HomeMy WebLinkAbout07.A- Finance 7.A
RESOLUTION (ID # 2346) DOC ID: 2346 G
CITY OF SAN BERNARDINO—REQUEST FOR COUNCIL ACTION
Request for Proposal
From: David Cain M/CC Meeting Date: 07/01/2013
Prepared by: Allen Parker, (909) 384-5122
Dept: Finance Ward(s): All
Subject:
Resolution of the Mayor and Common Council of the City of San Bernardino, Acting as
Successor Agency to the Redevelopment Agency of San Bernardino, Authorizing the Execution
of a Third Amendment to the Consultant Services Agreement Between the City of San
Bernardino, Acting as Successor Agency to the Redevelopment Agency of San Bernardino, and
Rogers, Anderson, Malody & Scott, LLP for Economic Development Agency / Successor
Agency Audit Services. (At Meeting of June 3, Item Continued to July 1, 2013.) (#2346)
Current Business Registration Certificate: Not Applicable
Financial Impact:
Total Amount Not to Exceed: $54,000.00
Please note this balance does not indicate available funding. It does not include non-encumbered
reoccurring expenses or expenses incurred,but not yet processed.
Motion: To table.
Synopsis of Previous Council Action:
April 18, 2011 -Resolution 2011-88 was approved authorizing an Amendment to the Agreement
for auditing services with Rogers, Anderson,Malody& Scott, LLP
July 10,2006 -Resolution 2009-292 was approved authorizing Rogers,Anderson, Malody&
Scott, LLP to provide financial auditing services.
August 17, 2009 -Resolution 2009-292 was approved awarding a two year extension to Rogers,
Anderson, Malody& Scott, LLP to provide financial auditing services.
May 4, 2009 - CDC 2009-17 was approved awarding a two year extension to Rogers, Anderson,
Malody& Scott, LLP to provide financial auditing services.
Backiround:
On July 10, 2006 an auditing agreement was approved by the Mayor and Common Council
authorizing Rogers,Anderson,Malody& Scott, LLP to provide financial auditing services to the
City. Also, on August 17, 2009 and April 18, 2011, amendments No. 1 and No. 2 were approved
extending the agreement with Rogers,Anderson, Malody& Scott, LLP (RAMS) for additional
Updated: 6/18/2013 by Linda Sutherland G Packet Pg. 349
2346
auditing services. The second amendment in the amount of$53,400 for FY 2010-2011 audit
services has concluded.
The proposed fee for the audit services from RAMS is $54, 000 for the Economic Development
Agency/ Successor Agency. Because of the change from the Economic Development Agency to
the Successor Agency during the 2010 -2011 FY this audit will include both agencies in order to
satisfy all requirements. An audit process can be a very taxing experience of staff therefore, it is
believed the use of RAMS brings a continuity factor, one that will benefit the audit process and
minimize the impact on City fiscal and accounting services. With this amendment the basic
scope of services has been expanded to include both the Economic Development Agency/
Successor Agency and the price for each agency is listed below:
Economic Development Agency $12,000.00
Successor Agency $42,000.00
Total Amount 1544 000.00
Within the next year it is the City's intention to re-advertise these auditing services with the
release of a fully administered request for proposal. However, it is important to understand
because of the complexity of this audit ranging both the Economic Development Agency and the
Successor Agency is believed to be a better practice to amend this existing agreement with
RAMS for the said audit work.
City Attorney Review:
Supporting Documents:
Consultant Svcs Agreement RAMS EDA Successor Agency (DOCX)
Resolution Third Amendment RAMS EDA Successor Agency (DOCX)
Reso 2009 292 (PDF)
201188 (PDF)
2006 240 (PDF)
Updated:6/18/2013 by Linda Sutherland G Packet Pg. 350
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THIRD AMENDMENT TO CONSULTANT SERVICES AGREEMENT
BETWEEN THE CITY OF SAN BERNARDINO, ACTING AS SUCCESSOR Q,
AGENCY TO THE REDEVELOPMENT AGENCY OF SAN BERNARDINO AND
ROGERS ANDERSON MALODY AND SCOTT L.L.P.
