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HomeMy WebLinkAboutItem 6f - RFP for Citywide User Fee Study and Cost Allocation Plan and Labor Rates Item 6f Department: Finance Cost Center: Revenue For Agenda of: 9/1/2026 Placement: Consent Estimated Time: N/A FROM: Emily Jackson, Finance Director Prepared By: Debbie Malicoat, Deputy Finance Director SUBJECT: REQUEST FOR PROPOSALS FOR CONSULTING SERVICES TO CONDUCT A CITYWIDE USER FEE STUDY AND PREPARE A CENTRAL SERVICE COST ALLOCATION PLAN AND LABOR RATES RECOMMENDATION Authorize staff to issue a Request for Proposals (RFP) for Consulting Services to Conduct a Citywide User Fee Study and Prepare a Central Service Cost Allocation Plan and Labor Rates, and delegate award authority to the City Manager. POLICY CONTEXT Section 2, “User Fee Cost Recovery Goals,” of the City’s adopted City Fiscal Policies identifies that a comprehensive analysis of City costs and fees should be made at least every three years. The City Council reviews its fiscal policies every two years to guide staff in development of the two-year Financial Plan. Council most recently adopted the User Fee Cost Recovery policy on June 17, 2025, with adoption of the FY 2025-27 Financial Plan. The Policy adopted in June 2025 reflected changes directed by Council with adoption of the prior user fee study on July 2, 2024. In advance of the upcoming user fee study, staff sought Council’s review of the Policy again on June 2, 2026, with adoption of the FY 2026-27 Budget Supplement; Council did not elect to make any changes to the Policy at that time. Additionally, Strategic Approach 5.c within the Cultural Vitality, Economic Resilience and Fiscal Sustainability Major City Goal in the current financial plan includes direction to conduct an RFP process to identify a consultant to prepare the City’s annual cost allocation plan to ensure that enterprise funds are appropriately reimbursing the General Fund for services provided to them. Further, while the Government Code does not explicitly mandate a specific schedule for updating fees, Sections 66016 and 66014 limit local agencies from collecting fees that exceed the reasonable costs of providing the services, implying that periodic review is necessary to ensure fees are not excessive. DISCUSSION Page 161 of 249 Item 6f Background Many City services are considered a general public good and are funded through general tax revenues, however, some services are funded only by the users of the service. The City's User Fee Cost Recovery policy calls for the City to review and update servic e charges on an ongoing basis to ensure that they keep pace with changes in the cost -of- living and changes in methods or levels of service delivery. State law generally provides that fees for services cannot exceed the reasonable actual costs for providing services. In implementing this provision, the City has adopted the goal of comprehensively analyzing service costs at least every three years, with interim adjustments annually based on changes in the Consumer Price Index (CPI). The last comprehensive fee study was approved by Council July 2, 2024 (R11507). In addition, the City prepares an annual Cost Allocation Plan (CAP) to ensure that enterprise funds are appropriately reimbursing the General Fund for services provided. The City’s current contract for this work has now expired and it is timely to issue an RFP for this service. Given the timing of the triennial review of user fees and the expiration of the CAP consultant contract, issuing an RFP for both of these services in a consolidated fashion leverages the synergies between understanding what it costs to provide all services, whether to the community or to the enterprise funds, and then seeking appropriate cost recovery for those services. This approach is not uncommon in municipalities in California and staff anticipate consolidation will result in efficiencies compared to separating the activities. Staff are requesting authority to issue the RFP for consultant services and delegating the authority to award the contract to the most responsive proposer to the City Manager. Determining the most responsive proposer is based on a number of criteria such as prior experience doing similar work, proposed approach and timeline, references, interviews, and value for the City, not necessarily the lowest cost. All proposals will be evaluated by a cross-departmental team to determine the finalist. In order to bring fee study results to the Council in time for a July 2027 effective date of a new fee schedule, staff and consultant work efforts need to begin by October 1, 2026. Delegation of award authority to the City Manager will facilitate timely contract execution. Previous Council or Advisory Body Action Council has previously approved policies and provided direction to perform comprehensive fee studies every three years. Public Engagement As with the 2024 fee study, staff will engage Advisory Bodies, stakeholders and the public as to the outcome of the study. Notices of any changes to fees will be posted at public Page 162 of 249 Item 6f counters, on the City’s website and to interested individuals that have requested such notices. Additionally, any changes would take place 60 days after the Council adopted a new fee schedule, which is anticipated to occur in May 2027. Staff anticipates work to begin in October 2026 with preliminary calculations completed in January 2027. City Council review of study finding and draft recommendations is scheduled for the March 2, 2027 City Council meeting. Based on direction received, final recommendations will be presented for adoption at the May 4, 2027 City Council meeting. This will allow time for communication with the community an d updates to point of sale systems before the July 7, 2027 effective date. It will also meet the Government Code requirement of 60 days’ notice before new fees can take effect. CONCURRENCE Staff from all departments involved in the calculation or collection of user fees or preparation of the Cost Allocation Plan concur with the recommendation presented in this Council Agenda Report. ENVIRONMENTAL REVIEW The California Environmental Quality Act (CEQA) does not apply to the recommended action in this report because the action does not constitute a “project” under the CEQA guidelines section 15378. FISCAL IMPACT Budgeted: Yes Budget Year: 2026-27 Funding Identified: Yes Fiscal Analysis: Budget of $73,500 for this work effort was approved with the 2025 -27 Financial Plan. Budget for the annual CAP is reflected in the ongoing operating budget at $13,500 with one time funding for the triennial fee study of $60,000, approved as a Significant Operating Budget Change (SOBC) for FY 2026-27. Funding Sources Total Budget Available Current Funding Request Remaining Balance Annual Ongoing Cost General Fund $73,500 $0 $73,500 $13,500 State Federal Fees Other: Total $73,500 $0 $73,500 $13,500 ALTERNATIVES Page 163 of 249 Item 6f Council could direct staff to issue separate RFPs for a user fee study and preparation of a Cost Allocation Plan. Issuance of separate RFPs will