HomeMy WebLinkAboutA6870 - JEFFREY JURASKY & ASSOCIATES AMENDMENT NO. 1 TO CONSULTING SERVICES AGREEMENT NO. 6870
WITH JEFFREY JURASKY AND ASSOCIATES
CITY COUNCIL CHAMBER AUDIO/VISUAL UPGRADE
CITY PROJECT NO. 15-06
The following articles of Agreement No. 6870 are hereby amended to read as follows:
SECTION 3.1 Maximum contract amount is increased by $5,000 and the total amount of
compensation is amended to $20,870.
SECTION 4.4 Unless earlier terminated in accordance with Section 4.5 of Agreement No. 6870, this
Agreement shall continue in full force and effect for a period of 18 months, ending on September 31,
2017. The time for completion of the services to be performed by Consultant is an essential
condition of this Agreement. Consultant shall prosecute regularly and diligently the work of this
Agreement according to the agreed upon schedule of performances set forth in Exhibit "A"
(attached). Consultant shall not be accountable for delays in the progress of its work caused by
any condition beyond its control and without the fault or negligence of Consultant. Delays shall not
entitle Consultant to any additional compensation regardless of the party responsible for the
delay.
SCOPE OF SERVICES (Exhibit "A") - Exhibit "A" is amended as follows:
Add the following construction support services to the scope of work:
A. Construction Support
1. Review and approval of casegood shop drawings
2. Review and approval of finish samples
3. Consult with contractor regarding plans and understanding of those plans
4. Review and approve any revisions to original designs due to unforeseen
equipment requirements
The Compensation identified on Exhibit"A" is hereby amended as follows:
Compensation for construction support services shall be a lump sum fee, not to exceed the
following:
a. Construction Support in the amount of$5,000
Total Contract amount is increased by $5,000 and amended to a total amount of$20,870.
Except as specifically amended by this Amendment No. 1, all terms and provisions of Agreement
No. 6870 remain in full force and effect.
ATTEST: CITY OF PALM SPRINGS,
a California charter city
By:
City Clerk By:
1, City Manager
APPROVED TO FORM: �AI"APpwa BY CITY MANAGER
I" 4I ID
By A �ti /
t orney *4 Apoww ewt
CONSULT NT: Jeffrey Jurasky and Associates, a California Corporation
Check one:_Individual_Partnership X Corporation
Corporations require two notarized signatures: One signature must be from the Chairman of Board,
President, or any Vice President. The second signature must be from the Secretary, Assistant Secretary,
Treasurer, Assistant Treasurer, or Chief Financial Officer).
By: Notarized Signature of Chairman of Board, President By: Notarized Signature Secretary, Asst. Secretary,
or any Vice President Treasurer,Asst.Treasurer or Chief Financial Officer
Name: Name:
Titl ��E71pF./T Title- C�'FT.As
CALIFORNIA ALL-PURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate
is attached,and not the truthfulness,accuracy,or validity of that document.
State of California
County of Riverside
On NA L U 11 before e, Neva Hamlet Notary Public ,
personally appeared 6 J d
who proved to me on the basis of satisfactory evidence to be the persot(s)whose name(&) is/.are
subscribed to the within instrument and acknowledged to me that he/sho/4hcy executed the same in
his/her./th it authorized capacity(ies}, and that by his/ker{tkeir signature(&}on the instrument the
personal, or the entity upon behalf of which the person(s) acted,executed the instrument.
I certify under the PENALTY OF PERJURY under the laws of the State of.Californ,•ia,d1nS
paragraph is true and correct. NEVA HAMLET
�. Commission No. 20W979
WITNESS my hand and official seal. NOTARY PUBLIC-CALIFORNIA
r RNERSIDE COUNTY
My Comm Expires MARCH 13,2018
�L
Signature of 14otary Public (Notary Public Seal)
ADDITIONAL OPTIONAL INFORMATION
DESCRIPTION OF THE ATTACHED DOCUMENT INSTRUCTIONS FOR COMPLETING THIS FORM
�N � �(p 1 La>JS�f���� Any acknowledgement completed inCka&rma must contain verbiage emedyas appears above
(Tide or in the notarysecdon or a separate acknowledgement farm must be properly completed and
description of attached document) attached to that document. The only eareption is if document is to be recorded outride of
5A� •/�,1� 0 8� CkAAArma.In such instances anyahernatim acknowledgement verbiage as may be printed on
n such a document so longas the verbiage does not require the notary to do somethingillew for
(Title or description of attached document continued) a notary in California(i.e.certifying the authorized rapacity of the signer).Please check the
Z documentcarelullyforpropernotaridoordiggandattachthisformifrequired.