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THIS THIRD AMENDMENT is made and entered into as of June 17, 2013 by and between the N
CITY OF SAN BERNARDINO, ACTING AS SUCCESSOR AGENCY TO THE
REDEVELOMENT AGENCY OF SAN BERNARDINO ("City"), and Rogers Anderson Malody
and Scott L.L.P ("CONSULTANT"). In consideration of the mutual covenants and conditions set a
forth herein, the parties agree as follows: °w
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1. This Amendment is made with respect to the following facts and purposes: °
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a. On July 10, 2006, the City and Consultant entered into an agreement entitled z°
"Consultant Services Agreement Between The City Of San Bernardino and Rogers
Anderson Malody and Scott L.L.P, in the amount of $55,200 (FY 06-07), $56,900 (FY E
07-08 ), and $58,900 (FY 08-09).
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b. On August 17, 2009, the City approved an Amendment No. 1 for a two (2) year a
extension) Agreement Between The City Of San Bernardino and Rogers Anderson N
Malody and Scott L.L.P, in the amount of$54,300 (FY 09-10) and $55,900 (FY 10-11). o
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c. On April 18, 2011, the City approved an Amendment No. 2 for a two (2) year extension `t
Agreement Between The City Of San Bernardino and Rogers Anderson Malody and M
10 Scott L.L.P, in the amount of$53,400 (FY 11-12) and $53.400 (FY 12-13).
d. The parties now desire to amend the agreement and extended it for one year for an
additional amount of$54,000 for FY 13-14. a
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2. Section 2. Compensation of the Agreement is hereby amended to increase the amount N
that the City agrees to pay the Consultant a not-to-exceed $54,000 for auditing services for
FY 13-14.
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3. Except for the changes specifically set forth herein, all other terms and conditions of the N
Agreement shall remain in full force and effect.
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THIRD AMENDMENT TO CONSULTANT SERVICES AGREEMENT
BETWEEN THE CITY OF SAN BERNARDINO, ACTING AS SUCCESSOR
AGENCY TO THE REDEVELOPMENT AGENCY OF SAN BERNARDINO AND
ROGERS ANDERSON MALODY AND SCOTT L.L.P. a
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by N
and through their respective authorized officers, as of the date first above written.
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CITY OF SAN BERNARDINO, ACTING Rogers Anderson Malody and Scott L.L.P, in
AS SUCCESSOR AGENCY TO THE w
REDEVELOPMENT AGENCY OF SAN L
BERNARDINO '°
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Allen Parker, City Manager Terry P. Shea, CPA E
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ATTEST: APPROVED AS TO FORM: N
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Georgeann Hanna, City Clerk James F. Penman, City Attorney a
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RESOLUTION NO.
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2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF in
SAN BERNARDINO ACTING AS THE SUCCESSOR AGENCY TO THE a
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3 REDEVELOPMENT AGENCY OF SAN BERNARDINO AUTHORIZING THE w
EXECUTION OF A THIRD AMENDMENT TO CONSULTANT SERVICES %°
4 AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO, ACTING AS M
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5 SUCCESSOR AGENCY TO THE REDEVELOMENT AGENCY OF SAN c
BERNARDINO, AND ROGERS ANDERSON MALODY AND SCOTT, L.L.P. FOR E
6 ECONOMIC DEVELOPMENT AGENCY / SUCCESSOR AGENCY AUDIT =
7 SERVICES.
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NOW THEREFORE, BE IT RESOLVED BY THE MAYOR AND COMMON
9 COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: a
10 SECTION 1. The City Manager of is hereby authorized and directed to execute on M
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12 behalf of said City acting as Successor Agency, a Third Amendment to Consultant c
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13 Services Agreement between the City of San Bernardino, acting as Successor Agency to
14 the Redevelopment Agency of San Bernarndino, and Rogers Anderson Malody and Scott,
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15 LLP for Economic Development Agency/ Successor Agency Audit Services. a
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SECTION 2. The Purchasing Manager is hereby authorized to issue a purchase order
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for the Economic Development Agency/ Successor Agency Audit Services for a total Q
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19 amount not to exceed $54,000.00.
