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HomeMy WebLinkAboutReso 125-92 Stephens FinDirRESOLUTION NO. 125 - 92 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN APPROVING AN AGREEMENT FOR INTERIM FINANCE DIRECTOR SERVICES WHEREAS, the City of Dublin will have a vacancy in the position of Finance Director beginning November 6, 1992; and WHEREAS, in order to provide supervision of the Finance functions and adequately maintain records, professional level services are required on an interim basis; and WHEREAS, the non-profit firm of Public Service Skills Inc., specializes in coordinating temporary assignments for public agencies; and WHEREAS, City Staff has identified a Consultant who has the background and experience to meet the City of Dublin needs for a temporary Finance Director; and WHEREAS, it is projected that the net savings versus Consultant costs will not require any additional appropriation. the NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin does hereby authorize the City Manager to execute the agreement with Stanley F. Stephens, Jr., as shown in Exhibit A, attached hereto and by reference made a part hereof. PASSED, APPROVED AND ADOPTED this 9th day of November, 1992. AYES: Councilmembers Burton, 'Howard, Jeffery, Moffatt, & Mayor Snyder NOES: None ABSENT: None ABSTAIN: None PSR/1 ss a: Reso125. agenda#10 GENERAL PROVISIONS STANDARD CONTRACTUAL SERVICES AGREEMENT THIS AGREEMENT is made at Dublin, California, as of November 9, 1992, by and between the CITY OF DUBLIN, a municipal corporation ("CITY"), and STANLEY F. STEPHRNS, JR., ("CONTRACTOR"), who agree as follows: 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, CONTRACTOR shall provide to .CITY the services described in Exhibit A. CONTRACTOR shall provide said services at the time, place and in the manner specified in Exhibit A. 2. PAYMENT. CITY shall pay CONTRACTOR for services rendered pursuant to this Agreement at the time and in the manner set forth in Exhibit B. The payments specified in Exhibit B shall be the only payments to be made to CONTRACTOR for services rendered pursuant to this Agreement. CONTRACTOR shall submit all billings for said services to CITY in the manner specified in Exhibit B; or, if no manner be specified in Exhibit B, then according to=the usual and customary procedures and practices which CONTRACTOR uses for billing clients similar to CITY. 3. FACILITIES AND EOUIPMENT. Except as set forth in Exhibit C, CONTRACTOR shall, at its sole cost and expense, furnish all facilities and equipment which may be required for furnishing services pursuant to this Agreement. CITY shall furnish to CONTRACTOR only the facilities and equipment listed in Exhibit C according to the terms and conditions set forth in Exhibit C. AGREEMENT Page I of 2 4. GENERAL PROVISIONS. D are part of this Agreement. said general provisions and any other terms or conditions of Agreement, the other term or condition shall control insofar as inconsistent with the general provisions. The general provisions set forth in Exhibit In the event of any inconsistency between this it is 5. EXHIBITS. All exhibits referred to herein are attached hereto and are by this reference incorporated herein. 6. CONTRACT ADMINISTRATION. This Agreement shall be administered by City Manager ("ADMINISTRATOR"). All correspondence shall be directed to or through the ADMINISTRATOR or his or her designee. 7. NOTICES. Any written notice to CONTRACTOR shall be sent to: Mr. Stanley F. Stephens, Jr. 5593 Terra Granada Drive, #2A Walnut Creek, CA 94595 Any written notice to CITY shall be sent to: Mr. Richard C. Ambrose City of Dublin 100 Civic Plaza Dublin, CA 94568 Executed as of the day first above stated: Attest Approved as to form: y Attorney AGREEMENT Page 2 of 2 CITY OF DUBLIN a munici al corp ration By iC EXHIBIT A SCOPE OF SERVICES 1. GENERAL. CONTRACTOR shall function and assist CITY providing services as an Interim Finance Director on a temporary basis. The estimated work effort required is 30 hours per week over a four month period. The actual length of the assignment and work hours required may. vary and shall be subject to approval by City Manager. 2. ADMINISTRATION. Review and oversight of financial reporting, accounts receivable, accounts payable, business license, payroll, and purchasing. The CONTRACTOR shall exercise the duties in a manner which assures that necessary information and reports are accurate. 3. ACCOUNTING. CONTRACTOR shall be responsible for complex accounting responsibilities; including preparation of journal vouchers and adjustments typically provided by a professional level accountant. CONTRACTOR shall assure that necessary documentation of accounting entries is adequate. 4. TREASURY. CONTRACTOR shall advise CITY as to opportunities for investment of City Funds in accordance with State Law and the Investment Policy adopted by City Council. Any decision to initiate an investment shall be subject to approval by City Manager and in accordance with City of Dublin Finance Department Standard Operating Procedures. CONTRACTOR shall also advise as to when cash flow requirements dictate the need to move monies between established City Accounts. CONTRACTOR shall also review bank reconciliations for accuracy and completeness. Upon authorization from the City Manager, CONTRACTOR shall transactions as an agent of the CITY. EXHIBIT A Page 1 of 2 be authorized to complete 5. DATA PROCESSING. CONTRACTOR shall assist with oversight of Data Processing needs associated with the scope of this agreement. This may include entry of information, as well as review of data and production of reports. Upon request by City Manager, CONTRACTOR may be asked to review and provide recommendations on related issues. 