HomeMy WebLinkAboutA6894 - MERCURY ASSOCIATES, INC. - FLEET MGMT. CONSULTING CONTRACT SERVICES AGREEMENT
Fleet Management Consulting Services
Mercury Associates, Inc.
THIS CONTRACT SERVICES AGREEMENT ( "Agreement') is entered into, and
effective on ��0' , 201�p, between the CITY OF PALM SPRINGS, a
California charter c yH and municipal corporation, ("City") and Mercury Associates, Inc., a
Maryland corporation, ("Contractor"). City and Contractor are individually referred to as
"Party" and are collectively referred to as the "Parties'.
RECITALS
A. City has determined that there is a need for fleet management consulting
services for the Fleet Maintenance Division ("Project').
B. Contractor has submitted to City a proposal to provide fleet management
consulting services to City for the Project under the terms of this Agreement.
C. Contractor is qualified by virtue of its experience, training, education,
reputation, and expertise to provide these services and has agreed to provide such
services as provided in this Agreement.
D. City desires to retain Contractor as a sole source procurement of fleet
management consulting services in accordance with Section 7.04.020 of the Palm
Springs Municipal Code, finding that Contractor has demonstrated experience and
expertise providing the required fleet management consulting services to other public
agencies. Therefore, the requirement for competitive selection of other professional
firms has been waived.
In consideration of these promises and mutual obligations, covenants, and
conditions, the Parties agree as follows:
AGREEMENT
1. SERVICES OF CONTRACTOR
1.1 Scone of Services.In compliance with all terms and conditions of this
Agreement, Contractor agrees to perform the contract services set forth in the Scope of
Services described in Exhibit "A" (the "Services" or "Work") , which is attached and
incorporated by reference. As a material inducement to the City entering into this
Agreement, Contractor represents and warrants that Contractor is a provider of first
class work and contract services and that Contractor is experienced in performing the
Work and Services contemplated and, in light of such status and experience, Contractor
covenants that it shall follow the highest contract standards in performing the Work and
Services required in this Agreement. For purposes of this Agreement, the phrase
"highest contract standards" shall mean those standards of practice recognized as high
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720669 A mn!OR AGREEMENT
quality among well-qualified and experienced contracts performing similar work under
similar circumstances.
1.2 Contract Documents. The Agreement between the Parties shall consist
of the following: (1) this Agreement; and (2) the Scope of Services, (collectively referred
to as the "Contract Documents"). The Scope of Services shall include the Contractor's
Proposal. All provisions of the Scope of Services shall be binding on the Parties.
Should any conflict or inconsistency exist in the Contract Documents, the conflict or
inconsistency shall be resolved by applying the provisions in the highest priority
document, which shall be determined in the following order of priority: (1s) the
provisions of the Scope of Services (Exhibit "A"); and (2nd) the terms of this Agreement.
1.3 Compliance with Law. Contractor warrants that all Services rendered
shall be performed in accordance with all applicable federal, state, and local laws,
statutes, ordinances lawful orders, rules, and regulations.
1.4 Licenses, Permits, Fees, and Assessments. Contractor represents and
warrants to City that it has obtained all licenses, permits, qualifications, and approvals of
whatever nature that are legally required to practice its profession and perform the Work
and Services required by this Agreement. Contractor represents and warrants to City
that Contractor shall, at its sole cost and expense, keep in effect at all times during the
term of this Agreement, any license, permit, qualification, or approval that is legally
required for Contractor to perform the Work and Services under this Agreement.
Contractor shall have the sole obligation to pay for any fees, assessments, and taxes,
plus applicable penalties and interest, which may be imposed by law and arise from or
are necessary for the Contractor's performance of the Work and Services required by
this Agreement. Contractor shall indemnify, defend, and hold harmless City against any
such fees, assessments, taxes penalties, or interest levied, assessed, or imposed
against City to the fullest extent permitted by law.
1.5 Familiarity with Work. By executing this Agreement, Contractor warrants
that Contractor (a) has thoroughly investigated and considered the Scope of Services to
be performed, (b) has carefully considered how the Services should be performed, and
(c) fully understands the facilities, difficulties, and restrictions attending performance of
the Services under this Agreement. If the Services involve work upon any site,
Contractor warrants that Contractor has or will investigate the site and is or will be fully
acquainted with the conditions there existing, prior to commencement of any Services.
Should the Contractor discover any latent or unknown conditions that will materially
affect the performance of the Services, Contractor shall immediately inform the City of
such fact and shall not proceed except at Contractor's risk until written instructions are
received from the City.
1.6 Care of Work. Contractor shall adopt reasonable methods during the
term of the Agreement to furnish continuous protection to the Work and the equipment,
materials, papers, documents, plans, studies, and/or other components to prevent
losses or damages. Contractor shall be responsible for all such damages, to persons or
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720669.1
property, until acceptance of the Work by the City, except such losses or damages as
may be caused by City's own negligence.
1.7 Further Responsibilities of Parties. Parties agree to use reasonable
care and diligence to perform their respective obligations under this Agreement. Parties
agree to act in good faith to execute all instruments, prepare all documents, and take all
actions as may be reasonably necessary to carry out the purposes of this Agreement.
1.8 Additional Services. City shall have the right at any time during the
performance of the Services, without invalidating this Agreement, to order extra work
beyond that specified in the Scope of Services or make changes by altering, adding to,
or deducting from such Work. No such extra work may be undertaken unless a written
order is first given by the City to the Contractor, incorporating any adjustment in (i) the
Maximum Contract Amount, as defined below, and/or (ii) the time to perform this
Agreement. Any adjustments must also be approved in writing by the Contractor. Any
increase in compensation of up to twenty-five percent (25%) of the Maximum Contract
Amount or $25,000, whichever is less, or in the time to perform of up to thirty (30) days,
may be approved by the City Manager, or his designee, as may be needed to perform
any extra work. Any greater increases, occurring either separately or cumulatively,
must be approved by the Palm Springs City Council. It is expressly understood by
Contractor that the provisions of this section shall not apply to the services specifically
set forth or reasonably contemplated within the Scope of Services.
2. COMPENSATION
2.1 Maximum Contract Amount. For the Services rendered under this
Agreement, Contractor shall be compensated by City in accordance with the Schedule
of Compensation, which is attached as Exhibit "B" and incorporated in this Agreement
by reference. Compensation shall not exceed the maximum contract amount of
Seventy Seven Thousand Eight Hundred Fifty Dollars, ($77,850) ("Maximum Contract
Amount"), except as may be provided under Section 1.8. The method of compensation
shall be as set forth in Exhibit "B." Compensation for necessary expenditures for
reproduction costs, telephone expenses, and transportation expenses must be
approved in advance by the Contract Officer designated under Section 4.2 and will only
be approved if such expenses are also specified in the Schedule of Compensation. The
Maximum Contract Amount shall include the attendance of Contractor at all Project
meetings reasonably deemed necessary by the City. Contractor shall not be entitled to
any increase in the Maximum Contract Amount for attending these meetings. Contractor
accepts the risk that the services identified in the Scope of Services may be more costly
and/or time-consuming than Contractor anticipates, that Contractor shall not be entitled
to additional compensation, and that the provisions of Section 1.8 shall not be
applicable to the services identified in the Scope of Services. The maximum amount of
city's payment obligation under this section is the amount specified in this Agreement. If
the City's maximum payment obligation is reached before the Contractor's Services
under this Agreement are completed, Contractor shall complete the Work and City shall
not be liable for payment beyond the Maximum Contract Amount.
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2.2. Method of Payment. Unless another method of payment is specified in
the Schedule of Compensation (Exhibit "B"), in any month in which Contractor wishes to
receive payment, Contractor shall submit to the City an invoice for services rendered
prior to the date of the invoice. The invoice shall be in a form approved by the City's
Finance Director and must be submitted no later than the tenth (10) working day of such
month. Such requests shall be based upon the amount and value of the services
performed by Contractor and accompanied by such reporting data including an itemized
breakdown of all costs incurred and tasks performed during the period covered by the
invoice, as may be required by the City. City shall use reasonable efforts to make
payments to Contractor within forty-five (45) days after receipt of the invoice or as soon
as is reasonably practical. There shall be a maximum of one payment per month.
2.3 Changes in Scope. In the event any change or changes in the Scope of
Services 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 Contractor's
profession.
2.4 Appropriations. This Agreement is subject to and contingent upon funds
being appropriated by the City Council for each fiscal year covered by the Agreement.
If such appropriations are not made, this Agreement shall automatically terminate
without penalty to the City.
3. SCHEDULE OF PERFORMANCE
3.1 Time of Essence. Time is of the essence in the performance of this
Agreement. The time for completion of the services to be performed by Contractor is an
essential condition of this Agreement. Contractor shall prosecute regularly and
diligently the Work of this Agreement according to the agreed upon attached Schedule
of Performance (Exhibit "C"), incorporated by reference.
3.2 Schedule of Performance. Contractor shall commence the Services
under this Agreement upon receipt of a written notice to proceed and shall perform all
Services within the time period(s) established in the Schedule of Performance. When
requested by Contractor, extensions to the time period(s) specified in the Schedule of
Performance may be approved in writing by the Contract Officer, but such extensions
shall not exceed one hundred eighty (180) days cumulatively; however, the City shall
not be obligated to grant such an extension.
