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HomeMy WebLinkAboutItem 13 - City Attorney Department Organizational Assessment and Strategic Plan Department Name: City Attorney Cost Center: 1501 For Agenda of: May 18, 2021 Placement: Consent Item Estimated Time: N/A FROM: Christine Dietrick, City Attorney Prepared By: Kelly White, TAO Legal Analyst SUBJECT: CITY ATTORNEY DEPARTMENT ORGANIZATIONAL ASSESSMENT AND STRATEGIC PLAN RECOMMENDATION 1. Authorize the issuance of a Request for Proposals (RFP) (Attachment A) for consulting services to prepare an organizational assessment and strategic plan for the City Attorney Department; and 2. Authorize the City Manager to award the assessment contract if within the funding amount appropriated in the adopted 2021-2022 budget. DISCUSSION Background Departments within the City, at various times over the last decade or more, have conducted organizational assessments for the purpose of obtaining an outside perspective on how to more efficiently and effectively complete workload and meet the expectations of the City Council and the community. Many of these assessments have included the creation or amendment of a department strategic plan; a thoughtful, thorough document to capture the goals of the department, align with the goals of the City, and plan for how best to align resources, departmental structure and processes with workload and organizational service demands. As far as current staff is aware, the City Attorney Department has never completed such an assessment and does not have a strategic plan. Over the years, the City Attorney Department has noted a growing discrepancy between evolving workload demands and departmental resources available to address organizational legal support needs, as well as a diminished capacity to provide proactive legal advice and organizational training within existing resources. At various times, additional funding and staffing have been approved, on a temporary basis, to meet what was hoped to be a short-term need. However, increased demand has continued for several years and the department now assesses ongoing and increased demands as a continuing baseline requiring additional ongoing resources to sustain levels of service to a city that has grown in size, jurisdictional scope, and complexity. Item 13 Packet Page 63 Project Scope of Work At this time, the City Attorney Department is recommending the completion of an assessment to evaluate its ongoing and existing operations, staffing, and service levels, and to develop a strategic implementation plan for possible improvement. The scope of work is the assessment of the City Attorney Department structure, processes and methods of service delivery, with specific attention paid to staffing levels to determine whether staffing levels contemplated in the 2021-23 Financial Plan are appropriate to carry out ongoing and anticipated duties efficiently and effectively and whether process or technology improvements to enhance service delivery and workload management can be identified. Interviews of Department and citywide stakeholders will be held, and a thorough review of processes used to receive, track and complete work assignments will be conducted, including communication methods, software used, and volume of workload. This information and analysis will be compiled into a final report with a strategic implementation plan. The Department will utilize the report to make changes to improve operations, effectiveness, organization, and strategic direction for the future. This report will be delivered in time to incorporate the recommended changes into the 2022-23 budget (creation/adoption process expected to begin in February 2022). The assessment will review all Department responsibilities and its interactions with, and impact on, other City departments/divisions and will identify opportunities for improvement in each of the following general areas: 1. Core Services: Assess the core and high priority services performed by the City Attorney Department to establish a baseline expectation when new issues arise, or new programs are implemented, that require legal support. 2. Organizational and Management Structure: Review staffing levels (within Department) and reporting relationships (within Department and connections to other departments/divisions). 3. Outsourcing and Insourcing Opportunities: Identify opportunities by function to either bring in-house or contract out services/responsibilities to increase efficiency and effectiveness. 4. Administrative Citation Appeals Processing: Identify opportunities for streamlining with the goal of reducing processing times, seeking greater cross-departmental coordination, and improving communication (internal and external). 5. Public Record Request Review/Processing: Identify opportunities for streamlining (related to staff time or software implementation) with the goal of reducing processing times, seeking greater cross-departmental coordination, improving independent public access and transparency, and improving communication (internal and external). 6. Information Technology: Identify technology improvements to facilitate greater efficiency. 7. Best Management and Performance Measure Tracking: Identification of activity and performance management tools, and benchmarking against accepted public agency standards and service levels. Item 13 Packet Page 64 8. Communication: Review interaction methods (with City staff and members of the community) to identify opportunities for improved response times and reduction in non- legal questions/requests for assistance. 9. Explore Other Issues Discovered: Discover other opportunities for improvements, including those related to interaction with other departments. 10. Recommendations for Change: Prioritize recommendations, cost/savings associated with each recommendation, suggested timeline, and implementation plan. Proposed Project Schedule Date Task Responsible Party 5/19/2021 Issue RFP City Attorney/Finance 6/1/2021 Deadline to submit proposal - 6/2/21 – 6/15/21 Staff review of proposals City Attorney 6/10/2021 Interviews with short-list candidates City Attorney June 2021 (post budget adoption) Negotiation and finalization of agreement for services subject to budget approval City Attorney/ City Manager July 1, 2021 Agreement start date - July-October 2021 Analysis by consultant Consultant & Staff November 2021 Draft report submitted for review Feedback provided Consultant City Attorney/ Stakeholders December 2021 Revisions to report completed and final report submitted Consultant January 2022 Implementation of recommendations for current fiscal year City Attorney Feb – Jun 2022 Participation in supplemental budget process in order to implement recommendations for fiscal year 2022-23 City Attorney Previous Council Action • Each fiscal year since 2016-17, Council has approved $150,000 in Temporary Salaries budget for the City Attorney Department. • Prior direction given during City Attorney and City Manager evaluation processes to bring forward proposal to address department resource needs. • Strategic Budget Direction provided to proceed with 2021-23 Financial Plan Proposals to address on-going deficits in City Attorney Department staffing and propose structural changes for sustainable, ongoing departmental operations. Policy Context • Major City Goal of Fiscal Responsibility • Fiscal Health Response Plan • Major City goal Work Plan support Item 13 Packet Page 65 The City Attorney’s Department provides legal advice and