reduce the synergies achieved by combining these work efforts. Council could direct staff to delay issuing an RFP for this work scope and instead apply a CPI adjustment to fees. While the Government Code does not require specific timelines to update fees, delaying the fee study may result in the City’s fees not being in alignment with the actual costs of providing the services, which could result in the General Fund subsidizing the cost of services provided. In addition, the City’s contract with the current Cost Allocation Plan consultant is now expired. ATTACHMENTS A - RFP – User Fee Study and Cost Allocation Plan 2026 Page 164 of 249 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 Consulting Services to Conduct a Citywide User Fee Study and Prepare a Central Service Cost Allocation Plan and Labor Rates The City of San Luis Obispo is requesting sealed proposals to conduct a Citywide User Fee Study, the annual central service cost allocation plan (CAP) and the development of annual labor rates for use in compiling reimbursement and grant application documents. All firms interested in receiving further correspondence regarding this Request for Proposals (RFP) will be required to complete a free registration using BidNet Direct (www.bidnetdirect.com/). All proposals must be received via BidNet Direct by September 11, 2026 at 3 p.m., when they will then be opened electronically via BidNet Direct on the proposal end date and time. The preferred method for bid submission is electronic via BidNet Direct. However, if you wish to submit a paper copy, please submit it in a sealed envelope plainly marked “Proposal for Technology Consulting Services,” to the Department of Finance, at 990 Palm Street, San Luis Obispo, CA, 93401, at or before 3pm on September 11, 2026. Project packages and additional information may be obtained at the City’s BidNet Direct website at www.BidNetDirect.com. For technical help with BidNet Direct please contact BidNet Direct tech support at 800-835-4603. Page 165 of 249 TABLE OF CONTENTS A. INTRODUCTION ......................................................................................................................................... 1 B. SCOPE OF WORK ....................................................................................................................................... 2 C. PROJECT SCHEDULE .................................................................................................................................. 5 D. GENERAL TERMS AND CONDITIONS ........................................................................................................ 6 E. SPECIAL TERMS AND CONDITIONS ........................................................................................................... 8 F: PROPOSAL SUBMITTAL FORM ................................................................................................................. 15 EXHIBIT A : FORM OF AGREEMENT ............................................................................................................. 23 Page 166 of 249 -1- A. INTRODUCTION 1. Background Information – City of San Luis Obispo. The City of San Luis Obispo is located on California’s Central Coast, approximately halfway between Los Angeles and San Francisco. The City encompasses an area of 3,616 square miles, and has a population of about 47,000, not including the neighboring student population at California Polytechnic State University (Cal Poly). It is a charter city and operates under the “Council-Mayor-City Manager” form of municipal government. The five-member City Council consists of the directly elected Mayor and four City Council members. San Luis Obispo is a full -service city, with police, fire, streets, engineering, parks, recreation, water and sewer services. Additionally, residents in the neighboring cities of Pismo Beach, Grover Beach, Arroyo Grande, Morro Bay, Atascadero and Paso Robles (and other unincorporated areas) utilize San Luis Obispo’s recreational services. The City’s fiscal year begins on July 1 and ends on June 30. Additional information about the City of San Luis Obispo can be found by visiting its website at http://www.slocity.org. 2. General Information – Request for Proposal. The City of San Luis Obispo is seeking proposals from qualified firms with expertise performing comprehensive user fee studies, cost allocation plans, and calculation of labor rates for local municipalities. Should any firm submitting a proposal consider subcontracting portions of the engagement, that fact must be clearly identified in the proposal along with the name of the proposed subcontracting firms. Following the reward of the contract, no additional subcontracting will be allowed without the express prior written consent of the City of San Luis Obispo. 3. General Information – User Fees. The City has established user fees for a variety of services. Section 2A of the City of San Luis Obispo’s Fiscal Policies asserts that fees will be reviewed on an ongoing basis to ensure that the fee price satisfies the recovery policy as set by the City Council. A comprehensive analysis is conducted every three years to determine if any fees need to be adjusted beyond the annual inflator. The City is impacted by cost increases and inflationary pressures on labor, materials and supplies, and needs to ensure that existing fees are aligned with the cost of service and provide an opportunity for the City Council to re-align fee amounts with the adopted cost recovery policies. The last fee study the City completed was in May 2024. In the interim, fees were adjusted by annual changes in the Consumer Price Index. Fees may be adjusted during this interim period based on supplemental analysis whenever there have been significant changes in the method, level or cost of service delivery. A copy of the most recently adopted Comprehensive Fee Schedule is available on the City’s website here. General Information – Cost Allocation Plan and Labor Rates. Historically, the City’s central service cost allocation plan is prepared using actual costs from the most recently audited fiscal year, which causes a two-year time lag between the period and the year in which the costs are utilized in the current budget. This avoids any need for a periodic true- up process. Page 167 of 249 -2- The Federal Transportation Administration (FTA) is the cognizant agency for the purpose of complying with the Office of Management and Budget (OMB) Circular A-87. The FTA has determined that the central service cost allocation plan does not require their review. The City requires the preparation of two CAPs each fiscal year, one which is considered the full CAP and one which is used to apply overhead costs to federally funded grant programs and is prepared in compliance with OMB-A87. The current consultant preparing the central service cost allocation plan is Mahoney and Associates and they have been invited to submit a proposal. 