Number of Pages�Doeument Date 1 • State and county information must be the State and County where the document signer(j)
personally appeared before the notary public for acknowledgement. j
• Date of notarization must be the date that the signets)personally appeared which must also be
(Additional information) the same date the acknowledgement is completed.
• The notary public must print his or her name as it appears within his or her commission followed
CAPACITY CLAIMED BY THE SIGNER by a comma and then your title(notary public).
• Print the names)of document signers)who personally appear at the time of notarization
❑ Indfvidual(s) • indicate the correct singular or plural fomu by crossing off incorrect forms(i.e.he/ihe/they,is/ave)
or circling the correct forms.Failure to correctly indicate this information may lead to rejection of
Corporate Officer
document recording.
�f"E7�/t,r` • The notary seal impression must be clear and photographically reproducible.Impression must not
1 1G„t cover tent or lines.If seal impression smudges,r&seal if a sufficient area permits,otherwise complete
(Title) a different acknowledgement form.
❑ Partner(s) • Signature of the notary public must match the signature on file with the office of the county clerk.
❑ Atwmey-in-Fact 'Additional information is not required but could help to ensure this acknowledgement is not
❑ Trustee(s) misused or attached to a different document.
Indicate title or type of attached document,number of pages and date.
Other •Indicate the capacity claimed by the signer.IF the claimed capacity is a corporate officer,indicate
the title(i.e.CEO,CFO,Secretary).
0 Securely attach this document to the signed document.
CALIFORNIA ALLePURPOSE
CERTIFICATE OF ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the
identity of the individual who signed the document to which this certificate
is attached,and not the truthfulness,accuracy,or validity of that document.
State of California
County of Riverside
On �P�1 L f 7,4! am
re me, Neva Hamlet No Public
personally appeared :3 TV o K—
who proved to me on the basis of satisfactory evidence to be the person4+whose name(s) is/.ere
subscribed to the within instrument and acknowledged to me that he/shoo ey executed the same in
his/hop/ keir authorized capacity(ies), and that by his/her/their signature(*) on the instrument the
persotl(s},or the entity upon behalf of which the persotzW acted, executed the instrument.
I certify under the PENALTY OF PERJURY under the lawsof the State of California that the foregoing
paragraph is true and correct. NEVA HAMLET
.ry Commission No. 2060979
WITNESS my hand and official seal. a" NOTARY vuaLtc-CAUFOtmu
RNERSS)E COUNTY
*Ctsmm EX&M MARCH 13.2018
Signature of Notary Public l/ (Notary Public Seal)
ADDITIONAL OPTIONAL INFORMATION
DESCRIPTION OF THE ATTACHED DOCUMENT INSTRUCTIONS FOR COMPLETING THIS FORM
1 N CA� p _I s J u. Any acknowledgement rompleted in California must contain verbiage eracdyas appears above
I[ (Title or description of attached document) to the notary section or a separate acknowledgement form must be properly completed and
attached to that document The only exception is if document a to be recorded outside of
/ California.In such instancer,any alternative acknowledgement rrrbiage as may be printed on
such a document so congas the rrrbiage does not require the notary to do somethingillegaifor
(Title or description of attached document continued) a notary in California(i.e.eertY6*w the authorized capadty of the signer).Please check the
�f'�' �� document careAW for proper notariai wordingand attach this form if required
Number of Pages 3 Document Date
State and county information must be the State and County where the document signer(s)
personally appeared before the notary public for acknowledgement.
• Date of notarization must be the date that the signer(s)personally appeared which must also be
(Additional information) the some date the ackruuledgement u completed
• The notary public must print his or her name as it appears within his or her commission followed
CAPACITY CLAIMED BY THE SIGNER by a comma and then your title(notary public).
• Print the name(s)of document signer(j)who personally appear at the time of notarization
❑ Individual(s) • Indicate the correct singular or plural fomu by crossing off incorrect forms(i.e.he/she/they,is/are)
or circling the correct forms.Failure to correctly indicate this information may lead to rejection of
�vf Corporate Officer document recording.