support to the Council, the Planning Commission, the Department Head team and all City departments and staff to implement Major City Goal work programs and support core operational actions of the City consistent with applicable laws. Given the breadth and depth of organizational legal support needs, combined with significant ongoing and anticipated transitions throughout the organization, demand has outpaced available resource. Failure to match resource with demand will continue and exacerbate existing diminished capacity for proactive legal review, advise and training and presents an increased risk of organizational legal non-compliance and liability against the City, which can compromise the City’s ability to achieve its ambitious work plan objectives and result in legal challenges that misdirect both staff and financial resources away from core operations. CONCURRENCE The City Manager and Human Resources Director advised, and the department included, completion of an assessment prior to any final approval of requests for regular staffing changes as proposed in the 2021-23 Financial Plan and concur with issuance of the RFP for that process. ENVIRONMENTAL REVIEW The California Environmental Quality Act does not apply to the recommended action in this report, because the action does not constitute a “Project” under CEQA Guidelines Sec. 15378. FISCAL IMPACT Budgeted: Pending Budget Year: 2021-22 Funding Identified: Yes Fiscal Analysis: Funding Sources Current FY Cost Annualized On-going Cost Total Project Cost General Fund $60,000 - $60,000 State Federal Fees Other: Total $60,000 - $60,000 In the 2021-23 Financial Plan, an SOBC is being recommended for appropriation with the 2021- 22 budget to cover the cost of this assessment. Initial Council strategic budget direction was to proceed with the inclusion of the SOBC in the final proposed budget. Staff seeks to begin work with the consultant as soon as possible in the new fiscal year and would like to review proposals now and set the agreement for services to begin July 1, 2021. If final budget adoption does not include funds for the assessment, no agreement will be executed. Item 13 Packet Page 66 ALTERNATIVES 1. Do not approve the issuance of the RFP. This is not recommended as the proposed consultant work could be highly valuable and provide great benefit to the efficient operation of the City Attorney Department and enhanced organizational support. 2. Defer the RFP to a later date. This is not recommended as workload management and staffing deficiencies have already been identified and will persist. 3. Provide direction to accomplish analysis of workload via a method other than contracting with an outside consultant. The work could be done internally by staff, but staff do not have expertise in the field of work program assessments, would lack the capacity to do an industry best practices assessment, and also would need supplemental staffing beyond existing temporary staffing levels to cover existing workload during the analysis and review process. Attachments: a - RFP for City Attorney Department Organizational Assessment Item 13 Packet Page 67 The City of San Luis Obispo is committed to including disabled persons in all of our services, programs and activities. Telecommunications Device for the Deaf (805) 781-7410. Notice Requesting Proposals for ORGANIZATIONAL ASSESSMENT OF THE CITY ATTORNEY DEPARTMENT The City of San Luis Obispo is requesting proposals for consultant services to conduct an organizational assessment and development of a strategic plan for the City’s in-house City Attorney Department. All firms interested in receiving further correspondence regarding this Request for Proposals (RFP) will be required to complete a free registration using BidSync (https://www.bidsync.com/bidsync-app- web/vendor/register/Login.xhtml). All proposals must be received via BidSync by the Department of Finance at or before 5:00 P.M. PST on June 1, 2021. Proposals received after said time may not be considered. Proposals shall be submitted electronically via BidSync using the forms provided and as described in the project package. Project packages and additional information may be obtained at the City’s BidSync website at www.BidSync.com. Please contact Kelly White at kwhite@slocity.org or (805)781-7140 with any questions. Item 13 Packet Page 68 TABLE OF CONTENTS A. INTRODUCTION ......................................................................................................................................... 1 B. SCOPE OF WORK ....................................................................................................................................... 3 C. PRELIMINARY PROJECT SCHEDULE ........................................................................................................... 5 D. PROJECT BUDGET ..................................................................................................................................... 6 E. GENERAL TERMS AND CONDITIONS ........................................................................................................ 6 F. SPECIAL TERMS AND CONDITIONS ......................................................................................................... 11 G: FORM OF AGREEMENT ........................................................................................................................... 16 H: INSURANCE REQUIREMENTS .................................................................................................................. 18 I: PROPOSAL SUBMITTAL FORM ................................................................................................................. 20 Item 13 Packet Page 69 -1- A. INTRODUCTION The City of San Luis Obispo is a charter city governed by a five -member City Council. The City Manager and City Attorney report directly to the Council, with all other departments reporting as shown below. The City Attorney Department provides legal advice and representation to the City Council, the Planning Commission, all City departments and staff, and City advisory bodies to accomplish Major City Goals, other important objectives, and core operational functions in accordance with the law. Responsibilities include: City Council, Advisory Body, and cross-departmental legal review and advice to ensure general compliance with applicable laws and to minimize liability exposure; defending or managing the defense of claims and litigation against the City and initiating civil actions on behalf of the City; enforcing and prosecuting violations of the Municipal Code, including both criminal violations and civil/administrative enforcement; coordinating the City's review of and response to proposed county, state, and federal legislation; advising City staff on compliance with the California Public Records Act, and reviewing and producing documents subject to disclosure; and administering and providing staff support for administrative citation appeals to hearing officers and the City’s Administrative Review Board. City Council City Manager Assist. City Manager (Community Services) Community Development Parks & Recreation Public Works Utilities Other Departments Administration & IT Finance Fire Human Resources Police City Attorney Advisory Bodies (18) Item 13 Packet Page 70 -2- Departments Nine (9) City departments ultimately report to the City Manager, and those departments are broken up into divisions/programs all with their own objectives and responsibilities as components of Major City