HomeMy WebLinkAbout07-02-2013 c7 rfq for legal services
FROM: J. Christine Dietrick, City Attorney
Prepared By: Andrea S. Visveshwara, Assistant City Attorney
SUBJECT: REQUEST FOR QUALIFICATIONS FOR LEGAL SERVICES
RECOMMENDATIONS
1. Approve the Request for Qualifications for Legal Services
2. Authorize the City Manager to execute agreements with the selected law firms and/or
attorneys.
DISCUSSION
The purpose of the Request for Qualifications for Legal Services is to create a list of law firms or
attorneys in a variety of practice areas for work that the City may need during the 2013-2015
financial plan period. Typically, the City retains outside counsel in three different situations: 1) in
matters that require specialized expertise; 2) in matters that present conflict of interest issues; and 3)
in matters that exceed the capacity of the City Attorney’s Office, including significant litigation
matters not covered by the City’s joint powers insurance authority. Often, the need for outside
counsel arises on short notice, and there is no time to do a formal request for proposal.
Furthermore, whether a formal request for proposal would be necessary is not always readily
apparent. Generally, under the Financial Management Manual, the City should issue a formal
request for proposal if the expenditure to the consultant is expected to exceed $25,000. With legal
services, what may begin as a small issue, advising on a discrete matter, may become a larger issue
if litigation arises out of that matter.
The City has recognized the benefit of pre-selecting consultants so that their services can be more-
readily utilized. For example, the Public Works Department has found maintaining a list of
prequalified consultants to provide services on an on-call basis for various areas of specialized work
has proven to be effective in providing consultant availability to staff. Here, the City Attorney’s
Office is proposing a similar arrangement. The RFQ solicits submissions from interested law firms
or attorneys stating their qualifications. After evaluating the submittal packages received, the City
Attorney will select the top law firms and/or attorneys based on their demonstrated ability to
provide high quality legal services, effectiveness in communicating with the City Attorney’s Office,
and capability to serve as co-counsel with the City Attorney’s Office in matters determined by the
City. Once the selected law firms or attorneys have entered into an agreement with the City, staff
will be able to use their services for individual projects as needed, without going through individual
RFQs or RFPs for each project.
As is current practice, the oversight of the law firms or attorneys will be handled by the City
Attorney’s Office. The law firms or attorneys will operate under the conditions of the agreement
included in the RFQ. Individual projects will be scoped with the City department most involved and
the consultant. Specific cases or matters will be assigned either through a subsequent City Manager
Meeting Date
Item Number July 2, 2013
C7 - 1
RFQ for Legal Services – On Call Outside Counsel Page 2
award if the anticipated cost is less than $25,000 or by Council if the anticipated cost exceeds
$25,000.
FISCAL IMPACT
The RFQ, in and of itself, does not obligate any funds or commit the City to utilize any of the firms
or attorneys placed on the list. Fiscal impact for scope of representation, including identifying the
funds that will pay for the legal services, will be discussed at the time the City Attorney’s Office
requests a contract award either from the Council or the City Manager, depending upon the
anticipated cost of services and consistent with the City’s purchasing policies and rules.
ALTERNATIVES
Do not approve the RFQ release. The City Council could decline issuing the RFQ, which means
that the City Attorney’s Office will request Council authorization to issue an RFP for a specific case
or matter if time allows, or continue to solicit qualified counsel and request Council authorization
for retention on a case by case basis, for matters exceeding $25,000. For matters with an
anticipated cost of $25,000 or less, the City Attorney’s Office will continue to seek the three
informal bids, as outlined in the Financial Management Manual. The benefit of the RFQ is that the
City may become aware of a broader spectrum of law firms or attorneys providing certain services,
thereby increasing the City’s choices and maximizing the potential to obtain the highest quality and
most cost effective representation.
ATTACHMENT
Request for Qualifications for Legal Services – On-Call Outside Legal Counsel
\\chstore4\team\council agenda reports\2013\2013-07-02\rfp - outside legal counsel (dietrick-visveshwara)\ecar - 2013 advertise.docx
C7 - 2
City of San Luis Obispo
990 Palm Street San Luis Obispo CA 93401
Notice Requesting Qualifications for Legal Services
On-Call Outside Counsel
The City of San Luis Obispo is requesting proposals for outside counsel legal services in a variety of different
areas. All proposals must be postmarked or received by City Attorney’s Office at 990 Palm Street, San Luis
Obispo, CA 93401 by December 30, 2013 at 5:00 p.m.