4. Project Lead. All questions and correspondence should be directed to Debbie Malicoat, Deputy Finance Director. The questions and the answers will then be forwarded to all firms that provide an email address and posted on the City’s website. All questions must be submitted no later than September 2, 2026. Responses will be provided by September 9, 2026. Contact with personnel other than the name above regarding this RFP may be grounds for elimination from the selection process. The financial statements and previous Cost Allocation Plans of the City are available on the City’s website. B. SCOPE OF WORK The City is seeking a consultant to review and update existing user fees, as well as identify any new fees, as appropriate (noted as “Scope A – User Fees”). Water and Sewer (Wastewater) rates subject to California Proposition 218, and Parking and Transit rate-based fees are NOT included in the scope of work for this study. In addition, the City is seeking a consultant to annually prepare central service cost allocation plans and labor rate calculations (noted as “Scope B – Cost Allocation Plan/Labor Rates”) for a period of three (3) years. Ideally, the City would like the same Consultant to complete both Scope A and Scope B. However, it will also consider proposals for either Scope A or Scope B if a consultant has specific expertise in one and not the other. Please note that some of the tasks are overlapping in Scope A & Scope B and can be addressed accordingly. 1. Scope A – User Fees. a. Establish a methodology for the evaluation of User Fees. Work and meet with City staff to refine the project scope, purpose, uses and goals of the City’s Fee Study to ensure that the study will be both accurate and appropriate to the City’s needs. Review project schedule and answer any questions pertaining to the successful development of the Study. Page 168 of 249 -3- b. Conduct a comprehensive review of the City’s existing fees, rates, and charges , adopted cost recovery policies, and current technology utilized (i.e. Energov/EPL). Meet with staff and conduct interviews as needed to gain an understanding of the City’s processes and operations. c. Identify the total cost of providing each City service at a reasonable activity level and in a manner that is consistent with all applicable laws, statutes, rules and regulations governing the collection of fees, rates, and charges by public entities including, but not limited to Proposition 218 Costs should include appropriate and transparent General and Administrative overhead allocations to City activities and applicable overhead rates. d. Compare service costs with existing cost recovery levels. This should include service areas where the City is currently charging for services as well as areas where the City perhaps should charge, in light of the City’s practices, or the practices of similar and/or neighboring cities. e. Prepare a report that identifies each facility or service, its full cost, current and recommended cost recovery levels. The report should identify the direct cost, the indirect cost, and the overhead cost for each service; and provide a model for adjusting these fees and rates for the City’s current and future needs. f. Recommend appropriate fees and charges. Recommended fees are based on the analysis, together with the appropriate subsidy percentage for those fees where full cost recovery may be unrealistic or undesired, based on currently adopted City Council policies. g. Prepare a report that identifies the current fees, and recommended fees. The report must also identify percentage change, cost recovery percentage, and fee comparison with other San Luis Obispo County cities or California cities that are comparable to San Luis Obispo. A survey comparison of rates and fees with similar cities will be used to help determine the appropriate level of subsidy, if any. h. Report on other matters that come to your attention in the course of your evaluation that in your professional opinion the City should con sider. i. Prepare and deliver presentations to the City Council to facilitate understanding of the plan and its implications for the City and support communications and outreach; collect and document comments and concerns and provide necessary adjustments as requested. j. Develop or modify the existing model for adjusting fees/rates ; include the addition of potential service areas, future service enhancements, and the ability to calculate the estimated costs of providing the service under consideration. Page 169 of 249 -4- k. Prepare a final comprehensive fee study report and provide an electronic copy (text searchable) of the plan that can be made available to City staff. This would include related schedules and cost documentation in a format that can be edited and updated by City staff to accommodate changes in the organization or changes in costs. Any Comprehensive fee schedule revisions developed shall also be made available to the City electronically, providing the ability to add or delete and/or update information as needed. l. Develop a Project Budget for the Fee Study – a description of the project budget itemized according to individual tasks. Project budget should include: i. A project schedule with activities, milestones, and deliverables. ii. Project budget defined, at minimum, as follows: 1. By task with a collective total by milestone and deliverable; 2. Labor rates for all project team members; 3. General overhead rates; 4. Costs for expenses such as printing, travel and attendance at meetings iii. Proposed services to be referred to a subconsultant, anticipate subconsultants and anticipated costs for these services. m. Consult with the City staff should it become necessary to defend the C ity’s Fees as a result of any legal or other challenge. If the consultant/firm believes that additional tasks are warranted, they must be clearly identified in the proposal. As noted above, Water and Sewer rates subject to California Proposition 218, and Parking and Transit rate-based fees are NOT included in the scope of work for this study. Scope B –Cost Allocation Plan/Labor Rates - The following steps are anticipated, but are not intended to be all inclusive or limiting: a. Evaluate the City’s current allocation methodologies and bases. Meet with staff and conduct interviews as needed to gain an understanding of the City’s processes and operations. b. Meet with all affected departments – both central service providers and those receiving cost allocations to determine the best cost allocation nexus. i. Conduct follow up as appropriate to finalize discussions and receive follow up material as required. ii. Prepare any recommendations for changes in allocation methods based on best practices and professional experience. iii. Incorporate the feedback obtained from the meetings referred to above into the preparation of the CAPs. c. Develop a model for allocating costs in a manner that reflects the appropriate amounts of allocation based on the nexus between user departments and the central service cost activity and its costs. Page 170 of 249 -5- d. Report on other matters that come to your attention in the course of your evaluation that in your professional opinion the City should consider. e. Present the findings