Goals, other important objectives, and core operational functions. The City Attorney Department is legal advisor to all of these departments, divisions and staff throughout the organization. The City Attorney is the primary advisor and legal staff to the City Council and the Assistant City Attorney is the primary advisor and staff to the Planning Commission. When specialized counsel is required, legal services are contracted out in consultation with the attorneys in the Department. Advisory Bodies The City currently has eighteen (18) advisory bodies: 1. Active Transportation Committee 2. Administrative Review Board 3. Architectural Review Commission 4. Construction Board of Appeals 5. Council Compensation Committee 6. Cultural Heritage Committee 7. Diversity, Equity, Inclusion (Task Force) 8. Housing Authority Board 9. Human Relations Commission 10. Jack House Committee 11. Mass Transportation Committee 12. Parks and Recreation Commission 13. Personnel Board 14. Planning Commission 15. Promotional Coordinating Committee 16. Revenue Enhancement Oversight Commission 17. Tourism Business Improvement District Board 18. Tree Committee Several of the Advisory Bodies meet regularly and require a moderate level of legal support (research, advice, and document review, e.g., Planning Commission, ARC, CHC, Tree Committee). A few advisory bodies meet more rarely (e.g., Construction Board of Appeals; Personnel Board; Council Compensation Committee), but when they do meet, they require a high level of legal support, often including updated conflicts of interest, Brown Act, and procedural and due process training. The remaining bodies have dedicated staff support who only contact the Department when legal support is needed, which is infrequent (e.g., Tourism Business Improvement District Board; Housing Authority). The City Attorney Department The Department consists of three (3) full-time, regular employees. Various combinations of temporary employees and contract and supplemental staffing have been implemented over the last several years to meet the workload demands on the Department. The current structure is as follows: Item 13 Packet Page 71 -3- *The Legal Assistant/Paralegal is currently working as a Legal Analyst on a temporary assignment basis. A reclassification to Legal Analyst has been recommended to the City Council for adoption as part of the 2021-23 Financial Plan. B. SCOPE OF WORK The City is seeking a consultant to perform an organizational assessment of the City Attorney Department and assist with the development of a strategic plan to implement findings and chart a path for future legal operations success. The complexity and volume of requests for legal advice, and legal services administrative support, have increased over several years with no corresponding increase in permanent, assigned staffing resources or permanent supplemental services funding to the Department. Department staff have sustained operations through process improvements and temporary resource implementation, but several years of history indicate that current and increased workload and organizational legal support needs are likely to continue and increase. The objective of the assessment is to evaluate and develop recommendations to align current and anticipated workload and ongoing resources to ensure sustainable and effective legal services positioned to address evolving organizational legal support needs. The City is soliciting a consultant to work closely with department staff to assess and understand current workload and practices, perform an independent assessment of departmental staffing and structure, make recommendations, and assist with the development of a strategic plan for efficient and effective alignment of resources with current and anticipated organizational legal services demands. The focus should be on aligning sufficient, properly trained, reliable, and effective staff to efficiently and effectively deliver high level legal services to the Council and the entire organization. The assessment should also consider and make recommendations regarding whether and how process or technology changes or new implementations can help the department provide a continued high level of service and quality work- product to meet the expectations of City Council, staff and all those who rely on it for legal support and guidance. Proposers should include links to, or examples of, similar work product performed for public agency clients or similarly situated in-house legal departments and references from prior clients. City Attorney Full-time, Regular Assistant City Attorney Full-time, Regular Legal Assistant/Paralegal (Legal Analyst*) Full-time, Regular Temp. Legal Assistant II Part-time, Supplemental Temp. Legal Assistant I Full-time, Supplemental Temp. Legal Assistant I Full-time, Supplemental Temp. Asst. City Attorney Part-time, Supplemental Contract Legal Services as-needed Item 13 Packet Page 72 -4- Project Strategy and Scope of Services Conduct Analysis: The consultant will review the City Attorney Department organization, structure, and work processes to determine whether resources align with expectations and workload. Interviews will be conducted with Department staff and data collected by any appropriate means that will enhance consultant’s ability to understand existing practices and generate a final report with strategies for resource alignment and improvement. Ensure Involvement of Stakeholders: The consultant shall use multiple communication methods including individual interviews, group meetings, surveys, and other data collections methods to engage with and obtain feedback from City personnel identified from the City Manager and Administration & IT, Community Development, Parks & Recreation, Public Works, Utilities, Finance, Fire, Human Resources, and Police Departments. Outreach should also be made to Planning Commissioners and City Councilmembers, as well as staff liaison and/or chairs of other advisory bodies, as may be deemed necessary. Pre-meeting information via email or other means will likely be required to prepare interviewees. Sufficient time should be allocated for stakeholders to review and offer input on preliminary findings and recommendations of consultant prior to creation of a final report. Starting Point for Scope of Services: Proposers are expected to generate their own scope of services as part of their proposal. There are mandatory proposal components detailed in later sections of this RFP, and some details are provided below as a starting point, but it is the obligation of the proposer to craft and propose a set of services that will provide the City with its expected work-product within its expected timeline. 1. Core Services: Assess the core and high priority services performed by the City Attorney Department to establish a baseline expectation when new issues arise, or new programs are implemented, that require legal support. 2. Organizational and Management Structure: Review staffing levels (within Department) and reporting relationships (within Department and connections to the Department Head Team, and other departments/divisions). 3. Outsourcing and Insourcing Opportunities: Identify opportunities by function to either bring in- house or contract out services/responsibilities to increase efficiency and effectiveness. 4. Administrative Citation Appeals Processing: Identify opportunities for streamlining with the goal of reducing processing times, seeking greater cross-departmental coordination, and improving communication (internal and external). 