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3.3 Force Maieure. The time period(s) specified in the Schedule of
Performance for performance of the Services rendered under this Agreement shall be
extended because of any delays due to unforeseeable causes beyond the control and
without the fault or negligence of the Contractor (financial inability excepted) if
Contractor, within ten (10) days of the commencement of such delay, notifies the
Contract Officer in writing of the causes of the delay. Unforeseeable causes include,
but are not limited to, acts of God or of the public enemy, unusually severe weather,
fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight
embargoes, wars, and/or acts of any governmental agency, including the City. The City
Manager shall ascertain the facts and the extent of delay, and extend the time for
performing the Services for the period of the enforced delay when and if in the judgment
of the City Manager such delay is justified. The City Manager's determination shall be
final and conclusive upon the Parties to this Agreement. In no event shall Contractor be
entitled to recover damages against the City for any delay in the performance of this
Agreement, however caused, Contractor's sole remedy being extension of the
Agreement under this section.
3.4 Term. Unless earlier terminated under this Agreement, this Agreement
shall commence upon the effective date of this Agreement and continue in full force and
effect until completion of the Services. However, the term shall not exceed three (3)
years from the commencement date, except as otherwise provided in the Schedule of
Performance described in Section 3.2 above. Any extension must be through mutual
written agreement of the Parties.
3.5 Termination Prior to Expiration of Term. City may terminate this
Agreement for its convenience at any time, without cause, in whole or in part, upon
giving Contractor thirty (30) days written notice. Where termination is due to the fault of
Contractor 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
such notice, City shall pay Contractor for Services performed through the date of
termination. Upon receipt of such notice, Contractor shall immediately cease all work
under this Agreement, unless stated otherwise in the notice or by written authorization
of the Contract Officer. After such notice, Contractor shall have no further claims
against the City under this Agreement. Upon termination of the Agreement under this
section, Contractor shall submit to the City an invoice for work and services performed
prior to the date of termination. Contractor may terminate this Agreement, with or
without cause, upon sixty (60) days written notice to the City, except that where
termination is due to material default by the City, the period of notice may be such
shorter time as the Contractor may determine.
4. COORDINATION OF WORK
4.1 Representative of Contractor. The following principal of Contractor is
designated as being the principal and representative of Contractor authorized to act in
its behalf and make all decisions with respect to the Services to be performed under this
Agreement: Randy Owen, Senior Vice President. It is expressly understood that the
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experience, knowledge, education, capability, expertise, 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 Contractor and devoting sufficient time to personally supervise
the services performed hereunder. The foregoing principal may not be changed by
Contractor without prior written approval of the Contract Officer.
4.2 Contract Officer. The Contract Officer shall be the City Manager or
his/her designee ("Contract Officer"). Contractor shall be responsible for keeping the
Contract Officer fully informed of the progress of the performance of the services.
Contractor 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.
4.3 Prohibition Against Subcontracting or Assignments. The experience,
knowledge, capability, expertise, and reputation of Contractor, its principals and
employees, were a substantial inducement for City to enter into this Agreement.
Therefore, Contractor shall not assign full or partial performance of this Agreement, nor
any monies due, voluntarily or by operation of law, without the prior written consent of
City. Contractor shall not contract with any other entity to perform the Services required
under this Agreement without the prior written consent of City. If Contractor is permitted
to subcontract any part of this Agreement by City, Contractor shall be responsible to
City for the acts and omissions of its subcontractor(s) in the same manner as it is for
persons directly employed. Nothing contained in this Agreement shall create any
contractual relationships between any subcontractor and City. All persons engaged in
the Work will be considered employees of Contractor. City will deal directly with and will
make all payments to Contractor. In addition, neither this Agreement nor any interest in
this Agreement may be transferred, assigned, conveyed, hypothecated, or encumbered
voluntarily or by operation of law, whether for the benefit of creditors or otherwise,
without the prior written consent of City. Transfers restricted in this Agreement shall
include the transfer to any person or group of persons acting in concert of more than
twenty five percent (25%) of the present ownership and/or control of Contractor, taking
all transfers into account on a cumulative basis. In the event of any such unapproved
transfer, including any bankruptcy proceeding, this Agreement shall be void. No
approved transfer shall release Contractor or any surety of Contractor from any liability
under this Agreement without the express written consent of City.
4.4 Independent Contractor. The legal relationship between the Parties is
that of an independent contractor, and nothing shall be deemed to make Contractor a
City employee.
A. During the performance of this Agreement, Contractor and its
officers, employees, and agents shall act in an independent capacity and shall not act or
represent themselves as City officers or employees. The personnel performing the
Services under this Agreement on behalf of Contractor shall at all times be under
Contractor's exclusive direction and control. Neither City nor any of its officers,
employees, or agents shall have control over the conduct of Contractor or any of its
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officers, employees, or agents, except as set forth in this Agreement. Contractor, its
officers, employees, or agents shall not maintain an office or any other type of fixed
business location at City's offices. City shall have no voice in the selection, discharge,
supervision, or control of Contractor's employees, servants, representatives, or agents,
or in fixing their number, compensation, or hours of service. Contractor shall pay all
wages, salaries, and other amounts due its employees in connection with this
Agreement and shall be responsible for all reports and obligations respecting them,
including but not limited to social security income tax withholding, unemployment
compensation, workers' compensation, and other similar matters. City shall not in any
way or for any purpose be deemed to be a partner of Contractor in its business or
otherwise a joint venturer or a member of any joint enterprise with Contractor.
B. Contractor shall not have any authority to bind City in any manner.
This includes the power to incur any debt, obligation, or liability against City.
C. No City benefits shall be available to Contractor, its officers,
employees, or agents in connection with any performance under this Agreement.
Except for contract fees paid to Contractor as provided for in this Agreement, City shall
not pay salaries, wages, or other compensation to Contractor for the performance of
Services under this Agreement. City shall not be liable for compensation or
indemnification to Contractor, its officers, employees, or agents, for injury or sickness
arising out of performing Services. If for any reason any court or governmental agency
determines that the City has financial obligations, other than under Section 2 and
Subsection 1.8 in this Agreement, of any nature relating to salary, taxes, or benefits of
Contractor's officers, employees, servants, representatives, subcontractors, or agents,
Contractor shall indemnify City for all such financial obligations.
5. INSURANCE
5.1 Types of Insurance. Contractor shall procure and maintain, at its sole
cost and expense, the insurance described below. The insurance shall be for the
duration of this Agreement and includes any extensions, unless otherwise specified in
this Agreement. The insurance shall be procured in a form and content satisfactory to
City. The insurance shall apply against claims which may arise from the Contractor's
performance of Work under this Agreement, including Contractor's agents,
representatives, or employees. In the event the City Manager determines that the Work
or Services to be performed under this Agreement creates an increased or decreased
risk of loss to the City, the Contractor agrees that the minimum limits of the insurance
policies may be changed accordingly upon receipt of written notice from the City
Manager or his designee. Contractor shall immediately substitute any insurer whose
A.M. Best rating drops below the levels specified in this Agreement. Except as
otherwise authorized below for contract liability (errors and omissions) insurance, all
insurance provided under this Agreement shall be on an occurrence basis. The
minimum amount of insurance required shall be as follows:
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A. Errors and Omissions Insurance. Contractor shall obtain and
maintain in full force and effect throughout the term of this Agreement, standard industry
form contract liability (errors and omissions) insurance coverage in an amount of not
less than one million dollars ($1,000,000.00) per occurrence and two-million dollars
($2,000,000.00) annual aggregate, in accordance with the provisions of this section.
(1) Contractor shall either: (a) certify in writing to the City that
Contractor is unaware of any contract liability claims made against Contractor and is
unaware of any facts which may lead to such a claim against Contractor; or (b) if
Contractor does not provide the certification under (a), Contractor shall procure from the
contract liability insurer an endorsement providing that the required limits of the policy
shall apply separately to claims arising from errors and omissions in the rendition of
services under this Agreement.
(2) If the policy of insurance is written on a "claims made" basis,
the policy shall be continued in full force and effect at all times during the term of this
Agreement, and for a period of three (3) years from the date of the completion of the
Services provided hereunder. In the event of termination of the policy during this
period, Contractor shall obtain continuing insurance coverage for the prior acts or
omissions of Contractor during the course of performing Services under the terms of
this Agreement. The coverage shall be evidenced by either a new policy evidencing no
gap in coverage, or by obtaining separate extended "tail" coverage with the present or
new carrier or other insurance arrangements providing for complete coverage, either of
which shall be subject to the written approval by the City Manager.
(3) In the event the policy of insurance is written on an
"occurrence" basis, the policy shall be continued in full force and effect during the term
of this Agreement, or until completion of the Services provided for in this Agreement,
whichever is later. In the event of termination of the policy during this period, new
coverage shall immediately be obtained to ensure coverage during the entire course of
performing the Services under the terms of this Agreement.
B. Workers' Compensation Insurance. Contractor shall obtain and
maintain, in full force and effect throughout the term of this Agreement, workers'
compensation insurance in at least the minimum statutory amounts, and in compliance
with all other statutory requirements, as required by the State of California. Contractor
agrees to waive and obtain endorsements from its workers' compensation insurer
waiving subrogation rights under its workers' compensation insurance policy against the
City and to require each of its subcontractors, if any, to do likewise under their workers'
compensation insurance policies. If Contractor has no employees, Contractor shall
complete the City's Request for Waiver of Workers' Compensation Insurance
Requirement form.
C. Commercial General Liability Insurance. Contractor shall obtain
and maintain, in full force and effect throughout the term of this Agreement, a policy of
commercial general liability insurance written on a per occurrence basis with a
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720669.1
combined single limit of at least one million dollars ($1,000,000.00) and two million
dollars ($2,000,000.00) general aggregate for bodily injury and property damage
including coverages for contractual liability, personal injury, independent contractors,
broad form property damage, products and completed operations.