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SECTION 3. The authorization granted hereunder shall expire and be void and of no
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further effect if the Third Amendment to Consultant Services Agreement between the City =
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of San Bernardino, acting as Successor Agency to the Redevelopment Agency of San a
24 Bernardino, and Rogers Anderson Malody and Scott, LLP for Economic Development
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25 Agency/ Successor Agency Audit Services is not completed within sixty (60) days o
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26 following the effective date of the Resolution.
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2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF a Cn
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3 SAN BERNARDINO ACTING AS THE SUCCESSOR AGENCY TO THE W
REDEVELOPMENT AGENCY OF SAN BERNARDINO AUTHORIZING THE w
4 EXECUTION OF A THIRD AMENDMENT TO CONSULTANT SERVICES ',j
AGREEMENT BETWEEN THE CITY OF SAN BERNARDINO, ACTING AS z
5 SUCCESSOR AGENCY TO THE REDEVELOMENT AGENCY OF SAN
6 BERNARDINO, AND ROGERS ANDERSON MALODY AND SCOTT, L.L.P. FOR =
7 ECONOMIC DEVELOPMENT AGENCY / SUCCESSOR AGENCY AUDIT
SERVICES. a
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I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and 0
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Common Council of the City of San Bernardino at a meeting thereof, held a
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on the day of ,2013,by the following vote,to wit: N
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12 Council Members: AYES NAYS ABSTAIN ABSENT a
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14 JENKINS
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22 Georgeann Hanna,City Clerk
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The foregoing Resolution is hereby approved this day of 2013.
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25 Patrick J. Morris,Mayor
City of San Bernardino
26 Approved as to form: tr
JAMES F. PENMAN,
27 City Attorney
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7.A.c
2 RESOLUTION NO.2009-292
3 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN 'BERNARDINO AUTHORIZING THE EXECUTION OF AMENDMENT NO. 1 TO
4 THE AGREEMENT FOR AUDITING SERVICES BY AND BETWEEN THE CITY OF SAN
BERNARDINO AND ROGERS ANDERSON MALODY AND SCOTT L.L.P. FOR THE
5 PROVISION OF FINANCIAL AUDITING SERVICES.
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BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL. OF THE CITY
8 OF SAN BERNARDINO AS FOLLOWS: rn
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9 WHEREAS, the City of San Bernardino desires to enter into Amendment No. 1
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10 ("Amendment") to the Agreement for auditing services with Rodgers, Anderson, Malody and
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Scott, L.L.P., to extend the Agreement for a period of two (2) years in order to perform ww
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financial audit services for the City of San Bernardino("City") as attached. M
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14 NOW, THEREFORE, THE CITY OF SAN BERNARDINO DOES HEREBY
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15 RESOLVE,DETERMINE AND ORDER, AS FOLLOWS: c
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16 SECTION 1. The City Manager is hereby authorized and directed to execute on behalf
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of said City the Amendment with Rogers Anderson Malody and Scott L.L.P. approving a two 0
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(2) year extension to the Agreement to perform financial audit services for the City, for a two
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(2) year period starting from July 1, 2009 to June 30, 2011. (The audit periods covered will be N
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FY 08-09 and FY 09-10.)A copy of which is attached hereto as Exhibit"A" and incorporated c
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22 herein by reference. Upon execution of said agreement, the.Purchasing Manager of the City of
23 San Bernardino is directed to issue a Purchase Order to Rogers Anderson Malody and Scott in
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24 the amount not to exceed $54,300 for FY 09-10; and $55,900 for FY 10-11.
