HomeMy WebLinkAbout25Q - AGMT - FEDERAL GVNT LIAISON SRVSREQUEST FOR
COUNCIL ACTION
NkWC91•111,MI Ill 4411 Z Ig17Yii
AUGUST 5, 2014
TITLE:
AGREEMENT FOR FEDERAL
GOVERNMENT LIAISON SERVICES
WITH HOLLAND & KNIGHT
CI ;GER
RECOMMENDED ACTION
CLERK OF COUNCIL USE ONLY:
❑ As Recommended
❑ As Amended
❑ Ordinance on 15' Reading
❑ Ordinance on 2 n Reading
❑ Implementing Resolution
❑ Set Public Hearing For
CONTINUED TO
FILE NUMBER
Authorize the City Manager and the Clerk of the Council to execute an amended agreement for
federal government liaison services with Holland and Knight, in an annual amount not to exceed
$100,800, commencing July 1, 2014 for a one -year term with the option of extending the term for
two one -year terms, subject to non - substantive changes approved by the City Manager and City
Attorney.
DISCUSSION
Cities throughout California engage federal government liaisons to represent their municipal
policy perspectives in legislative matters in Washington D.C. This service typically includes
review and monitoring of federal executive proposals and legislation, as well as administrative
rules and regulations that may affect the City. Federal government liaison services are also
essential in identifying funding opportunities and grant applications and other special programs
for which the City may qualify.
On December 16, 2013, an agreement with Holland and Knight (HK) was approved by the City
Council for federal government liaison services. In the past six months, the City has
benefited significantly from their services. Specifically, HK assisted the City in successfully
renegotiating the City's jail per diem contract rate with the U.S. Marshals Office resulting in a
$1.4 million net increase to the General Fund. HK was also instrumental in obtaining an increase
in the Urban Area Security Initiative allocation from $2.5 million to $5.5 million in FY 14.
Additionally, HK effectively advocated for the inclusion of the Empowerment Zone Employment
Tax Credit as part of the U.S. Senate's tax extender package. This important legislation is
expected to be taken up again during Congress' lame duck session after November 2014 and
would provide tax credits to businesses that hire workers who also live in the empowerment
zone. A summary of HK work efforts on behalf of the City for the past six months is attached
(Exhibit 1).
HK has exceeded the expectations of staff in its first six months and as a result we are
recommending to increase their original agreement compensation from $84,000 to $100,800.
Staff believes the increase is appropriate given the level of service provided and is more in line
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Holland & Knight Agreement
August 5, 2014
Page 2
with comparable services provided by HK to similar and smaller size cities. HK has proven
effective in maximizing the City's interest in Washington D.C. and they have been instrumental in
increasing the City's revenue /grant funding by $4.4 million in the first six months of their contract.
Staff is further recommending that the term of HK's agreement be amended to coincide with the
term of the City's state lobbyist (July 1st to June 30th) which will allow for more effective
management of the state and federal lobbyists contracts (Exhibit 2).
STRATEGIC PLAN ALIGNMENT
Approval of this item supports the City's efforts to meet all seven goals and objectives of the
strategic plan which include: Community Safety; Youth, Education, Recreation; Economic
Development; City Financial Stability; Community Health, Livability, Engagement and
Sustainability; Community Facilities and Infrastructure; and Team Santa Ana.
FISCAL IMPACT
Funds are available in the Public Works Administrative Services account (no. 10117601- 62300)
and General Fund Legislative Affairs (no. 01104012 - 62300).
Edwin "William" Galvez, P.E.
Interim Executive Director
Public Works Agency
Exhibit 1
Exhibit 2
APPROVED AS TO FUNDS AND ACCOUNTS:
Francisco Gutierrez
Executive Director r
Finance & Management Services Agenc
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EXHIBIT 1
Holland & Knight
800 171° St. NW I Washington, D.C. 20006 1 T 202.955.3000 1 F 202.955.5564
Holland & Knight LLP I www.hklaw.com
Memorandum
Date: July 30, 2014
To: David Cavazos, City Manager
Mark Lawrence, Assistant to the City Manager
From: Dan Maldonado, Senior Policy Advisor
Leslie Pollner, Senior Policy Advisor
Re: Federal Update
This memo provides a brief overview of Holland & Knight's work with the City of Santa Ana
over the past six months and highlights upcoming federal issues as they relate to the City's
priorities.
I. Progress to Date
Since beginning our work with the City, the Holland & Knight (HK) team has made significant
progress on several of the City's key issues, including:
•
Immigration and Customs Enforcement OCE/U.S. Marshals: The Santa Ana jail's
operations have strained the City's budget because of the inadequate per diem paid by the
U.S. Marshals and ICE. Working closely with HK, Santa Ana successfully obtained an
increase in the per diem (moving from $95 /per day to $105 /per day) from U.S. Marshals
(final contract pending), and negotiations are ongoing with ICE. HK set up meetings and
calls with senior staff at ICE and the U.S. Marshals, provided talking points /strategy for
the meetings, and continues to closely monitor the approval process.