D. Business Automobile Insurance. Contractor shall obtain and
maintain, in full force and effect throughout the term of this Agreement, a policy of
business automobile liability insurance written on a per occurrence basis with a single
limit liability in the amount of one million dollars ($1,000,000.00) bodily injury and
property damage. The policy shall include coverage for owned, non-owned, leased,
and hired cars.
E. Employer Liability Insurance. Contractor shall obtain and maintain,
in full force and effect throughout the term of this Agreement, a policy of employer
liability insurance written on a per occurrence basis with a policy limit of at least one
million dollars ($1,000,000.00) for bodily injury or disease.
5.2 Deductibles and Self-Insured Retentions. Any deductibles or self-
insured retentions must be declared to and approved by the City Manager or his/her
designee prior to commencing any work or services under this Agreement. Contractor
guarantees payment of all deductibles and self-insured retentions. City reserves the
right to reject deductibles or self-insured retentions in excess of $10,000, and the City
Manager or his/her designee may require evidence of pending claims and claims history
as well as evidence of Contractor's ability to pay claims for all deductible amounts and
self-insured retentions proposed in excess of$10,000.
5.3 Other Insurance Requirements. The following provisions shall apply to
the insurance policies required of Contractor under this Agreement:
5.3.1 For any claims related to this Agreement, Contractor's coverage
shall be primary insurance with respect to the City and its officers,
council members, officials, employees, agents, and volunteers.
Any insurance or self-insurance maintained by the City and its
officers, council members, officials, employees, agents, and
volunteers shall be in excess of Contractor's insurance and shall
not contribute with it.
5.3.2 Any failure to comply with reporting or other provisions of the
policies, including breaches of warranties, shall not affect coverage
provided to City and its officers, council members, officials,
employees, agents, and volunteers.
5.3.3 All insurance coverage and limits provided by Contractor and
available or applicable to this Agreement are intended to apply to
each insured, including additional insureds, against whom a claim
is made or suit is brought to the full extent of the policies. Nothing
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contained in this Agreement or any other agreement relating to the
City or its operations shall limit the application of such insurance
coverage.
5.3.4 No required insurance coverages may include any limiting
endorsement which substantially impairs the coverages set forth in
this Agreement (e.g., elimination of contractual liability or reduction
of discovery period), unless the endorsement has first been
submitted to the City Manager and approved in writing.
5.3.5 Contractor agrees to require its insurer to modify insurance
endorsements to delete any exculpatory wording stating that failure
of the insurer to mail written notice of cancellation imposes no
obligation, or that any party will "endeavor" (as opposed to being
required) to comply with the requirements of the endorsements.
Certificates of insurance will not be accepted in lieu of required
endorsements, and submittal of certificates without required
endorsements may delay commencement of the Project. It is
Contractor's obligation to ensure timely compliance with all
insurance submittal requirements as provided in this Agreement.
5.3.6 Contractor agrees to ensure that subcontractors, and any other
parties involved with the Project who are brought onto or involved in
the Project by Contractor, provide the same minimum insurance
coverage required of Contractor. Contractor agrees to monitor and
review all such coverage and assumes all responsibility for
ensuring that such coverage is provided in conformity with the
requirements of this section. Contractor agrees that upon request,
all agreements with subcontractors and others engaged in the
Project will be submitted to the City for review.
5.3.7 Contractor acknowledges and agrees that any actual or alleged
failure on the part of the City to inform Contractor of non-
compliance with any insurance requirement in no way imposes any
additional obligations on the City nor does it waive any rights in this
or any other regard.
5.3.8 Contractor shall provide proof that policies of insurance required in
this Agreement, expiring during the term of this Agreement, have
been renewed or replaced with other policies providing at least the
same coverage. Proof that such coverage has been ordered shall
be submitted prior to expiration. Endorsements as required in this
Agreement applicable to the renewing or new coverage shall be
provided to City no later than ten (10) days prior to expiration of the
lapsing coverage.
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5.3.9 Requirements of specific insurance coverage features or limits
contained in this section are not intended as limitations on
coverage, limits, or other requirements, or as a waiver of any
coverage normally provided by any given policy. Specific reference
to a given coverage feature is for purposes of clarification only as it
pertains to a given issue, and is not intended by any party or
insured to be limiting or all-inclusive.
5.3.10 The requirements in this section supersede all other sections and
provisions of this Agreement to the extent that any other section or
provision conflicts with or impair the provisions of this section.
5.3.11 Contractor agrees to provide immediate notice to City of any claim
or loss against Contractor arising out of the Work performed under
this Agreement and for any other claim or loss which may reduce
the insurance available to pay claims arising out of this Agreement.
City assumes no obligation or liability by such notice, but has the
right (but not the duty) to monitor the handling of any such claim or
claims if they are likely to involve City, or to reduce or dilute
insurance available for payment of potential claims.
5.3.12 Contractor agrees that the provisions of this section shall not be
construed as limiting in any way the extent to which the Contractor
may be held responsible for the payment of damages resulting from
the Contractor's activities or the activities of any person or person
for which the Contractor is otherwise responsible.
5.4 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 B++, Class VII, or better, unless such requirements are waived in writing by
the City Manager or his designee due to unique circumstances.
5.5 Verification of Coveraue. Contractor shall furnish City with both
certificates of insurance and endorsements, including additional insured endorsements,
affecting 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 Contractor'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
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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 Palm Springs shall be named
the certificate holder on the policies. 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 Contractor's
obligation to provide them.
6. INDEMNIFICATION
6.1 Indemnification and Reimbursement. To the fullest extent permitted by
law, Contractor shall defend (at Contractor'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 (Contractor'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 Contractor, its officers,
employees, representatives, and agents, that arise out of or relate to Contractor'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
12 Revised: 5/5/16
720669.1
Contractor's indemnification obligation or other liability under this Agreement.
Contractor'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.
6.2 Design Contract Services Indemnification and Reimbursement. If the
Agreement is determined to be a "design contract services agreement" and Contractor
is a "design contract" under California Civil Code Section 2782.8, then:
A. To the fullest extent permitted by law, Contractor shall indemnify,
defend (at Contractor's sole cost and expense), protect and hold harmless City and its
elected officials, officers, 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
(Contractor's employees included) and damage to property, which Claims arise out of,
pertain to, or are related to the negligence, recklessness or willful misconduct of
Contractor, its agents, employees, or subcontractors, or arise from Contractor's
negligent, reckless or willful performance of or failure to perform any term, provision,
covenant or condition of this Agreement ("Indemnified Claims"), but Contractor'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 Contractor shall require all non-design-contract sub-
contractors, used or sub-contracted by Contractor to perform the Services or Work
required under this Agreement, to execute an Indemnification Agreement adopting the
indemnity provisions in sub-section 6.1 in favor of the Indemnified Parties: In addition,
Contractor shall require all non-design-contract sub-contractors, used or sub-contracted
by Contractor 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.
7. REPORTS AND RECORDS
7.1 Accounting Records. Contractor shall keep complete, accurate, and
detailed accounts of all time, costs, expenses, and expenditures pertaining in any way
to this Agreement. Contractor shall keep such books and records as shall be necessary
to properly perform the Services required by this Agreement and to 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.
7.2 Reports. Contractor shall periodically prepare and submit to the Contract
13 Revised: 5/5/16
720669.1
Officer such reports concerning the performance of the Services required by this
Agreement, or as the Contract Officer shall require. Contractor acknowledges that the
City is greatly concerned about the cost of the Work and Services to be performed
under this Agreement. For this reason, Contractor agrees that Contractor shall promptly
notify the Contract Officer the estimated increased or decreased cost if Contractor
becomes aware of any facts, circumstances, techniques, or events that may or will
materially increase or decrease the cost of the contemplated Work or Services. If
Contractor is providing design services, Contractor shall promptly notify the Contract
Officer the estimated increased or decreased cost for the project being designed if
Contractor becomes aware of any facts, circumstances, techniques, or events that may
or will materially increase or decrease the cost of the design services.
7.3 Ownership of Documents. All drawings, specifications, reports, records,
documents, memoranda, correspondence, computations, and other materials prepared
by Contractor, its employees, subcontractors, and agents in the performance of this
Agreement shall be the property of City and shall be promptly delivered to City upon
request of the Contract Officer or upon the termination of this Agreement. Contractor
shall have no claim for further employment or additional compensation as a result of the
exercise by City of its full rights of ownership of the documents and materials. Any use
of such completed documents for other projects and/or use of incomplete documents
without specific written authorization by the Contractor will be at the City's sole risk and
without liability to Contractor, and the City shall indemnify the Contractor for all resulting
damages. Contractor may retain copies of such documents for their own use.
Contractor shall have an unrestricted right to use the concepts embodied tin this
Agreement. Contractor shall ensure that all its subcontractors shall provide for
assignment to City of any documents or materials prepared by them. In the event
Contractor fails to secure such assignment, Contractor shall indemnify City for all
resulting damages.
7.4 Release of Documents. All drawings, specifications, reports, records,
documents, and other materials prepared by Contractor in the performance of services
under this Agreement shall not be released publicly without the prior written approval of
the Contract Officer. All information gained by Contractor in the performance of this
Agreement shall be considered confidential and shall not be released by Contractor
without City's prior written authorization.
