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HomeMy WebLinkAboutItem 4.03 Sports Officiating Services~~~~ OF DU~~2 ~ i9'~;~'$Z STAFF REPORT C I T Y C L E R K ~~ ~ ~ DUBLIN CITY COUNCIL File # ^ (~^DO^- ~^~ ~'ar,~~,Q~° DATE: August 16, 2011 TO: Honorable Mayor and City Councilmembers FROM: Joni Pattillo, City Manager SUBJECT: Agreement with Bay Island Officials Association for Sports Officiating Services Prepared By: Paul McCreary, Assistant Director of Parks and Community Services EXECUTIVE SUMMARY: The City contracts with a vendor to provide individuals to officiate the adult sports leagues of basketball, soccer and softball. Bids were solicited from officiating associations and Bay Island Officials Association emerged as the low bidder in all three sports. Staff proposes entering into a three-year agreement with Bay Island that would expire on June 30, 2014. FINANCIAL IMPACT: The estimated annual cost of services for this Agreement is $31,446. This amount will fluctuate with the number of teams registered for leagues and the number of games scheduled. Sufficient funds are available in the Fiscal Year 2011-2012 budget to approve the agreement. The cost of the officiating services is offset by, team registration fees for the leagues. RECOMMENDATION: Staff recommends the City Council adopt the Resolution approving the agreement with Bay Island Officials Association for sports officiating services. ,(.~~~ ~1 c~, Submitted by: Parks and Community Services Director ~s~. Reviewed by: Administrative Services Director Page 1 of 2 ~T~~ ~O. 1•~ Assistant City Manager DESCRIPTION: The City contracts with vendors to provide individuals to officiate the adult league sports of basketball, soccer and softball. In May 2011 Staff circulated a Request for Proposals (RFP) to obtain qualified vendors to provide officiating services for these leagues. Three proposals were received from the following vendors: • Bay Island Officials Association • Mid-Counties Officials Association • Red Devil Association (soccer only) After reviewing the proposals and meeting with the vendors, Staff has determined that Bay Island Officials Association is the most qualified vendor based on its overall experience with officiating adult sports, and its thorough knowledge of the City's sport leagues. fn addition, its bid and associated game fees were lower than the other vendors. Bay Island Officials Association has provided excellent service to the City of Dublin for many years. As a result of this determination, Staff negotiated an agreement with Bay Island Officials Association that has a three year term running through June 30, 2014. Attachment 1 is a Resolution approving the Agreement befinreen the City of Dublin and Bay Island Officials Association. Exhibit A to the Resolution is the Contract Services Agreement, Scope of Services and Fee Schedule. NOTICING REQUIREMENTS/PUBLIC OUTREACH: A copy of the Staff Report was distributed to Bay Island Officials Association. ATTACHMENTS: 1. Resolution approving Agreement with Bay Island Officials Association for sports officiating services Page 2 of 2 l~ RESOLUTION NO. xx - 'i 1 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN ********~ APPROVING AGREEMENT WITH BAY ISLAND OFFICIALS ASSOCIATION FOR SPORTS OFFICIATING SERVICES WHEREAS, the City of Dublin requires sports officiating services for adult sports leagues; and WHEREAS, Section 2.36.030 of the Dublin Municipal Code requires purchases of $20,000 or more be made by the City Council through a competitive bid; and WHEREAS, the City distributed a Request for Proposals for officiating services and received three proposals by the deadline on May 25, 2011; and WHEREAS, after interviewing the vendors submitting proposals, Bay Island Officials Association was determined to be the most qualified vendor and provided the lowest bid; and WHEREAS, the services provided by Bay Island O~cials Association to the City have been satisfactory in the past. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin approves an Agreement with Bay Island Officials Association for sports officiating services based on the unit per game fees outlined in Exhibit A through June 30, 2014. BE IT FURTHER RESOLVED that the City Manager is authorized to execute the Agreement. PASSED, APPROVED AND ADOPTED this 16th day of August, 2011, by the following vote: AYES: NOES: ABSENT: ABSTAIN: ATTEST: Mayor City Clerk ,3 4'-I(o-lI A TACHMENT 1 a ~3 ~ CONTRACTOR SERVICES AGREEMENT BETWEEN THE CITY OF DUBLIN AND BAY ISLAND OFFICIALS ASSOCIATION THIS AGREEMENT for Contract services is made by and between the City of Dublin ("City") and Bay Island Officials Association ("Contractor") as of September 1, 2011. Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Contractor shall provide to City the services described in the Scope of Work attached as Exhibit A at the time and place and in the manner specified therein. In the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail. 1.1 7erm of Services. The term of this Agreement shall begin on the date first noted above and shall end on June 34 2014, , and Contractor shafl complete the work described in Exhibit A prior to that date, unless the term of the Agreement is otherwise terminated or extended, as provided for in Section 8. The time provided to Contractor to complete the services required by this Agreement shall not affect the City's right to terminate the ~ Agreement, as provided for in Section 8. 1.2 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 its profession. Confractor shall prepare all work products required by this Agreement in a substantial, first-class manner and shall conform to the standards of quality normally observed by a person practicing in Contractor's profession. 