• Urban Area Security Initiative (UASI): For FY 14, Santa Ana's UASI allocation
increased to $5.5 million — an increase from $2.5 million. HK has worked closely with
Congresswoman Sanchez and Senator Feinstein to ensure that they understand the
region's security needs.
• Empowerment Zone Employment Tax Credit: HK successfully worked to have the
empowerment zone employment tax included as part of the Senate tax extenders package
(EXPIRE Act), including leading a letter of support for the tax credits along with Los
Angeles Mayor Gareetti and Fresno Mayor Swearengin. HK worked with the City's
Senate delegation, together with Senate Finance Committee member Senator Stabenow,
of Michigan (Detroit being an empowerment zone) to lead a successful effort to add the
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Page 2
empowerment zone employment tax provision to the tax extenders bill. Final action on
the bill by Congress will likely be pushed to the lame duck session.
• Grant Assistance: HK has monitored funding opportunities at the federal level for the
City and continues to provide a weekly grants newsletter that highlights opportunities of
relevance to local government. HK has also assisted with grant applications, including:
o TIGER: Assisting with obtaining letters of support from Senators Feinstein and
Boxer as well as Congresswoman Sanchez
o Byrne Justice Innovation Grant: Reviewed application; assisting with letters of
support from Senators Feinstein and Boxer as well as Congresswoman Sanchez
o Community Oriented Policing Services (COPS): Arranged meeting with COPS
leadership in D.C.; provided feedback on City's proposal
o Partnerships to Improve Community Health (PICH): Provided strategic
guidance on funding opportunity
• Letters: HK assisted with drafting letters on key city issues, including:
Utility Users Tax (UUT)/Protecting Local Revenue: Assisted with drafting
a letter from Mayor Pulido articulating the City's position on key policies
impacting the city's UUT and its local revenue control.
o Gainful Employment: Assisted the City in drafting a letter from Mayor
Pulido to the U.S. Department of Education regarding the recently proposed
gainful employment rule.
11. Ongoing
• Biweekly Calls: Host biweekly calls with city staff
Washington, D.C. Trip: Organized Washington, D.C. trip for City Manager David
Cavazos and Police Chief Carlos Rojas that included meetings with Congresswoman
Sanchez, Senator Boxer's office, Senator Feinstein's office, the COPS Office, ICE, and
with the U.S. Marshals Office (by phone). Also, met with Mayor Pro Tern Sal Tinajero
during the National League of Cities Legislative Conference in Washington, D.C.
• Communication with Senators and Representatives: Maintain regular contact with Santa
Ana's congressional delegation.
III. Federal Update
Political Landscape
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Page 3
With November quickly approaching, lawmakers are turning their attention on the midterm
elections. Republicans are expected to retain control of the House. The Senate is much more in
flux. There, Republicans are expected to gain seats, but it remains to be seen whether or not they
will take control of the chamber.
The recent primary defeat of House Majority Leader Eric Cantor shocked Washington politicos
and will likely have a profound effect on Capitol Hill activity for the remainder of this Congress.
On June 19, House Republicans elected Representative Kevin McCarthy (R -CA) to replace
Cantor. McCarthy previously served as Majority Whip, which now goes to Representative Steve
Scalise (R -LA).
Cantor's loss to a Tea Party- aligned candidate will likely have serious implications for legislation
regarding important topics like voting rights act amendments and immigration reform, as many
Republicans won't want to address such hot button issues for their districts leading up to the
election.
Appropriations
The appropriations process for FY 2015 is well underway in both the House and Senate. To date,
the full House has approved five appropriations bills (Military Construction and Veterans Affairs
(Milton -VA); Legislative Branch; Commerce, Justice, and Science (CJS); Transportation,
Housing, and Urban Development (THUD); and Defense). The House began debate of its
Agriculture spending proposal, but the legislation was pulled from the floor before a vote on
final passage could take place.
The full Senate attempted to begin work on appropriations bills during the week of June 16,
beginning with a "minibus" made up of the Agriculture, CJS, and THUD measures; however,
progress quickly stalled after Senate Majority Leader Harry Reid (D -NV) failed to reach an
agreement with Republicans on amendments to be considered. In light of these circumstances,
the future of the passage of these bills remains unclear.
Meanwhile, the House and Senate Appropriations Committees continue to craft the remainder of
the 12 annual spending bills. Both House Appropriations Committee Chairman Hal Rogers (R-
KY) and Senate Appropriations Committee Chairwoman Barbara Milculski (D -MD) have said
that they want to return to regular order and pass all of the measures prior to the end of the fiscal
year, as opposed to passing yet another omnibus. This seems like a much more achievable goal
this year, given the two -year budget deal that was agreed to in late 2013. However, it is still
possible that policy disagreements over issues such as the Affordable Care Act (ACA) and
environmental regulations could derail appropriations progress. If progress on these bills,
including the Labor -HHS- Education bill, bogs down, then we will likely see an omnibus package
being put together and considered in the lameduck session.