7.5 Audit and Inspection of Records. After receipt of reasonable notice and
during the regular business hours of City, Contractor shall provide City, or other agents
of City, such access to Contractor's books, records, payroll documents, and facilities as
City deems necessary to examine, copy, audit, and inspect all accounting books,
records, work data, documents, and activities directly related to Contractor's
performance under this Agreement. Contractor shall maintain such books, records,
data, and documents in accordance with generally accepted accounting principles and
shall clearly identify and make such items readily accessible to such parties during the
term of this Agreement and for a period of three (3) years from the date of final payment
by City hereunder.
14 Revised: 5/5/16
720669A
8. ENFORCEMENT OF AGREEMENT
8.1 California Law and Venue. This Agreement shall be construed and
interpreted both as to validity and as 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 Contractor covenants and agrees to submit to the personal
jurisdiction of such court in the event of such action.
8.2 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.
8.3 Default of Contractor. Contractor's failure to comply with any provision
of this Agreement shall constitute a default.
A. If the City Manager, or his designee, determines that Contractor is
in default in the performance of any of the terms or conditions of this Agreement, he/she
shall notify Contractor in writing of such default. Contractor shall have ten (10) days, or
such longer period as City may designate, to cure the default by rendering satisfactory
performance. In the event Contractor fails to cure its default within such period of time,
City shall have the right, notwithstanding any other provision of this Agreement, to
terminate this Agreement without further notice and without prejudice of any remedy to
which City may be entitled at law, in equity, or under this Agreement. Contractor shall
be liable for all reasonable costs incurred by City as a result of such default.
Compliance with the provisions of this section shall not constitute a waiver of any City
right to take legal action in the event that the dispute is not cured, provided that nothing
shall limit City's right to terminate this Agreement without cause under Section 3.5.
B. If termination is due to the failure of the Contractor to fulfill its
obligations under this Agreement, City may, after compliance with the provisions of
Section 8.3A, take over the work and prosecute the same to completion by contract or
otherwise. The Contractor shall be liable to the extent that the total cost for completion
of the Services required hereunder exceeds the Maximum Contract Amount (provided
that the City shall use reasonable efforts to mitigate such damages). The City may
withhold any payments to the Contractor for the purpose of set-off or partial payment of
the amounts owed the City as previously stated. The withholding or failure to withhold
15 Revised: 5/5/16
720669A
payments to Contractor shall not limit Contractor's liability for completion of the Services
as provided in this Agreement.
8.4 Waiver. No waiver of any provision of this Agreement shall be effective
unless in writing and signed by a duly authorized representative of the Party against
whom enforcement of a waiver is sought. Any waiver by the Parties of any default or
breach of any covenant, condition, or term contained in this Agreement, shall not be
construed to be a waiver of any subsequent or other default or breach, nor shall failure
by the Parties to require exact, full, and complete compliance with any of the covenants,
conditions, or terms contained in this Agreement be construed as changing the terms of
this Agreement in any manner or preventing the Parties from enforcing the full
provisions.
8.5 Rights and Remedies 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 and 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.
8.6 Legal Action. In addition to any other rights or remedies, either Party
may take legal action, in law or in equity, to cure, correct, remedy or recover damages
for any default, to compel specific performance of this Agreement, to obtain declaratory
or injunctive relief, or to obtain any other remedy consistent with the purposes of this
Agreement.
8.7 Attorney Fees. In the event any dispute between the Parties with respect
to this Agreement results in litigation or any non-judicial proceeding, the prevailing Party
shall be entitled, in addition to such other relief as may be granted, to recover from the
non-prevailing Party all reasonable costs and expenses. These include but are not
limited to reasonable attorney fees, expert contractor fees, court costs and all fees,
costs, and expenses incurred in any appeal or in collection of any judgment entered in
such proceeding. To the extent authorized by law, in the event of a dismissal by the
plaintiff or petitioner of the litigation or non-judicial proceeding within thirty (30) days of
the date set for trial or hearing, the other Party shall be deemed to be the prevailing
Party in such litigation or proceeding.
9. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION
9.1 Non-liability of City Officers and Employees. No officer or employee of
the City shall be personally liable to the Contractor, or any successor-in-interest, in the
event of any default or breach by the City or for any amount which may become due to
the Contractor or to its successor, or for breach of any obligation of the terms of this
Agreement.
9.2 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
16 Revised: 5/5/16
720669.1
Agreement nor shall Contractor enter into any 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.
9.3 Covenant Against Discrimination. In connection with its performance
under this Agreement, Contractor shall not discriminate against any employee or
applicant for employment because of race, religion, color, sex, age, marital status,
ancestry, national origin, sexual orientation, gender identity, gender expression,
physical or mental disability, or medical condition. Contractor shall ensure that
applicants are employed, and that employees are treated during their employment,
without regard to their race, religion, color, sex, age, marital status, ancestry, national
origin, sexual orientation, gender identity, gender expression, physical or mental
disability, or medical condition. Such actions shall include, but not be limited to, the
following: employment, upgrading, demotion or transfer; recruitment or recruitment
advertising; layoff or termination; rates of pay or other forms of compensation; and
selection for training, including apprenticeship.
10. MISCELLANEOUS PROVISIONS
10.1 Patent and Copyright Infringement. To the fullest extent permissible
under law, and in lieu of any other warranty by City or Contractor against patent or
copyright infringement, statutory or otherwise:
A. It is agreed that Contractor shall defend at its expense any claim or
suit against City on account of any allegation that any item furnished under this
Agreement, or the normal use or sale arising out of the performance of this Agreement,
infringes upon any presently existing U.S. letters patent or copyright and Contractor
shall pay all costs and damages finally awarded in any such suit or claim, provided that
Contractor is promptly notified in writing of the suit or claim and given authority,
information and assistance at Contractor's expense for the defense of same, and
provided such suit or claim arises out of, pertains to, or is related to the negligence,
recklessness or willful misconduct of Contractor. However, Contractor will not indemnify
City if the suit or claim results from: (1) City's alteration of a deliverable, such that City's
alteration of such deliverable created the infringement upon any presently existing U.S.
letters patent or copyright; or (2) the use of a deliverable in combination with other
material not provided by Contractor when it is such use in combination which infringes
upon an existing U.S. letters patent or copyright.
B. Contractor shall have sole control of the defense of any such claim
or suit and all negotiations for settlement in the event City fails to cooperate in the
defense of any suit or claim, provided, however, that such defense shall be at
Contractor's expense. Contractor shall not be obligated to indemnify City under any
settlement that is made without Contractor's consent, which shall not be unreasonably
withheld. If the use or sale of such item is enjoined as a result of the suit or claim,
Contractor, at no expense to City, shall obtain for City the right to use and sell the item,
17 Revised: 5/5/16
7za66e.i
or shall substitute an equivalent item acceptable to City and extend this patent and
copyright indemnity thereto.
10.2 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. All notices shall be personally delivered, sent by pre-
paid First Class U.S. Mail, registered or certified mail, postage prepaid, return receipt
requested, or delivered or sent by facsimile with attached evidence of completed
transmission. All notices shall be deemed received upon the earlier of (i) the date of
delivery to the address of the person to receive such notice if delivered personally or by
messenger or overnight courier; (ii) five (5) business days after the date of posting by
the United States Post Office if by mail; or (iii) when sent if given by facsimile. Any
notice, request, demand, direction, or other communication sent by facsimile must be
confirmed within forty-eight (48) hours by letter mailed or delivered. Other forms of
electronic transmission such as e-mails, text messages, and instant messages are not
acceptable manners of notice required hereunder. Notices or other communications
shall be addressed as follows:
To City: City of Palm Springs
Attention: City Manager & City Clerk
3200 E. Tahquitz Canyon Way
Palm springs, California 92262
Telephone: (760) 323-8204
Facsimile: (760) 323-8332
To Contractor: Randy Owen
Mercury Associates, Inc.
7361 Calhoun Place, Suite 680
Rockville, MD 20855
301-519-0535
rowen@mercury-assoc.com
10.3 Integrated Agreement. This Agreement constitutes the entire agreement
between the Parties and supersedes all prior negotiations, arrangements, agreements,
representations, and understandings, if any, made by or among the Parties with respect
to the subject matter in this Agreement.
10.4 Amendment. No amendments or other modifications of this Agreement
shall be binding unless through written agreement by all Parties.
10.5 Severability. Whenever possible, each provision of this Agreement shall
be interpreted in such a manner as to be effective and valid under applicable law. If any
provision of this Agreement shall be determined to be invalid by a final judgment or
decree of a court of competent jurisdiction, such provision shall be ineffective only to the
extent of such prohibition or invalidity, without invalidating the reminder of that provision,
or the remaining provisions of this Agreement unless the invalid provision is so material
that its invalidity deprives either Party of the basic benefit of their bargain or renders this
is Revised: 5/5/16
72066YI
Agreement meaningless.
10.5 Successors in Interest. This Agreement shall be binding upon and inure
to the benefit of the Parties' successors and assignees.
10.6 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.
10.7 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.
10.8. Corporate Authority. Each of the undersigned represents and warrants
that (i) the Party for which he or she is executing this Agreement is duly authorized and
existing, (ii) he or she is duly authorized to execute and deliver this Agreement on
behalf of the Party for which he or she is signing, (iii) by so executing this Agreement,
the Party for which he or she is signing is formally bound to the provisions of this
Agreement, and (iv) the entering into this Agreement does not violate any provision of
any other Agreement to which the Party for which he or she is signing is bound.
19 Revised: 5/5/16
7?0669.1
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates
stated below.