1.3 Assignment of Personnel. Contractor shafl assign only competent personnel to perform services pursuant to this Agreement. In the event that City, in its sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Contractor shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons. 1.4 Time. Contractor shall devote such time to the performance of services pursuant to this Agreement as may be reasonably necessary to meet the standard of performance provided in Section 1.1 above and to satisfy Contractor's obligations hereunder. Section 2. COMPENSATION. City hereby agrees to pay Contractor a per game fee as stated in Exhibit A for services to be performed under this Agreement. In the event of a conflict between this Agreement and Contractor's proposal, attached as Exhibit A, regartling the amount of compensation, the Agreement shall prevail. City shall pay Contractor for services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below shall be the only payments from City to Contractor for services rendered pursuant to this Agreement. Contractor shall submit alt invoices to City in the manner specified herein. Except as specifically authorized by City, Contractor shall not bill City for duplicate services.performed by more than one person. Consulting Services Agreement between August 16, 2011. City of Dublin and Bay Island Officials Association Page 1_. 3 -3 Contractor and City acknowledge and agree that compensation paid by City to Contractor under this Agreement is based upon Contractor's written bid for providing the services required hereunder, including salaries and benefits of employees and subcontractors of Contractor. Consequently, the parties further agree that compensation hereunder is intended to include the costs of contributions to any pensions and/or annuities to which Contractor and its employees, agents, and subcontractors may be eligible. City therefore has no responsibility for such contributions beyond compensation required under this Agreement. 2.1 Invoices. Contractor shall submit invoices, not more often than once a month during the term of this Agreement, based on the cost for services performed prior to the invoice date. Invoices shall contain the following information: ^ Invoice number; ^ The beginning and ending dates of the billing period; ^ A Game Coverage Summary containing the dates of games and number of Officials assigned to each game; ^ The Contractor's signature. 2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for services satisfactorily performed. City shall have 30 days from the receipt of an invoice that complies with all of the requirements above to pay Contractor. 2.3 Total Payment. City shall pay for the services to be rendered by Contractor pursuant to this Agreement. City shall not pay any additional sum for any expense or cost whatsoever incurred by Contractor in rendering services pursuant to this Agreement. City shall make no payment for any extra, further, or additional service pursuant to this Agreement. In no event shall Contractor submit any invoice for an amount in excess of the maximum amount of the per game fees identified in Section 2.4, unless the Agreement is modified prior to the submission of such an invoice by a properly executed change order or amendment. 2.4 Per Game Fees. Fees for work performetl by Contractor on a per game basis shall not exceed the amounts shown on the following fee schedule: BASKETBALL $ 53.00 Totaf fee to officiate a 5-on-5 basketball game (two officials) $ 28.00 Total fee to officiate a 4-on-4 basketball game (one official) SOCCER $89.00 Total fee to officiate a soccer match (three officials) for July 1, 2011 - June 30, 2012 $95.00 Total fee to officiate a soccer match (three officials) for July 1, 2012 - June. 30, 2013 $100.00 Total fee to officiate a soccer match (three officials) for July 1, 2013 - June 30, 2014 SOFTBALL ~ $ 47.00 Total fee to officiate a softball game (two officials) Consulting Services Agreement between August 16, 2011 City of Dublin and Bay Island Officials Association Page 2 ~ ~f3 2.5 Payment of Taxes. Contractor is solely responsible for the payment of any employment taxes that may be incurred under this Agreement and any similar federal or state taxes. 2.6 Payment upon Termination. In the event that the City or Contractor terminates this Agreement pursuant to Section 8, the City shall compensate the Contractor for all outstanding costs incurred for work satisfactorily completed as of the date of written notice of termination. Contractor shall maintain adequate logs and timesheets in order to verify costs incurred to that date. 2.7 Authorization to Perform Services. The Contractor is not authorized to perform any services or incur any costs whatsoever under the terms of this Agreement until receipt of authorization from the Contract Administrator. Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Contractor shall, at its sole cost and expense, provide all facilities and equipment that may be necessary to perform the services required by this Agreement. City shall make available to Contractor only the facilities and equipment listed in this section, and only under the terms and conditions set forth herein. City shall furnish physical facilities including the sports fields. In no event shall City be obligated to furnish any facility that may involve incurring any direct expense, including but not limited to computer, long- distance telephone or other communication charges, vehicles, and reproduction facilities. Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement, Contractor, at its own cost and expense, shall procure "occurrence coverage" insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Contractor and its agents, representatives, employees, and subcontractors. Contractor shall provide proof satisfactory to City of such insurance that meets the requirements of this section and under forms of insurance satisfactory in all respects to the City. Contractor shall maintain the insurance policies required by this section throughout the term of this Agreement. The cost of such insurance shall be included in the Contractor's bid. Contractor shall not allow any subcontractor to commence work on any subcontract until Contractor has obtained all insurance required herein for the subcontractor(s) and provided evidence thereof to City. Verification of the required insurance shall be submitted and made part of this Agreement prior to execution. 4.1 Workers' Compensation. Contractor shall, at its sole cost and expense, maintain Statutory Workers' Compensation Insurance and Employer's Liability Insurance for any and all persons employed directly or indirectly by Contractor. The Statutory Workers' Compensation Insurance and Employer's Liability Insurance shall be provided with limits of not less than ONE MILLION DOLLARS ($1,000,000.00) per accident. In the alternative, Contractor may rely on a self-insurance program to meet those requirements, but only if the program of self-insurance complies fully with the provisions of the California Labor Code. Determination of whether a self-insurance program meets the standards of the Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if insurance is provided, or the Contractor, if a program of self-insurance is provided, shall Consulting Services Agreement between August 16, 2011 City of Dublin and Bay Island Officials Association Page 3__ 5 ~3 ~ waive all rights of subrogation against the City and its officers, officials, employees, and volunteers for loss arising from work performed under this Agreement. An endorsement shall state that coverage shall not be canceled except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Contractor shall notify City within 14 days of notification from Contractor's insurer if such coverage is suspended, voided or reduced in coverage or in limits. 4.2 Commercial General Liability Insurance. 4.2.1 General requirements. Contractor, at its own cost and expense, shall maintain commercial general liability insurance for the term of this Agreement in an amount not less than TWO MILLION DOLLARS ($2,000,000.00) per occurrence, combined single limit coverage for risks associated with the work contemplated by this Agreement. If a Commercial General Liability Insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit. Such coverage shall include but shall not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom, and damage to property resulting from activities contemplated under this Agreement, including the use of owned and non-owned automobiles. 4.2.2 Minimum scope of coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial General Liability occurrence form CG 0001 (ed. 11/88) or 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. 4.2.3 Additional requirements. Each of the following shall be included in the insurance coverage or added as an endorsement to the policy: City and its officers, employees, agents, and volunteers shall be covered as additional insureds with respect to each of the following: liability arising out of activities performed by or on behalf of Contractor, including the insured's general supervision of Contractor; products and completed operations of Contractor; premises owned, occupied, or used by Contractor. The coverage shall contain no special limitations on the scope of protection afforded to City or its officers, employees, agents, or volunteers. b. The insurance shall cover on an occurrence or an accident basis, antl not on a claims-made basis. Consulting Services Agreement between August 16, 2011 City of Dublin and Bay Island Officials Association Page 4 ~ ~3 ~ c. An endorsement must state that coverage is primary insurance with respect to the City and its officers, officials, employees and volunteers, and that no insurance or self-insurance maintained by the City shall be called upon to contribute to a loss under the coverage. Any failure of CONTRACTOR to comply with reporting provisions of the policy shall not affect coverage provided to CITY and its officers, employees, agents, and volunteers. e. An endorsement shall state that coverage shall not be canceled except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the City. Contractor shall notify City within 14 days of notification from Contractor's insurer if such coverage is suspended, voitled or reduced in coverage or in limits. 4.3 All Policies Requirements. ~ 4.3.1 Acceptability of insurers. All insurance required by this section is to be placed with insurers with a Bests' rating of no less than A:VII. 4.3.2 Verification of coveraae. Prior to beginning any work under this Agreement, Contractor shall furnish City with certificates of insurance and with original endorsements effecting coverage required herein. The certificates and endorsements for each insurance policy are to be signed by a person authorized by that insurer to bind coverage on its behalf. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 4.3.3 Subcontractors. Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 4.3.4 Variation. The City may approve a variation in the foregoing 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. 