to the City’s management group and make necessary adjustments as requested. f. Calculate the costs for each position as appropriate using hourly rates and benefit costs provided by the Finance Department. g. Where appropriate, utilize information from the CAPs to obtain additional indirect cost information. h. Provide the labor rate information in an appropriate reporting format that is both comprehensive and easy to understand. i. Develop a Project Budget for the CAPs/Labor Rates – a description of the project budget itemized according to individual tasks. Project budget should include: i. A project schedule with activities, milestones, and deliverables. ii. Project budget defined, at minimum, as follows: 1. By task with a collective total by milestone and deliverable; 2. Labor rates for all project team members; 3. General overhead rates; 4. Costs for expenses such as printing, travel and attendance at meetings iii. Proposed services to be referred to a subconsultant, anticipate subconsultants and anticipated costs for these services. C. PROJECT SCHEDULE Preliminary Schedule Tasks October 1, 2026  Project kickoff December 2026  Cost Allocation Plans/Labor Rates Complete January 2027  User Fee Study Complete March 2, 2027  Review user fee study findings and draft recommendations with City Council March 2027  Cost Allocation Plans/Labor Rates approved by City Council May 4, 2027  Final user fee study recommendations presented to City Council May – June  Update point of sale systems, community outreach and communication July 7, 2027  New fee schedule takes effect Page 171 of 249 -6- D. GENERAL TERMS AND CONDITIONS PROPOSAL REQUIREMENTS 1. Requirement to Meet All Provisions. Each individual or firm submitting a proposal (bidder) shall meet all the terms, and conditions of the Request for Proposals (RFP) project package. By virtue of its proposal submittal, the bidder 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 electronically via BidNet. However, if you can’t submit electronically, please email a copy to the contacts listed in the RFP package, if you can’t email it, please send a copy in a sealed envelope to the Department of Finance, City of San Luis Obispo, 990 Palm Street, San Luis Obispo, CA, 93401. To guard against premature opening, the proposal should be clearly labeled with the proposal title, project number, name of bidder, and date and time of proposal opening. 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. d. The purpose of this submittal is to generally assess the adequacy of the bidder’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 Exhibit C to the Agreement (Exhibit A to the RFP) 4. Proposal Quotes and Unit Price Extension. The extension of unit prices for the quantities indicated and the lump sum prices quoted by the bidder must be entered in figures in the spaces provided on the Proposal Submittal Form(s). Any lump sum bid shall be stated in figures. The Proposal Submittal Form(s) must be totally completed. If the unit price and the total amount stated by any bidder for any item are not in agreement, the unit price alone will be considered as representing the bidder’s intention and the proposal total will be corrected to conform to the specified unit price. 5. Proposal Withdrawal and Opening. A bidder 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, in which event the proposal will be returned to the bidder unopened. No proposal received after the time specified or at any place other than that stated in the “Notice Inviting Bids/Requesting Proposals” will be considered. All proposals will be opened and declared publicly. Bidders or their representatives are invited to be present at the opening of the proposals. 6. 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; however, an individual or business entity that Page 172 of 249 -7- has submitted a sub-proposal to a bidder submitting a proposal, or who has quoted prices on materials to such bidder, is not thereby disqualified from submitting a sub-proposal or from quoting prices to other bidders submitting 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. 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 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. 9. Competency and Responsibility of Bidder. The City reserves full discretion to determine the competence and responsibility, professionally and/or financially, of bidders. Bidders will provide, in a timely manner, all information that the City deems necessary to make such a decision. 10. Contract Requirement. The bidder to whom award is made (Contractor) shall execute a written contract with the City within ten (10) calendar days after notice of the award. The contract shall be made in the form adopted by the City and incorporated in these specifications. CONTRACT PERFORMANCE 11. The City’s contract terms and conditions that Consultant will be expected to execute and be bound by are attached hereto as Exhibit A. Page 173 of 249 -8- E. SPECIAL TERMS AND CONDITIONS 1. Contract Award. The contract will be awarded to the most qualified bidder that, in the City’s sole discretion in accordance with the Proposal Evaluation and Selection criteria set forth herein (if applicable), provides the best proposal. 2. Sales Tax Reimbursement. For sales occurring within the City of San Luis Obispo, the City receives sales tax revenues. Therefore, for bids from retail firms located in the City at the time of proposal closing for which sales tax is allocated to the City, 1% of the taxable amount of the bid will be deducted from the proposal by the City in calculating and determining the most qualified lowest cost bidder. 3. Labor Actions. In the event that the successful proposer is experiencing a labor action at the time of contract award (or if its suppliers or subcontractors are experiencing such a labor action), the City reserves the right to declare said proposer is no longer the most qualified, responsive proposer and to accept the next acceptable proposal from a proposer that is not experiencing a labor action, and to declare it to be the most qualified, responsive proposer. 4. Failure to Accept Contract. The following will occur if the proposer to whom the award is made (Contractor) 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 proposer's bond or security is required; and an award may be made to the next lowest responsible, responsive proposer who shall fulfill every stipulation as if it were the party to whom the first award was made. 5. Contract Term. The supplies or services identified in this specification will be used by the City for three (3) years. The prices quoted for these items must be valid for the entire period indicated above unless otherwise conditioned by the proposer in its proposal. 6. Contract Extension. The term of the contract may be extended by mutual consent for an additional one-year, and annually thereafter, for a total of four years. 