`l" [/r Q//,s,A • The notary seal impression must be clear and photographically reproducible.Impression must not
✓G tit�� tiCF'r cover text or lines.If seal impression smudges,reseal if a sufficient area penniu,otherwise complete
(Tide) a different acknowledgement form.
❑ Partner(s) • Signature of the notary public must match the signature on file with the office of the county clerk
❑ Attorney-in•Fact 'Additional information is not required but could help to encore this acknowledgement is not
❑ Trustee(s) misused or attached to a different document.
"Indicate title or type of attached document,number of pages and date.
❑ Other 'Indicate the capacity clamed by the signer.IF the claimed capacity is a corporate officer,indicate
the title(i.e.CEO,CFO,Secretary).
• Securely attach thu document to the signed document.
PURCHASE ORDER SUMMARY
Purchase Order Number(s): 17-0346
Agreement Number: 6870
Original City Manager Approval: July 12, 2016
Original Contract Amount: $ 15,870
Amount of This Increase $ 5,000
Amended Total: $ 20,870
Account Number: 001-4171-43200
CONSULTING SERVICES AGREEMENT
CITY COUNCIL CHAMBER UPGRADE
DESIGN BYJEFF JURASKY&ASSOCIATES
THIS AGREEMENT FOR CONSULTING SERVICES ("Agreement") is made and entered into
on JOke 1,4V , 2016, by and between the City of Palm Springs, a California charter city and
municipal corporation ("City"), and Jeff Jurasky & Associates, a California corporation ("Consultant").
City and Consultant are individually referred to as "Party" and are collectively referred to as the "Parties".
RECITALS
A. City requires the services of a professional consultant for design services of City Project
15-06, City Council Chamber Upgrade ("Project").
B. Consultant has submitted to City a proposal to provide design services to City under the
terms of this Agreement.
C. Based on its experience, education, training, and reputation, Consultant is qualified and
desires to provide the necessary services to City for the Project.
D. City desires to retain the services of Consultant for the Project.
In consideration of these promises and mutual agreements, City agrees as follows:
AGREEMENT
1. CONSULTANT SERVICES
1.1 Scope of Services. In compliance with all terms and conditions of this Agreement,
Consultant shall provide design services to City as described in the Scope of Services/Work attached to
this Agreement as Exhibit "A" and incorporated by reference (the "services" or "work"). Exhibit "A"
includes the agreed upon schedule of performance and the schedule of fees. Consultant warrants that all
services and work shall be performed in a competent, professional, and satisfactory manner consistent
with prevailing industry standards. In the event of any inconsistency between the terms contained in the
Scope of Services/Work and the terms set forth in this Agreement, the terms set forth in this Agreement
shall govern.
1.2 Compliance with Law. Consultant services rendered under this Agreement shall comply
with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders, rules, and
regulations.
1.3 Licenses and Permits. Consultant shall obtain at its sole cost and expense such licenses,
permits, and approvals as may be required by law for the performance of the services required by this
Agreement.
1.4 Familiarity with Work. By executing this Agreement, Consultant warrants that it has
carefully considered how the work should be performed and fully understands the facilities, difficulties,
and restrictions attending performance of the work under this Agreement.
ORIGINAL BID ReAsed:515/16
720599.1 ANDIOR AGREEMENT
2. TIME FOR COMPLETION
The time for completion of the services to be performed by Consultant is an essential condition of
this Agreement. Consultant shall prosecute regularly and diligently the work of this Agreement according
to the agreed upon schedule of performance set forth in Exhibit"A." Consultant shall not be accountable
for delays in the progress of its work caused by any condition beyond its control and without the fault or
negligence of Consultant. Delays shall not entitle Consultant to any additional compensation regardless
of the party responsible for the delay.
3. COMPENSATION OF CONSULTANT
3.1 Comuensation of Consultant. Consultant shall be compensated and reimbursed for the
services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit "A".
The total amount of Compensation shall not exceed$15,870.00.
3.2 Method of Payment. In any month in which Consultant wishes to receive payment,
Consultant shall submit to City an invoice for services rendered prior to the date of the invoice, no later
than the first working day of such month, in the form approved by City's finance director. Payments shall
be based on the hourly rates set forth in Exhibit "A" for authorized services performed. City shall pay
Consultant for all expenses stated in the invoice that are approved by City and consistent with this
Agreement, within thirty (30) days of receipt of Consultant's invoice.