Proposals will be opened and reviewed as they are received. Each proposal shall be submitted to the City
Attorney’s Office in a sealed envelope plainly marked with the proposal title and law firm . Proposals shall be
submitted using the forms provided in the specification package.
Obtaining a Specification Package
Download from the City’s Web site www.slocity.org - Bids & Proposals page
Pick up a copy of the RFP at the above address
Mail a request to the City of San Luis Obispo City Attorney’s Office at the above address
Fax a request to the City of San Luis Obispo at 805-781-7109 – include company name, street address, phone,
fax, email and the name of the contact person.
Requests must include the RFQ title.
A list of firms and attorneys that have requested a copy of the proposal is maintained on the web page.
Project Detail Information
Project detail information may be obtained by contacting the City Attorney’s Office at (805) 781-7140.
Rev 11.20.12 BL
C7 - 3
Title Page 2 of 16
Specification No. X
TABLE OF CONTENTS
DESCRIPTION OF WORK ........................................................................................................................................... 3
GENERAL TERMS AND CONDITIONS ....................................................................................................................... 4
PROPOSAL REQUIREMENTS ................................................................................................................................ 4
CONTRACT AWARD AND EXECUTION ................................................................................................................ 4
PROPOSAL CONTENT AND SELECTION PROCESS ............................................................................................... 6
PROPOSAL CONTENT ........................................................................................................................................... 6
PROPOSAL EVALUATION AND CONSULTANT SELECTION .............................................................................. 6
FORM OF AGREEMENT .............................................................................................................................................. 8
PROPOSAL SUBMITTAL FORMS ............................................................................................................................. 12
ACKNOWLEDGEMENT ......................................................................................................................................... 12
INSURANCE CERTIFICATE .................................................................................................................................. 12
STATEMENT OF PAST CONTRACT DISQUALIFICATIONS ............................................................................... 13
REFERENCES ....................................................................................................................................................... 13
INSURANCE REQUIREMENTS: Consultant Services ............................................................................................. 15
C7 - 4
Title Page 3 of 16
Section A
DESCRIPTION OF WORK
The City Attorney’s Office is responsible for providing all legal services for the City of San Luis Obispo and its
advisory bodies. In addition, the City Attorney serves as the City Prosecutor. The City Attorney’s Office consists of
the City Attorney, Assistant City Attorney and Paralegal. The City retains outside counsel in three different
situations: 1) in matters that require specialized expertise; 2) in matters that present conflict of interest issues; and
3) in matters that exceed the capacity of the City Attorney’s Office.
The City requests detailed information regarding the qualifications of attorneys or law firms interested in providing
legal services to the City to establish a list of qualified attorneys or law firms from which outside counsel may be
selected. The goal is to establish a list of qualified firms and individuals in a variety of practice areas for work that
the City may need during the 2013-2015 financial plan timeframe . The City is interested in retaining a diverse
group of firms/individuals who will provide high-quality legal services and who are dedicated to containing legal
costs.
Selection of outside counsel for all matters is based on the quality of their work, commitment to controlling costs,
adherence to budgets and effectiveness in communicating with the City. In addition to the on-call contract, selected
attorneys or firms will be required to enter into a Scope of Service/Retention Agreement for each specific matter,
which shall include a written work plan or case handling plan, a capped “not to exceed” amount and the names of
the individuals in the law firm assigned to work on the matter and their hourly rate.