4.3.5 Deductibles and Self-Insured Retentions. Contractor shall disclose to and obtain the approval of City for the self-insured retentions and deductibles before beginning any of the services or work called for by any term of this Agreement. During the period covered by this Agreement, only upon the prior express written authorization of Contract Administrator, Contractor may increase such deductibles or self-insured retentions with respect to City, its o~cers, employees, agents, and volunteers. The Contract Administrator may condition approval of an increase in Consulting Services Agreement between August 16, 2011 City of Dublin and Bay Island Officials Association Page 5 ~ I~ ~ deductible or self-insured retention levels with a requirement that Contractor procure a bond, guaranteeing payment of losses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them. 4.3.6 Notice of Reduction in Coveraae. In the event that any coverage required by this section is reduced, limited, or materially affected in any other manner, Contractor shall provitle written notice to City at Contractor's earliest possible opportunity and in no case later than five days after Contractor is notified of the change in coverage. 4.4 Remedies. In addition to any other remedies City may have if Contractor fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, City may, at its sole option exercise any of the following remedies, which are alternatives to other remedies City may have and are not the exclusive remedy for Contractor's breach: ^ Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under the Agreement; ^ Order Contractor to stop work under this Agreement or withhold any payment that becomes due to Contractor hereunder, or both stop work and withhold any payment, until Contractor demonstrates compliance with the requirements hereof; and/or ^ Terminate this Agreement. Section 5. INDEMNIFICATION AND CONTRACTOR'S RESPONSIBILITIES. Contractor shall indemnify, defend with counsel selected by the City, and hold harmless the City and its officials, officers, employees, agents, and volunteers from and against any and all losses, liability, claims, suits, actions, damages, and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused, in whole or in part, by the willful misconduct or negligent acts or omissions of Contractor or its employees, subcontractors, or agents, by acts for which they could be held strictly liable, or by the quality or character of their work. The foregoing obligation of Contractor shall not apply when (1) the injury, loss of life, damage to property, or violation of law arises wholly from the negligence or willful misconduct of the City or its officers, employees, agents, or volunteers and (2) the actions of Contractor or its employees, subcontractor, or agents have contributed in no part to the injury, loss of life, damage to property, or violation of law. It is understood that the duty of Contractor to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Acceptance by City of insurance certificates and endorsements required under this Agreement does not relieve Contractor from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause shall apply fo any damages or claims for damages whether or not such insurance policies shall have been determined to apply. By execution of this Agreement, Contractor acknowledges and agrees to the provisions of this Section and that it is a material element of consideration. Consulting Services Agreement between August 16, 2011 City of Dublin and Bay Island Officials Association Page 6 ~ i~ ~ In the event that Contractor or any employee, agent, or subcontractor of Contractor providing services under this Agreement is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Contractor shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Contractor or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City. Section 6. STATUS OF CONTRACTOR. 6.1 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 and assignment of personnel pursuant to Subparagraph 1.3; however, otherwise City shall not have the right to control the means by which Contractor accomplishes services rendered pursuant to this Agreement. Notwithstanding any other City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Contractor and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of City and entitlement to any contribution to be paid by City for employer contributions and/or employee contributions for PERS benefits. 6.2 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. Section 7. LEGAL REQUIREMENTS. 7.1 Governin4 Law. The laws of the State of California shall govern this Agreement. 7.2 Compliance with Applicable Laws. Contractor and any subcontractors shall comply with all laws applicable to the performance of the work hereunder. 7.3 Other Governmental Regulations. To the extent that this Agreement may be funded by fiscal assistance from another governmental entity, Contractor and any subcontractors shall comply with all applicable rules and regulations to which City is bound by the terms of such fiscal assistance program. 