed above to the City prior to the time the contract is signed.

All endorsements referenced above must include the applicable policy number.

15. TERMINATION OF AGREEMENT.

Termination by City for Convenience
The City may also terminate the Consultant's performance under the Agreement, either in whole or in part, at its own discretion, or when conditions encountered during the Work make it impossible or impracticable to proceed, or when the City is prevented from proceeding #8..
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11 with the Agreement by act of God, by law, or by official action of a public authority, or upon a determination by the City that such termination is in the best interest and convenience of the City, or whenever the City is prohibited from completing the Work for any reason. The City shall provide no less than ten (10) calendar days written notice of its intent to terminate the Agreement for convenience, and shall endeavor to provide the Consultant with consultation with the City prior to termination.

Termination by City for Lack of Budgeted Funds
The City may terminate this Agreement effective July 1 of any given year upon the City’s determination to not appropriate sufficient funds for this Agreement for the ensuing fiscal year. In such event City shall give Consultant not less than thirty (30) days written notice of termination.

Termination by City of Consultant’s Tax Status
If City determines that Consultant does not meet the requirements of federal and state tax laws for independent contractor status, City may terminate this Agreement by giving written notice to Consultant. The termination shall be the effective date of the notice.

Post-Termination Procedure
If this Agreement is terminated pursuant to this Section, Consultant shall:
a. Cease its work as directed in the notice of termination as of the termination date and see to it that its employees, subconsultants and agents are notified of such termination and act as specified in the notice of termination;
b. Terminate all orders and Subcontractors except as necessary to complete any portion of the Work that is not terminated; #8..
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12 c. If directed in writing by the City to do so, assign all right, title and interest in subcontracts and materials in progress to City, in which case the City will have the right at its discretion to settle, or pay any or all claims arising out of the termination of such subconsultants, but in no event shall recovery by any Consultant or subconsultant include lost profits for portions of the Work not completed or undertaken, including materials not delivered; d. Deliver or otherwise make available to the City all data, drawings, specifications, reports, estimates, summaries and such other information and material as may have been accumulated by the Consultant in performing the Work whether completed or in process; e. Settle outstanding liabilities and claims, subject to the approval of City;
f. Complete performance of such part of the Work as has not been terminated;
g. Take such other actions as may be necessary, or as may be directed by the City for the protection and preservation of the Work and/or property related to the Work;
h. If City so requests, and at City's cost, Consultant shall provide sufficient oral or written status reports to make City reasonably aware of the status of Consultant's work on the project. i. The Consultant understands and agrees that City may, in City's sole discretion, refuse to pay Consultant for that portion of #8..
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13 Consultant's services which were performed by Consultant on the project prior to the termination date and which remain
unacceptable and/or not useful to City as of the termination date.

City will pay Consultant an amount based on the percentage of satisfactory work completed in accordance with the notice of termination. If the Agreement is terminated pursuant to the subparagraph entitled Termination by City for Default by Consultant, Consultant understands and agrees that City may, in City’s sole discretion, refuse to pay Consultant for that portion of the Consultant’s services which were performed by Consultant on the project prior to the termination date. The final payment to the Consultant after termination for convenience shall be limited to amounts due and owing under the Agreement at time of termination, including the following:
a. The cost of settling and paying valid claims arising out of the termination of the Work such as subconsultant agreements or contracts for materials;
b. The Agreement price allocable to the portion of the Work properly performed or goods supplied to the work site by the Consultant as of the date of termination, as determined in accordance with the notice of termination, reduced by any sums previously paid to the Consultant.

16. CERTIFIED PAYROLL REQUIREMENT.

For consultants performing field work on public works contracts on which prevailing wages are required: The Consultant shall comply with the provisions of Section 1776 #8..
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14 of the California Labor Code, regarding payroll records, and shall require its subconsultants and subcontractors to comply with that section as may be required by law.

17. INDEMNITY.

The Consultant shall hold the City, its agents, officers, employees, and volunteers, harmless from and save, defend and indemnify them against any and all claims, losses, liabilities, judgments or damages from every cause, including but not limited to injury to person or property or wrongful death, including reasonable costs and expenses of defense of any judicial or administrative action, arising directly or indirectly out of any negligent or intentional act or omission of Consultant, or its agents, officers, employees, or volunteers relating to or during the performance of its obligations under this Agreement.