5. Public Record Request Review/Processing: Identify opportunities for departmental document management, integrated with organizational document management strategies, streamlining (related to staff time or software implementation) with the goal of reducing processing times, seeking greater cross-departmental coordination, enhancing independent and transparent public access, and improving communication (internal and external). 6. Information Technology: Identify technology improvements to facilitate greater efficiency, with attention to integration with current or anticipated city technology implementations. 7. Best Management and Performance Measure Tracking: Identification of activity and performance management tools, and benchmarking against accepted public agency standards and service levels for similarly sized, structured, and resourced cities and departments. 8. Communication: Review interaction methods (with City staff and members of the community) to identify opportunities for improved response times and reduction in non-legal questions/requests Item 13 Packet Page 73 -5- for assistance. 9. Explore Other Issues Identified: Assess and identify other opportunities for improvements, including those related to intake, tracking and interaction with other departments. 10. Recommendations for Change: Identify and prioritize recommendations; identify cost/savings and or efficiencies/effectiveness enhancements associated with each recommendation; provide suggested timeline, and implementation plan. C. PRELIMINARY PROJECT SCHEDULE Date Task Responsible Party 5/19/2021 Issue RFP City Attorney/Finance 6/1/2021 Deadline to submit proposal - 6/2/21 – 6/15/21 Staff review of proposals City Attorney 6/10/2021 Interviews with short-list candidates City Attorney June 2021 (post budget adoption) Negotiation and finalization of agreement for services subject to budget approval City Attorney/ City Manager July 1, 2021 Agreement start date - July-October 2021 Analysis by consultant Consultant & Staff November 2021 Draft report submitted for review Feedback provided Consultant City Attorney/ Stakeholders December 2021 Revisions to report completed and final report submitted Consultant January 2022 Implementation of recommendations for current fiscal year City Attorney Feb – Jun 2022 Participation in supplemental budget process in order to implement recommendations for fiscal year 2022-23 City Attorney Item 13 Packet Page 74 -6- D. PROJECT BUDGET In the proposed City of San Luis Obispo 2021-23 Financial Plan, a one-time allocation not to exceed $60,000 is being recommended to cover the cost of this assessment. Initial City Council review and strategic budget direction to staff instructed the City Manager to include the funding in the final budget proposal, but that final proposed budget will not be reviewed and adopted by Council until June 2021. Proposals should assume an absolute ceiling of $60,000 for all work proposed, including any necessary subconsultant work, contingencies and delays. E. GENERAL TERMS AND CONDITIONS PROPOSAL REQUIREMENTS 1. Requirement to Meet All Provisions. Each individual or firm submitting a proposal (Consultant) shall meet all the terms, and conditions of the Request for Proposals (RFP) project package. By virtue of its proposal submittal, the Consultant acknowledges agreement with and acceptance of all provisions of the RFP specifications. 2. Proposal Submittal. Each proposal must be submitted on the form(s) provided in the specifications and accompanied by any other required submittals or supplemental materials. Proposal documents shall be submitted via Bid Sync. 3. Insurance Certificate. Each proposal must include a certificate of insurance showing: a. The insurance carrier and its A.M. Best rating. b. Scope of coverage and limits. c. Deductibles and self-insured retention. The purpose of this submittal is to generally assess the adequacy of the Consultant’s insurance coverage during proposal evaluation; as discussed under paragraph 12 below, endorsements are not required until contract award. The City’s insurance requirements are detailed in Section H. 4. Proposal Withdrawal. A Consultant may withdraw its proposal, without prejudice prior to the time specified for the proposal opening, by submitting a written request to the Director of Finance for its withdrawal. No proposal received after the time specified, or at any place other than that stated, in the “Notice Requesting Proposals” will be considered. 5. Submittal of One Proposal Only. No individual or business entity of any kind shall be allowed to make or file, or to be interested as the primary submitter in, more than one proposal, except an alternative proposal when specifically requested. The proposal may include recommended cost saving modifications to scope or contemplated approach that will accomplish articulated objectives in a more efficient or cost-effective manner. 6. Communications. All timely requests for information submitted in writing will receive a written response from the City. Telephone communications with City staff are not encouraged but will be permitted. However, any such oral communication shall not be binding on the City. Item 13 Packet Page 75 -7- CONTRACT AWARD AND EXECUTION 7. Proposal Retention and Award. The City reserves the right to retain all proposals for a period in compliance with its adopted retention schedule. The City also reserves the right to waive non-substantial irregularities in any proposal, to reject any or all proposals, to reject or delete one part of a proposal and accept the other, except to the extent that proposals are qualified by specific limitations. See the “special terms and conditions” in Section F of these specifications for proposal evaluation and contract award criteria. 8. Competency and Responsibility of Consultant. The City reserves full discretion to determine the competence and responsibility, professionally and/or financially, of Consultants. Consultants will provide, in a timely manner, all information that the City deems necessary to make such a decision. 9. Contract Requirement. The Consultant to whom award is made (Contractor) shall execute a written contract with the City within ten (10) calendar days after notice of the award has been sent by mail or email to it at the address given in its proposal. The contract shall be made in the form adopted by the City and incorporated in these specifications. CONTRACT PERFORMANCE 10. Insurance Requirements. The Contractor shall provide proof of insurance in the form, coverages and amounts specified in Section H of these specifications within 10 (ten) calendar days after notice of contract award as a precondition to contract execution. 11. Business License & Tax. The Contractor must have a valid City of San Luis Obispo business license & tax certificate before execution of the contract. Additional information regarding the City’s business tax program may be obtained by calling (805) 781-7134. 12. Ability to Perform. The Contractor warrants that it possesses licenses and qualifications necessary to carry out and complete the work hereunder in compliance with all federal, state, county, city, and special district laws, ordinances, and regulations. 13. Laws to be Observed. The Contractor shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances, regulations and adopted codes during its performance of the work. 14. Payment of Taxes. The contract prices shall include full compensation for all taxes that the Contractor is required to pay. 15. Permits and Licenses. The Contractor shall procure all permits and licenses, pay all charges and fees, and give all notices necessary. 