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SECTION 2. The authorization to execute the above referenced agreement is rescinded
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if the parties to the agreement fail to execute it within sixty (60) days of the passage of this
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28 resolution.
Packet Pg.356
• 2009-292
1
2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AMENDMENT NO. 1 TO
3 THE AGREEMENT FOR AUDITING SERVICES BY AND BETWEEN THE CITY OF SAN
BERNARDINO AND ROGERS ANDERSON MALODY AND SCOTT L.L.P. FOR THE
4 PROVISION OF FINANCIAL SERVICES.
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5 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor
6 joint N
and Common Council of the City of San Bernardino at an regular meeting thereof, held
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on the 17th day of August ,2009,by the following vote,to wit:
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Council Members: AYES NAYS ABSTAIN ABSENT -
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10 ESTRADA x
I1 BAXTER x o
12 BRINKER x
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13 SHORETT x z
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14 KELLEY x
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JOHNSON x E
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17 MC CAMMACK x o
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19 Rachel G. Clark, City Clerk N
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20 The foregoing resolution is hereby approved this day of August N
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23 atric J.Morris,May
Ci of San Bernardino E
24 Approved as to Form
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JAMES F. PENMAN,
26 City Attorney
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28 By. vva
FPacket Pg.357
2009-292
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EXHIBIT A
AMENDMENT NO. I TO THE AGREEMENT FOR AUDITING SERVICES
(ORIGINAL AGREEMENT APPROVED BYMAYOR AND COMMON COUNCIL ON
7111106 RESOL UTION No. 2006-240)
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This Amendment No. 1 to the Agreement for Auditing Services ("Amendment No. I") is o
made and entered into on this 17th day of August, 2009 by and between the City of San a
Bernardino, a municipal corporation (hereinafter referred to as "CITY") and Rogers,
Anderson, Malody and Scott, L.L.P., Certified Public Accountants (hereinafter referred to as
"AUDITORS"). a
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WITNESSETH d
WHEREAS, the AUDITORS are recognized as competent and qualified certified public in
accountants who were selected by the CITY through competitive procedures, and are duly o
authorized to practice and licensed as such by the California State Board of Accountancy; c
WHEREAS,the CITY approved a three year contract for auditing services with AUDITORS c
ending 6/30/09(final audit year of 2007-08). z
WHEREAS, in response to the CITY'S request of vendor to reduce contract cost, AUDITORS
agreed to 10%reduction in exchange for a 2 (two) year contract extension �
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NOW, THEREFORE, in consideration of their mutual promises, obligations and covenants N
hereinafter contained, the parties hereto agree to the following changes to the original 0
contract:
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1. TERM. Unless terminated earlier or cancelled as provided for herein, the term of this
Amendment No. 1 shall be extended for each of the two (2) fiscal years ending June 30, rn
2010(audit period of FY 08-09); and ending June 30,2011 (audit period of FY 09-10). �
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5. COMPLETION OF AUDIT AND DELIVERY OF AUDIT OPINIONS.
A. AUDITORS shall complete all work by the dates provided in Appendix A (a copy of a
which is attached hereto and by this reference made a part hereof) of each fiscal year
included in the term of this Amendment No. I to the Agreement, but in no event shall w
any final written audit report, management letter or affiliated report be delivered to the a
City later than December 1 for the immediately prior fiscal year being audited.
B. AUDITORS shall deliver their final typed audit opinions and other reports as set forth
in Appendix A for each fiscal year included in the term of this Amendment No. 1 to
the Agreement provided CITY furnishes the information to AUDITORS pursuant to
Appendix A in a timely manner.
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2009-292
13. AUTHORITY TO EXECUTE AGREEMENT. Both CITY and AUDITORS do
covenant that each individual executing this Amendment No. 1 to the Agreement on
behalf of each party is a person duly authorized and empowered to execute agreements
for such party.