3.3 Changes. In the event any change or changes in the Scope of Services/Work is requested
by City, Parties shall execute a written amendment to this Agreement, specifying all proposed
amendments, including,but not limited to, any additional fees. An amendment may be entered into:
A. To provide for revisions or modifications to documents, work product, or work,
when required by the enactment or revision of any subsequent law; or
B. To provide for additional services not included in this Agreement or not
customarily furnished in accordance with generally accepted practice in Consultant's profession.
3.4 Appropriations. This Agreement is subject to, and contingent upon, funds being
appropriated by the City Council of City for each fiscal year. If such appropriations are not made, this
Agreement shall automatically terminate without penalty to City.
4. PERFORMANCE SCHEDULE
4.1 Time of Essence. Time is of the essence in the performance of this Agreement.
4.2 Schedule of Performance. All services rendered under this Agreement shall be
performed under the agreed upon schedule of performance set forth in Exhibit "A." Any time period
extension must be approved in writing by the Contract Officer.
4.3 Force Maieure. The time for performance of services to be rendered under this
Agreement may be extended because of any delays due to unforeseeable causes beyond the control and
without the fault or negligence of Consultant, if Consultant notifies the Contract Officer within ten (10)
days of the commencement of such condition. Unforeseeable causes include, but are not limited to, acts
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720599.1
of God or of a public enemy, acts of the government, fires, earthquakes, floods, epidemic, quarantine
restrictions, riots, strikes, freight embargoes, and unusually severe weather. After Consultant notification,
the Contract Officer shall investigate the facts and the extent of any necessary delay, and extend the time
for performing the services for the period of the enforced delay when and if, in the Contract Officer's
judgment, such delay is justified. The Contract Officer's determination shall be final and conclusive upon
the parties to this Agreement.
4.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this
Agreement shall continue in full force and effect for a period of 12 months commencing on April, 1
2016, and ending on March 31, 2017, unless extended by mutual written agreement of the parties.
4.5 Termination Prior to Expiration of Term. City may terminate this Agreement at any
time, with or without cause, upon thirty (30) days written notice to Consultant. Where termination is due
to the fault of Consultant and constitutes an immediate danger to health, safety, and general welfare, the
period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice
of termination, Consultant shall immediately cease all services except such as may be specifically
approved by the Contract Officer. Consultant shall be entitled to compensation for all services rendered
prior to receipt of the notice of termination and for any services authorized by the Contract Officer after
such notice. Consultant may terminate this Agreement, with or without cause, upon thirty (30) days
written notice to City.
5. COORDINATION OF WORK
5.1 Representative of Consultant. The following principal of Consultant is designated as
being the principal and representative of Consultant authorized to act and make all decisions in its behalf
with respect to the specified services and work: Jeffrey Jurasky, President. It is expressly understood
that the experience, knowledge, education, capability, and reputation of the foregoing principal is a
substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be
responsible during the term of this Agreement for directing all activities of Consultant and devoting
sufficient time to personally supervise the services under this Agreement. The foregoing principal may
not be changed by Consultant without prior written approval of the Contract Officer.
5.2 Contract Officer. The Contract Officer shall be the City Manager or his/her designee
("Contract Officer"). Consultant shall be responsible for keeping the Contract Officer fully informed of
the progress of the performance of the services. Consultant shall refer any decisions that must be made by
City to the Contract Officer. Unless otherwise specified, any approval of City shall mean the approval of
the Contract Officer.
53 Prohibition Against Subcontractine or Assignment. The experience, knowledge,
education, capability, and reputation of Consultant, its principals and employees, were a substantial
inducement for City to enter into this Agreement. Therefore, Consultant shall not contract with any other
individual or entity to perform any services required under this Agreement without the City's express
written approval. In addition, neither this Agreement nor any interest may be assigned or transferred,
voluntarily or by operation of law,without the prior written approval of City.
5.4 Independent Contractor. Neither City nor any of its employees shall have any control
over the manner, mode, or means by which Consultant, its agents or employees, perform the services
3 Revised:5/5116
720599.1
required, except as otherwise specified. Consultant shall perform all required services as an independent
contractor of City and shall not be an employee of City and shall remain at all times as to City a wholly
independent contractor with only such obligations as are consistent with that role; however, City shall
have the right to review Consultant's work product, result, and advice. Consultant shall not at any time or
in any manner represent that it or any of its agents or employees are agents or employees of City.