7. Supplemental Purchases Supplemental purchases may be made from the successful proposer during the contract term in addition to the items listed in the Detail Proposal Submittal Form. For these supplemental purchases, the proposer shall not offer prices to the City in excess of the amounts offered to other similar customers for the same item. If the proposer is willing to offer the City a standard discount on all supplemental purchases from its generally prevailing or published price structure during the contract term, this offer and the amount of discount on a percentage basis should be provided with the proposal submittal. 8. Contractor Invoices. The Contractor may deliver either a monthly invoice to the City with attached copies of detail Page 174 of 249 -9- invoices as supporting detail, or in one lump-sum upon completion. 9 Non-Exclusive Contract. The City reserves the right to purchase the items listed in the Detail Proposal Submittal Form, as well as any supplemental items, from other vendors during the contract term. 10. Unrestrictive Brand Names. Any manufacturer's names, trade names, brand names or catalog numbers used in the specifications are for the purpose of describing and establishing general quality levels. Such references are not intended to be restrictive. Proposals will be considered for any brand that meets or exceeds the quality of the specifications given for any item. In the event an alternate brand name is proposed, supplemental documentation shall be provided demonstrating that the alternate brand name meets or exceeds the requirements specified herein. The burden of proof as to the suitability of any proposed alternatives is upon the proposer, and the City shall be the sole judge in making this determination. 11. Delivery. Prices quoted for all supplies or equipment to be provided under the terms and conditions of this RFP package shall include delivery charges, to be delivered F.O.B. San Luis Obispo by the successful proposer and received by the City within 90 days after authorization to proceed by the City. 12. Change in Work. The City reserves the right to change quantities of any item after contract award. If the total quantity of any changed item varies by 25% or less, there shall be no change in the agreed upon unit price for that item. Unit pricing for any quantity changes per item in excess of 25% shall be subject to negotiation with the Contractor. 13. Submittal of References. Each proposer shall submit a statement of qualifications and references on the form provided in the RFP package. 14. Statement of Contract Disqualifications. Each proposer shall submit a statement regarding any past governmental agency bidding or contract disqualifications on the form provided in the RFP package. Page 175 of 249 -10- 1. Proposal Length: Proposal length should only be as long as required to be responsive to the RFP, including attachments and supplemental materials, and no longer than 25 pages. Submittal Requirements: Proposal must contain the following, and in the following order: 1. Cover Letter (one page maximum): a. The letter should provide a brief summary of the proposal, concisely describing the project, its goals, and the proposed plan of implementation. b. The letter should be addressed to Debbie Malicoat and signed by an official authorized to bind the firm and shall contain a statement that the proposal is valid for 90 days. c. The letter should provide the name, address, phone number and email address of your firm’s contact person for this Request for Proposal. 2. Technical Proposal: a. Firm Overview: Provide a description of your firm, including the size (number of employees), number of years in business and areas of specialization. b. Description of Project Team Experience & Qualifications: Provide a general overview of the firm/consultant(s), and/or subconsultant(s) that will be assigned to the project. Describe their experience in conducting similar engagements to the scope outlined in Section B, including recent projects of a similar nature. Include information regarding the resumes of consultant(s) that will be assigned and any other relevant information to demonstrate the firm’s experience with engagements of similar size and scope. Specify who the Project Manager (lead person) will be for the project and describe projects of a similar nature in which they had “hands on” responsibility. The qualifications of each of the principal and senior consultants should be spelled out in this section (resumes for those individuals may be included in the Appendix). Those who are named must have a direct, hands-on role in the project. The City may insist on principal-level participation at every stage of the project, and any substitutions will require prior City approval. c. Scope of Services, Work Plan and Schedule: Provide a description of the work program, including a description of deliverables and activities that will be undertaken. Consultants should describe their approach for managing the project, schedule, and communicating with the City. Provide a schedule that includes resource (both City employees and vendor employees, if applicable) requirements, a step-by-step work plan of all activities involved in the conduct of the work, and timelines for those steps, identifying major steps and milestones. d. Approach: Describe the firm/consultant’s technical approach used to gather and analyze data, expected interaction with City staff and estimated timeline for completing the scope of work. It should also list specific tasks necessary to fulfill the project requirements. Proposers are encouraged to amplify the scope of services and Page 176 of 249 -11- to identify any supplemental tasks necessary or recommend any alternatives that may enhance the project or reduce its costs. e. Additional Information: Describe any other information not previously mentioned that the consultant believes should be given consideration. This could include any additional tasks not included in the Required Services section above. Identify subconsultants, if any. f. Client References: Please provide references from at least three (3) firms for whom you have provided similar services. References must be local/municipal/county agencies only. Please include: 1. Agency Name 2. Contact Name & Title 3. Telephone & Email 4. Street Address 5. City, State, Zip Code 6. Description of services provided including contract amount, when provided and project outcome Requested Changes to Terms and Conditions a. The City desires to begin work soon after selecting the preferred Consultant and expects the Consultant to execute the City’s contract and all of the terms therein, as set forth in Exhibit A. To expedite the contracting process, each submittal shall include requested redlined changes to terms and conditions, if necessary. Please be advised that Consultant’s requested changes to the City’s terms and conditions will be considered by City staff when scoring and determining the competency and responsibility of the proposer. 2. 