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14. All other provisions of the original agreement approved by Resolution 2006-240 of the
Mayor and Council on July 10, 2006, as set forth in Exhibit 1, shall remain in effect in
through the end of revised contract term.
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IN WITNESS WHEREFORE, the parties hereto have caused this instrument to be executed
the day and year first written above. a
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THE CITY OF SAN BERNARDINO
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Dated: ,r 7, .,Zrj' B o
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les c Neeley,
City Manager M
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ATTEST: Z
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APPROVED AS TO FORM: 0
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Dated: _ U 6.I0 9 ROGERS ANDE ON MALODY& SCOTT W
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2009-292
EXHIBIT 1
1 RESOLUTION NO. 2006-240
2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY O:
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMEN
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BETWEEN THE CITY OF SAN BERNARDINO AND ROGERS ANDERSON MALOD`
AND SCOTT L.L.P. FOR THE PROVISION OF FINANCIAL AUDITING SERVICES.
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6 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITI >%
OF SAN BERNARDINO AS FOLLOWS:
S SECTION I. The Mayor is hereby authorized and directed to execute on behalf of sai( o
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9 City an agreement with Rogers Anderson Malody and Scott L.L.P. relating to financier
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10 auditing services, a copy of which is attached hereto as Exhibit "A"and incorporated herein.b5 0
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11 reference. Upon execution of said agreement, the Purchasing Manager of the City of San 40-
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12 Bernardino is directed to issue a Purchase Order to Rogers Anderson Malody and Scott in the
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amount not to exceed$55,200 for FY 06-07; $56,900 for FY 07-08,and $58,600 for FY 08-09. E
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15 SECTION 2. The authorization to execute the above referenced agreement is rescinded q
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16 if the parties to the agreement fail to execute it within sixty (60) days of the passage of this
17 resolution. ¢
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Packet Pg.360
2009-292
1
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY Ol
2 SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMEN"
3 BETWEEN THE CITY OF SAN BERNARDINO AND ROGERS ANDERSON MALODS
AND SCOTT L.L.P. FOR THE PROVISION OF FINANCIAL SERVICES.
4 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayo
5 joint
and Common Council of the City of San Bernardino at an regular meeting thereof, helc U%
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7 on the 10th day of July ,2006,by the following vote,to wit: ¢
8 Council Members: AYES NAYS ABSTAIN ABSENT
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9 ESTRADA x N
10 BAXTER x
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12 DERRY x M
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15 JOHNSON x
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16 MCCAMMACK x a
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1 Rac el G. Clark, City Clerk
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The foregoing resolution is hereby approved this �_ � day of July ,
20 2006. N
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22 atric J.Morris,Mayof —'
23 City of San Bernardino
Approved as to Form
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JAMES F. PENMAN, r
25 City Attorney a
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27 By:
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FPa7c7k7et Pg. 361
2009-292
2006-240
AC.REEMENT FOR AUDITING SERVICES
This Agreement for Auditing Services is trade and entered into on this day of June,
2006 by and between the City of San Bernardino, a municipal corporation (hereinafter Z
referred to as "CITY") and Rogers, Anderson, Malody and Scott, L.L.P., Certified Public
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Accountants(hereinafter referred to as"AUDITORS").