Placement on a list of qualified firms does not guarantee that the firm or attorney will be retained to provide
services. Outside legal services will be used on an as-needed, case by case, or matter by matter basis. Specific
assignments may include investigating, advising, negotiating, reviewing and/or drafting documents (transactional
and litigation), and representation in court, administrative hearings and alternative dispute resolution proceedings
involving one or more of the following areas:
1. Administrative Law
2. Appellate Proceedings
3. Affordable Housing Development
4. Code Enforcement
5. Conflict Counsel
6. Constitutional Law
7. Criminal procedure
8. Elections Law
9. Eminent Domain and Inverse Condemnation
10. Employment Issues and Litigation – Labor and Employment, Pension and Benefits Programs
11. Engineering, Design Professional and Construction Contracting Issues and Litigation
12. Environmental Issues and Litigation, Federal and State Regulatory Issues, Endangered Species, Clear Air
and Clean Water Acts
13. Financial Services –, Infrastructure, Financing , Fees (Community Facility Districts, Assessment Districts,
etc.) and taxation
14. General civil litigation
15. General Municipal Services
16. Land Use issues and litigation, including California Environmental Quality Act and litigation and wireless
communications land use regulatory issues
17. Real Property
18. Water Rights
C7 - 5
Title Page 4 of 16
Section B
GENERAL TERMS AND CONDITIONS
PROPOSAL REQUIREMENTS
1. Requirement to Meet All Provisions. Each individual or firm submitting a proposal (Consultant) shall meet all
of the terms, and conditions of the Request for Qualifications and Proposals (RFP) specifications 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
enclosed in an envelope that shall be sealed and addressed to the City Attorney’s Office, City of San Luis
Obispo, 990 Palm Street, San Luis Obispo, CA, 93401 and received by December 30, 2013 at 5:00 p.m.. Each
proposal submittal shall include one electronic copy of the proposal, submitted in Adobe Acrobat format on CD
or flash drive. The proposal should be clearly labeled with the proposal title, specification number, and name of
Consultant. No FAX submittals will be accepted.
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 F.
4. Submittal of References. Each proposer shall submit a statement of qualifications and references on the form
provided in the RFP package.
5. Statement of Contract Disqualifications. Each proposer shall submit a statement regarding any past
government disqualifications or terminations of engagement based on performance on the form provided in the
RFP package.
6. Proposal Withdrawal and Opening. A Consultant may withdraw its proposal, without prejudice prior to the
time specified for the proposal opening, by submitting a written request to the City Attorney for its withdrawal, in
which event the proposal will be returned to the Consultant unopened. No proposal received after the time
specified or at any place other than that stated in the "Notice Requesting Qualifications and Proposals" will be
considered. All proposals will be opened and declared publicly. Consultants or their representatives are invited
to be present at the opening of the proposals.
7. 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.
8. Alternative Proposals. When specifically requested, the proposer may submit an alternative proposal (or
proposals) that it believes will also meet the City's project objectives but in a different way. In this case, 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). If an alternative
proposal is submitted, the maximum length of the proposal may be expanded proportionately by the number of
alternatives submitted.
CONTRACT AWARD AND EXECUTION
9. Proposal Retention and Award. The City reserves the right to retain all proposals for a period of 60 days for
examination and comparison. 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
C7 - 6
Title Page 5 of 16
the extent that proposals are qualified by specific limitations. See the "Special Terms and Conditions" in
Section C of these specifications for proposal evaluation and contract award criteria.
10. 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.
11. Contract Requirement. The Consultant to whom award is made (Consultant) shall execute a written contract
with the City within five (5) calendar days after notice of the award has been sent by mail 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.
12. Insurance Requirements. The Consultant shall provide proof of insurance in the form, coverages and
amounts specified in Section F of these specifications as a precondition to contract execution.
13. Business License & Tax. The Consultant must have a valid City of San Luis Obispo business license and tax
certificate before execution of the contract. Additional information regarding the City's business license and tax
program may be obtained by calling (805) 781-7134.
14. Failure to Accept Contract. The following will occur if the Consultant to whom the award is made
(Consultant) fails to enter into the contract: the award will be annulled; any bid security will be forfeited in
accordance with the special terms and conditions if a Consultant's bond or security is required; and an award
may be made to the next highest ranked Consultant with whom a responsible compensation is negotiated, who
shall fulfill every stipulation as if it were the party to whom the first award was made.
C7 - 7
Title Page 6 of 16
Section C
PROPOSAL CONTENT AND SELECTION PROCESS
PROPOSAL CONTENT
1. Submittal Forms
a. Acknowledgement
b. Certificate of Insurance
c. References
d. Statement of Past Disqualifications
2. Qualifications
a. Identify each of the practice areas listed in the Description of Work section that the attorney or firm desires
to be considered for in this RFQ process
b. Experience of your firm in performing assignments in the proposed practice areas
c. Experience of the staff to be assigned to the project in the proposed practice areas
d. Resumes of the individuals who would be performing services
e. Experience in having a co-counsel relationship with in-house counsel
f. Statement and explanation of any instances where your firm has been removed from a project or
disqualified from proposing on a project
g. Any other information that would assist us in making this award decision
3. Fee Structure
a. Provide information on the hourly rates for all staff that would be necessary to render services
b. Provide a list of expenses that the attorneys or law firms propose to bill in addition to legal fees and the
basis for such expenses
c. If rates are to be adjusted during the course of representation, the method for such adjustment should be
described
d. Provide alternatives to hourly billing, including fixed price representation.