"CITY"
City of Palm Springs
Date: Gd/t �if+ B
itDavid H. Ready
City ManagopROVED BY CITY COUNCIL
�_'h•fib hc, la�uk
r_
APPROVED AS TO FORM: ATTEST
By:C�Lkd�",- By.
Dp glas C. Holland, Thompson,
CI y AttorneyT-
./damesCity Clerk
APPROVED BY CITY COUNCIL:
Date: Agreement No.
Corporations require two notarized signatures. One signature =be from 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.
CONTRACTOR NAME:
Mercury Associates, Inc. Check one_Individual_Partnership_( Corporation
7361 Calhoun Place, Suite 680
Address
Rockville, MD 20855-2765
By Uk,
Signature(Notarized) Signature(Notarized)
20 Revised: 5/5/16
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE§1189
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! umen:to vrh¢n ir'5 ceflfcate m attached,and not the huthf;:lness.32". raCV.O v311dry of'hat oocunen'.
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Date �1Here Ins/e�rt Name and Title of the Officer
personally appeared ��11��� LS1 . =P 1 1
Namefsl of Signer(s)
wrlo proved to me on the basis of satisfactory evidence to be the person(si wriose namely) is(are
subscribed to the witnin instrument and acknowledged to me that helsheltney executed the sane in
hislherltheir authorized capaci;y(ies).and that by hislher/their signatore(s)on the instrument the oerson(s).
Or the entdy upon penal!o'which the persoMs)acted. executed the instrument.
I cern'y under PENALTY OF PERJURY under the laws
of the State of��' is true and correct
California that the foregoing paragf3pn
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WITNESS my . d and icl seal.
signa• �p�ARY z'c ture ^,^
=;Zkoc, Pula�\GV Signa ure of Notary Public
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r✓ 01-e-All Seal Above
OPTIONAL
Thouqh this section is optional. completing this information can dater alteration or the document or
fraudulent reattachment of this form to an unintended document.
Description of Attached Document
Title Or Type of Document:
Document Date. Nu^tber of Pages:
Signer(s) Other Than Named Above:
Capaeity(ies)Claimed by Signer(s)
Signer's Name: Signer's Name-
0 Corporate Officer — Trtle(s): ❑Corporate Officer — Tttlelsy
O Partner — El Limited —�General ❑Partner — ❑Limited ❑General
•Individual ❑Attorney in Fact ❑Individual ❑Attorney in Fact
❑Trustee ❑Guardian or Conservator ❑Trustee ❑Guardian or Conservator
❑Other. ❑ Other:
Signer Is Representing: Signer Is Representing:
020'5 National Noary Association • w v.,.NauonalNotary.org• ' 800-US NOTARY(7-800-875-58271 Item a5X7
�ovi,t 1
ANNUAL MEETING
of the
BOARD OF DIRECTORS
of
MERCURY ASSOCIATES, INC.
The Annual Meeting of the Board of Directors of Mercury Associates, Inc. (the
"Corporation") was held on December 8, 2010, commencing at 1:15 p.m. in Alexandria,
Virginia.
The following persons, constituting all directors of the Corporation and a quorum of the
Board of Directors, were present and participated in the meeting:
Paul T. Lauria
Randall G. Owen
Bradley J. Kelley
Paul Lauria, President and Chairman of the Board of the Corporation, called the meeting
to order and acted as Chairman thereof. Randall Owen, Secretary of the Corporation, acted as
Secretary of the meeting.
The Secretary read the minutes from the previous Regular Meeting of the Board of
Directors, held on July 7, 2009, and the same were ratified and approved.
The Chairman requested that the Board of Directors consider the election of officers of
the Corporation. After discussion, upon motion duly made and seconded, the following
resolution was duly adopted:
RESOLVED, that effective December 8, 2010, the persons listed on Exhibit A attached
hereto be, and they hereby are, elected to the offices set forth opposite their respective
names on Exhibit A, to hold office in their indicated capacities until their respective
successors are elected and have been duly qualified.
The Chairman reviewed the Corporation's 2010 Business Plan. After discussion, upon
motion duly made and seconded, the following resolution was unanimously adopted:
RESOLVED, that the Corporation's 2009 Business Plan, as presented to the Board of
Directors on this date, be, and the same hereby is, adopted.
A discussion ensued regarding authority to bind the company to proposals and contracts.
After discussion, upon motion duly made and seconded, the following resolution was
unanimously adopted:
1
RESOLVED, that Officers of the Corporation, as listed in Attachment A, are authorized
to bind the company by signing proposals and contracts.
The backlog and sales pipeline was discussed and 2011 is shaping up to be a banner year. DHS
is the largest contract the company has ever secured and several other large projects (e.g. State of
Alabama, New York City) have provided a large backlog going into next year. One key will be
that staff do not get so busy with project work that marketing efforts fall off.
There being no further business, on motion duly made, seconded, and unanimously
adopted, the meeting was adjourned at 2:15 p.m.
44W '-�, 0 vk,.,
Randall G. Owen
Secretary
2
EXHIBIT A
MERCURY ASSOCIATES, INC.
OFFICERS
As of July 7, 2009
Office Office Holder
President Paul T. Lauria
Senior Vice President Randall G. Owen
Vice President Bradley J. Kelley
Treasurer and CFO Paul T. Lauria
Secretary Randall G. Owen
EXHIBIT "A"
SCOPE OF SERVICES
Contractor's proposal and required scope of services follows this page.
720669.1
Proposal to Provide
Fleet Management
Consulting Services
to the City of
FA 04 iK r
CALIFOR;
Like no place else.'-
July 2016
MERCURY ASSOCIATES, INC .
AR � � �
l�lU ._
July 21, 2016
Mr. Marcus L. Fuller, MPA, PE, PLS
Assistant City Manager/City Engineer
City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Dear Mr. Fuller:
Mercury Associates, Inc. is pleased to submit this proposal to provide fleet management
consulting services to the City of Palm Springs. Our suggested work plan and proposed
budget is based on the initial findings of our on-site assessment in June. As requested,
information on our cooperative purchasing agreement with the State of California can be
found at the following web address:
(http://www.dqs.ca.gov/pd/Pro.qrams/Leveraged/CMAS.asl)x).
Our CMAS contract number is 4-08-03 0341A. We also have a U.S. Government GSA
Schedule that clients have used to access our services. Please let me know if I can
provide any details about these contracts.
I will be the principal point of contact for all matters relating to this proposal and can be
reached at 704 906 8898 or at rowen@mercury-assoc.com. Please do not hesitate to
contact me if I can answer any questions.
Very truly yours,
2 %�, 0 V4"%.
Randy Owen
Senior Vice President
Mercury Associates, Inc. . www.mercury-assoc.com
7361 Calhoun Place, Suite 680 • Rockville, MD 20855 • 301 519 0535
INTRODUCTION
This proposal is submitted to City of Palm Springs by Mercury Associates, Inc., an
employee-owned fleet management consulting firm incorporated and headquartered in
Maryland. We have more than two-dozen employees located throughout the United
States and in Canada, many of whom served as professional fleet managers in the
public and/or private sector prior to commencing their consulting careers. One of our
Associates, Richard Simon, resides in Palm Desert. Mercury's mission is to assist
organizations in improving the management and operation of their fleets. Our 600 past
clients include federal agencies, states, cities and counties, utilities, schools, and private
companies. Current clients in California include Sacramento, Long Beach, Salinas, Palo
Alto and The State Department of General Services.
We understand the current fiscal year budget for the City's Fleet Division is $3 million
for operating expenses with an additional $700,000 for capital. We understand the fleet
division has 8 total staff: 1 Manager, 1 Parts Specialist, 1 office assistant, and 5 fleet
maintenance technicians who maintain 438 pieces of equipment/vehicles.
PROPOSED PROJECT WORK PLAN
As a result of our initial review of the City's Fleet Maintenance Division, we propose the
following:
Task 1: Evaluate Fleet Management and Maintenance Practices
In this task we will review and assess the soundness of fleet management regulations,
policies, procedures, and practices in all key functional areas of fleet management and
operation as listed below. The results of this evaluation will serve as the foundation for
developing specific recommendations for modifying or reengineering current
organizational structures; staffing levels; and business processes so as to reduce the
costs and/or improve the quality and effectiveness of both fleet management activities
and the vehicles and equipment themselves that comprise the City's fleet.
We will evaluate current practices using process mapping and gap analysis techniques
aimed at first defining and then identifying strengths and weaknesses in specific
functional areas of endeavor. We will utilize detailed process evaluation checklists and
interview guides to ensure the thoroughness of our review and consistency in the level
of detail of evaluation applied to all practice areas examined in the study. Our review will
also include several interactive interview and focus group sessions with City staff to
solicit views on current performance, challenges, and required improvements.
We will determine how processes currently are performed through a combination of
documentation review, employee interview, focus group meeting, and site visit activities.
We will assess the adequacy of both the definition, as expressed in statutes,
regulations, rules, policies, and procedures, and the execution of fleet management and
operating processes.
We will determine how we//these processes are defined and executed by assessing:
Alaefto" 1
1. Their intrinsic soundness (e.g., the clarity and logic with which they are
documented, the way they are communicated to employees, and the manner in
which they are enforced);
2. Their consistency with industry best practices which we have observed, and in
many cases defined, through our project team's combined decades of
professional fleet management, consulting, public speaking, writing, and training
experience; and
3. Their results, as reflected in the quantitative measurement of costs and
performance levels in the previous task, and in the satisfaction levels of
management officials, fleet management employees, and fleet users.