Consultant's obligation to defend, indemnify, and hold the City, its agents, officers, and employees harmless under the provisions of this paragraph is not limited to or restricted by any requirement in this Agreement for Consultant to procure and maintain a policy of insurance.

18. ENTIRE AGREEMENT.

21. WAIVER.

The waiver by any party to this Agreement of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.

22. AUDIT.

23. GOVERNING LAW.

This Agreement shall be governed according to the laws of the State of California.

24. HEADINGS NOT CONTROLLING.

Headings used in the Agreement are for reference purposes only and shall not be considered in construing this Agreement.

25. COMPLIANCE WITH LAWS.
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16 Consultant shall insure compliance with all safety and hourly requirements for employees, in accordance with federal, state, and county safety and health regulations and laws. Consultant shall fully comply with all applicable federal, state, and local laws, ordinances, regulations and permits.

26. CITY BUSINESS LICENSE.

Consultant will have a City of Modesto business license. #8..
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17 IN WITNESS WHEREOF, the City of Modesto, a municipal corporation, has authorized the execution of this Agreement in duplicate by its City Manager and attestation by its City Clerk under authority of Resolution No. 2022- , adopted by the Council of the City of Modesto on the day of , 2022, and Berry, Dunn, McNeil & Parker, a limited liability company has caused this agreement to be duly executed in duplicate as of the Effective Date.
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18 Exhibit “A”

GREENPLAY, LLC
City of Modesto Fund Development Plan and Implementation Strategy

SCOPE OF WORK
I. PROJECT UNDERSTANDING
The City of Modesto is seeking assistance in the
development of a Parks and Recreation Fund
Development Plan and Implementation Strategy to serve
as a guide for sustainable funding into the future. This plan will provide you with the methodology for valuation of your assets for sponsorship and a good start on the
actual valuations, and will help you identify alternative funding sources, which may include partnerships, grants, and other non-traditional options.

The City of Modesto is the County Seat of Stanislaus
County and is home to about 218,500 people. As part of
the San Jose-San Francisco-Oakland Metropolitan area,
Modesto offers a vibrant downtown with shopping,
dining, and other amenities.

MISSION
Tocreatecommunityandenhance
neighborhoods, through people,
parks,programsandfacilities.

The City’s Parks, Recreation, and Neighborhoods
Department operates and maintains 76 parks with over
500 acres of turf, 7 splash pads, 44 tennis courts, over 15 miles of bike paths. Other park features include an
outdoor amphitheater, playgrounds, picnic pavilions,
ballfields, soccer fields, basketball courts, volleyball courts, skate parks, dog parks, splash pads, disc golf
course, horseshoe pits, and wading pool. There are also community centers and facilities; sports, convention and historical facilities; a wide variety of classes and
recreational programming for all ages; and many
opportunities for park and facility rentals. Each of these provide an opportunity to consider for sponsorship.

The Department, similar to many across the country,
has experienced an increase in demand for facilities,
programs and services, and at the same time a decrease in funding. Particularly with the impacts of the pandemic, the resultant lack of resources to produce
services, operate facilities and make capital
improvements is widespread with much competition
from all service sectors for those limited resources at the local, state, and national level. We appreciate the Department’s determination to take pro-active steps
to reduce its dependence on the City’s General Fund
and secure the future of its service and programs
through a much more self-sufficient approach.

We recognize that the City would like this planning effort to be completed within 60 days in order to meet
budgeting deadlines for the next fiscal year. Our team has the experience necessary to hit the ground
running. Along with a long history of working in and with local government agencies and other public agencies, we bring direct expertise in sponsorship valuation for public parks and recreation; many years of collective experience as high-level parks and recreation administrators; strong familiarity and expertise in funding, revenue and cost
recovery policy development and implementation, and
partnerships along with traditional and alternative
funding sources; and experience in understanding and
applying relevant federal, state and local laws and
regulations.

Through our virtual meeting methodologies, we have the
ability to attend meetings with City staff and
citizens as needed, our assigned project staff is excited about this project and committed for the duration of the contract in proposed capacities, and we have a proven
track record of responsiveness to requests from our
clients for information, materials, and meeting requests. #8..
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19 The following Scope of Work details the steps that we will take to complete the plan.