16. Safety Provisions. The Contractor shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety. 17. Preservation of City Property. The Contractor shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is Item 13 Packet Page 76 -8- injured or damaged resulting from the Contractor’s operations, it shall be replaced or restored at the Contractor’s expense. The facilities shall be replaced or restored to a condition as good as when the Contractor began work. 18. Immigration Act of 1986. The Contractor warrants on behalf of itself and all subcontractors engaged for the performance of this work that only persons authorized to work in the United State pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 19. Contractor Non-Discrimination. In the performance of this work, the Contractor agrees that it will not engage in, nor permit such subcontractors as it may employ, to engage in discrimination in employment of persons because of age, race, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 20. Work Delays. Should the Contractor be obstructed or delayed in the work required to be done hereunder by changes in the work or by any default, act, or omission of the City, or by strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials, equipment, or labor due to federal government restrictions arising out of defense or war programs, then the time of completion may, at the City’s sole option, be extended for such periods as may be agreed upon by the City and the Contractor. In the event that there is insufficient time to grant such extensions prior to the completion date of the contract, the City may, at the time of acceptance of the work, waive liquidated damages that may have accrued for failure to complete on time, due to any of the above, after hearing evidence as to the reasons for such delay, and making a finding as to the causes of same. 21. Payment Terms. The City’s payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the materials, supplies, equipment, or services pro vided by the Contractor (Net 30). 22. Inspection. The Contractor shall furnish City with every reasonable opportunity for City to ascertain that the services of the Contractor are being performed in accordance with the requirements and intentions of this contract. All work done, and all materials furnished, if any, shall be subject to the City’s inspection and approval. The inspection of such work shall not relieve Contractor of any of its obligations to fulfill its contract requirements. 23. Audit. The City shall have the option of inspecting and/or auditing all records and other written materials used by Contractor in preparing its invoices to City as a condition precedent to any payment to Contractor. 24. Conflict of Interest. The Contractor covenants that it presently has no interest, and shall not acquire any interest—direct, indirect or otherwise—that would conflict in any manner or degree with the performance of the work hereunder. The Contractor further covenants that, in the performance of this work, no subcontractor or person having such an interest shall be employed. The Contractor certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City. It is hereby expressly agreed that, in the performance of the work hereunder, the Contractor shall at all times be deemed an independent contractor and not an agent or employee of the City. Item 13 Packet Page 77 -9- 25. Hold Harmless and Indemnification. a. Non-design, non-construction Professional Services: To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents (“City Indemnitees”), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels’ fees and costs of litigation (“claims”), arising out of the Consultant’s performance or Consultant’s failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City’s active or passive negligence, except for such loss or damage arising from the sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant’s performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City’s option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. b. Non-design, construction Professional Services: To the extent the Scope of Services involve a “construction contract” as that phrase is used in Civil Code Section 2783, this paragraph shall apply in place of paragraph A. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant shall indemnify, defend, and hold harmless the City, and its elected officials, officers, employees, volunteers, and agents (“City Indemnitees”), from and against any and all causes of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal counsels’ fees and costs of litigation (“claims”), arising out of the Consultant’s performance or Consultant’s failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, except for such loss or damage arising from the active negligence, sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant’s performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City’s option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. c. Design Professional Services: In the event Consultant is a “design professional”, and the Scope of Services require Consultant to provide “design professional services” as those phrases are used in Civil Code Section 2782.8, this paragraph shall apply in place of paragraphs A or B. To the fullest extent permitted by law (including, but not limited to California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify, defend and hold harmless the City and its elected officials, officers, employees, volunteers and agents (“City Indemnitees”), from and against all claims, damages, injuries, losses, and expenses including costs, attorney fees, expert consultant and expert witness fees arising out of, pertaining to or relating to, the negligence, recklessness or willful misconduct of Consultant, except to the extent caused by the sole negligence, active negligence or willful misconduct of the City. Negligence, recklessness or willful misconduct of any subcontractor employed by Consultant shall be conclusively deemed to be the negligence, recklessness or willful misconduct of Consultant unless adequately corrected by Consultant. In the event the City Indemnitees are made a party to any action, lawsuit, Item 13 Packet Page 78 -10- or other adversarial proceeding arising from Consultant’s performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees or at the City’s option, reimburse the City Indemnitees their costs of defense, including reasonable legal fees, incurred in defense of such claims. In no event shall the cost to defend charged to Consultant under this paragraph exceed Consultant’s proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Consultant shall meet and confer with other parties regarding unpaid defense costs. d. The review, acceptance or approval of the Consultant’s work or work product by any indemnified party shall not affect, relieve or reduce the Consultant’s indemnification or defense obligations. This Section survives completion of the services or the termination of this contract. The provisions of this Section are not limited by and do not affect the provisions of this contract relating to insurance. 