5.5 Personnel. Consultant agrees to assign the following individuals to perform the services
in this Agreement. Consultant shall not alter the assignment of the following personnel without the prior
written approval of the Contract Officer. Acting through the City Manager, the City shall have the
unrestricted right to order the removal of any personnel assigned by Consultant by providing written
notice to Consultant.
Name: Title:
Jeffrey Jurasky President
6. INSURANCE
Consultant shall procure and maintain, at its sole cost and expense, policies of insurance as set
forth in the attached Exhibit"B", incorporated herein by reference.
7. INDEMNIFICATION.
7.1 Indemnification. To the fullest extent permitted by law, Consultant shall defend (at
Consultant's sole cost and expense), indemnify, protect, and hold harmless City, its elected officials,
officers, employees, agents, and volunteers (collectively the "Indemnified Parties"), from and against any
and all liabilities, actions, suits, claims, demands, losses, costs,judgments, arbitration awards, settlements,
damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively
"Claims"), including but not limited to Claims arising from injuries to or death of persons (Consultant's
employees included), for damage to property, including property owned by City, from any violation of
any federal, state, or local law or ordinance, and from errors and omissions committed by Consultant, its
officers, employees, representatives, and agents, that arise out of or relate to Consultant's performance
under this Agreement. This indemnification clause excludes Claims arising from the sole negligence or
willful misconduct of the City, its elected officials, officers, employees, agents, and volunteers. Under no
circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit
Consultant's indemnification obligation or other liability under this Agreement. Consultant's
indemnification obligation shall survive the expiration or earlier termination of this Agreement until all
actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the
applicable statute of limitations or, if an action is timely filed, until such action is final. This provision is
intended for the benefit of third party Indemnified Parties not otherwise a party to this Agreement.
7.2 Desien Professional Services Indemnification and Reimbursement. If the Agreement is
determined to be a "design professional services agreement" and Consultant is a "design professional"
under California Civil Code Section 2782.8, then:
A. To the fullest extent permitted by law, Consultant shall indemnify, defend (at
Consultant's sole cost and expense), protect and hold harmless City and its elected officials, officers,
4 Revised:515/16
720599.1
employees, agents and volunteers and all other public agencies whose approval of the project is required,
(individually "Indemnified Party'; collectively "Indemnified Parties") against any and all liabilities,
claims, judgments, arbitration awards, settlements, costs, demands, orders and penalties (collectively
"Claims"), including but not limited to Claims arising from injuries or death of persons (Consultant's
employees included) and damage to property, which Claims arise out of, pertain to, or arc related to the
negligence, recklessness or willful misconduct of Consultant, its agents, employees, or subcontractors, or
arise from Consultant's negligent, reckless or willful performance of or failure to perform any term,
provision, covenant or condition of this Agreement ("Indemnified Claims"), but Consultant's liability for
Indemnified Claims shall be reduced to the extent such Claims arise from the negligence, recklessness or
willful misconduct of the City and its elected officials, officers, employees, agents and volunteers.
B. The Consultant shall require all non-design-professional sub-contractors, used or
sub-contracted by Consultant to perform the Services or Work required under this Agreement, to execute
an Indemnification Agreement adopting the indemnity provisions in sub-section 7.1 in favor of the
Indemnified Parties. In addition, Consultant shall require all non-design-professional sub-contractors,
used or sub-contracted by Consultant to perform the Services or Work required under this Agreement, to
obtain insurance that is consistent with the Insurance provisions as set forth in this Agreement, as well as
any other insurance that may be required by Contract Officer.
8. RECORDS AND REPORTS
8.1 ReportS. Consultant shall periodically prepare and submit to the Contract Officer reports
concerning the performance of the services required by this Agreement, or as the Contract Officer shall
require.
8.2 Records. Consultant shall keep complete, accurate, and detailed accounts of all time,
costs, expenses, and expenditures pertaining in any way to this Agreement. Consultant shall keep such
books and records as shall be necessary to properly perform the services required by this Agreement and
enable the Contract Officer to evaluate the performance of such services. The Contract Officer shall have
full and free access to such books and records at all reasonable times, including the right to inspect, copy,
audit, and make records and transcripts from such records.
8.3 Ownership of Documents. All drawings, specifications, reports, records, documents, and
other materials prepared by Consultant in the performance of this Agreement shall be the property of City.
Consultant shall deliver all above-referenced documents to City upon request of the Contract Officer or
upon the termination of this Agreement. Consultant shall have no claim for further employment or
additional compensation as a result of the exercise by City of its full rights or ownership of the documents
and materials. Consultant may retain copies of such documents for Consultant's own use. Consultant
shall have an unrestricted right to use the concepts embodied in such documents.