4. Proposal Length and Copies
a. Proposals should be the minimum length to provide the required information. Charts and other short form
approaches to conveying information are encouraged.
b. 3 copies of the proposal must be submitted.
c. 1 pdf format electronic copy must be submitted on CD.
PROPOSAL EVALUATION AND CONSULTANT SELECTION
Proposals will be evaluated by the City Attorney’s Office as they are received and contract award process as
follows:
5. Written Proposal Review/ Candidate Selection
The City will develop a list of firms based upon the responses to this RFQ. Responses will be evaluated by the
City Attorney’s Office. Price will not be the controlling factor in selecting firms for the list, but price will be a
factor in making work assignments. A firm is not entitled to be placed on the list or entitled to work solely on the
basis of submission of a low price quotation. The City Attorney will evaluate the responses based on the
proposal content, and any further information that may be requested for clarification.
.
C7 - 8
Title Page 7 of 16
Once the list is established, specific firms and individual attorneys may be selected from the list for execution.
6. Consultant Selection and Compensation
Contract award will be based on a combination of factors that represent the best overall value f or completing the
workscope as determined by the City, including: the written proposal criteria described above; results of
background and reference checks; results from any further information; and proposed compensation. Execution of
the contract does not guarantee that any case or matter or number of cases or matters will be assigned to outside
counsel. The decision to retain outside counsel will be that of the City on a case by case basis or matter by matter
basis. Contracts will remain in effect until June 30, 2015, unless they are terminated before expiration by providing
written notice, or unless they are renewed or extended. Fee structures should take this time period into account.
The City reserves the right to enter into agreements for legal services with persons or firms who do not respond.
The City further reserves the right to waive responses to any part of this request if, in its sole judgment, it
determines that it is in the best interests of the City to do so. The City may require any Respondent to participate in
negotiations and to submit such other information or documentation as it may deem necessary as conditions of
awarding a contract. The City reserves the right to vary or waive requirements for different Respondents as shall fit
the City’s needs for a particular type of engagement or area of representation.
C7 - 9
Title Page 8 of 16
Section D
FORM OF AGREEMENT
AGREEMENT
THIS AGREEMENT is made and entered into in the City of San Luis Obispo on [day, date, year] by and
between the CITY OF SAN LUIS OBISPO, a municipal corporation, hereinafter referred to as City, and
[CONSULTANT’S NAME IN CAPITAL LETTERS], hereinafter referred to as Consultant.
W I T N E S S E T H
WHEREAS, on July 3, 2013, requested qualifications and proposals for legal counsel
WHEREAS, pursuant to said request, Consultant submitted a proposal that was accepted by City for said
services.
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 the date this Agreement is made and entered, as first written
above, until acceptance or completion of said services.
2. Contract Term for On-Call Service Contracts. The services identified in this specification will be used by the
City between _____ and June 30, 2015. ]
3. Contract Extension and Cost Increases for On-call Service Contracts. The term of the contract may be
extended by mutual consent for an additional year. During this extended period, labor rates may be increased
to reflect increased labor costs and overhead at each 1 year contract anniversary, provided the City is notified
of the increases in advance. []
4. Termination. If, during the term of the contract, the City determines that the Consultant is not faithfully abiding
by any term or condition contained herein, the City may notify the Consultant in writing of such defect or failure
to perform. This notice must give the Consultant a 10 (ten) calendar day notice of time thereafter in which to
perform said work or cure the deficiency.
If the Consultant 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 Consultant 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 Consultant's surety
shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the
termination thereof.
In said event, the Consultant 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 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 Consultant as may be set forth in the Agreement payment schedule; compensation for any other work,
services or goods performed or provided by the Consultant shall be based solely on the City's assessment of
the value of the work-in-progress in completing the overall workscope.
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 Consultant be entitled to receive in excess of the compensation quoted
in its proposal.
If, at any time during the term of the contract, the City determines that the project is not feasible due to funding
shortages or unforeseen circumstances, the City reserves the right to terminate the contract. Consultant will be
paid compensation due and payable to the date of termination.
C7 - 10
Title Page 9 of 16
5. Ability to Perform. The Consultant warrants that it possesses licenses and qualifications necessary to carry
out and complete the work hereunder in compliance with any and all applicable federal, state, county, city, and
special district laws, ordinances, and regulations.