A. STRATEGIC KICK-OFF (SKO) MEETING
Within 10 days of selection and award, our GreenPlay
team will provide a Detailed Work Plan to the Project
Team for discussion at a Strategic Kick-Off Meeting. We will review the details of the work plan and formalize the timeline and details of the Project and allow our team to become more familiar with your agency, its structure, and current practices and policies related
to cost recovery and resource allocation. Agenda will
include:
• Discussion of Critical Success Factors for this
project.
• Refining project scope including clarification of
expectations, desired project outcomes, uses,
and goals; specific staff involvement and
responsibilities; and logistics for each step.
• Confirming lines of communication, point of
contact, level of involvement by City leaders
and staff, and other related project
management details.
• Establishing a communications plan to keep all
stakeholders informed throughout the process.
• Determining staff, stakeholder and future
collaborator participation, along with defining
desired role of any advisory groups and/or City
Council.
• Determining meeting attendance and
submitting periodic written progress status
reports to the City.
• Fulfilling a document request list for staff to
provide necessary information not already
provided in the RFP.
• Understanding current budgeting and cost
recovery methods and data resources to
ensure the study will be both accurate and
appropriate to the City’s needs.
• Understanding of current pricing, resource
allocation structures, and current
sponsorships.
• Confirming project deliverables.
• Answering any questions pertaining to the
successful development of the study.

B. SPONSORSHIP VALUATION
Caravel Marketing will lead this task and will also
participate in other aspects of the project to ensure
a cohesive approach. For this task we will evaluate
and begin to identify sponsorship values on the
department’s park properties, facilities, and
recreational programming using best practices and we
make recommendations for next steps to complete
valuation for the Department’s full inventory potential.

We believe the key to sponsorship success is a smart
sales plan, a solid sales process, and a pricing model, applied with a sales discipline aimed at building
customized and creative programs collaboratively.

Pricing and valuation of sponsorship programs is the
#1 challenge in the sponsorship industry. There is no
magic formula, short-cut, or easy answer to
evaluating a sponsorship; however, we have developed a
proprietary model to make this process more
manageable, and the value more accurate and reliable.

The true valuation of sponsorship is an art and science.

Often the value is not apparent until the intangible
benefits, marketing assets, and market conditions
are evaluated collectively. We customize our model
to reflect the uniqueness of each partnership to
determine the fair market value of the partnership.

The most successful sponsorship programs are highly
customized based on the sponsors objectives and
strategic initiatives. This level of customization requires a creative approach, broad marketing understanding, full
integration across all platforms and channels, and
innovative thinking.

To evaluate and identify a sponsorship value on
the department’s park properties, facilities, and
recreational programming Caravel will:
• Share best practices and industry trends
• Offer suggestions to maximize partnership
opportunities and increase the value
• Share an overview of sponsorship spending
and notable sponsorship programs
• Gather information from similar partnerships
in the park and recreation space
• Review selected sponsorship agreements
• Evaluate the current sponsorship assets and
benefits
• Assess the historical sponsorship efforts and
results
• Facilitate a discovery session
• Provide an insights and recommendations
report with budget goal recommendations
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20 Within the time limitation for this project and our
proposed fee, we will:
• Include a full inventory of opportunities with a
“readiness” ranking for valuation
• Develop a valuation for key opportunities
receiving a high readiness ranking
• Use the initial valuation information to inform
the 2022-2023 budget and project future
potential
• Provide recommendations for next steps to
complete valuation for the Department’s full
inventory potential
This will not include detailed valuation of all sites, but will include conceptual potential and general
advisement of key sites and categories.

C. EVALUATE CURRENT FUND DEVELOPMENT

INITIATIVES AND PROGRAMS
GreenPlay will lead this task and will participate in
other aspects of the projects and be responsible
overall for all tasks and team members and the
successful completion of this project. For this
task we will evaluate the department’s current fund
development initiatives and programs, make
recommendations and/or update as appropriate.

Our GreenPlay team believes deeply in creating an
in-depth, efficient, open, and stakeholder-focused
input process as part of all planning projects. We work quickly with staff and stakeholders to discern culture and to make necessary contacts to obtain and move forward
with reliable information. While we provide national
expertise, process, and experienced project management
to produce the desired deliverables,
we will work with your team and other stakeholders to
help guide the process and provide important
knowledge and input as they will bring first-hand
knowledge of local issues and concerns that will assist in producing useful and pertinent feedback.