8.4 Release of Documents. All drawings, specifications, reports, records, documents, and
other materials prepared by Consultant in the performance of services under this Agreement shall not be
released publicly without the prior written approval of the Contract Officer.
8.5 Cost Records. Consultant shall maintain all books, documents, papers, employee time
sheets, accounting records, and other evidence pertaining to costs incurred while performing under this
Agreement. Consultant shall make such materials available at its offices at all reasonable times during the
5 Revised:515116
720599.1
term of this Agreement and for three (3) years from the date of final payment for inspection by City and
copies shall be promptly furnished to City upon request.
9. ENFORCEMENT OF AGREEMENT
9.1 California Law. This Agreement shall be construed and interpreted both as to validity
and to performance of the parties in accordance with the laws of the State of California. Legal actions
concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted
in the Superior Court of the County of Riverside, State of California, or any other appropriate court in
such county, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in
the event of such action.
9.2 Interpretation. This Agreement shall be construed as a whole according to its fair
language and common meaning to achieve the objectives and purposes of the Parties. The terms of this
Agreement are contractual and the result of negotiation between the Parties. Accordingly, any rule of
construction of contracts (including, without limitation, California Civil Code Section 1654) that
ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of
this Agreement. The caption headings of the various sections and paragraphs of this Agreement are for
convenience and identification purposes only and shall not be deemed to limit, expand, or define the
contents of the respective sections or paragraphs.
9.3 Waiver. No delay or omission in the exercise of any right or remedy of a non-defaulting
party on any default shall impair such right or remedy or be construed as a waiver. No consent or
approval of City shall be deemed to waive or render unnecessary City's consent to or approval of any
subsequent act of Consultant. Any waiver by either party of any default must be in writing. No such
waiver shall be a waiver of any other default concerning the same or any other provision of this
Agreement.
9.4 Rights and Remedies are Cumulative. Except with respect to rights and remedies
expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are
cumulative. The exercise by either party of one or more of such rights or remedies shall not preclude the
exercise by it, at the same or different times, of any other rights or remedies for the same default or any
other default by the other party.
9.5 Legal Action. In addition to any other rights or remedies, either party may take legal
action, in law or in equity, to cure, correct, or remedy any default, to recover damages for any default, to
compel specific performance of this Agreement, to obtain injunctive relief, a declaratory judgment, or any
other remedy consistent with the purposes of this Agreement.
10. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION
10.1 Non-Liability of City Officers and Employees. No officer or employee of City shall be
personally liable to the Consultant, or any successor-in-interest, in the event of any default or breach by
City or for any amount which may become due to the Consultant or its successor, or for breach of any
obligation of the terms of this Agreement.
10.2 Conflict of Interest. Contractor acknowledges that no officer or employee of the City has
or shall have any direct or indirect financial interest in this Agreement nor shall Contractor enter into any
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720599.1
agreement of any kind with any such officer or employee during the term of this Agreement and for one
year thereafter. Contractor warrants that Contractor has not paid or given, and will not pay or give, any
third party any money or other consideration in exchange for obtaining this Agreement.
10.3 Covenant Against Discrimination. Consultant covenants that, by and for itself, its heirs,
executors, assigns, and all persons claiming under or through them, that there shall be no discrimination
or segregation in the performance of or in connection with this Agreement regarding any person or group
of persons on account of race, color, creed, religion, sex, marital status, disability, sexual orientation,
gender identity, gender expression, national origin, physical or mental disability, medical condition, or
ancestry.
11. MISCELLANEOUS PROVISIONS
11.1 Notice. Any notice, demand, request, consent, approval, or communication that either
party desires, or is required to give to the other party or any other person shall be in writing and either
served personally or sent by pre-paid, first-class mail to the address set forth below. Notice shall be
deemed communicated seventy-two (72) hours from the time of mailing if mailed as provided in this
Section. Either party may change its address by notifying the other party of the change of address in
writing.
To City: City of Palm Springs
Attention: City Manager/City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, California 92262
To Consultant: Jeffrey Jurasky&Associates, Inc.
ATTN: Jeffrey Jurasky
687 N. Palm Canyon Dr., Ste. A
Palm Springs, CA 92262
11.2 Integrated Agreement. This Agreement contains all of the agreements of the parties and
supersedes all other written agreements.