In evaluating the strengths and weaknesses of current fleet management practices, our
ultimate objective will be to advise the City as to how these practices can be improved.
We will develop recommendations for improvement that are not generic or academic in
nature, but of direct applicability to the needs, objectives, conditions, and capabilities of
the City and its Fleet Maintenance Division.
Examples of the specific fleet management practices we will evaluate in this task are
summarized below:
• Governance. We will evaluate the fleet program's organizational structure and
personnel resources, including the appropriateness of authority and responsibility
assignments, reporting relationships, lines of communication, supervisory spans
of control, staffing levels, compensation rates, ratios of support (e.g.,
administrative and parts management) to service personnel, mechanic
productivity and efficiency, workload management processes, and inter-agency
coordination and cooperation. Significant fleet management related policies and
procedures will also be reviewed in this area.
• Fleet Maintenance. We will investigate and assess the appropriateness of all
facets of the management and control of fleet maintenance and repair activities
and day-to-day shop operations, including preventive maintenance programs;
work scheduling; work order assignment and work load management; road call
dispatching and control; field service; warranty management; mechanic
supervision; safety and regulatory compliance; mechanic training; quality
assurance; parts management and supply; use of vendors; customer
communication; and maintenance performance measurement.
• Fuel Management. We will assess the soundness of all facets of fuel operations
including execution and administration of bulk fuel contracts; execution and
administration of commercial fuel card program contracts; bulk fuel inventory
management; bulk fuel site management and operation, (e.g., site location,
sizing, design, and construction; facility operation and upkeep; and facility
security and regulatory compliance); fuel card issuance and control; fuel card
expenditure authorization and control; automated fuel management system
administration and use; vendor payment; and customer billing.
RR I 2
Our findings in each of the above areas will identify opportunities to reduce service
costs and/or to improve service quality, as appropriate. We will make specific
recommendations for improving policies, procedures, organizational structures, staffing
levels, maintenance practices, etc. as appropriate.
Task 2: Update the Fleet Maintenance Division Work Order System
We will coordinate and provide the following services:
• Collaborate with the City's IT staff to ensure the Work Order System (Faster
C/S) is upgraded to the most recent version of Faster C/S and that the system
is properly set up and configured.
• Provide onsite Faster C/S user training to City staff on the proper use of the
application. Training will be role-based and shall focus on proper use of the
application components that are relevant to core staff duties (e.g., parts
management, work orders, tracking commercial repairs and services, etc.).
• Design key management and operational report templates that can be used
to monitor fleet performance. We will collaborate with City staff to design and
develop 8 reports.
• Develop recommendations to optimize on-going system administration.
Task 3: Develop Charge Back System
In our experience a comprehensive and transparent cost charge-back system is one of
the most powerful tools for promoting accountability and ensuring appropriate cost
performance. We prefer a service based (sometimes called direct) charge-back rates
because they do the best job of promoting cost recognition and control. Under these
systems users pay for the actual cost of the services they consume. Thus such systems
are inherently equitable and promote better cost performance by sending clear price
signals that more accurately reflect the cost of fleet maintenance to the City's various
Departments.
Our methodology will be fully compliant with federal costing standards as outlined in
Circular OMB A-87. Basic principles articulated in this circular require that charge-back-
funded organizations (they need not be classified as internal service funds) operate on
a break-even basis; recover only allowable costs from federally funded customer
organizations; make adjustments for under and over recovery of costs (preferably
through adjustments to future billing rates); bill all users at the same rate for similar
services; utilize billing units which represent services provided or benefits received; and
not improperly utilize revenues generated by one type of service to finance the delivery
of another type of service (e.g. capital charge-back rate revenue does not subsidize
operating costs, or visa-versa) .
Calculation of cost charge-back rates involves several steps, with analyses of total costs
joining information gathered on service operations to create a rate structure that
provides insight on the total costs of an organization's specific activities. Note that even
if the City elects to charge operating costs back to fleet users through an indirect
method (such as by the mile or its current averaging process) shop rates such as for
labor, parts, sublet, fuel, etc. still must be calculated to develop accurate cost histories
for vehicles. The following steps are normally included in calculation of cost charge-
back rates:
• Identify the costs to be recovered;
• Define the services provided by the fleet organization;
• Allocate costs to cost pools that correspond to the services provided;
• Define the rate structure;
• Determine billable units of service; and
• Calculate rates.
We will provide the rates in draft form, discuss our methodology and results with City
staff, and make any adjustments required to meet the City's financial goals.
PROJECT BUDGET
FEES
Our proposed firm fixed price for the first two phases in this project is $77,850, which
includes 354 hours of service at a blended rate of $225 per hour for our staff. Note that
this rate includes travel costs for three trips to Palm Springs to conduct interviews and
present project results.
Total
Task Description Hours Fees
1 Assess Fleet Practices 156 $35,100
2 Update Work Order System 128 $28,800
3 Develop Cost Charge-back System 70 $13,950
Totals 354 $77,850
QUALIFICATIONS AND EXPERIENCE
COMPANY DESCRIPTION
Mercury Associates, Inc. is a Maryland corporation with its headquarters office located
in Rockville, a suburb of Washington, DC. We are a fleet management consulting firm
that assists organizations in improving the management and operation of their vehicle
and equipment fleets. We have been providing consulting, training, recruiting, analytical
and other types of management support services, and software development and
hosting services since commencing operations in 2002. Collectively, the firm's three
owners possess more than 65 years of professional fleet management and fleet
management consulting experience. Mercury's staff consists of approximately 30 full
and part-time employees (including the owners), several of whom were professional
fleet managers, full-time fleet management consultants, or both, prior to joining the firm.
Mercury's consulting services touch on virtually every facet of fleet management and
operation, ranging from broad-based assessments of fleet management organizational
structures, staffing levels, facilities and equipment, and business practices, to tightly
focused analyses of a single issue or opportunity such as "Can we reduce the size of
our fleet?" "Should we replace our fleet management information system?" "How can
we reduce our maintenance and repair expenditures?" and "Should we lease or buy
vehicles?" We also provide many different types of implementation and management
support services to fleet owners such as information system specification, selection,
implementation, and hosting; RFP development; custom software development;
business process redesign; charge-back rate development; policy and procedure
development; management training; and executive recruiting.
Mercury's principals and employees have worked with a wide array of public and
private-sector organizations around the world — primarily in the United States and
Canada and primarily with governmental jurisdictions — with fleets ranging in size from
fewer than 100 to more than 55,000 vehicles and pieces of equipment.
Clients Served By Mercury Associates
As befits the largest fleet management-consulting firm in North America, our client list is
longer and more diverse than any other firm working in this industry.
Of particular relevance to the proposed project is Mercury Associates' experience
working with large metro-area public-sector fleet management organizations. Mercury's
principals have worked with 35 of the 50 largest cities in the U.S., including the 10
largest municipalities and conducting separate consulting assignments for multiple
government jurisdictions in many major metro areas in the U.S. and Canada. In addition
to local government organizations, Mercury has served a diversity of other clients.
Rather than list all 600 or so organizations that members of our firm have served, a list
of the most prominent and relevant to this project is provided in the appendix.
5
Organizational Structure
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PROJECT STAFFING RESOURCES
Mercury has full-time staff headquartered in Washington, DC and Houston. This gives
us the expertise and depth to involve technical analysts and support personnel as
required.
Our consultants are the strength of our firm and are among the foremost experts in the
fleet management field. They tackle challenges that require a degree of technical
sophistication and analytical rigor that simply cannot be found anywhere else. Our
consultants are recognized industry experts in virtually every area of fleet management
including operations, finance, leasing, maintenance, information technology, fuel
including alternative fuels, and safety, among others. Moreover, since most of our
consultants have spent decades actually managing fleets, we offer clients practical
advice and solutions that work in real world situations - not just on paper.
Previous Government Experience
Mercury's principals and employees have worked with more than 600 clients. We have
extensive experience working with a wide array of fleet organizations, including the US
federal government, state and local municipalities, public and private utilities, and
corporations of all sizes throughout Canada and the United States.
Of particular relevance to the City of Palm Springs is Mercury Associates' experience
working with local government fleets, which includes projects with many of the largest
cities and counties in the US. In the past three years our municipal government clients
include one or more entities in Baltimore, Boston, Chicago, Colorado Springs; Dallas,
Houston, Las Vegas, New York, Oakland (CA), Orlando, Philadelphia, Phoenix,
Sacramento, Saint Louis, Salt Lake, San Antonio, San Francisco, Seattle, Tampa, Palm
Springs (BC), and Washington, DC.
We also have provided fleet management consulting services to numerous clients in
California including several projects for the State of California; counties including Los
Angeles, Orange, Ventura, Santa Clara, and Sacramento; cities including Los Angeles,
San Francisco, San Diego, Long Beach, Pasadena, Palo Alto, San Clemente,
Redlands, and Sacramento; as well as other organizations such as universities (UCLA,
U.C. Davis, Cal Poly San Luis Obispo), transit agencies (Los Angeles Metro, Foothill
Transit), utilities (Southern California Edison, PG&E, Southern California Gas), and
private companies (Intel, Genentech, the Rand Corporation).
ASSIGNED RESPONSIBILITIES
The staff organization that we are proposing for this engagement is shown in the table
below along with a brief description of each team member's qualifications. Other
members of our firm may also participate in this engagement depending on when the
project starts and the issues that need to be addressed. Mercury can confirm that the
individuals below are available to work on this project.