Surface Transportation Reauthorization
The current law governing surface transportation (MAP -21) is set to expire on September 30,
and lawmakers continue to grapple with its reauthorization. The main question involves the
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identification of a viable funding source that can be used to replenish the Highway Trust Fund
(HTF), which is expected to become insolvent in late August. If this is allowed to occur,
reimbursements to states and municipalities will be delayed and project delivery will be slowed.
In the House, the Transportation and Infrastructure Committee has sole jurisdiction over the
issue. Chairman Bill Shuster (R -PA) has stated his intent to craft a comprehensive, long -term bill
but has yet to release any legislation. House Republican leaders recently floated the idea of a
short-term extension of MAP -21 to be funded by cost savings generated by a shift to five -day
postal delivery. However, the proposal was criticized by many rank and file GOP members and
seems to be off the table for now.
Across the Capitol, jurisdiction is split between four Senate committees. The Environment and
Public Works (EPW) Committee oversees highways. The Commerce, Science, and
Transportation Committee handles rail and safety issues. The Banking, Housing, and Urban
Affairs Committee deals with transit. And, the Finance Committee is tasked with finding a
funding source for the legislation.
The EPW Committee has marked up a bill. Its proposal — which would provide for current levels
of spending plus inflation — was approved with broad, bipartisan support. The Senate Commerce
and Banking Committees are expected to release their measures soon, though an exact timeline
has not been announced.
During the week of June 23, Senate Finance Committee Chairman Ron Wyden (D -OR) unveiled
a proposal that would generate approximately $9 billion, effectively tiding the HTF over until the
end of this calendar year. A markup of the measure — which includes an increased heavy vehicle
(truck) use tax, changes to "Stretch IRAs," and heightened requirements for banks to report
mortgage information — is expected to take place on June 26. Immediately after the plan was put
forth, the panel's ranking member, Republican Senator Orrin Hatch of Utah, stated that Wyden's
bill did not have Republican support and would not, unless it included sizeable reductions in
spending.
Meanwhile, Senators Bob Corker (R -TN) and Chris Murphy (D -CT) recently released the first
bipartisan proposal to raise the gas tax. Their plan would provide for a six cent increase in each
of the next two years before indexing the tax to inflation. It would be offset with tax relief for
businesses and families, likely through the permanent extension of several credits and breaks
commonly known as "extenders."
Immigration
Nearly one year ago, the Senate passed its sweeping immigration reform bill in a bipartisan
manner. Since, there has been little legislative movement on the issue. The House Judiciary
Committee has marked up several piecemeal bills, but none of the measures has managed to
reach the House floor where Democrats are expected to oppose as unresponsive to the principles
of comprehensive reform, including a pathway to citizenship.
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Page 5
The White House, House Democrats, and countless immigration advocacy groups continue to
pressure House Republicans to move on the issue. However, as previously mentioned, many
have speculated that the recent defeat of House Majority Leader Eric Cantor (R -VA) by an anti -
immigration candidate will cause the House GOP to avoid the issue until after the mid -term
elections and possibly into the new Congress when attention begins to focus on the Presidential
elections.
Internet Tax Freedom Act
First enacted in 1998, the Internet Tax Freedom Act (ITFA) places a moratorium on state and
local taxation of internet access. The bill's original intent was to encourage the development of
the internet, which at the time was a new technology. Today, however, the legislation serves as
little more than a preemption of state and local taxing authority. This is especially true in states
like California, where municipalities levy voter - approved utility user taxes (UUTs).
The ITFA's current authorization is set to expire on November 1, and there is a push in both the
House and Senate for a permanent extension. On June 18, the House Judiciary Committee
approved H.R. 3086, the Permanent Internet Tax Freedom Act, sponsored by Chairman Bob
Goodlatte (R -VA). The bill passed out of committee with bipartisan support, and HK has learned
that it could reach the House floor soon after the July 4 recess.
Particularly considering that more and more services are transitioning to broadband, such
legislation could seriously jeopardize California cities' UUT revenue streams. HK will continue
to work with Senators Feinstein and Boxer as well as the City's House delegation to push for a
short-term ITFA reauthorization.
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EXHIBIT 2
CITY OF SANTA ANA
HOLLAND AND KNIGHT
PROFESSIONAL SERVICES AGREEMENT
1. PARTIES AND DATE.
This Agreement shall be deemed effective as of July 1, 2014 by and between the City of
Santa Ana, a charter city of the State of California ( "City ") and Holland and Knight of
Washington D.C. with its principal place of business at 800 17th Street N.W., Suite 1100,
Washington, DC, 20006 ( "Consultant "). City and Consultant are sometimes individually
referred to herein as "Party" and collectively as "Parties."