6. Sub-contract Provisions. No portion of the work pertinent to this contract shall be subcontracted without
written authorization by the City, except that which is expressly identified in the Consultant’s proposal. Any
substitution of sub-consultants must be approved in writing by the City. For any sub-contract for services in
excess of $25,000, the subcontract shall contain all provisions of this agreement.
7. Contract Assignment. The Consultant 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.
8. Inspection. The Consultant shall furnish City with every reasonable opportunity for City to ascertain that the
services of the Consultant 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 Consultant of any of its obligations to fulfill its contract
requirements.
9. Conflict of Interest. The Consultant shall disclose any financial, business, or other relationship with the City
that may have an impact upon the outcome of this engagement., The Consultant 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 Consultant further covenants that, in the
performance of this work, no sub-consultant or person having such an interest shall be employed. The
Consultant 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
Consultant shall at all times be deemed an independent Consultant and not an employee of the City.
10. Rebates, Kickbacks or Other Unlawful Consideration. The Consultant warrants that this contract was not
obtained or secured through rebates, kickbacks or other unlawful consideration, either promised or paid to any
City employee. For breach or violation of the warranty, the City shall have the right in its discretion; to
terminate the contract without liability; to pay only for the value of the work actually performed; to deduct from
the contract price; or otherwise recover the full amount of such rebate, kickback or other unlawful consideration.
11. Covenant Against Contingent Fees. The Consultant warrants by execution of this contract that no person or
selling agency has been employed, or retained, to solicit or secure this contract upon an agreement or
understanding, for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or
bona fide established commercial or selling agencies maintained by the Consultant for the purpose of securing
business. For breach or violation of this warranty, the City has the right to annul this contract without liability;
pay only for the value of the work actually performed, or in its discretion, to deduct from the contract price or
consideration, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent
fee.
12. Compliance with Laws and Wage Rates. The Consultant 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. This includes compliance with prevailing
wage rates and their payment in accordance with California Labor Code. For purposed of this paragraph,
“construction” includes work performed during the design and preconstruction phases of construction, including
but not limited to, inspection and land surveying work.
13. Payment of Taxes. The contract prices shall include full compensation for all taxes that the Consultant is
required to pay.
14. Safety Provisions. The Consultant shall conform to the rules and regulations pertaining to safety established
by OSHA and the California Division of Industrial Safety.
15. Immigration Act of 1986. The Consultant warrants on behalf of itself and all sub-consultants engaged for the
performance of this work that only persons authorized to work in the United States pursuant to the Immigration
C7 - 11
Title Page 10 of 16
Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work
hereunder.
16. Consultant Non-Discrimination. In the award of subcontracts or in performance of this work, the Consultant
agrees that it will not engage in, nor permit such sub-consultants as it may employ, to engage in discrimination
in employment of persons on any basis prohibited by State or Federal law.
17. Indemnification for Professional Liability. To the fullest extent permitted by law, the Consultant shall
indemnify, protect, defend and hold harmless the City and any and all of its officials, employees and
agents (“Indemnified Parties”) from and against any and all losses, liabilities, damages, costs and
expenses, including attorney’s fees and cost which arise out of, pertain to, or relate to the negligence,
recklessness, or willful misconduct of the Consultant.
18. Non-Exclusive Contract. The City reserves the right to contract for the services listed in this proposal from
other consultants during the contract term.
Consultant Invoices and Payment. The Consultant shall deliver a monthly invoice to the City, itemized by
project work phase or, in the case of on-call contracts, by project title. Invoice must include a breakdown of
hours billed and miscellaneous charges and any sub-consultant invoices, similarly broken down, as supporting
detail. For on-call services, the City will pay and the Consultant shall receive compensation as agreed to on a
project by project basis. Hourly rates include direct salary costs, employee benefits, overhead and fee. 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 provided by the Consultant (Net 30).
19. Agreement Parties.
City: City Attorney’s Office
City of San Luis Obispo
990 Palm Street
San Luis Obispo, CA 93401
Consultant: X
All written notices to the parties hereto shall be sent by United States mail, postage prepaid by registered or
certified mail addressed as shown above.
20. Incorporation by Reference. City Request for Proposal Specification No. 99821.950-2013 and Consultant's
proposal dated X, are hereby incorporated in and made a part of this Agreement.
21. 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.