11.3 Amendment. No amendments or other modifications of this Agreement shall be binding
unless through written agreement by all Parties.
11.4 Severability. Whenever possible, each provision of this Agreement shall be interpreted in
such a manner as to be effective and valid under applicable law. In the event that any one or more of the
phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid
or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or
unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections
of this Agreement, which shall be interpreted to carry out the intent of the parties.
11.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of
the Parties' successors and assignees.
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720599.1
11.6 Third Party Beneficiary. Except as may be expressly provided for in this Agreement,
nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as
conferring, any rights, including, without limitation, any rights as a third-party beneficiary or otherwise,
upon any entity or person not a party to this Agreement.
11.7 Recitals. The above-referenced Recitals are hereby incorporated into the Agreement as
though fully set forth in this Agreement and each Party acknowledges and agrees that such Party is bound,
for purposes of this Agreement, by the same.
11.8 Authority. The persons executing this Agreement on behalf of the Parties warrant that
they are duly authorized to execute this Agreement on behalf of Parties and that by so executing this
Agreement the Parties are formally bound to the provisions of this Agreement.
8 Revis d:515/16
720599,1
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C0111faNsion No. 206079 I
:NOTARY KWIC4ALWORIO r 9i q /0Y G,L
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W014 NaYond MWY Aeaaaidrar-www.NsbarE4ol"mr0'1-880.118 NOTARY(1-880475-M7) Rem i50o7
10 Revised:616l16
720599A
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.
"CITY"
City of Palm Springs
Date: 1•`a •��i By,
David H. Ready
�i City Manager APP OVER BY CITY MANAGER
1 w W,o
APPROVED AS TO FORM: ATTEST
By:
Dougl s C. Holland, ames Thompson,
City Attorney City Clerk
"CONSULTANT"
Jeffrey Jurasky&Associates, Inc.
/21�,/Gy.IG 20 l ro
Date: By
e Jurasky
j iL3e/�J
(president)
Date:
(name)
(secretary)
9 Revised:5I5116
720599.1
EXHIBIT "A"
CONSULTANT'S
SCOPE OF SERVICES/WORK
Including,
Schedule of Fees
And
Schedule of Performance
11 Revised:515/16
720599.1
SCOPE OF WORK
1. Design and prepare illustrations for 4 h dais design option per HSPB direction.
2. Design and prepare illustrations for staff work area per new design direction.
3. Study alternative design direction for audience monitor hardware.
4. Generate design drawings for new equipment storage cabinetry within the staff work area.
5. Procure wood finish samples for consideration.
6. Develop fabrication drawings for the new design direction of dais and staff work areas.
7. Participate in subcommittee meetings and Council presentations.
LUMP SUM TOTAL: $15,870.00
PAYMENT: A 50% deposit is due at the time contract agreement is fully executed. The
remaining 50% balance is due upon completion of services identified above.
SCHEDULE: Work to be completed by March 31, 2017
12 Revised:WW16
720599.1
EXHIBIT "B"
INSURANCE PROVISIONS
Including
Verification of Coverage,
Sufficiency of Insurers,
Errors and Omissions Coverage,
Minimum Scope of Insurance,
Deductibles and Self-Insured Retentions, and
Severability of Interests (Separation of Insureds)
13 Revised:5/5/16
720599.1
INSURANCE
1. Procurement and Maintenance of Insurance. Consultant shall procure and maintain
public liability and property damage insurance against all claims for injuries against persons or damages
to property resulting from Consultant's performance under this Agreement. Consultant shall procure and
maintain all insurance at its sole cost and expense, in a form and content satisfactory to the City, and
submit concurrently with its execution of this Agreement. Consultant shall also carry workers'
compensation insurance in accordance with California workers' compensation laws. Such insurance shall
be kept in full force and effect during the term of this Agreement, including any extensions. Such
insurance shall not be cancelable without thirty (30) days advance written notice to City of any proposed
cancellation. Certificates of insurance evidencing the foregoing and designating the City, its elected
officials, officers, employees, agents, and volunteers as additional named insureds by original
endorsement shall be delivered to and approved by City prior to commencement of services. The
procuring of such insurance and the delivery of policies, certificates, and endorsements evidencing the
same shall not be construed as a limitation of Consultant's obligation to indemnify City, its elected
officials, officers, agents, employees, and volunteers.