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. Recent team experience in successfully performing similar services. e. Creativity of the proposed approach in completing the work. f. Value g. Writing skills. h. References. i. Background and experience of the specific individuals managing and assigned to this project. j. Information about how your company mitigates the environmental impact of its services, such as greenhouse gas emissions, amount of waste generated, water and energy use, or other areas related to your products and services. Page 177 of 249 -12- 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. 3. Proposal Review and Award Schedule. The following is an outline of the anticipated schedule for proposal review and contract award: a. Issue RFP 9/2/26 b. Pre-Proposal Conference (optional) 9/8/26 c. Receive proposals 9/11/26 d. Complete proposal evaluations 9/18/26 e. Conduct finalist interviews and finalize recommendation 9/23/26 f. Execute contract by 9/30/26 g. Start work 10/1/26 4. Pre-Proposal Conference. An optional pre-proposal conference call will be held to answer any questions that prospective bidders may have regarding this RFP: September 8, 2026 Contact Debbie Malicoat at dmalicoa@slocity.org for conference call link 5. 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. 6. 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. 7. 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 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. 8. Required Deliverable Products. The Contractor will be required to provide: a. One electronic submission - digital-ready original .pdf of all final documents. If you wish to file a paper copy, please submit in sealed envelope to the address provided in the RFP. b. 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 Page 178 of 249 -13- Virtual Models: Sketch Up Digital Maps: Geodatabase shape files in State Plan Coordinate System as specified by City GIS staff c. 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. ALTERNATIVE PROPOSALS 9. Alternative Proposals. 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 alternative and discuss under what circumstances the City would prefer one alternative to the other(s). 10. Attendance at Meetings and Hearings. As part of the workscope and included in the contract price is attendance by the Contractor at up to [number] public meetings to present and discuss its findings and recommendations. Contractor shall attend as many "working" meetings with staff as necessary in performing work-scope tasks. 11. 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. Bidders are cautioned to undertake an independent analysis of any test results in the specifications, as City does not guaranty the accuracy of its interpretation of test results contained in the specifications package. In preparing its proposal, the bidder and all subcontractors named in its proposal shall bear sole responsibility for proposal preparation errors resulting from any misstatements or omissions in the plans and specifications that could easily have been ascertained by examining either the project site or accurate test data in the City's possession. Although the effect of ambiguities or defects in the plans and specifications will be as determined by law, any patent ambiguity or defect shall give rise to a duty of bidder to inquire prior to proposal submittal. Failure to so inquire shall cause any such ambiguity or defect to be construed against the bidder. An ambiguity or defect shall be considered patent if it is of such a nature that the bidder, assuming reasonable skill, ability and diligence on its part, knew or should have known of the existence of the ambiguity or defect. Furthermore, failure of the bidder or subcontractors to notify City in writing of specification or plan defects or ambiguities prior to proposal submittal shall waive any right to assert said defects or ambiguities subsequent to submittal of the proposal. 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 Page 179 of 249 -14- 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. Page 180 of 249 -15- F: PROPOSAL SUBMITTAL FORM The undersigned declares that she or he has carefully examined [__________] which is hereby made a part of this proposal; is thoroughly familiar with its contents; is authorized to represent the proposing firm; and agrees to perform the specified work for the following cost quoted in full: BID ITEM: Total Price Scope A Annual Price Scope B Other TOTAL $ Delivery of equipment to the City to be within _______ calendar days after contract execution and written authorization to proceed. q Certificate of insurance attached; insurance company’s A.M. Best rating: __________________. Firm Name and Address Contact Phone Signature of Authorized Representative Date Page 181 of 249 -21- G. 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 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: 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 Page 182 of 249 -22- H. STATEMENT OF PAST CONTRACT DISQUALIFICATIONS The proposer 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 bidding 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 Proposer Representative Page 183 of 249 -23- EXHIBIT A : FORM OF AGREEMENT CITY OF SAN LUIS OBISPO PROFESSIONAL SERVICES AGREEMENT This agreement (Agreement) is made and entered into in the City of San Luis Obispo on ____________, by and between the City of San Luis Obispo, a municipal corporation and charter city (City) and ____________ (collectively referred to as the “Parties”). WITNESSETH: WHEREAS, on [date], City requested proposals for Consulting Services to conduct a Citywide User Fee Study and Prepare a Central Service Cost Allocation Plan and Labor Rates , (the “Project”); and WHEREAS, Consultant is qualified to perform this type of Services and has submitted a written proposal to do so, which has been accepted by City; and 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 June 30, 2029, or upon acceptance and completion of said Services, whichever occurs sooner. 2. INCORPORATION BY REFERENCE. City Request for Proposal for Consulting Services to conduct a Citywide Service and Fee Study and Consultant's proposal are hereby incorporated in and made a part of this Agreement, attached as Exhibit A. To the extent that there are any conflicts between the Consultant’s fees and scope of work and the City’s terms and conditions as stated herein, the City’s terms and conditions shall prevail unless specifically agreed otherwise in writing signed by both Parties. 3. CITY’S OBLIGATIONS. For providing services as specified in this Agreement, City will pay and Consultant shall receive therefor compensation in a total sum not to exceed $_______. 4. CONSULTANT’S OBLIGATIONS. For and in consideration of the payments and agreements herein before mentioned to be made and performed by City, Consultant agrees with City to do everything required by this Agreement including that work as set forth in Exhibit A. 5. PAYMENT OF TAXES. The contract prices shall include full compensation for all taxes that Consultant is required to pay. 6. LICENSES AND PERMITS. At all times during the term of this Agreement, Consultant shall have in full force and effect, all licenses required of it by law for the performance of the Page 184 of 249 -24- Services described in this Agreement. The Consultant shall procure all permits and licenses, pay all charges and fees, and give all notices necessary under this Agreement. 