Working Out of Scope. If, at any time during the project, the consultant is directed to do work by persons other
than the City Attorney and the Consultant believes that the work is outside of the scope of the original contract,
the Consultant shall inform the City Attorney immediately. If the City Attorney and Consultant 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 Consultant's hourly billing rates or a lump sum price agreed upon
between the City and the Consultant. Any extra work performed by Consultant without prior written approval
from the City Attorney shall be at Consultant's own expense.
22. 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. For and in consideration of the payments and agreements hereinbefore mentioned to be made and
performed by City, Consultant agrees with City to do everything required by this Agreement, the said
specification and incorporated documents.
23. Authority to Execute Agreement. Both City and Consultant do covenant that each individual executing this
agreement on behalf of each party is a person duly authorized and empowered to execute Agreements for such
party.
C7 - 12
Title Page 11 of 16
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: CONSULTANT:
Katie Lichtig, City Manager By:
APPROVED AS TO FORM:
Christine Dietrick, City Attorney
C7 - 13
Title Page 12 of 16
Section E
PROPOSAL SUBMITTAL FORMS
ACKNOWLEDGEMENT
The undersigned declares that she or he:
Has carefully examined Specification No. 99821.950-2013
Is thoroughly familiar with its content
Is authorized to represent the proposing firm; and
Agrees to perform the work as set forth in the specification and this proposal.
Firm Name and Address:
Contact Name:
Email:
Fax: Phone:
Signature of Authorized Representative:
Date:
INSURANCE CERTIFICATE
Insurance Company’s A.M. Best Rating
Certificate of insurance attached
C7 - 14
Title Page 13 of 16
STATEMENT OF PAST CONTRACT DISQUALIFICATIONS
The Consultant shall state whether it or any of its officers or employees who have a proprietary interest in it, has
ever been disqualified, removed, or otherwise prevented from submitting a proposal on, or completing a federal,
state, or local government project because of the violation of law, a safety regulation, or for any other reason,
including but not limited to financial difficulties, project delays, or disputes regarding work or product quality, and if
so to explain the circumstances.
Do you have any disqualification as described in the above paragraph to declare? Yes No
If yes, explain the circumstances.
Executed on ______________________at _______________________________________ under penalty of
perjury of the laws of the State of California, that the foregoing is true and correct.
______________________________________
Signature of Authorized Consultant Representative
REFERENCES
Number of years engaged in providing the services included within the scope of the specifications under the
present business name: _________
Describe fully the last three contracts with public entities performed by your firm that demonstrate your ability to
provide the services included with the scope of the specifications. Attach additional pages if required. The City
reserves the right to contact each of the references listed for additional information regarding your firm's
qualifications.
Reference No. 1
Customer Name
Contact Individual
Telephone & Email
Street Address
City, State, Zip Code
Date of Services
Contract Amount
Description of Services
Project Outcome
C7 - 15
Title Page 14 of 16
Reference No. 2
Customer Name
Contact Individual
Telephone & Email
Street Address
City, State, Zip Code
Date of Services
Contract Amount
Description of Services
Project Outcome
Reference No. 3
Customer Name
Contact Individual
Telephone & Email
Street Address
City, State, Zip Code
Date of Services
Contract Amount
Description of Services
Project Outcome
C7 - 16
Title Page 15 of 16
Section F
INSURANCE REQUIREMENTS: Consultant Services
The Consultant 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 Consultant, its agents, representatives, employees or sub-consultants.
Minimum Scope of Insurance. Coverage shall be at least as broad as:
1. Insurance Services Office Commercial General Liability coverage (occurrence form CG 20 10 Prior to 1993
or CG 20 10 07 04 with CG 20 37 10 01 or the exact equivalent as determined by the City).
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. Consultant 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. Malpractice/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 Consultant 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 Consultant; products and completed operations
of the Consultant; premises owned, occupied or used by the Consultant; or automobiles owned, leased, hired
or borrowed by the Consultant. 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 Consultant'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
Consultant's insurance and shall not contribute with it.
3. The Consultant'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. The Consultant agrees to notify
the City in the event that the policy is suspended, voided or reduced in coverage or limits. A minimum of 30
days prior written notice by certified mail, return receipt requested, will be provided.
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. Consultant 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.
C7 - 17
Title Page 16 of 16
Section F
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 Consultant; products and
completed operations of the Consultant; premises owned, occupied or used by the Consultant; or
automobiles owned, leased, hired or borrowed by the Consultant. 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 Consultant'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
Consultant's insurance and shall not contribute with it.
3. The Consultant'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 30 (thirty) 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. Consultant 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.
C7 - 18