2. Minimum Scope of Insurance. The minimum amount of insurance required under this
Agreement shall be as follows:
1. Comprehensive general liability and personal injury with limits of at least one
million dollars ($1,000,000.00) combined single limit coverage per occurrence and two million dollars
($2,000,000) general aggregate;
2. Automobile liability insurance with limits of at least one million dollars
($1,000,000.00)per occurrence;
3. Professional liability (errors and omissions) insurance with limits of at least one
million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000) annual aggregate is:
required
x is not required;
4. Workers' Compensation insurance in the statutory amount as required by the State
of California and Employer's Liability Insurance with limits of at least one million dollars $1 million per
occurrence. If Consultant has no employees, Consultant shall complete the City's Request for Waiver of
Workers' Compensation Insurance Requirement form.
3. Primary Insurance. For any claims related to this Agreement, Consultant's insurance
coverage shall be primary with respect to the City and its respective elected officials, officers, employees,
agents, and volunteers. Any insurance or self-insurance maintained by City and its respective elected
officials, officers, employees, agents, and volunteers shall be in excess of Consultant's insurance and shall
not contribute with it. For Workers' Compensation and Employer's Liability Insurance only, the insurer
shall waive all rights of subrogation and contribution it may have against City, its elected officials,
officers, employees, agents, and volunteers.
14 Revised:515/16
720599.1
4. Errors and Omissions Coverage. If Errors & Omissions Insurance is required, and if
Consultant provides claims made professional liability insurance, Consultant shall also agree in writing
either (1) to purchase tail insurance in the amount required by this Agreement to cover claims made
within three years of the completion of Consultant's services under this Agreement, or (2) to maintain
professional liability insurance coverage with the same carrier in the amount required by this Agreement
for at least three years after completion of Consultant's services under this Agreement. Consultant shall
also be required to provide evidence to City of the purchase of the required tail insurance or continuation
of the professional liability policy.
5. Sufficiency of Insurers. Insurance required in this Agreement shall be provided by
authorized insurers in good standing with the State of California. Coverage shall be provided by insurers
admitted in the State of California with an A.M. Best's Key Rating of B4+, Class VII, or better, unless
otherwise acceptable to the City.
6. VeriScation of Coverage. Consultant shall furnish City with both certificates of
insurance and endorsements, including additional insured endorsements, effecting all of the coverages
required by this Agreement. The certificates and endorsements are to be signed by a person authorized by
that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the
City before work commences. City reserves the right to require Consultant's insurers to provide
complete, certified copies of all required insurance policies at any time. Additional insured endorsements
are not required for Errors and Omissions and Workers' Compensation policies.
Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto
Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability
Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements
stated on the certificate:
1. "The City of Palm Springs, its officials, employees, and agents are named as an additional
insured... " ("as respects City of Palm Springs Contract No._"or 'for any and all work performed with
the City"may be included in this statement).
2. "This insurance is primary and non-contributory over any insurance or self-insurance the
City may have..." ("as respects City of Palm Springs Contract No. " or '!for any and all work
performed with the City" may be included in this statement).
3. "Should any of the above described policies be canceled before the expiration date thereof,
the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as,
"endeavor to" mail and "but failure to mail such notice shall impose no obligation or liability of any kind
upon the company, its agents or representative" is not acceptable and must be crossed out.
4. Both the Workers' Compensation and Employers' Liability policies shall contain the
insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and
volunteers.
In addition to the endorsements listed above, the City of Pahn Springs shall be named the certificate
holder on the policies.
15 Revised:5/5116
720599.1
All certificates of insurance and endorsements are to be received and approved by the City before work
commences. All certificates of insurance must be authorized by a person with authority to bind coverage,
whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required
documents prior to the commencement of work shall not waive the Consultant's obligation to provide
them.
7. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions
must be declared to and approved by the City prior to commencing any work or services under this
Agreement. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or
self-insured retentions with respect to the City, its elected officials, officers, employees, agents, and
volunteers; or (2) Consultant shall procure a bond guaranteeing payment of losses and related
investigations, claim administration, and defense expenses. Certificates of Insurance must include
evidence of the amount of any deductible or self-insured retention under the policy. Consultant
guarantees payment of all deductibles and self-insured retentions.
8. Severability of Interests (Separation of Insureds). This insurance applies separately to
each insured against whom claim is made or suit is brought except with respect to the limits of the
insurer's liability.
16 Revised:5/5116
720599-1