7. COMPLIANCE WITH LAW. The Consultant shall keep itself informed of and shall observe and comply with all applicable State and Federal laws and regulations, and county and City of San Luis Obispo ordinances, regulations and adopted codes, which in any manner affect those employed by Consultant or in any way affect the performance of the Services pursuant to this Agreement. The City, and its officers and employees, shall not be liable at law or in equity occasioned by failure of the Consultant to comply with this Section. Failure to comply with local ordinances may result in monetary fines and cancellation of this Agreement. 8. COMPLIANCE WITH INDUSTRY STANDARD. Consultant shall provide services acceptable to City in strict conformance with the Agreement. Consultant shall also provide in accordance with the standards customarily called for under this Agreement using the degree of care and skill ordinarily exercised by reputable providers of such services. Where approval by the City, the City Manager, the Mayor, or other representative of City is required, it is understood to be general approval only and does not relieve Consultant of responsibility for complying with all applicable laws, codes, policies, regulations, and good business practices. 9. INDEPENDENT CONSULTANT. a. Consultant is and shall at all times remain as to the City a wholly independent Consultant. The personnel performing the Services under this Agreeme nt on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents, except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees, or agents are in any manner officers, employees, or agents of the City. Consultant shall not incur or hav e the power to incur any debt, obligation, or liability whatsoever against City, or bind City in any manner. b. No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing the Services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder. 10. PRESERVATION OF CITY PROPERTY. The Consultant shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged resulting from Consultant’s operations, it shall be replaced or restored at Consultant’s expense. The City’s facilities shall be replaced or restored to a condition as good as when the Consultant began the work. 11. IMMIGRATION ACT OF 1986. The Consultant warrants on behalf of itself and all subconsultants engaged for the performance of the Services that only persons authorized to Page 185 of 249 -25- work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the Services hereunder. 12. NON-DISCRIMINATION. In the performance of the Services, the Consultant agrees that it will not engage in, nor permit such subconsultants as it may employ, to engage in discrimination in employment of persons because of age, r ace, color, sex, national origin or ancestry, sexual orientation, or religion of such persons. 13. 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, o r services provided by the Consultant (Net 30). Consultant will submit invoices monthly for actual services performed. Invoices shall be submitted on or about the first business day of each month, or as soon thereafter as practical, for services provided in the previous month. Payment shall be made within thirty (30) days of receipt of each invoice as to all non - disputed fees. If the City disputes any of Consultant's fees it shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth on the invoice. Any final payment under this Agreement shall be made within forty -five (45) days of receipt of an invoice, therefore. 14. INSPECTION. City shall at all times have the right to inspect the work being done un der this Agreement and Consultant shall furnish City with every reasonable opportunity and assistance required for City to ascertain that the Services of the Consultant are being performed in accordance with the requirements and intentions of this Agreement. 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 under the Agreement. 15. RELEASE OF INFORMATION. a. All information gained by Consultant in performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's prior written authorization. Consultant, its officers, employees, agents, or subconsultants, shall not, without written authorization from the City Manager or unless requested by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories, or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. b. Consultant shall promptly notify City should Consultant, its officers, employees, agents, or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions, or other discovery request (“Discovery”), court order, or subpoena from any person or party regarding this Agreement, unless the City is a party to any lawsuit, arbitration, or administrative proceeding connected to such Discovery, or unless Consultant is prohibited by law from informing the City of such Discovery. City retains the right, but has no obligation, to represent Consultant a nd/or be present at any deposition, Page 186 of 249 -26- hearing, or similar proceeding as allowed by law. Unless City is a party to the lawsuit, arbitration, or administrative proceeding and is averse to Consultant in such proceeding, Consultant agrees to cooperate fully with City and to provide the opportunity to review any response to Discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. 16. OWNERSHIP OF DOCUMENTS. a. Consultant shall maintain complete and accurate records with respect to sales, costs, expenses, receipts, and other such information required by City that relate to the performance of the Services under this Agreement. Consultant shall maintain adequate records of services provided in sufficient detail to permit an evaluation of services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. Consultant shall provide free access to the representatives of City or its designees at reasonable times to such books and records; shall give City the right to examine and audit said books and records; shall permit City to make transcripts or copies therefrom a s necessary; and shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement. Such records, together with supporting documents, shall be maintained for a period of three (3) years after receipt of final payment. b. Upon completion of, or in the event of termination or suspension of this Agreement, all original documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared in the course of providing the Services under this Agreement shall become the sole property of the City and may be used, reused, or otherwise disposed of by the City without the permission of the Consultant. With respect to computer files, Consultant shall make available to the City, at the Consultant's office and upon reasonable written request by the City, the necessary computer software and hardware for purposes of accessing, compiling, transferring, copying and/or printing computer files. Consultant hereby grants to City all right, title, and interest, including any copyright, in and to the documents, designs, drawings, maps, models, computer files, surveys, notes, and other documents prepared by Consultant in the course of providing the Services under this Agreement. 