2. RECITALS.
2.1 Consultant.
Consultant desires to perform and assume responsibility for the provision of certain
professional services required by the City on the terms and conditions set forth in this
Agreement. Consultant represents that it is experienced in developing federal communications
and legislative strategies for public clients, is a full service government relations firm registered
with both the U.S. Senate & House of Representatives, and is familiar with issues identified by
City in City's Legislative Priorities document. .
2.2 Project.
City desires to engage Consultant to render Federal Legislative Advocacy and Liaison
services ( "Project ") as set forth in this Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Consultant promises and agrees to furnish to
the City all labor, materials, tools, equipment, services, and incidental and customary work
necessary to fully and adequately supply the professional federal legislative advocacy and liaison
consulting services necessary for the Project ( "Services "). The Services are more particularly
described in Exhibit "A" attached hereto and incorporated herein by reference. All Services
shall be subject to, and performed in accordance with, this Agreement, the exhibits attached
hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules
and regulations.
3.1.2 Term. The Initial Term of this Agreement shall be from July 1, 2014
through July 1, 2015, unless earlier terminated or extended as provided herein. On or before July
1, 2015 and July, 1, 2016, as the case may be, the City Manager shall have the authority to
extend the Initial Term for up to two additional one -year terms (Additional Terms). All
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extensions, if granted, must be in writing executed by both parties. The City Manager's
authority to extend this Agreement is limited to the Initial and Additional Terms only.
3.2 Responsibilities of Consultant.
3.2.1 Control and Pavment of Subordinates: Independent Contractor. The
Services shall be performed by Consultant or under its supervision. Consultant will determine
the means, methods and details of performing the Services subject to the requirements of this
Agreement. City retains Consultant on an independent contractor basis and not as an employee.
Consultant retains the right to perform similar or different services for others during the term of
this Agreement. Any additional personnel performing the Services under this Agreement on
behalf of Consultant shall also not be employees of City and shall at all times be under
Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other
amounts due such personnel in connection with their performance of Services under this
Agreement and as required by law. Consultant shall be responsible for all reports and
obligations respecting such additional personnel, including, but not limited to: social security
taxes, income tax withholding, unemployment insurance, disability insurance, and workers'
compensation insurance.
3.2.2 Intentionally Omitted.
3.2.3 Conformance to Applicable Requirements. All work prepared by
Consultant shall be subject to the approval of City.
3.2.4 Substitution of Key Personnel. Consultant has represented to City that
certain key personnel will perform and coordinate the Services under this Agreement. Should
one or more of such personnel become unavailable, Consultant may substitute other personnel of
at least equal competence upon written approval of City. In the event that City and Consultant
cannot agree as to the substitution of key personnel, City shall be entitled to terminate this
Agreement for cause. As discussed below, any personnel who fail or refuse to perform the
Services in a manner acceptable to the City, or who are determined by the City to be
uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a
threat to the safety of persons or property, shall be promptly removed from the Project by the
Consultant at the request of the City. The key personnel for performance of this Agreement are
as follows: Dan Maldonado.
3.2.5 City's Representative. The City hereby designates the City Manager, or
his or her designee, to act as its representative for the performance of this Agreement ( "City's
Representative "). City's Representative shall have the power to act on behalf of the City for all
purposes under this Contract. Consultant shall not accept direction or orders from any person
other than the City's Representative or his or her designee.
3.2.6 Consultant's Representative. Consultant hereby designates Dan
Maldonado, or his or her designee, to act as its representative for the performance of this
Agreement ( "Consultant's Representative "). Consultant's Representative shall have full
authority to represent and act on behalf of the Consultant for all purposes under this Agreement.
The Consultant's Representative shall supervise and direct the Services, using his best skill and
256 -9
attention, and shall be responsible for all means, methods, techniques, sequences and procedures
and for the satisfactory coordination of all portions of the Services under this Agreement.
3.2.7 Coordination of Services. Consultant agrees to work closely with City
staff in the performance of Services and shall be available to City's staff, consultants and other
staff at all reasonable times.
3.2.8 Standard of Care; Performance of Employees. Consultant shall perform
all Services under this 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. Consultant represents and maintains that it is skilled in the professional
calling necessary to perform the Services. Consultant warrants that all employees and
subcontractors shall have sufficient skill and experience to perform the Services assigned to
them. Finally, 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, including a City Business License, and that such licenses and approvals shall be
maintained throughout the term of this Agreement. Consultant shall perform, at its own cost and
expense and without reimbursement from the City, any services necessary to correct errors or
omissions which are caused by the Consultant's failure to comply with the standard of care
provided for herein. Any employee of the Consultant or its sub - consultants who is determined
by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the
Project, a threat to the safety of persons or property, or any employee who fails or refuses to
perform the Services in a manner acceptable to the City, shall be promptly removed from the
Project by the Consultant and shall not be re- employed to perform any of the Services or to work
on the Project.
3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and
in compliance with all local, state and federal laws, rules and regulations in any manner affecting
the performance of the Project or the Services and shall give all notices required by law.