7.4 Licenses and Permits. Contractor represents and warrants to City that Contractor and its employees, agents, and any subcontractors have all licenses, permits, qualifications, and approvals of whatsoever nature that are legally required to practice their respective professions. Contractor represents and warrants to City that Contractor and its Consulting Services Agreement between August 16, 2011 City of Dublin and Bay Island Officials Association Page 7 ~ i~ ~ empioyees, agents, any subcontractors shall, at their sole cost and expense, keep in effect at all times during the term of this Agreement any licenses, permits, and approvals that are legally required to practice their respective professions. In addition to the foregoing, Contractor and any subcontractors shall obtain and maintain during the term of this Agreement valid Business Licenses from City. 7.5 Nondiscrimination and Equal O~portunitx Contractor shall not discriminate, on the basis of a person's race, religion, color, national origin, age, physical or mental hantlicap or disability, medical condition, marital status, sex, or sexual orientation, against any employee, applicant for employment, subcontractor, bidder for a subcontract, or participant in, recipient of, or applicant for any services or programs provided by Contractor under this Agreement. Contractor shall comply with all applicable federal, state, and local laws, policies, rules, and requirements related to equal opportunity and nondiscrimination in employment, contracting, and the provision of any services that are the subject of this Agreement, including but not limited to the satisfaction of any positive obligations required of Contractor thereby. Contractor shall include the provisions of this Subsection in any subcontract approved by the Contract Administrator or this Agreement. Section 8. TERMINATION AND MODIFICATION. 8.1 Termination. City may cancel this Agreement at any time and without cause upon written notification to Contractor. Contractor may cancel this Agreement upon thirty (30) days' written notice to City and shall include in such notice the reasons for cancellation. In the event of termination, Contractor shall be entitled to compensation for services performed to the effective date of termination; City, however, may condition payment of such compensation upon Contractor delivering to City any or all documents, photographs, computer software, vitleo and audio tapes, and other materials provided to Contractor or prepared by or for Contractor or the City in connection with this Agreement. 8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of this Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a written amendment to this Agreement, as provided for herein. Contractor understands and agrees that, if City grants such an extension, City shall have no obligation to provide Contractor with compensation beyond the maximum amount provided for in this Agreement. Similarly, unless authorized by the Contract Administrator, City shalf have no obligation to reimburse Contractor for any otherwise reimbursable expenses incurred during the extension period. 8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the parties. Consulting Services Agreement between ~ August 16, 2011 City of Dublin and Bay Island Officials Association Page 8 ' '~ ~ 8.4 Assignment and Subcontractinc~ City and Contractor recognize and agree that this Agreement contemplates personal performance by Contractor and is basetl upon a determination of Contractor's unique personal competence, experience, and specialized personal knowledge. Moreover, a substantial inducement to City for entering into this Agreement was and is the professional reputation and competence of Contractor. Contractor may not assign this Agreement or any interest therein without the prior written approval of the Contract Administrator. Contractor shall not subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in the proposal, without prior written approval of the Contract Administrator. 8.5 Survival. All obligations arising prior to the termination of this Agreement and all provisions of this Agreement allocating liability between City and Contractor shall survive the termination of this Agreement. 8.6 Oqtions upon Breach by Contractor. If Contractor materially breaches any of the terms of this Agreement, City's remedies shall included, but not be limited to, the following: 8.6.1 Immediately terminate the Agreement; 8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Contractor pursuant to this Agreement; 8.6.3 Retain a different Contractor to complete the work described in Exhibit A not finished by Contractor; or 8.6.4 Charge Contractor the difference between the cost to complete the work described in Exhibit A that is unfinished at the time of breach and the amount that City would have paid Contractor pursuant to Section 2 if Contractor had completed the work. Section 9. KEEPING AND STATUS OF RECORDS. 9.1 Contractor's Books and Records. Contractor shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services or expenditures and disbursements charged to the City under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of final payment to the Contractor to this Agreement. 9.2 Inspection and Audit of Records. Any records or documents that Section 9.1 of this Agreement requires Contractor to maintain shall be made available for inspection, audit, and/or copying at any time during regular business hours, upon oral or written request of the City. Under California Government Code Section 8546.7, if the amount of public funds expended under this Agreement exceeds TEN THOUSAND ~DOLLARS ($10,000.00), the Agreement shall be subject to the examination and audit of the State Auditor, at the Consulting Services Agreement between August 16, 2011 City of Dublin and Bay Island Officials Association Page 9 I~~ 13 request of City or as part of any audit of the City, for a period of three (3) years after final payment under the Agreement. Section 10 MISCELLANEOUS PROVISIONS. 