17. INDEMNIFICATION AND DEFENSE. 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 Consult ant’s failure to perform its obligations under this Agreement or out of the operations conducted by Consultant, including the City’s passive negligence, except for such loss or damage arising from the sole or active negligence or willful misconduct of the City. In the event the City Page 187 of 249 -27- 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. 18. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE. a. The City may at any time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion hereof, by serving upon the Consultant at least thirty (30) days prior written notice. Upon receipt of said notice, the Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. If the City suspends or terminates a portion of this Agreement such suspension or termination shall not make void or invalidate the remainder of this Agreement. b. In the event this Agreement is terminated pursuant to this Section, the City shall pay to Consultant the actual value of the work performed up to the time of termination, provided that the work performed is of value to the City. Upon termination of the Agreement pursuant to this Section, the Consultant will submit an invoice to the City pursuant to Section 14. 19. TERMINATION FOR CAUSE. If, during the term of the Agreement, the City determines 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 ten (10) calendar day notice of time thereafter in which to perform said work or cure the deficiency. a. If the Consultant has not performed the work or cured the deficiency within the ten (10) days specified in the notice, such shall constitute a breach of the Agreement and the City may terminate the Agreement immediately by written notice to the Consultant to said effect (“Notice of Termination”). Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the Agreement except to comply with the obligations upon termination. b. 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 or services 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 scope. c. The City reserves the right to delay 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 not to exceed amount shown in this Agreement. Page 188 of 249 -28- 20. INSURANCE. Consultant shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit B attached to and made part of this Agreement. 21. BUSINESS LICENSE & TAX. The Consultant 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 obtain ed by calling (805) 781-7134. 22. SAFETY PROVISIONS. The Consultant shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety. 23. PUBLIC AND EMPLOYEE SAFETY. Whenever the Consultant operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 24. UNDUE INFLUENCE. Consultant declares and warrants that no undue influence or pressure was used against or in concert with any officer or employee of the City in connection with the award, terms or implementation of this Agreement, including any method of coercion, confidential financial arrangement, or financial inducement. No officer or employee of the City has or will receive compensation, directly or indirectly, from Consultant, or from any officer, employee or agent of Consultant, in connection with the award of this Agreement or any work to be conducted as a result of this Agreement. Violation of this Section shall be a material breach of this Agreement entitling the City to any and all remedies at law or in equity. 25. 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. a. As required above, before retaining or contracting with any subconsultant for any services under this Agreement, City must consent to such assignment of performance in writing. For City to evaluate such proposed assignment, Consultant shall provide City with the identity of the proposed subconsultant, a copy of the proposed written contract between Consultant and such subconsultant, which shall include an indemnity provision similar to the one provided herein and identifying City as an indemnified party, or an incorporation of the indemnity provision provided herein, and proof that such proposed subconsultant carries insurance at least equal to that required by this Agreement or obtain a written waiver from City for such insurance. 26. AMENDMENT. Any amendment, modification, or variation from the terms of this Agreement shall be in writing and shall be effective only upon approval by the appropriate review authority according to the City’s Financial Management Manual. Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to those set forth herein, unless such additional services are authorized by the City in advance and in writing. Page 189 of 249 -29- 27. 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. Each party is entering into this Agreement based solely upon the representations set forth herein and upon each party's own independent investigation of any and all facts such party deems material. 28. NOTICE. All notices to the Parties hereto under this Agreement shall be in writing and shall be sent either by (i) personal service, (ii) delivery by a reputable document delivery service, such as, but not limited to, Federal Express, which provides a receipt showing date and time of delivery, or (iii) United States Mail, certified, postage prepaid, return receipt requested. All such notices shall be delivered to the addressee or addressed as set forth below: To City: City of San Luis Obispo Finance Department 990 Palm Street San Luis Obispo, CA 93401 To Consultant: Name Mailing Address 29. GOVERNING LAW. Any action arising out of this Agreement shall be brought in the Superior Court of San Luis Obispo County, California, regardless of where else venue may lie. The validity, interpretation, construction and performance of this Agreement, and all acts and transactions pursuant hereto and the rights and obligations of the Parties hereto shall be governed, construed and interpreted in accordance with the laws of the State of California, without giving effect to principles of conflicts of law. 30. 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. IN WITNESS WHEREOF, the Parties hereto have caused this instrument to be executed the day and year first above written. CITY CONSULTANT _______________________________ By: [Name] Its: [Title of City Manager or Department Head] _______________________________ By: [Name] Its: [Title] Page 190 of 249 -30- APPROVED AS TO FORM: _______________________________ By: J. Christine Dietrick, City Attorney Page 191 of 249 -31- EXHIBIT A [Placeholder for RFP and Consultant’s Proposal] Page 192 of 249 -32- EXHIBIT B – INSURANCE Insurance Requirements – Standard Professional 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. 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 of $2,000,000. 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. 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. Page 193 of 249 -33- 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. Page 194 of 249