Consultant shall be liable for all violations of such laws and regulations in connection with
Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and
regulations and without giving written notice to the City, Consultant shall be solely responsible
for all costs arising wherefrom. Consultant shall defend, indemnify and hold City, its officials,
directors, officers, employees and agents free and harmless, pursuant to the indemnification
provisions of this Agreement, from any claim or liability arising out of any failure or alleged
failure to comply with such laws, rules or regulations.
3.2. 10 Insurance.
3.2.10.1 Time for Compliance. Consultant shall not commence
Work under this Agreement until it has provided evidence satisfactory to the City that it has
secured all insurance required under this section. In addition, Consultant shall not allow any
subcontractor to commence work on any subcontract until it has provided evidence satisfactory
to the City that the subcontractor has secured all insurance required under this section.
3.2.10.2 Minimum Requirements. Consultant shall, at its expense,
procure and maintain for the duration of the Agreement insurance against claims for injuries to
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persons or damages to property which may arise from or in connection with the performance of
the Agreement by the Consultant, its agents, representatives, employees or subcontractors.
Consultant shall also require all of its subcontractors to procure and maintain the same insurance
for the duration of the Agreement. Such insurance shall meet at least the following minimum
levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as
broad as the latest version of the following: (1) General Liability: Insurance Services Office
Commercial General Liability coverage (occurrence form CG 0001); and (3) Workers'
Compensation and Employer's Liability: Workers' Compensation insurance.
(B) Minimum Limits of Insurance. Consultant shall maintain
limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal
injury and property damage. If Commercial General Liability Insurance or other form with
general aggregate limit is used, either the general aggregate limit shall apply separately to this
Agreement/location or the general aggregate limit shall be twice the required occurrence limit;
and (3) Workers' Compensation and Employer's Liability: Workers' Compensation limits as
required by the District of Columbia.
3.2.10.3 Professional Liability. . Professional liability (errors and
omissions) insurance, with a combined single limit of not less than $1,000,000 per claim.
3.2.10.4 Insurance Endorsements. The insurance policies shall
contain the following provisions, or Consultant shall provide endorsements on forms supplied or
approved by the City to add the following provisions to the insurance policies:
(A) General Liability. The general liability policy shall be
endorsed to state that: (1) the City shall be covered as additional insured with respect to the
Work or operations performed by or on behalf of the Consultant, including materials, parts or
equipment furnished in connection with such work; and (2) the insurance coverage shall be
primary insurance as respects the City shall stand in an unbroken chain of coverage excess of the
Consultant's scheduled underlying coverage. Any insurance or self - insurance maintained by the
City shall be excess of the Consultant's insurance and shall not be called upon to contribute with
it in any way.
(B) [Intentionally Omitted].
(C) Workers' Compensation and Employers Liabili
Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors,
officials, officers, employees, agents and volunteers for losses paid under the terms of the
insurance policy which arise from work performed by the Consultant.
(D) All Coverages. Each insurance policy required by this
Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced
or canceled except after thirty (30) days prior written notice by certified mail, return receipt
requested, has been given to the City; and (B) any failure to comply with reporting or other
provisions of the policies, including breaches of warranties, shall not affect coverage provided to
the City, its directors, officials, officers, employees, agents and volunteers.
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3.2.10.5 Separation of Insureds: No Special Limitations. All
insurance required by this Section shall contain standard separation of insureds provisions. In
addition, such insurance shall not contain any special limitations on the scope of protection
afforded to the City, its directors, officials, officers, employees, agents and volunteers.
3.2.10.6 Deductibles and Self- Insurance Retentions. Any
deductibles or self - insured retentions must be declared to and approved by the City. Consultant
shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate
such deductibles or self - insured retentions as respects the City, its directors, officials, officers,
employees, agents and volunteers; or (2) the Consultant shall procure a bond guaranteeing
payment of losses and related investigation costs, claims and administrative and defense
expenses.
3.2.10.7 Acceptability of Insurers. Insurance is to be placed with
insurers with a current A.M. Best's rating no less than A:VIII, licensed to do business in
California, and satisfactory to the City.
3.2.10.8 Verification of Coverage. Consultant shall furnish City
with original certificates of insurance and endorsements effecting coverage required by this
Agreement on forms satisfactory to the City. The certificates and endorsements for each
insurance policy shall be signed by a person authorized by that insurer to bind coverage on its
behalf, and shall be on forms provided by the City if requested. All certificates and
endorsements must be received and approved by the City before work commences. The City
reserves the right to require complete, certified copies of all required insurance policies, at any
time.
3.2.11 Safety. Consultant shall execute and maintain its work so as to avoid
injury or damage to any person or property. In carrying out its Services, the Consultant shall at
all times be in compliance with all applicable local, state and federal laws, rules and regulations,
and shall exercise all necessary precautions for the safety of employees appropriate to the nature
of the work and the conditions under which the work is to be performed. Safety precautions as
applicable shall include, but shall not be limited to: (A) adequate life protection and life saving
equipment and procedures; (B) instructions in accident prevention for all employees and
subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks,
confined space procedures, trenching and shoring, equipment and other safety devices,
equipment and wearing apparel as are necessary or lawfully required to prevent accidents or
injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety
measures.
