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HomeMy WebLinkAboutReso 82-22 Approving a Second Amendment to the Agreement with Management Partners for Consulting Services Reso. No. 82-22, Item 4.11, Adopted 06/21/2022 Page 1 of 1 RESOLUTION NO. 82 – 22 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN APPROVING A SECOND AMENDMENT TO THE AGREEMENT WITH MANAGEMENT PARTNERS FOR CONSULTING SERVICES WHEREAS, the City of Dublin has engaged Management Partners in prior years to perform consulting services related to various Staff and City Council needs; and WHEREAS, the City’s current contract with Management Partners expires June 30, 2022, and Staff desires to continue to engage Management Partners for consulting services related to various Staff and City Council needs; and WHEREAS, continuing to engage Management Partners for these services for an additional year requires extending the current agreement term to June 30, 2023 and increasing the total not-to-exceed compensation from $180,000 to $225,000. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin does hereby approve the amendment to the agreement with Management Partners, attached hereto as Exhibit A. BE IT FURTHER RESOLVED that the City Council authorizes the City Manager to execute the agreement and make any non-substantial adjustments to carry out the intent of this resolution. PASSED, APPROVED AND ADOPTED this 21st day of June 2022, by the following vote: AYES: Councilmembers Hu, Josey, Kumagai, McCorriston and Mayor Hernandez NOES: ABSENT: ABSTAIN: ______________________________ Mayor ATTEST: _________________________________ City Clerk SECOND AMENDMENT TO CONSULTING SERVICES AGREEMENT BETWEEN THE CITY OF DUBLIN AND MANAGEMENT PARTNERS WHEREAS, on February 20, 2018, the City of Dublin (hereinafter referred to as "CITY") and Management Partners (hereinafter referred to as "CONSULTANT") entered into a Consulting Services Agreement (hereinafter referred to as the “AGREEMENT”) to perform consulting services related to various Staff and City Council needs; and WHEREAS, the existing agreement will be expiring on June 30, 2022; and WHEREAS, the CITY and CONSULTANT mutually desire to extend the term until June 30, 2023, and increase compensation. NOW THEREFORE, for good and valuable consideration, the sufficiency of which is hereby acknowledged, the AGREEMENT is amended as follows: 1.Section 1.1 Term of Services shall be rescinded in its entirety and replaced with the following: Term of Services. The term of this Agreement shall begin on the date first noted above and shall end on June 30, 2023, and Consultant shall 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 Consultant 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. 2.Section 2.0 Compensation shall be rescinded in its entirety and replaced with the following: COMPENSATION. City hereby agrees to pay Consultant an annual sum not to exceed $225,000, for services outlined in Exhibit A in accordance with the hourly rate schedule attached hereto as Exhibit B. In the event of a conflict between this Agreement and Consultant's proposal, attached as Exhibit A, regarding the amount of compensation, the Agreement shall prevail. City shall pay Consultant 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 Consultant for services rendered pursuant to this Agreement. Consultant shall submit all invoices to City in the manner specified herein. Except as specifically authorized by City, Consultant shall not bill City for duplicat e services performed by more than one person. Consultant and City acknowledge and agree that compensation paid by City to Consultant under this Agreement is based upon Consultant's estimated costs of providing the services required hereunder, including sa laries and benefits of Exhibit A employees and subcontractors of Consultant. Consequently, the parties further agree that compensation hereunder is intended to include the costs of contributions to any pensions and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City therefore has no responsibility for such contributions beyond compensation required under this Agreement. 3. Except to the extent inconsistent with this Second Amendment, the Parties ratify and confirm all of the terms and conditions of the AGREEMENT. 4. All requisite insurance policies to be maintained by the Consultant pursuant to the Agreement, as may have been amended from time to time, shall include coverage for the amended term, as described above. 5. The individuals executing this Amendment and the instruments referenced in it on behalf of Consultant each represent and warrant that they have the legal power, right and actual authority to bind Consultant to the terms and conditions of this Amendment. SIGNATURES ON THE FOLLOWING PAGE IN WITNESS WHEREOF, the parties hereto have caused this Second Amendment to be executed as of the date of the City Manager’s signature below. CITY OF DUBLIN MANAGEMENT PARTNERS By: _____________________________ By: ______________________________ Linda Smith, City Manager Jerry Newfarmer, President & CEO Dated: ATTEST: By: ________________________ Marsha Moore, City Clerk APPROVED AS TO FORM: By: _____________________________ City Attorney SECOND AMENDMENT TO CONSULTING SERVICES AGREEMENT BETWEEN THE CITY OF DUBLIN AND MANAGEMENT PARTNERS WHEREAS, on February 20, 2018, the City of Dublin (hereinafter referred to as "CITY") and Management Partners (hereinafter referred to as "CONSULTANT") entered into a Consulting Services Agreement (hereinafter referred to as the “AGREEMENT”) to perform consulting services related to various Staff and City Council needs; and WHEREAS, the existing agreement will be expiring on June 30, 2022; and WHEREAS, the CITY and CONSULTANT mutually desire to extend the term until June 30, 2023, and increase compensation. NOW THEREFORE, for good and valuable consideration, the sufficiency of which is hereby acknowledged, the AGREEMENT is amended as follows: 1.Section 1.1 Term of Services shall be rescinded in its entirety and replaced with the following: Term of Services. The term of this Agreement shall begin on the date first noted above and shall end on June 30, 2023, and Consultant shall 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 Consultant 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. 2.Section 2.0 Compensation shall be rescinded in its entirety and replaced with the following: COMPENSATION. City hereby agrees to pay Consultant an annual sum not to exceed $225,000, for services outlined in Exhibit A in accordance with the hourly rate schedule attached hereto as Exhibit B. In the event of a conflict between this Agreement and Consultant's proposal, attached as Exhibit A, regarding the amount of compensation, the Agreement shall prevail. City shall pay Consultant 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 Consultant for services rendered pursuant to this Agreement. Consultant shall submit all invoices to City in the manner specified herein. Except as specifically authorized by City, Consultant shall not bill City for duplicat e services performed by more than one person. Consultant and City acknowledge and agree that compensation paid by City to Consultant under this Agreement is based upon Consultant's estimated costs of providing the services required hereunder, including sa laries and benefits of Exhibit A employees and subcontractors of Consultant. Consequently, the parties further agree that compensation hereunder is intended to include the costs of contributions to any pensions and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City therefore has no responsibility for such contributions beyond compensation required under this Agreement. 3. Except to the extent inconsistent with this Second Amendment, the Parties ratify and confirm all of the terms and conditions of the AGREEMENT. 4. All requisite insurance policies to be maintained by the Consultant pursuant to the Agreement, as may have been amended from time to time, shall include coverage for the amended term, as described above. 5. The individuals executing this Amendment and the instruments referenced in it on behalf of Consultant each represent and warrant that they have the legal power, right and actual authority to bind Consultant to the terms and conditions of this Amendment. SIGNATURES ON THE FOLLOWING PAGE IN WITNESS WHEREOF, the parties hereto have caused this Second Amendment to be executed as of the date of the City Manager’s signature below. CITY OF DUBLIN MANAGEMENT PARTNERS By: _____________________________ By: ______________________________ Linda Smith, City Manager Jerry Newfarmer, President & CEO Dated: ATTEST: By: ________________________ Marsha Moore, City Clerk APPROVED AS TO FORM: By: _____________________________ City Attorney