26. Contract Assignment. The Contractor shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 27. Termination for Convenience. The City may terminate all or part of the contract for any or no reason at any time by giving 30 days written notice to Contractor. Should the City terminate this Agreement for convenience, the City shall be liable as follows: (a) for standard or off-the-shelf products, a reasonable restocking charge not to exceed ten (10) percent of the total purchase price; (b) for custom products, the less of a reasonable price for the raw materials, components work in progress and any finished units on hand or the price per unit reflected on this Agreement. For termination of any services pursuant to this Agreement, the City’s liability will be the lesser of a reasonable price for the services rendered prior to termination, or the price for the services reflected on the contract. Upon termination notice from the City, Contractor must, unless otherwise directed, cease work and follow the City’s directions as to work in progress and finished goods. 28. Termination. If, during the term of the contract, the City determines that the Contractor is not faithfully abiding by any term or condition contained herein, the City may notify the Contractor in writing of such defect or failure to perform. This notice must give the Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said work or cure the deficiency. If the Contractor has not performed the work or cured the deficiency within the ten days specified in the notice, such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Contractor to said effect. Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the contract except, however, any and all obligations of the Contractor’s surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the terminations thereof. In said event, the Contractor shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City’s Notice of Termination, minus any offset from such payment representing the City’s damages from Item 13 Packet Page 79 -11- such breach. “Reasonable value” includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in the Agreement payment schedule; compensation for any other work, services or goods performed or provided by the Contractor shall be based solely on the City’s assessment of the value of the work-in-progress in completing the overall work scope. The City reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the City’s sole discretion, so as to permit a full and complete accounting of costs. In no event, however, shall the Contractor be entitled to receive in excess of the compensation quoted in its proposal. F. SPECIAL TERMS AND CONDITIONS 1. Contract Award. Subject to the reservations set forth in Paragraph 9 of Section E (General Terms and Conditions) of these specifications, the contract will be awarded based on the qualifications and experience, quality of work, suitability of approach, references from current or prior clients for whom consultant has performed similar services, and effectiveness in communicating with the City. 2. Working Out of Scope. If, at any time during the project, the Contractor is directed to do work by persons other than the City Attorney and the Contractor believes that the work is outside of the scope of the original contract, the Contractor shall inform the City Attorney immediately. If the City Attorney and Contractor both agree that the work is outside of the project scope and is necessary to the successful completion of the project, then a fee will be established for such work based on Contractor's hourly billing rates or a lump sum price agreed upon between the City and the Contractor. Any extra work performed by Contractor without prior written approval from the City Attorney shall be at Contractor's own expense. 3. Contract Extension. The term of the contract may be extended by mutual consent. 4. Contractor Invoices. The Contractor shall deliver a monthly invoice to the City, demonstrating progress by project work phase. Invoice must include a breakdown of hours billed and miscellaneous charges and any sub-consultant invoices, similarly broken down, as supporting detail. The City's payment terms are 30 days from the receipt of an original invoice. 5. Non-Exclusive Contract. The City reserves the right to contract for services listed in these specifications from other consultants during the contract term. 6. Submittal of References. Each proposer shall submit a statement of qualifications and references on the form provided in the RFP package. 7. Proposal Content. Your proposal must include the following information: Submittal Forms a. Acknowledgment. b. Certificate of Insurance. c. Statement of Qualifications & References. Item 13 Packet Page 80 -12- Qualifications d. Experience of your firm in performing work and projects, relevant to the Scope of Services outlined and described in this request for proposals, for legal departments of public agencies or similar in-house legal departments. e. Experience and/or resumes of the staff to be assigned to the project with their corollary experience highlighted and specific roles in this project clearly described. f. Standard hourly billing rates for the assigned staff, including and sub-consultants. g. Redundancy in the firm of staff experienced in this type of work. h. Proximity and staffing levels of the firm’s office nearest to San Luis Obispo, California. i. Statement and explanation of any instances where your firm has been removed from a project or disqualified from proposing on a project. j. Detailed list of consultant services available directly from the firm. Work Program k. Detailed description of your approach to completing the work. l. Detailed tentative schedule by task and sub-task for completing the work. m. Estimated hours for your staff in performing each task and sub-task, including sub- consultants, clearly demonstrating who will be performing work, and how much time it will take. n. Detailed budget by task and sub-task for completing the work. o. Work efforts or data to be provided to Consultant by the City. p. Services and deliverables provided by the Consultant in addition to those required by Section 14 below. q. Any other information that would assist us in making this contract award decision. r. Description of assumptions made by Consultant which were critical to the development of the proposal which may impact cost or scope. Compensation s. Proposed compensation and payment schedule tied to accomplishing key tasks. Requested Changes to Terms and Conditions t. The City desires to begin work soon after selecting the preferred Consultant Team. To expedite the contracting process, each submittal shall include requested redlined changes to terms and conditions, if necessary. Proposal Length u. Proposal length should only be as long as required to be responsive to the RFP, including attachments and supplemental materials. v. The minimum font size shall be 11 point, with minimum left and right margins of one (1) inch, and top and bottom margins of one-half (0.5) inch. w. Charts and other short form approaches to convey information are encouraged. Item 13 Packet Page 81 -13- 8. Proposal Submittal. Proposal documents must be submitted via BidSync as described in this Notice Requesting Proposals for ORGANIZATIONAL ASSESSMENT OF THE CITY ATTORNEY DEPARTMENT. No hard copies are required or allowed. 