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3.3 Fees and Payments.
3.3.1 Compensation. Consultant shall receive compensation in the amount of
$8,400 (Eight Thousand Four Hundred dollars) per month. The total compensation shall not
exceed $100,800 (One Hundred Thousand Eight Hundred dollars) in any one -year term.
3.3.2 Payment of Compensation. Consultant shall submit to City a monthly
itemized statement which indicates work completed and hours of Services rendered by
Consultant. The statement shall describe the amount of Services and supplies provided since the
initial commencement date, or since the start of the subsequent billing periods, as appropriate,
through the date of the statement. City shall, within 45 days of receiving such statement, review
the statement and pay all approved charges thereon.
3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any
expenses unless authorized in writing by City.
3.3.4 Extra Work. Section Removed
3.3.5 Prevailing Wages. Section Removed
3.4 Accounting Records.
3.4.1 Maintenance and Inspection. Consultant shall maintain complete and
accurate records with respect to all costs and expenses incurred under this Agreement. All such
records shall be clearly identifiable. Consultant shall allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of such records and any
other documents created pursuant to this Agreement. Consultant shall allow inspection of all
work, data, documents, proceedings, and activities related to the Agreement for a period of three
(3) years from the date of final payment under this Agreement.
3.5 General Provisions.
3.5.1 Termination of Agreement.
3.5.1.1 Grounds for Termination. City or Consultant may terminate the
whole or any part of this Agreement at any time and without cause by giving written notice to the
other party of such termination, and specifying the effective date thereof, at least thirty (30) days
before the effective date of such termination. Upon termination, Consultant shall be
compensated only for those services and authorized reimbursable expenses which have been
adequately rendered to or on behalf of City, and Consultant shall be entitled to no further
compensation.
3.5.1.2 Effect of Termination. If this Agreement is terminated as provided
herein, City may require Consultant to provide all finished or unfinished Documents and Data
and other information of any kind prepared by Consultant in connection with the performance of
Services under this Agreement. Consultant shall be required to provide such document and other
information within fifteen (15) days of the request.
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3.5.1.3 Additional Services. In the event this Agreement is terminated in
whole or in part as provided herein, City may procure, upon such terms and in such manner as it
may determine appropriate, services similar to those terminated.
3.5.2 Delivery of Notices. All notices permitted or required under this
Agreement shall be given to the respective parties at the following address, or at such other
address as the respective parties may provide in writing for this purpose:
Consultant: Holland and Knight LLP
800 176' Street NW, Suite 1100
Washington, D.C. 20006
Fax: 202-955-5564
Attn: Eve O'Toole, Senior Policy Advisor
City: City of Santa Ana
20 Civic Center Plaza (M -31)
P.O. Box 1985
Santa Ana, California 92702
Fax: 714-647-6954
Attn: David Cavazos, City Manager
Such notice shall be deemed made when personally delivered or when mailed, forty -eight
(48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at
its applicable address. Actual notice shall be deemed adequate notice on the date actual notice
occurred, regardless of the method of service.
3.5.3 Ownership of Materials and Confidentiality.
3.5.3.1 Documents & Data; Licensing of Intellectual Property. This
Agreement creates a non - exclusive and perpetual license for City to copy, use, modify, reuse, or
sublicense any and all copyrights, designs, and other intellectual property embodied in plans,
specifications, studies, drawings, estimates, and other documents or works of authorship fixed in
any tangible medium of expression, including but not limited to, physical drawings or data
magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be
prepared by Consultant under this Agreement ( "Documents & Data "). Consultant shall require
all subcontractors to agree in writing that City is granted a non - exclusive and perpetual license
for any Documents & Data the subcontractor prepares under this Agreement. Consultant
represents and warrants that Consultant has the legal right to license any and all Documents &
Data. Consultant makes no such representation and warranty in regard to Documents & Data
which were prepared by design professionals other than Consultant or provided to Consultant by
the City. City shall not be limited in any way in its use of the Documents and Data at any time,
provided that any such use not within the purposes intended by this Agreement shall be at City's
sole risk.
25d -14
3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans,
procedures, drawings, descriptions, computer program data, input record data, written
information, and other Documents and Data either created by or provided to Consultant in
connection with the performance of this Agreement shall be held confidential by Consultant.
Such materials shall not, without the prior written consent of City, be used by Consultant for any
purposes other than the performance of the Services. Nor shall such materials be disclosed to
any person or entity not connected with the performance of the Services or the Project. Nothing
furnished to Consultant which is otherwise known to Consultant or is generally known, or has
become known, to the related industry shall be deemed confidential. Consultant shall not use
City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or
the Project in any magazine, trade paper, newspaper, television or radio production or other
similar medium without the prior written consent of City.