Through our comprehensive approach to cost recovery
we address every aspect of resource allocation including both use of tax resources and earned revenue
generation. We will:
• Review and evaluate all relevant existing
policies and practices of the Department
• Review and evaluate all existing fund
development initiatives including Leisure
Bucks financial assistance program, the
Parks Partners Program and the Stanislaus
Community Foundation Donations, and others
that might exist.
• Develop and maintain a strong, enabling
relationship with Parks, Recreation, and
Neighborhoods staff and partners to
collaboratively achieve the task components of
the project.
• Seek staff and key stakeholder engagement on
the effectiveness, efficiencies, understanding,
and consistency of use of the existing policies,
practices and initiatives, and identify missing
elements.
• Apply our knowledge and expertise to make
recommendations regarding existing and
potential new policies, practices and initiatives
to meet the goals of the Department.
• Perform a revenue analysis and recommend
innovative strategies based on our inventory
of well over 100 revenue generating ideas
gathered from around the country.

D. CREATE FUND DEVELOPMENT PLAN
GreenPlay will lead this task creating a comprehensive
Fund Development/Corporate and Private Sponsorship
Program Plan and including cost recovery and pricing
strategy and guidelines for sponsorships, partnerships, donations, and pledges). With integration of the findings of the previous two tasks, the plan will address:
• Purpose of the Plan – Why are we looking
at sponsorship and alternative revenue
generation?
• Discussion of the background, breadth of
guidelines, etc.
• Inventory of Key Assets – What might be
included in Sponsorship Offerings
• Policies, including but not limited to:
• Cost Recovery Policy
• Fundraising Policy
• Naming Rights Policy
• Partnership Policy
• Sponsorship Policy
• Room/Facility Rental Policy
• Reference to Program and Rental Fees
• Market Analysis – including an overview of the
City demographics and potential users of the
key identified sites
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21 • Potential Sponsorship Tiering Structure – a
conceptual estimate of the range of levels of
sponsorships that may be available.
• Potential Partner / Sponsor review – based on
information gleaned from staff, users, and a
cursory view of the City’s situation. This will not
include procurement of partners/sponsors, but
recommendations will be made regarding
potential next steps.
• Outline for Sponsorship Procurement Guidelines
–including a format for internal review of
applicability, authorization levels and steps, and
an outline of Guiding Questions for procurement.

E. CREATE FUND DEVELOPMENT PLAN STRATEGY
MRG will lead this task and will also participate in all phases of the project to ensure that there is a cohesive understanding for the planning and implementation of
the revenue and fund development program. We will
• Gather and review the current organizational
structure, comparable agency data, budgets
and fiscal documents.
• Consider current best practices and trends in
the revenue and marketing efforts in similar
communities.
• As with all our work, we rely on staff’s
knowledge, expertise, and effective collaboration
on every project. Throughout the requested
project services, we will collaborate with the
Executive team and identified stakeholders or
other departments.

Program Administration, Structure, Staffing and
Oversight
We will review the current staffing and organizational
structure and align recommendations with the goals
and priorities set forth in the Fund Development plan.

Consideration will be given to multiple options
including but not limited to:
• Redefining job descriptions/positions
• Identifying options for streamlining budgets
• Highlighting partnerships, and
• Defining opportunities for increasing revenues.

Following review of the Modesto Revenue Manual and
other documents, we will provide an analysis of fiscal
trends and merge program administration and
oversight with budget parameters.

We will outline program oversight and administration
that meets best practices and fiscal parameters.

DELIVERABLE: Administrative Report
Roll-Out – Timelines and Revenue Projections
We will recommend project timelines and revenue
projections that are sustainable and also meet shortterm and long-term goals. The timeline will be created to allow initial implementation within the first budget cycle following completion of the project and plan.

The project team will develop a phasing plan that meets the City’s expectations for adding new revenue streams
to the Department budget.

To ensure early success and sustainability the project
team will work with the entire consulting team to
identify “quick wins.” We will outline a plan that
enables opportunities for success within the
administrative capacity of the comprehensive program.

Revenue projections will align with the administration
and oversight of the full program.

DELIVERABLE: Administrative Report with Timeline
Short and Long-Term Goals/Priorities
Working with the consulting team and executive
staff, we will develop a matrix to identify goals and
priorities. The matrix will outline next steps,
recommended projects and be listed in priority order. It will also consist of a phasing plan using the agreed upon short-term and long-term goals.

DELIVERABLE: Matrix Document
F. PRESENTATION OF REPORT
GreenPlay will present (in-person) with the Parks and
Recreation Department and City Council in person
or virtual if COVID -19 restrictions prevent in-person
meetings.