9. Proposal Evaluation and Selection. Proposals will be evaluated by a review committee and evaluated on the following criteria: a. Understanding of the work required by the City. b. Quality, clarity and responsiveness of the proposal. c. Demonstrated competence and professional qualifications necessary for successfully performing the work required by the City. d. Background and recent team experience in successfully performing similar services. e. Creativity of the proposed approach in completing the work. f. Writing skills. g. References. h. Proposed compensation, broken down by task and/or team member, with an estimate of supplies needed to provide the scope of services. Lump sum proposals will not be considered. As reflected above, contract award will not be based solely on price, but on a combination of factors as determined to be in the best interest of the City. After evaluating the proposals and discussing them further with the finalists or the tentatively selected contractor, the City reserves the right to further negotiate the proposed work and/or method and amount of compensation. 10. Proposal Review and Award Schedule. The following is an outline of the anticipated schedule for proposal review and contract award: a. Issue RFP 5/19/2021 b. Receive proposals 5/19 – 6/1/2021 c. Evaluate proposals 6/1 – 6/15/2021 d. Conduct finalist interviews as needed e. Finalize recommendation 6/15/2021 f. Execute contract June 2021 g. Start work 7/1/2021 11. Ownership of Materials. All original drawings, plan documents and other materials prepared by or in possession of the Contractor as part of the work or services under these specifications shall become the permanent property of the City and shall be delivered to the City upon demand. 12. Release of Reports and Information. Any reports, information, data, or other material given to, prepared by or assembled by the Contractor as part of the work or services under these specifications shall be the property of the City and shall not be made available to any individual or organization by the Contractor without the prior written approval of the City. 13. Copies of Reports and Information. If the City requests additional copies of reports, drawings, specifications, or any other material in addition to what the Contractor is required Item 13 Packet Page 82 -14- to furnish in limited quantities as part of the work or services under these specifications, the Contractor shall provide such additional copies as are requested, and City shall compensate the Contractor for the costs of duplicating of such copies at the Contractor's direct expense. 14. Required Deliverable Products. The Contractor will be required to provide: a. One electronic proposal submission - digital-ready original .pdf of all final documents. b. One electronic copy of the preliminary draft of the organizational assessment and strategic plan addressing all elements of the scope of work. c. One electronic copy of the final organizational assessment and strategic plan addressing all elements of the scope of work and incorporating any and all feedback provided on the preliminary draft. d. Corresponding computer files compatible with the following programs whenever possible unless otherwise directed by the project manager: Word Processing: MS Word Spreadsheets: MS Excel Desktop Publishing: InDesign Virtual Models: Sketch Up Digital Maps: Geodatabase shape files in State Plan Coordinate System as specified by City GIS staff e. City staff will review any documents or materials provided by the Contractor and, where necessary, the Contractor will be required to respond to staff comments and make such changes as deemed appropriate. 15. Attendance at Meetings. Consultant should include in the contract price their participation in meetings and interview sessions sufficient to collect the information outlined in the Scope of Work. The contract price should also include one or more meetings with Stakeholders to present the preliminary draft of the assessment and strategic plan in order to collect feedback prior to completion of the final report. These meetings can be done, as appropriate, through effective use of information technology. 16. Alternative Proposals. The proposer may submit only one proposal but may suggest cost saving or efficiency enhancing alternatives within that proposal which it believes will also meet the City’s project objectives, but in a different way. The proposer must provide an analysis of the advantages and disadvantages of each of the alternatives and discuss under what circumstances the City would prefer one alternative to the other(s). 17. Accuracy of Specifications. The specifications for this project are believed by the City to be accurate and to contain no affirmative misrepresentation or any concealment of fact. Failure of the proposer to notify City in writing of specification defects or ambiguities prior to proposal submittal shall waive any right to assert said defects or ambiguities subsequent to submittal of proposal. Item 13 Packet Page 83 -15- To the extent that these specifications constitute performance specifications, the City shall not be liable for costs incurred by the successful bidder to achieve the project’s objective or standard beyond the amounts provided there for in the proposal. In the event that, after awarding the contract, any dispute arises as a result of any actual or alleged ambiguity or defect in the plans and/or specifications, or any other matter whatsoever, Contractor shall immediately notify the City in writing, and the Contractor and all subcontractors shall continue to perform, irrespective of whether or not the ambiguity or defect is major, material, minor or trivial, and irrespective of whether or not a change order, time extension, or additional compensation has been granted by City. Failure to provide the hereinbefore described written notice within one (1) working day of contractor's becoming aware of the facts giving rise to the dispute shall constitute a waiver of the right to assert the causative role of the defect or ambiguity in the plans or specifications concerning the dispute. Item 13 Packet Page 84 -16- G: FORM OF AGREEMENT AGREEMENT THIS AGREEMENT is made and entered into in the City of San Luis Obispo on [month, day, year] by and between the CITY OF SAN LUIS OBISPO, a municipal corporation, hereinafter referred to as City, and [CONTRACTOR’S NAME IN CAPITAL LETTERS], hereinafter referred to as Contractor. W I T N E S S E T H: WHEREAS, on May 19, 2021, City requested proposals for ORGANIZATIONAL ASSESSMENT OF THE CITY ATTORNEY DEPARTMENT; and WHEREAS, pursuant to said request, Contractor submitted a proposal for consulting services that was accepted by City for said project. NOW THEREFORE, in consideration of their mutual promises, obligations and covenants hereinafter contained, the parties hereto agree as follows: 1. TERM. The term of this Agreement shall be from July 1, 2021 until acceptance or completion of said project. 2. INCORPORATION BY REFERENCE. City Specification for ORGANIZATIONAL ASSESSMENT OF THE CITY ATTORNEY DEPARTMENT and Contractor's proposal dated [date] is hereby incorporated in and made a part of this Agreement and attached as Exhibit A; the City’s terms and conditions being ‘Section E’ and ‘Section F’ of the City Specification. To the extent that there are any conflicts between the Contractor’s fees and scope of work and the City’s terms and conditions, the City’s terms and conditions shall prevail, unless specifically agreed otherwise in writing signed by both parties. 3. CITY'S OBLIGATIONS. For providing the services as specified in this Agreement, City will pay, and Contractor shall receive therefore compensation in a total sum not to exceed [$xxxxx.xx]. 