WITNESSETH a
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WHEREAS, AUDITORS are recognized as competent and qualified certified public a
accountants who were selected by the CITY through competitive procedures, and are duty `o
authorized to practice and licensed as such by the California State Board of Accountancy; y
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NOW, THEREFORE, in consideration of their mutual promises, obligations and covenants in
hereinafter contained,the parties hereto agree as follows: o
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1. TERM. Unless terminated earlier or cancelled as provided for herein, the term of this w
Agreement shall be for the each of the fiscal year ending June 30, 2007 through 2009. M
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2. SCOPE OF SERVICES. The AUDITORS agree to provide services and perform all work
necessary in a manner satisfactory to the CITY as set forth in the proposal, the request for E
proposal (RFP) for audit services dated 4/13/2006, and AUDITOR'S proposal dated May
4, 2006. These documents are attached hereto and by reference incorporated herein and E
made a part hereof
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3. CITY'S OBLIGATIONS. For furnishing services specified in this Agreement, CITY will
pay and the AUDITORS shall receive the full compensation as set forth in the proposal a
attached hereto and by reference incorporated herein and made a part hereof,
Additionally, CITY agrees to provide AUDITORS with supporting schedules, trial N
balances and reconciliations as necessary to complete the services requested. N
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4. PAYMENT SCHEDULE. The AUDITORS shall submit a monthly billing based on the o
percentage of audit work completed. After approval of the CITY'S Director of Finance, c
said invoice shall be paid within 30 days.
5. COMPLETION OF AUDIT AND DELIVERY OF AUDIT OPINIONS.
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A. AUDITORS shall complete all work by the dates provided in the request for proposal
of each fiscal year included in the term of this Agreement, a
B. AUDITORS shall deliver their final typed audit opinions and other reports as set forth
in the proposal for each fiscal year included in the term of this Agreement provided
CITY furnishes the information to AUDITORS pursuant to the request for proposal in
a timely manner.
Packet Pg.362
2009-292 .
2006-240
6. TERMINATION.
A. Termination Without Cause. CITY and AUDITORS shall have the right to terminate
this Agreement, by giving not less than thirty (30) days written notice of termination
to the other party. On the date of termination stated in the written notice, AUDITORS
shall discontinue performance of the services,preserve the product of the services,and
turn over to CITY the product of the services in accordance with written instructions
of CITY. If CITY terminates the Agreement under this Subsection A of Section 6,
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CITY shall compensate AUDITORS within thirty (30) days following the effective
date of termination a fee for all services satisfactorily provided prior to the effective a
date of termination based on the amounts and rates set forth in the proposal. If
AUDITORS terminate the Agreement under this Subsection A of Section 6, CITY.
shall compensate AUDITORS in the same amount CITY would compensate a
AUDITORS in the event CITY terminated the agreement under this Subsection A of o
Section 6, less any costs CITY pays other auditors to review or re-perform the services
provided by AUDITORS prior to the date of termination. In the event of termination
without cause by eithe party, CITY's payment as provided herein shall constitute full a
satisfaction of CITY's obligations under this Agreement. o
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B. Termination by CITY for Cause. °
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1. CITY may, by written notice to AUDITORS, immediately terminate the whole Z
or any part of this Agreement in any of the following circumstances: E
a. AUDITORS fail to perform the services required by this Agreement
within the time specified herein, or within any extension of that time; a
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b. AUDITORS fail to perform satisfactorily the services called for by this 0
Agreement,or otherwise breaches any provision of this Agreement, and a
do not correct such failure within a period of ten (10) days or such
longer period as CITY may authorize in writing after notice is given by M
CITY specifying such failure of breach; or N
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C. AUDITORS make a general assignment for the benefit of their o
creditors, files or have filed against them a petition in bankruptcy, or c
have a receiver appointed on account of their insolvency. c
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d. AUDITORS fail to maintain the insurance required pursuant to Section
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2. Immediately upon receiving written notice of termination, AUDITORS shall Y
discontinue performing services, preserve the product of the services, and turn a
over to the City the product of the services in accordance with written
instructions of CITY. In the event CITY terminates this Agreement in whole
or in part as provided above in Paragraph I of this Subsection B of Section 6,
CITY shall pay AUDITORS a fee for all services satisfactorily provided by
AUDITORS prior to the effective date of termination based on the amounts
Packet Pg. 363
2006-240 ,
2009-292
and rates set forth in the proposal, less any fees CITY pays other auditors to
review or re-perform the services provided by AUDITORS prior to the date of
termination. Said payment shall constitute full satisfaction of City's
obligations under this Agreement.