3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one
another, and shall take any additional acts or sign any additional documents as may be necessary,
appropriate or convenient to attain the purposes of this Agreement.
3.5.5 Attorney's Fees. If either party commences an action against the other
party, either legal, administrative or otherwise, arising out of or in connection with this
Agreement, the prevailing party in such litigation shall be entitled to have and recover from the
losing party reasonable attorney's fees and all other costs of such action.
3.5.6 Indemnification. Consultant agrees to and shall defend, indemnify and
hold harmless the City, its officers, agents, employees and consultants from and against any
damages or claims resulting from or arising out of Consultant's negligent or wrongful acts, errors
or omissions.
3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the
parties with respect to the subject matter hereof, and supersedes all prior negotiations,
understandings or agreements. This Agreement may only be modified by a writing signed by
both parties.
3.5.8 Governing Law. This Agreement shall be governed by the laws of the
State of California. Venue shall be in Orange County.
3.5.9 Time of Essence. Time is of the essence for each and every provision of
this Agreement.
3.5. 10 City's Right to Employ Other Consultants. City reserves right to employ
other consultants in connection with this Project.
3.5.11 Successors and Assigns. This Agreement shall be binding on the
successors and assigns of the parties.
3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or
transfer, either directly or by operation of law, this Agreement or any interest herein without the
prior written consent of the City. Any attempt to do so shall be null and void, and any assignees,
250 -15
hypothecates or transferees shall acquire no right or interest by reason of such attempted
assignment, hypothecation or transfer.
3.5.13 Construction; References; Captions. Since the Parties or their agents have
participated fully in the preparation of this Agreement, the language of this Agreement shall be
construed simply, according to its fair meaning, and not strictly for or against any Party. Any
term referencing time, days or period for performance shall be deemed calendar days and not
work days. All references to Consultant include all personnel, employees, agents, and
subcontractors of Consultant, except as otherwise specified in this Agreement. All references to
City include its elected officials, officers, employees, agents, and volunteers except as otherwise
specified in this Agreement. The captions of the various articles and paragraphs are for
convenience and ease of reference only, and do not define, limit, augment, or describe the scope,
content, or intent of this Agreement.
3.5.14 Amendment; Modification. No supplement, modification, or amendment
of this Agreement shall be binding unless executed in writing and signed by both Parties.
3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other
default or breach, whether of the same or other covenant or condition. No waiver, benefit,
privilege, or service voluntarily given or performed by a Party shall give the other Party any
contractual rights by custom, estoppel, or otherwise.
3.5.16 No Third Party Beneficiaries. There are no intended third party
beneficiaries of any right or obligation assumed by the Parties.
3.5.17 Invalidity; Severability. If any portion of this Agreement is declared
invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions shall continue in full force and effect.
3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not
employed nor retained any company or person, other than a bona fide employee working solely
for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not
paid nor has it agreed to pay any company or person, other than a bona fide employee working
solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration
contingent upon or resulting from the award or making of this Agreement. Consultant fiuther
agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic
Interest with the City's Filing Officer as required under state law in the performance of the
Services. For breach or violation of this warranty, City shall have the right to rescind this
Agreement without liability. For the term of this Agreement, no member, officer or employee of
City, during the term of his or her service with City, shall have any direct interest in this
Agreement, or obtain any present or anticipated material benefit arising therefrom.
3.5.19 Equal Opportunity Employz ent. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee or
applicant for employment because of race, religion, color, national origin, handicap, ancestry,
sex or age. Such non - discrimination shall include, but not be limited to, all activities related to
initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff
25d -16
or termination. Consultant shall also comply with all relevant provisions of City's Minority
Business Enterprise program, Affirmative Action Plan or other related programs or guidelines
currently in effect or hereinafter enacted.
3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it
is aware of the provisions of Section 3700 of the California Labor Code which require every
employer to be insured against liability for Worker's Compensation or to undertake self -
insurance in accordance with the provisions of that Code, and agrees to comply with such
provisions before commencing the performance of the Services.
3.5.21 Authority to Enter Agreement. Consultant has all requisite power and
authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party
warrants that the individuals who have signed this Agreement have the legal power, right, and
authority to make this Agreement and bind each respective Party.
3.5.22 Counterparts. This Agreement may be signed in counterparts, each of
which shall constitute an original.
3.6 Subcontracting.
3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of
the work required by this Agreement, except as expressly stated herein, without prior written
approval of City. Subcontracts, if any, shall contain a provision making them subject to all
provisions stipulated in this Agreement.
[Signatures on Next Page]
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above
written.