4. CONTRACTOR’S OBLIGATIONS. For and in consideration of the payments and agreements hereinbefore mentioned to be made and performed by City, Contractor agrees with City to do everything required by this Agreement and the said specifications. 5. AMENDMENTS. Any amendment, modification, or variation from the terms of this Agreement shall be in writing and shall be effective only upon approval by the City Attorney, subject to limitations of Council budget approvals. Item 13 Packet Page 85 -17- 6. COMPLETE AGREEMENT. This written Agreement, including all writings specifically incorporated herein by reference, shall constitute the complete agreement between the parties hereto. No oral agreement, understanding or representation not reduced to writing and specifically incorporated herein shall be of any force or effect, nor shall any such oral agreement, understanding or representation be binding upon the parties hereto. 7. NOTICE. All written notices to the parties hereto shall be sent by either United States mail, postage prepaid by registered or certified mail addressed as shown below, or by electronic mail to all the address(es) provided: City: Contractor: Christine Dietrick, City Attorney City Attorney Department 990 Palm Street San Luis Obispo, CA 93401 Email: cdietrick@slocity.org and mjorgensen@slocity.org and kwhite@slocity.org Contact Name, Title Company Name Address Email: 8. AUTHORITY TO EXECUTE AGREEMENT. Both City and Contractor do covenant that everyone executing this agreement on behalf of each party is a person duly authorized and empowered to execute Agreements for such party. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed the day and year first above written. CITY OF SAN LUIS OBISPO: _____________________________________ By: Christine Dietrick, City Attorney CONTRACTOR: _____________________________________ By: [Name of individual executing agreement] Its: [Title] APPROVED AS TO FORM: _____________________________________ City of San Luis Obispo City Attorney Item 13 Packet Page 86 -18- H: INSURANCE REQUIREMENTS Consultant Services The 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, its agents, representatives, employees or subcontractors. Minimum Scope of Insurance. Coverage shall be at least as broad as: 1. Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). 2. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). 3. Workers' Compensation insurance as required by the State of California and Employer's Liability Insurance. 4. Errors and Omissions Liability insurance as appropriate to the consultant's profession. Minimum Limits of Insurance. Contractor shall maintain limits no less than: 1. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability 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: $1,000,000 per accident for bodily injury and property damage. 3. Employer's Liability: $1,000,000 per accident for bodily injury or disease. 4. Errors and Omissions Liability: $1,000,000 per occurrence. 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, employees and volunteers; or the Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 1. The City, its officers, officials, employees, agents and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the Contractor; products and completed operations of the Contractor; premises owned, occupied or used by the Contractor; or automobiles owned, leased, hired or borrowed by the Contractor. The coverage shall contain no special limitations on the scope of protection afforded to the City, its officers, official, employees, agents or volunteers. 2. For any claims related to this project, the Contractor's insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, agents and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, agents or volunteers shall be excess of the Contractor's insurance and shall not contribute with it. Item 13 Packet Page 87 -19- 3. 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. 4. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled 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. Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Verification of Coverage. Contractor shall furnish the City with a certificate of insurance showing maintenance of the required insurance coverage. Original endorsements effecting general liability and automobile liability coverage required by this clause must also be provided. The endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All endorsements are to be received and approved by the City before work commences. Item 13 Packet Page 88 -20- I: PROPOSAL SUBMITTAL FORM ACKNOWLEDGEMENT The undersigned declares that she or he: ◼ Has carefully examined the specifications for an ORGANIZATIONAL ASSESSMENT OF THE CITY ATTORNEY DEPARTMENT, which is hereby made a part of this proposal. ◼ Is thoroughly familiar with the proposal contents. ◼ Is authorized to represent the proposing firm. ◼ Agrees to perform the work as set forth in this proposal. ❑ Certificate of insurance attached; insurance company’s A.M. Best rating: __________________. Firm Name and Address Contact Phone Signature of Authorized Representative Date Item 13 Packet Page 89 -21- STATEMENT OF QUALIFICATION & REFERENCES 1. Number of years engaged in providing the services included within the scope of the specifications (under the present business name): years. If applicable work was completed under different business names, please explain. Attach additional pages as needed. 2. Describe fully the experience/history of the firm and its employees that qualify it to successfully complete the services included within the scope of the specifications. Attach additional pages as needed. Item 13 Packet Page 90 -22- 3. Describe fully the last three contracts performed by your firm that demonstrate your ability to provide the services included with the scope of the specifications. Attach additional pages as needed. The City reserves the right to contact each of the references listed for additional information regarding your firm's qualifications. Reference No. 1: Agency Name Contact Name Telephone & Email Street Address City, State, Zip Code Description of services provided including contract amount, when provided and project outcome Reference No. 2: Agency Name Contact Name Telephone & Email Street Address City, State, Zip Code Description of services provided including contract amount, when provided and project outcome Reference No. 3 Agency Name Contact Name Telephone & Email Street Address City, State, Zip Code Description of services provided including contract amount, when provided and project outcome Item 13 Packet Page 91 -23- BIDDERS LIST  NOTE: Not to be included with Bidder's Package when mailed or handed out. This should be included and referenced as an attachment to the Council Agenda Report or City Manager Report. Municipal Resource Group Mary Egan (916) 261-7547 675 HARTZ AVENUE, SUITE 300 DANVILLE, CA 94526 (530) 878-9100 HBR Consulting Kevin Clem KClem@hbrconsulting.com Cell 201-673-1001 Office 312-425-4433 Matrix Consulting Group info@matrixcg.net 1650 S. Amphlett Blvd., Suite 213 San Mateo, CA 94402 Office: 605-858-0507 CityGate Associates, LLC admin@citygateassociates.com 600 Coolidge Dr., Suite 150 Folsom, CA 95630 Office: 916-827-3616 Sloan Sakai Bob Deis bdeis@mgmt-strategies.com info@sloansakai.com 555 Capitol Mall, Suite 600 Sacramento, CA 95814 Office: 510-995-5800 The Novak Consulting Group info@thenovakconsultinggroup.com 26 E. Hoolister Street Cincinnati, OH 45219 Office: 513-221-0500 Management Partners 2107 North First Street, Suite 470 San Jose, CA 95131 Office: 408-437-5400 Item 13 Packet Page 92