10.1 Attornevs' Fees. If a party to this Agreement brings any action, including an action for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees in addition to any other relief to which that party may be entitled. The court may set such fees in the same action or in a separate action brought for that purpose. 10.2 Venue. In the event that either party brings any action against the other under this Agreement, the parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of Alameda or in the United States District Court for the Northern District of California. 10.3 Severabilitv. If a court of competent jurisdiction finds or rules that any provision of this Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so adjudged shall remain in full force and effect. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. 10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement. 10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and sha~l apply to and bind the successors and assigns of the parties. 10.6 Conflict of Interest. Contractor may serve other clients, but none whose activities within the corporate limits of City or whose business, regardless of location, would place Contractor in a"conflict of interest," as that term is defined in the Political Reform Act, codified at California Government Code Section 81000 etseq. Contractor shall not employ any City official in the work performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement that would violate California Government Code Sections 1090 etseq. Contractor hereby warrants that it is not now, nor has it been in the previous twelve (12) months, an employee, agent, appointee, or official of the City. If Contractor was an employee, agent, appointee, or official of the City in the previous twelve months, Contractor warrants that it did not participate in any manner in the forming of this Agreement. Contractor understands that, if this Agreement is made in violation of Government Code §1090 et.seq., the entire Agreement is void and Contractor will not be entitled to any compensation for services performed pursuant to this Agreement, including Consulting Services Agreement between August 16, 2011 City of Dublin and Bay Island Officials Association Page 10 ~a ~~ ~ reimbursement of expenses, and Contractor will be required to reimburse the City for any sums paid to the Contractor. Contractor understands that, in addition to the foregoing, it may be subject to criminal prosecution for a violation of Government Code § 1090 and, if applicable, will be disqualified from holding public office in the State of California. 10.7 Solicitation. Contractor agrees not to solicit business at any meeting, game; or event related to this Agreement, either orally or through any written materials. 10.8 Contract Administration. This Agreement shall be administered by Rich Jochner, Recreation Supervisor ("Contract Administrator"). All correspondence shall be directed to or through the Contract Administrator or his or her designee. 10.9 Notices. Any written notice to Contractor shall be sent to: Bay Island Officials Association Attention: Frank Harbin 3601 Virden Ave, Oakland, CA 94619 Any written notice to City shall be sent to: City of Dublin Rich Jochner, Recreation Supervisor 100 Civic Plaza, Dublin, CA 94568 10.10 Integration. This Agreement, including the scope of work attached hereto and incorporated herein as Exhibit A, represents the entire and integrated agreement between City and Contractor and supersedes all prior negotiations, representations, or agreements, either written or oral. CITY OF DUBLIN Joni Pattillo, City Manager Attest: Caroline Soto, City Clerk Approvetl as to Form: John Bakker, City Attorney CONTRACTOR Frank Harbin, President Bay Island Officials Association Consulting Services Agreement between August 16, 2011 City of Dublin and Bay Islantl Officials Association Page 11 ~ ~3 ~ ~ ~ EXHIBIT A SCOPE OF SERVICES AND COMPENSATION SCHEDULE • Provide officials that are trained and qualified to perform the services required to officiate basketbail, soccer antl softball games. . • Basketball officials are certified in California lnterscholastic Federation (CIF) basketball rules. • Soccer officials are certified in International Federation of Association Football (FIFA) rules. • Softball officials are certified in Amateur Softball Association (ASA) rules. • Provide 5-on-5 adult basketball leagues with two officials per game. • Provide 4-on-4 adult basketball leagues with one official per game. • Provide adult softball leagues with two umpires per game. • Provide adult soccer leagues with three officials per game (one referee and two line judges). • Officials are to arrive in uniform a minimum of 15 minutes prior to scheduled game time. • Cancellation Notice: The City will notify the Consultant of any cancelled evening games by 3:00 pm antl cancelled daytime games by 8:00 pm the night before. ~ All officials must sign result sheets documenting the games they worked. • All officials must work effectively with City Staff. COMPENSATION (all fees are inclusive) BASKETBALL $ 53.00 Total fee for officiating a 5-on-5 basketball game (two officials) $ 28.00 Total fee for officiating a 4-on-4 basketball game (one official) SOCCER $89.00 Total fee for officiating a soccer match (three officials) for July 1, 2011 - June 30, 2012 $95.00 Total fee for officiating a soccer match (three officials) for July 1, 2012 - June 30, 2013 $100.00 Total fee for officiating a soccer match (three officials) for July 1, 2013 - June 30, 2014 SOFTBALL $ 47.00 Total fee for officiating a softball game (two officials) Consulting Services Agreement between August 16, 2011 City of Dublin and Bay Island Officials Association Page 1 of 1