CITY OF SANTA ANA
Attest:
David Cavazos
City Manager
Maria D. Huizar, City Clerk
Approved as to Form:
Sonia R. Carvalho, City Attorney
HOLLAND AND KNIGHT LLP
LIN
Daniel Maldonado
Senior Policy Advisor
25(x' -18
EXHIBIT A
CITY OF SANTA ANA
REQUEST FOR PROPOSAL FOR
FEDERAL GOVERNMENT LIAISON SERVICES
SCOPE OF SERVICES
DESCRIPTION
The City of Santa Ana is seeking Requests for Proposals from a professional consulting firm
to provide federal government liaison services. The consultant works under the policy
direction of the Mayor and City Council and is administratively responsible to the City
Manager. The principle responsibility of the consultant will be to secure federal funding and
achieve determined legislative and regulatory outcomes on behalf of the City as outlined in
the Scope of Services below.
II. SCOPE OF SERVICES
A. Consultant will act as a Washington Representative to the City in Washington, D. C.
B. The Consultant will confer with the City Manager and such other City personnel as he
may designate at the times and places mutually agreed to by the City and the
Consultant on all organizational planning and program activity which has a bearing on
the ability of the City to utilize federal programs.
C. Consultant shall serve as lead advocate on City issues if the City contracts for the
services of other Washington representatives. Consultant shall coordinate such other
services.
D. Consultant will review federal executive proposals, legislation under consideration,
proposed and adopted administrative rules and regulations, and other Washington
developments for the purpose of advising the City on those Items which may have a
bearing on City policy or programs.
E. Consultant will secure and furnish such detailed information as may be available on
federal issues in which the City indicates an interest.
F. At the request of the City Manager, Consultant will review and comment on proposals
of the City which are being prepared for submission to federal agencies.
G. Consultant will maintain liaison with the City's Congressional delegation and will assist
the delegation in any matter which the City determines to be in its best interest in the
same manner as any other member of the City's administrative staff might render
assistance.
H. Consultant will counsel with the City regarding appearance by City personnel before
Congressional committees and administrative agencies and will arrange for
appointments and accommodations for City personnel as necessary.
City of Santa Ana RFP 12 -075 — Federal Government Liaison Services
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Consultant will contact federal agencies on the City's behalf when City applications are
under consideration by such agencies and otherwise take whatever steps appear to be
necessary to obtain the most favorable consideration of such applications.
J. In fulfilling responsibilities under this Agreement, the Consultant will act in the name of
the City of Santa Ana and with the title Washington Representative to the City
Manager.
In addition to the Scope of Services listed above, the City seeks assistance in identifying funding
opportunities and grant applications and other special programs for which the City may qualify.
Below Is a detailed listing of existing federally funded programs /grants administered by the City:
U.S. Department of Housing and Urban Development
Community Development Block Grant
Neighborhood Stabilization Program 1
Neighborhood Stabilization Program 3
Emergency Shelter /Solutions Grant
ARRA - Homelessness Prevention and Rapid Rehousing
Section 8 Housing Choice Vouchers
Housing Opportunities for Persons with AIDS
Home Investment Partnerships Program
ARRA - Neighborhood Stabilization Program 2
U.S. Department of Labor
CA Employment Development Department:
Workforce Investment Act Cluster:
Job Tech Center
H -18 Job Training Grant
South Bay Workforce Investment Board:
National Emergency Grant
U.S. Department of Transportation
CA Department of Transportation:
Highway Bridge Replacement and Rehabilitation
Regional Surface Transportation
Arterial Highway Rehabilitation Program
SAFETEA -LU
CA Department of Parks and Recreation:
National Recreation Trails Program
CA Department of Transportation:
Highway Safety Improvement Program
Hazardous Elimination Safety Program
CA Office of Traffic Safety:
DUI EnforcemenUAwareness 2010
Selective Traffic Enforcement
U.S. Department of Justice
Federal Equitable Sharing (Asset Forfeiture)
CA Emergency Management Agency:
OES- Anti -Gang Initiative
County of Orange Sheriffs Department:
Byrne Justice Assistance Grant
County of Orange Sheriffs Department:
City of Santa Ana RFP 12.075 — Federal Government Liaison Services
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25Q -20
ARRA - Byrne Justice Assistance Grant 2009
ARRA - Community Oriented Policing Services
U.S. Department of Homeland Security
CA Emergency Management Agency:
Urban Area Security Initiative
FEMA Metro Mad Response
FEMA - Metro Mad Response 2009
CA Emergency Management Agency:
Interoperable Emergency Communications 2010
FEMA Flood Emergency
FEMA - Assist Firefighters 2008
U.S. Department of Commerce
CA Emergency Management Agency:
Public Safety Interoperable Communications 2007
U.S. Department of Health and Human Services
County of Orange Social Services Agency:
Vocational Training & Work Experience Program
U.S. Institute of Museum and Library Services
CA State Library:
Library Services & Technology Act FY
Laura Bush IMLS Seeds to Trees
U.S. Department of Energy
ARRA - Energy Conservation
U.S. Environmental Protection Agency
Water Infrastructure Special Appropriation -
West Pump Facility Upgrade
City of Santa Ana RFP 12 -075 — Federal Government Liaison Services
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25Q -22