6. SPECIAL PROJECTS. As determined by the City Manager, CONTRACTOR may be requested to provide assistance with special assignments. This may include but is not limited to: studies of alternative organizational structures; review of specialized financing studies; and preparation of special reports (i.e. mid-year forecast, preliminary budget information). 7. OTHER DUTIES. As mutually agreed by CONTRACTOR and City Manager, other duties may also be undertaken pursuant to the terms of this agreement. EXHIBIT A Page 2 of 2 EXHIBIT B PAYMENT SCHEDULE 1. RATE OF PAY. The base rate of pay to the CONTRACTOR shall be fifty dollars ($50.00) per hour worked performing services pursuant to this Agreement. It is estimated that the total amount paid pursuant to this contract will not exceed the sum of Twenty-Three Thousand Five Hundred and Fifty dollars ($23,500). This estimate is based on an estimated average 30 hour work week over a four-month assignment. 2. OUT-OF-POCKET/MILEAGE EXPENSES. CONTRACTOR shall be reimbursed for mileage to and from meetings at the rate of twenty-five cents ($.25) per mile. Attendance at meetings shall be subject to approval by City Manager. CITY shall reimburse the direct cost, if any, of a performance bond or endorsement to existing City Performance Bonds as determined by City Manager. 3. HOURLY RATE - ALL-INCLUSIVE. The hourly base rate shall be inclusive of wages, benefits, insurance, taxes, any overhead including profit, and transportation/mileage expenses (exclusive of those defined in Section 2 above). 4. ADDITIONAL SERVICES. CITY shall make no payment for any extra, pofurther or additional service pursuant to this Agreement unless such extra service and the price therefor is agreed to in writing executed by the City Manager. Authorization shall be obtained prior to the time such extra service is rendered. EXHIBIT B Page I of 2 5. TERMINATION. The services to be provided under this Agreement may be terminated without cause at any point in time in the sole and exclusive discretion of CITY. In this event, CITY shall compensate the CONTRACTOR for all outstanding costs incurred as of the date of written notice thereof and shall terminate this Agreement. The CONTRACTOR is not authorized to perform any services or incur any costs whatsoever under the .terms of this Agreement until receipt of a fully executed copy from the City of Dublin. EXHIBIT B Page 2 of 2 EXHIBIT C CITY shall furnish physical facilities such as desks, filing cabinets, and conference space, as may be reasonably necessary for CONTRACTOR'S use while consulting with CITY employees and reviewing records and the information in possession of CITY. The location, quantity, and time of furnishing said physical facilities shall be in the sole discretion of CITY. CITY agrees to provide adequate clerical support services to the Finance Director function as mutually agreed' upon by CITY and CONTRACTOR. CITY shall also provide long distance telephone or other communication charges and reproducation facilities as they may directly relate to the services provided under this agreement. EXHIBIT C Page 1 of I EXHIBIT D INDEPENDENT CONTRACTOR. At all times during the term of this Agreement, CONTRACTOR shall be an independent contractor and shall not be an employee of CITY. CITY shall have the right to control CONTRACTOR only insofar as the results of CONTRACTOR'S services rendered pursuant to this Agreement; however, CITY shall not have the right to control the means of which CONTRACTOR accomplishes services rendered pursuant to this Agreement. LICENSES; PERMITS; ETC. CONTRACTOR represents and warrants to CITY that he has all licenses, permits, qualifications and approvals of whatsoever nature which are legally required for CONTRACTOR to practice his profession. CONTRACTOR represents and warrants to CITY that CONTRACTOR shall, at his sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for CONTRACTOR to practice his profession. TIME. CONTRACTOR shall devote such time to the performance of services pursuant to this Agreement as may be reasonably necessary for satisfactory performance of CONTRACTOR'S obligations pursuant to this Agreement. INSURANCE REQUIREMENTS. CONTRACTOR 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 the CONTRACTOR, his agents, representatives, employees or subcontractors. The cost of such insurance shall be included in the CONTRACTOR'S bid. Exhibit D Page I of 6 (a) Minimum ScoPe of Insurance. as: (1) (2) (3) (b) Minimum Limits of Insurance. Coverage shall be at least as broad Insurance Services Office form number GL 0002 (Ed.1/73) covering comprehensive General Liability and Insurance Services. Office form number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage ("occurrence" form CG 0001.) Insurance Services Office form number CA 0001 (Ed. 1/78) covering Automobile Liability, code 1 "any auto" and endorsement CA 0025. Workers' Compensation Insurance as required by the Labor Code of the State of California and Employers Liability Insurance. CONTRACTOR shall maintain limits no less than: (1) General Liability: $500,000 single limit per occurrence for bodily injury, personal injury and $100,000 single limit for 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. (2) Automobile Liability: $500,000 single limit per accident for bodily injury and $100,000 single limit for property damage. Exhibit D Page 2of 6 (c) (d) (3) Workers' Compensation and Employers Liability: Workers' Compensation limits as required by the Labor Code of the State of California and Employers Liability limits of $1,000,000 per accident. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the CITY. At the option of the CITY, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the CITY., its officers, officials and employees; or the CONTRACTOR shall procure a bond guaranteeing payment of losses and related investigations, expenses. Other Insurance Provisions. claim administration and defense It is understood that the insurance coverage provided by CONTRACTOR shall meet the following criteria: (1) General Liability and Automobile Liability Coverages. a. The CONTRACTOR'S insurance coverage shall be primary insurance as respects the CITY, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the CITY, its officers, officials, employees or volunteers shall be excess of the CONTRACTOR'S insurance and shall not contribute with it. b. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the CITY, its officers, officials, employees or volunteers. Exhibit D Page 3 of 6 (e) (f) (g) c. The CONTRACTOR'S insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (2) All Coverages. Each insurance policy required by this clause shall not be suspended, voided, cancelled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the CITY. In the event CONTRACTOR receives such notice from insurance provider, CONTRACTOR shall provide CITY with evidence of replacement coverage, prior to performing additional services. Acceptability of Insurers. Insurance is to be placed with insurers which are deemed acceptable by CITY. Verification of Coveraqe. CONTRACTOR shall furnish CITY with certificates insurance effecting coverage required by this clause. The certificates for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificates are to be received and approved by the CITY before work commences. The CITY reserves the right to require complete, certified copies of all required insurance policies, at any time. Subcontractors. CONTRACTOR does not anticipate the use of any subcontractors. CONTRACTOR shall include all subcontractors as insureds under its policies or shall furnish separate Exhibit D Page 4 of 6 certificates for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. (h) The Risk .Manager of CITY may approve a variation in those insurance requirements upon a determination that the coverages, scope, limits and forms of such insurance are either not commercially available or that the CITY's interests are otherwise fully protected· CONTRACTOR NO AGENT·' Except as CITY may specify in writing, CONTRACTOR shall have no authority, express or implied, to act on behalf of CITY in any capacity whatsoever as an agent· CONTRACTOR shall have no authority, express or implied, pursuant to this Agreement to bind CITY to any obligation whatsoever· ASSIGNMENT PROHIBITED. No party to this Agreement may assign any right or obligation pursuant to this Agreement. Any attempted or purported assignment of any right or obligation pursuant to this Agreement shall be void and of no effect. STANDARD OF PERFORMANCE. CONTRACTOR shall perform all services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which CONTRACTOR is engaged in the geographical area in which CONTRACTOR practices his profession. All instruments of service of whatsoever nature which CONTRACTOR delivers to CITY pursuant to this Agreement shall be prepared in a substantial, first class and workmanlike manner and conform to the standards of quality normally observed by a person practicing in CONTRACTOR's profession· EXHIBIT D Page 5 of 6 HOLD HARMLESS AND RESPONSIBILITY OF CONTRACTOR. CONTRACTOR will assume liability and pay cost of defense and hold the CITY harmless from loss, costs, or expenses to the extent caused by negligent or wrongful act or omission by CONTRACTOR officers, agents, and employees occurring in the performance of this agreement. CITY shall assume liability and shall pay cost of defense and hold CONTRACTOR harmless from loss, costs, or expenses to the extent caused by negligent or wrongful act or omission by CITY officers, agents, and employees occurring in the performance of this agreement. 9. GOVERNMENTAL REGULATIONS· To the extent that this Agreement may be funded by fiscal assistance from another governmental entity, CONTRACTOR shall comply with all applicable rules and regulations to which CITY is bound by the terms of such fiscal assistance program. 10. DOCUMENTS· All reports, data, maps, models, charts, studies, surveys, photographs, memoranda or other written documents or materials prepared by CONTRACTOR pursuant to this Agreement shall become the property of CITY upon completion of the work to be performed hereunder or upon termination of the Agreement. a:cont~tr,~a#8 EXHIBIT D Page 6 of 6