Staff Member Title Functional Responsibility
Project Manager—Contract negotiation and execution;
Randy Owen,CAFM Senior Vice project oversight. Participation in key progress meetings and
President presentations to stakeholders;and quality assurance review
of project deliverables.
Project Lead—Site visits and interviews focusing on best
Richard Simon Senior practice. Participation in all key progress meetings and
Consultant presentations to upper management and other stakeholders;
and preparation of written project deliverables.
Project Analyst—Site visits and interviews focusing on best
Steve Saltzgiver, Manager practice. Participation in all key progress meetings and
CAFM presentations to upper management and other stakeholders;
and preparation of written project deliverables.
Data Analysts—Data collection and analysis, performance
Various Consultant measurement and benchmarking; development of exhibits for
reports.
Two of the three members of the project team hold current (recertification required
every five years) NAFA Fleet Management Association's designation of Certified
Automotive Fleet Managers. The CAFM certification is the only accredited fleet
management certification available today. The third member of our team (Richard
Simon) is an experienced public sector accountantlauditor and fleet manager who has
��� a EMKIAW 7
specific experience reviewing fleet parts operations. He also resides in the Coachella
Valley.
Randy Owen, CAFM is Senior Vice President of Mercury Associates and is located in
our Charlotte, NC office. He has 20 years of experience as a fleet
manager and fleet management consultant, and is a nationally recognized
expert in fleet management best practices and in the areas of fleet
management outsourcing and managed competition. His areas of
expertise also include fleet utilization analysis and rightsizing, and
performance measurement and benchmarking. Before co-founding
Mercury Associates, Mr. Owen was a Senior Manager in Maximus, Inc. Prior to this he
served as the fleet manager for the City of Charlotte and for the Los Angeles County
Department of Public Works and worked as an independent consultant. He holds a
Master's Degree in Political Science from the University of California at Los Angeles.
Mr. Owen has extensive experience working in the field of alternative fuels. While Fleet
Manager for Los Angeles County he served on several technical advisory committees
for the South Coast Air Quality Management District. He also teaches the alternative
fuel subject at seminars for NAFA, the largest fleet management association in the
world. Among many projects, he managed our recent large engagement with the City of
San Antonio to assess the feasibility of switching to AFVs and our fleet sustainability
project for Santa Clara County.
Richard Simon, Senior Consultant, has over 24 years' experience as a
public-sector fleet manager with Santa Clara County, California. He has an
effective working knowledge in the areas of fleet management, general
accounting services, grant writing, vehicle purchasing and specification
writing, alternate fuels, labor relations, law enforcement, budgeting,
auctions/disposal, internal service funds, rate development, fleet systems,
customer service, facility development, vehicle maintenance, employee communications
and emergency services logistics. As a Fleet Manager for the County he was
responsible for directing the $17 million fleet operations department serving all county
departments and contract agencies. The fleet included 2,400 vehicles and a full time
staff of 95 employees. The department included four maintenance and fuel facilities,
paint and body shop, emergency vehicle installation shop and administration. Before his
position as fleet manager, Mr. Simon worked five years as Accountant III for the
General Services Department Divisions of Fleet Management, Emergency
Communications, Printing and Building Operations. He also served as Transportation
Officer for the County Emergency Services Logistics Team and was appointed Trustee
for the County's deferred compensation plan by the Board of Supervisors. Mr. Simon
holds a Bachelor's Degree in Accounting from San Jose State University and is a
USMC veteran.
Steve Saltzgiver, CAFM is a Manager with Mercury Associates, Inc.
Over his extensive career, he has held various roles ranging from
technician to vice president of fleet management for two Fortune 500
companies (Coca Cola and Republic Industries) with fleets of over 40,000
assets and annual operating budgets exceeding $1 billion dollars. He also
1'►ORMI-M 8
has served as Fleet Manager for two states: Georgia and Utah, leading process
improvement teams and cost reduction initiatives; optimizing complex maintenance
operations, and executing comprehensive talent management programs. He has taught
workshops and best practice seminars on a wide array of topics throughout the US,
Canada and Europe. Recognized as a change advocate who has supervised the
implementation of several Fleet and ERP data systems, Mr. Saltzgiver is skilled in data
analysis, benchmarking for continuous improvement, fleet cost reductions, sustainable
fleet planning and telematics technology deployment.
Complete resumes for members of our project team are available upon request.
REFERENCES
While we could provide the City with hundreds of project descriptions and references,
we have focused on providing the following five that demonstrate the range of issues we
deal with:
Client and Dates Client Contact Information
Description of Work Performed
City of Salinas, CA(2015-present) Larry Oda, Maintenance Supt
Mercury conducted a best practices study of Salinas'fleet Department of Public Works
operations to assess several options for future management of the 831-758-7107
program including centralizing or outsourcing fleet activities.We laryo@ci.salinas.ca.us
also developed a long-range capital plan for renewal of the fleet.
We have recently been engaged to assist with implementation of
some of our recommendations including development of a
centralization plan and acquisition of a new fleet system.
City of Tacoma,WA(2001 -present) Deanna Pollard, Fleet Services
Mercury has conducted several projects for Tacoma over the past Department of Public Works
decade including a police vehicle take-home cost/benefit analysis, a 253-591-5866
fleet rightsizing review, a fleet system requirements analysis, and a doollard(a)ci.tacoma.wa.us
fleet replacement plan (our most current project, completed last
year).We have currently been engaged to develop a revised
replacement plan to fit available funding levels and to assess shop
staffing needs.
State of California(2015-present) Keith C. Leech Jr.
Mercury has conducted projects for several agencies in the State of Fleet Analysis and Reporting
California including the Department of General Services(CGS), Manager
Caltrans(the State's department of transportation),the California Office of Fleet and Asset
Conservation Corps, and the California Lottery.We are currently Management
developing a replacement plan for California's light-duty fleet Department of General Services
(30,000 vehicles) based on a quantitative analysis of life-cycle 916-928-6855
costs. This project includes a projection of the costs to replace Keith.leech cDdgs.ca.gov
current vehicle types with new zero emission vehicles as required
by Governor Brown's environmental initiatives. In 2011, we
performed a fleet rightsizing study for the entire State fleet of more
than 48,000 vehicles and pieces of equipment that resulted in
agreements to eliminate more than 8,000 vehicles from the fleet
and yielded used vehicle sales proceeds alone of more than$5
AR"Welm 9
million. Recurring savings from this single consulting project are
expected to approach $60 million in the first 6 years year. In 2005
we were engaged by DGS to compare the costs of the assigned
and short-term rental vehicles furnished to State agencies by the
Office of Fleet Administration against those of comparable states,
commercial fleet leasing companies, and commercial vehicle rental
companies. Subsequently, we were engaged to analyze internal
business practices and provide DGS with recommendations for
improving various facets of the management and operation of the
State fleet.
City of San Francisco, CA(2009-2014) Mr. Tom Fung, Director
In 2009 MAI concluded a major study for San Francisco that Fleet Management/Central Shops
included general government fleet operations as well as those of 916-928-9865
several semi-independent enterprise departments including Public tom.fung@sfgov.org
Utilities, Transit, Port of San Francisco, and San Francisco
International Airport. The review covered all areas of fleet
operations with a particular focus on opportunities to centralize
activities,fleet system requirements, and fleet utilization.
Subsequently we develop a facility master plan for the fleet
operation focusing on shop space needs and locations.
City of Sacramento, CA(2012 —present) Keith Leech, Fleet Manager
Fleet cost containment and efficiency improvement study for the Department of General Services
Department of General Services, whose Fleet Management Division City of Sacramento
manages and maintains a fleet of approximately 2,400 units. The 916-808-5869
scope of the project included conducting a cast of service analysis KLeech@cityofsacramento.org
and evaluation of current charge-back rates relative to actual costs;
an evaluation of long-term fleet replacement costs and alternative
approaches to financing them; an evaluation of fleet-related
procurement and services delivery practices; and the determination
of optimal replacement cycles for key types of vehicles in the fleet,
all aimed at identifying both immediate and long-term cost savings.
PROJECT SCHEDULE
We anticipate that the draft report associated with this proposed scope of work can be
delivered in approximately 12 to 16 weeks of receiving all of the requested data and
information or the date of the initial project visit, whichever is later. Our firm has a well-
established track record of completing projects on time and within budget. Our large
staff of permanent, full-time consultants provides us with unparalleled capacity to meet
our client's timeline requirements and to move additional resources as dictated by
circumstances.
Key determinants of the timetable will be the speed with which the City is able to
provide the information and data we will need to conduct the project, the availability of
staff to meet with us, and turnaround time for review of draft deliverables.
/. 10
APPENDIX
CLIENTS SERVED BY MERCURY ASSOCIATES
As befits the largest fleet management-consulting firm in North America, our client list is
longer and more diverse than any other firm working in this industry. As the following list
indicates, Mercury principals have conducted separate consulting assignments for
multiple government jurisdictions in many major metro areas in the U.S. and Canada.