Deliverables
We will provide the City with an electronic copy of the final report in a PDF or other format consistent with your software. This include:
• Documentation for sponsorship valuation
• Recommendations to be considered
• An Implementation Strategy and action plan
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II. PROJECT BUDGET
TASKS GreenPlay MRG Caravel
Marketing Total Hours
TASK A: Strategic Kick-Off, and Determination of
Critical Success Factors $2,048 $2,048 14
TASK B: Sponsorship Valuation $945 $15,000 $15,945 106
TASK C: Evaluate Current Fund Initiatives $5,224 $5,224 35 TASK D: Create Fund Development Plan $6,405 $6,405 43
TASK E: Fund Development Plan Implementation
Strategies $1,103 $13,500 $14,603 97
TASK F: Draft Plan and Presentations $5,775 $5,775 39
Totals $21,499 $13,500 $15,000 $49,999 334
This project is billed as Firm-Fixed Fee, meaning that all travel, reimbursables, and deliverables are built into the per task cost.

Fee Basis
GreenPlay does not bill on an hourly basis. We have established an inclusive fee schedule that covers the salaries of our professional project staff and of support staff who enable them to function effectively and efficiently. We consider the prevailing rates in our industry and the level of specialized expertise that we provide.

For projects which require more than 100 hours of work, GreenPlay proposes using a Firm-Fixed Price model for compensation. This means that the contract is based on a projected number of hours, but the compensation is actually based on the completion of pre-determined contracted tasks identified in the Scope of Work and within a pre-specified timeline.

This typically works well for the client, ensuring that all work is accomplished regardless of the time required to complete each task. In the event that the contracted Scope of Work is changed by the client during the project, GreenPlay can adjust total contract fees accordingly based on our regular hourly rates. This project is proposed as a Firm-Fixed Fee project; therefore, individual hourly rates and projected number of hours are not applicable.

Our rates include:
 All deliverables as outlined in the Scope of Work.
 Professional staff, sub-consultant, and administrative salaries.  All office overhead, equipment, utilities, and consulting insurances.  Taxes, employee benefits, and Worker’s Compensation.
 Administrative support staff and supplies, and local travel.  Work Products and meetings as outlined in the Scope of Work.  All travel costs are built into the firm-fixed fee.

Rates do not include:
 Materials and services outside of the pre-specified Scope of Work (may include extra meetings, requested copies and printing of work products).
 Geotechnical services and reports.
 Topographic and boundary surveys (site surveys).
 Site Testing.
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 Project related legal and safety consultant services
 Permits and fees borne by the agency.
 Detailed schematic and construction documents.

Additional Services: If Requested
GreenPlay’s rate for additional services is based on an average of $150 per hour if not proposed as “firm-fixed fee.” For sub-consultants, hourly rates range from $60 to $150 per hour, depending on the task. As this project is based on a firm-fixed fee, our consultants will dedicate the necessary time to complete the project. Our sub-consultant team members set their hourly rates according to their individual firm fee schedules. While the hourly rates may sound high, when considering the costs for implementing additional experienced and professional full- time staff, benefits, insurances, office space, computers and equipment, support staff, utilities, etc., we find that this rate is usually comparable to or lower than what an agency would spend for in-house staff. An additional benefit is that when the project is finished, the expense ends. GreenPlay typically submits an invoice for payment to the project manager/primary contact person on a monthly basis. Each invoice includes a brief description of the services provided and percentage of Scope completed to date. Invoices past due over 60 days will accrue 1.5% interest per month. Other structures for compensation and payment can be negotiable prior to contract award.

Project Delay Fee
GreenPlay will work with your project team to jointly lay out an achievable schedule during contracting and detailed during the SKO. There is a cost to GreenPlay if the project is delayed beyond the accepted contracted schedule end date, so we will work diligently with you to achieve it. We expect prompt responses and to keep milestones for approval points. If the project is delayed due to Borough requests or non-response, we may request additional fees to do so. Typically, this fee is around 10% of remaining budget for each month of client caused delays. We are happy to help keep this project on schedule, and value open and transparent conversations about how to best do so throughout the project.

III. PROJECT BUDGET

PROPOSED SCHEDULE
Week One Strategic Kick Off and Collection of Background Information Week Two - Five Valuation of Sponsorships and Current Funding Analysis Week Six - Seven Create Fund Development Plan and Implementation Strategies Week Seven Deliver and Present Draft and Final Plan
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Safety and Communities CommitteeJanuary 10, 2022

Safety and Communities Committee
January 10, 2022