HomeMy WebLinkAboutGRASSROOTS LAB, LLC�,-ok,E ON FILE
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UNTIL INSURANCE EXHRES,
MAYOR � a, `' " /
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Miguel A. Puli4 RK OF I
MAYOR PRO TEMt ' C>
Sal Tinajero
COUNCILMEMBERS
Angelica Amezcua
P. David Benavides
Michele Martinez
Roman Reyna
Vincent F. Sarmiento
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CITY OF SANTA ANA
OFFICE OF THE CITY ATTORNEY
20 Civic Center Plaza, M -29 • P.O. Box
1988
Santa Ana, California 92702
(714) 647 -5201 • Fax (714) 647 -6515
www.santa- ana.ore
April 10, 2014
Mr. Mike Madrid, Principal
GrassrootsLab, LLC.
4444 West Ocean Boulevard, Suite 800
Long Beach, California 90802
N- 2014 -051
CITY MANAGER
David Cavazos
CITY ATTORNEY
Sonia R. Carvalho
CLERK OF THE COUNCIL
Maria D. Huizar
Re: Professional Political Research and Data Analysis Consulting Services.
Mr. Madrid,
This letter shall be our Agreement regarding the provision of Political Research and
Data Analysis Consulting ( "Services ") to be provided by GrassrootsLab, LLC.
( "Consultant "), as an independent contractor to the City of Santa Ana, City
Attorney's Office ( "City ") for providing political research and data analysis for
evaluating and approaching ballot measures for the November 2014 general
election ( "Project "). The specific project details will be outlined in a proposal
provided by the Consultant and approved by the City Attorney.
Consultant shall perform all Services under this Letter of Agreement in a skillful
and competent manner, consistent with the standards generally recognized as being
employed by professionals in the same discipline in the State of California, and
consistent with all applicable laws, rules and regulations. Consultant represents that
it, its employees and subcontractors have all licenses, permits, qualifications and
approvals of whatever nature that are legally required to perform the Services, and
that such licenses and approvals shall be maintained throughout the term of this
Agreement. City retains Consultant as an independent contractor and not as an
employee. All additional personnel performing the Services shall also not be City
employees and at all times shall be under the exclusive control and direction of
Consultant. Compensation for the above services shall be based on the actual
amount of time spent in adequately performing the Services, and shall be billed at
the rate(s) described in Consultant's Proposal. However, unless expressly agreed in
writing in advance by the City, the cost to the City for the Services shall not exceed
$20,000.
SANTA ANA CITY COUNCIL
Miguel A. Pulido !, Sal Tnajero Vincent E Sarmiento ! Micdele Martinez ! An9elica Amezcua ! P. David 6enayldes Roman Reyna
Mayor Mayor Pro Tem, Ward 6 ! Ward ! Ward Ward Ward ! Ward
MPrlid.)santa -anaom STinaier.Asanta -anaora VSarmientoftsanta- ana.org MMartine(,Tsanta- anaora i AAmezcua�lnsantaana.ara i pBenaNdesAsanta-anaorg i RRaynaasanta- anaora
Letter Agreement with GrassrootsLab, LLC.
April 10, 2014
Page 2
Consultant shall provide proof of commercial general liability, automobile
insurance, workers compensation and errors and omissions professional liability
insurance appropriate to its profession to the City in amounts and with policies,
endorsements and conditions required by the City for the Services, if any.
Consultant understands that any written advice and /or reports prepared by
Consultant for City will be subject to the attorney - client and/or work - product
privilege and marked "confidential." Said written advice and /or reports will be
relied upon by the City's legal staff in malting recommendations to the City
Manager, City staff and the City Council. As such, written advice and /or reports
prepared by the Consultant should be sent only to the City Representative.
Consultant will advise the City Attorney's Office within five (5) days of the receipt
of a subpoena and /or subpoena duces tecum for any testimony and /or records
related to this project so that City can determine whether it wants to intervene.
Invoices shall be submitted to the City monthly as performance of the Services
progresses. Consultant shall provide, at City's request, documentation of all
charges contained in any invoice(s). City shall review and pay the approved
charges on such invoices in a timely manner. Services on the Project are requested
on a rush basis and shall be completed as soon as possible. The City may terminate
this Letter of Agreement at any time with or without cause. If the City finds it
necessary to terminate this Letter of Agreement without cause before Project
completion, Consultant shall be paid in full for those Services completed to the
City's satisfaction prior to the notification of termination. Consultant may
terminate this Letter of Agreement for cause only, following a minimum of ten (10)
days' notice stating the basis for termination and providing an opportunity to cure.
The Services to be performed by Consultant are intended solely for the benefit of
the City. No person or entity not a signatory to this Letter of Agreement shall be
entitled to rely on the Consultant's performance of its Services hereunder, and no
right to assert a claim against the Consultant by assignment of indemnity rights or
otherwise shall accrue to a third party as a result of this Letter of Agreement or the
performance of the Consultant's Services hereunder.
This Agreement may be amended only in writing signed by both parties, may not
be assigned except with the City's prior consent, and shall be governed by the laws
of the State of California and venue shall be in Orange County.
Letter Agreement with GrassrootsLab, LLC.
April 10, 2014
Page 3
If you agree with the terms of this Letter of Agreement, please sign and return this
agreement so that we may make the necessary arrangements for you to begin work.
The enclosed copy of the agreement is for your records. If you have any questions
regarding this Project, please contact City Attorney Sonia R. Carvalho, the City's
representative for this project at (714) 647 -5201.
ATTEST:
MARIA HUIZAR,�
Clork of the Council
APPROVED AS TO FORM:
SONIA R. CARVALHO
City Attorney
CITY OF SANTA ANA
DAVID CAVAZOS
City Manager
GRASSROOTSLAB, LLC.
COVERAGES
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH
THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES, AGGREGATE LIMIT$ SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
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DESCRIPTION OF OPERATIONS lroc—A-r]ONSIVMI(CLEStEXCLUSIONSADt)EU BY ENDORSEMCNT1 SPECIAL PROVISIONS
City of Santa Ana
20 Civic Center Plaza, M-29
Santa Ana, CA 92702
SHOULD ANY OF THEABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION
DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL,30__ DAYS WRITTEN
NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. BUT rAIUJRETG 00 60 SHALL
IMPOSE NO OBLIGATION OR LJASILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR
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