CITY GOVERNMENTS
Albuquerque • General Services Department
Anchorage • Public Works Department
Alaska Railroad
Atlanta • Fleet Services
Gwinnett County Public Services Department
Austin • Fleet Services
• Austin Water System
Baltimore • Department of Public Works
Baltimore Efficiency and Economy Foundation
Boston • Public Works Department
Fire Department
Police Department
Calgary • Police Services
Charlotte 0 Business Support Services Department
Mecklenburg County Manager's Office
Chicago • Office of Budget and Management
Department of Fleet Management
• Chicago Transit Authority
Chicago Park District
Metra
Kane County
Village of Buffalo Grove
Village of Glenview
City of Naperville
Dallas • Department of Equipment and Building Services
Dallas Fort Worth Airport Authority
City of Fort Worth
►VAIa110*81&1
• City of Arlington
Denver • City of Boulder Department of Public Works
City of Arvada Department of Public Works
Jefferson County Department of Admin Services
Boulder County Department of Public Works
Arapahoe County Board of County Commissioners
Detroit • Department of Transportation
• City of Dearborn
District of Columbia • Board of Supervisors
• Department of Public Works
• Fleet Services Department
Metropolitan Police Department
• Water and Sewer Authority
Washington Metropolitan Transit Authority
• City of Hyattsville, MD
Fairfax County, VA
• Board of Supervisors
• Fleet services Department
• Loudoun County, VA
• Dept. of General Services
• Public Schools
• Transit
• Montgomery County, MD
Fire and Rescue Services
Honolulu • Department of Public Works
Hawaii Dept. of Business and Economic Development
Hawaiian Electric Company
Houston • Mayor's Office
■ Department of Finance and Administration
• Houston Port Authority
■ Harris County
• Director of Management Services and Budget
• Fleet Services Department
• Flood Control District
• Precincts 1, 2 and 3
• Department of Social Services
• Hospital District
Kansas City • Parks and Recreation Commission
Internal Auditor
Department of Public Works
Unified Government of Wyandotte County-
Kansas City, KS
Department of Public Works
Las Vegas • Office of the Internal Auditor
City of North Las Vegas Dept. of Public Works
Los Angeles • Office of the Chief Administrative Officer
Department of General Services
Board of Public Works
Department of Water and Power
City of Huntington Beach
City of Long Beach Dept. of General Services
City of Pasadena
City of Redlands
City of Rialto
City of San Bernardino
• Los Angeles County
• Department of Public Works
• Internal Services Department
Los Angeles Metropolitan Transportation Authority
Orange County
• General Services Agency
• Public Facilities & Resources Department
San Bernardino County
Southern California Gas Company
• Southern California Edison
UCLA
Memphis • Shelby County Department of Public Works
Miami/Ft. Lauderdale • Broward County Sheriff's Office
City of Ft. Lauderdale
Jackson Health Care System
Miami-Dade County Water and Sewer Department
Miami-Dade County Transit
Milwaukee • Department of Public Works
Minneapolis • Department of Public Works
Nashville • Nashville-Davidson County Dept. of Public Works
Nashville-Davidson Public Schools
Nashville Electric Company
New Orleans • City Administrative Office
New Orleans Public Service, Inc.
AINAW- 19w1
New York • Department of Citywide Administrative Services
Port Authority of New York and New Jersey
Brooklyn Union Gas Company
Public Service Electric & Gas Company
Orlando • Administrative Services Department
Orlando Utilities Commission
Orange County Fire and Rescue
Philadelphia • Office of Fleet Management
Phoenix • Department of Public Works
City of Scottsdale Department of Public Works
City of Peoria Department of Public Works
City of Glendale Department of Public Works
Sacramento • California Department of General Services
Department of Public Works
Sacramento County
St. Louis • St Louis County Office of the County Executive
Metropolitan Water and Sewer District
City of University City
Salt Lake City • Department of Public Services
Salt Lake County Department of Public Works
University of Utah
San Antonio • Department of Purchasing and General Services
Fleet Operations and Management Department
Fire Department
• San Antonio Water System
• Bexar County
San Diego • Office of the City Manager
Water Department
San Diego County Department of Public Works
San Jose • Santa Clara County
City of Palo Alto
San Francisco • Office of the City Administrator
General Services Agency
Recreation and Park Department
Oakland Port Authority
1'► AKIL AIIN
Seattle/Tacoma • Fleets and Facilities Department
• Public Utilities Department
• City of Tacoma
■ City of Kent Fire Authority
Tampa/St. Petersburg • City of Clearwater Finance Department
• City of Largo Public Works Department
• City of Tampa Department of Public Works
• Hillsborough County
• Office of the County Administrator
• Fleet Management Department
• Pinellas County
• Office of the County Administrator
• Fleet Management Department
• Sarasota County
Toronto, ON • Fleet Services
Vancouver, BC • Fire Department
• Metro Palm Springs
• City of Port Moody
In addition to local government organizations, Mercury has served a diversity of other
clients as summarized in the tables below:
STATE GOVERNMENTS
• Alabama • Illinois • Oregon
• Alaska • Iowa • Pennsylvania
• Arizona • Michigan • Rhode Island
• California ■ Minnesota • South Carolina
• Colorado • Missouri • Tennessee
• Connecticut • Nevada • Texas
• Delaware ■ New Jersey • Utah
• District of • New Mexico • Virginia
Columbia • New York • Virgin Islands
• Florida • North Carolina • Washington
• Georgia • Ohio • Wisconsin
• Hawaii
FEDERAL AGENCIES
• Defense Logistics Agency
• Department of Agriculture — Natural Resources Conservation Service
• Department of Defense Headquarters
• Department of Defense — US Marine Corps
FEDERAL AGENCIES
• Department of Energy— Idaho National Lab
• Department of Energy— Bonneville Power Administration
• Department of Homeland Security Headquarters (DHS)
• DHS — Immigration and Customs Enforcement
• DHS —Customs & Border Protection
• Department of the Interior— National Park Service
• Department of the Interior— US Fish & Wildlife Service
• Department of State
• Department of Transportation
• Department of Veteran's Affairs
■ General Services Administration
• NASA Headquarters
• NASA Kennedy Space Center
• NASA Langley Air Research Center
• Smithsonian Institution
• US Postal Service — Office of Inspector General
PRIVATE COMPANIES
• 3M • Intel
• 4Sight Technologies • Johnson and Johnson
• Absolute Service, Inc. ■ Kofola
• Air Products • Laidlaw Education Services
• ALLETE • Mathews International
• Alyeska Pipeline Service Company • Mulzer Crushed Stone
• ARAMARK • National Express Corporation
• AT&T • New Pig Corporation
■ Automotive Information Network ■ The Nielsen Company
• Bedminster Capital • Nutramax Laboratories
■ Bell Canada ■ Polaris Wireless
• Benchmark Assisted Living • Praxair
• Biogen ■ Pricelock
• BP Alaska • Pridemark Ambulance
• Bracco Diagnostics • Quanta Services
• Britt Hunt Company • Schindler Elevator
• Burlington Northern Santa Fe • Schneider Electric
Railway • Shell Canada
• Cartesian Capital Group • Siemens Medical Systems
■ Chrome Systems ■ Skookum Contract Services
• CITGO • Source American (formerly NISH)
• Coinmach Services • Spencer Task Ventures
• Comme-it-Faut • Sprint
■ Community EMS ■ Starbucks
• Computer Sciences Corporation • St. Leonard's Assisted Living
• Conoco-Phillips 0 Suncor Energy
PRIVATE COMPANIES
• Cox Enterprises • Symyx Technologies
• EMD Serono ■ Terra Renewal
• ExxonMobil ■ Time-Warner
• Fleet Lease Disposal • Tillery Capital
• Flint Hill Resources ■ Toyota Tsusho
• Genentech • Transportation Concepts, Inc.
• GlaxoSmithKline ■ Walt Disney World Company
• Hovensa • Whiting Oil
• Honeywell
UTILITIES
• Aqua America • Miami-Dade Water and Sewer
• Austin Water System Dept.
■ Bonneville Power • Nashville Electric
■ Boston Water and Sewer • New Orleans Public Service
Commission • New York Power Authority
• Brooklyn Union Gas • Orlando Utility Commission
• Citizens Utilities • Pacific Gas & Electric
• District of Columbia Water and • Public Service Electric & Gas
Sewer Authority • San Antonio Water System
■ EPCOR ■ Seattle Public Utilities
■ Georgia Power • Southern California Edison
• Gulf States Utilities ■ Southern Indiana Gas & Electric
• Hawaiian Electric ■ Tacoma Public Utilities
• Hoosier Energy ■ UGI Utilities
• Los Angeles Dept. of Water and
Power
UNIVERSITIES
• Cal Poly, San Luis Obispo
• Duke University
• McMaster University (Toronto)
• Miami University of Ohio
• Sam Houston State University
• The State of Oregon higher education system (7 institutions)
• The State of South Carolina higher education system (10 institutions)
• The State of Utah higher education system (9 universities and colleges)
• The University of Alabama
• The University of Alaska at Anchorage, Fairbanks and Southeast
• The University of Arkansas
■ The University of Iowa
• The University of Massachusetts
■ The University of Western Ontario
UNIVERSITIES
• The University of Wisconsin
• UCLA
EXHIBIT "B"
SCHEDULE OF COMPENSATION
Contractor shall be compensated for incurred costs, up to the not to exceed budget
allowance for each task as identified in the following Table. Payments may be made
monthly upon submittal of an invoice documenting costs incurred and deliverables
completed, subject to review and approval by the Contract Officer.
Total
Task Description Hours Fees
1 Assess Fleet Practices 156 $35,100
2 Update Work Order System 128 $28,800
3 Develop Cost Charge-back System 70 $13,950
Totals 354 $77,850
Total maximum contract payment shall not exceed $77,850.
,2n661)
EXHIBIT "C"
SCHEDULE OF PERFORMANCE
Contractor shall complete all services and submit required deliverables within 16 weeks
after receipt of all requested City data.
720669.1