C. Termination by AUDITORS for Cause. AUDITORS may immediately terminate this
Agreement if CITY is in breach*of the Agreement and does not correct such breach
within a period often (10) days (or such longer period as AUDITORS may authorize
in writing) after notice is given by AUDITORS specifying such failure of breach. If in
AUDITORS terminate the Agreement pursuant to this Subsection C of Section 6,
CITY shall compensate AUDITORS within thirty (3.0) days following the effective a
date of termination a fee for all services satisfactorily provided prior to the effective
date of termination based on the amounts and rates set forth in Appendix B, and such
payment shall constitute full-satisfaction of CITY's obligations under this Agreement. a
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7. NOT OBLIGATION TO THIRD PARTIES. The CITY shall not be obligated or liable
hereunder to any party other than the AUDITORS.
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8. PROHIBITION AGAINST SUBCONTRACTING OR ASSIGNMENT. The experience, o
knowledge, capability and reputation of AUDITORS, its principals and employees were a w
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substantial inducement for the CITY to enter into this Agreement. Therefore AUDITORS w
shall not contractwith any other entity to perform in whole or in part the services required c
hereunder without the express written approval of the CITY. In addition, neither this Z
Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated
or encumbered voluntarily or by operation of law, whether for the benefit of creditors or E
otherwise, without the prior written approval of CITY. Transfers restricted hereunder a
shall include the transfer to any person or group of persons acting in concert of more than E
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twenty-five percent (25%) of the present ownership and/or control of AUDITORS, taking N
all transfers into account on a cumulative basis. In the event of any such unapproved o
transfer, including in any bankruptcy proceeding this Agreement shall be void. No
approved transfer shall release any surety of AUDITORS of any liability hereunder a
without the express consent of CITY.
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9. INDEPENDENT CONSULTANT. Neither the CITY nor any of its employees shall have N
any control over the manner, mode or means by which the AUDITORS, its agents or N
employees perform the services required herein, except as otherwise set forth. The CITY c
shall have no voice in the selection, discharge, supervision or control of AUDITORS' o
employees, servants,representatives or agents, or in fixing their number,compensation or
hours of service. AUDITORS agree to maintain continuity of managerial personnel
assigned to the engagement except for reasons beyond AUDITORS' control. AUDITORS
shall perform all services required herein as an independent contractor of CITY and shall E
s
remain at all times to the CITY a wholly independent consultant with only such M
obligations as are consistent with that role. AUDITORS shall not at any time or in any a
manner represent that it or any of its agents or employees are agents or employees of
CITY. CITY shall not in any way or for any purpose become or be deemed to be a
partner of AUDITORS in its business or otherwise of a joint venture or a member of any
joint enterprise with AUDITORS.
Packet Pg.364
2006-240
: 2009-292
10. INSURANCE. The AUDITORS shall procure and maintain, at its cost, comprehensive
general liability and'property damage insurance, including automobile and excess liability
insurance, against all claims for injuries against persons or damages to property resulting
from AUDITORS' negligent acts or omissions rising out of or related to AUDITORS`
performance under this Agreement. AUDITORS shall also carry Workers' Compensation
Insurance in accordance with State Workers' Compensation laws. Said Workers'
Compensation Insurance shall be through its business services firm Conrad Business
Services, Inc. AUDITORS agree to maintain professional liability insurance to protect
CITY from AUDITORS' negligent acts, errors or omissions of a professional nature. If in
any claim related tot he performance hereunder be asserted against either party hereto, the
party claimed against shall receive all reasonable assistance from the other. The a
requirements herein for subrogation may be waived by the CITY with respect to such
professional liability insurance.
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The insurance required hereunder shall be kept in effect during the term of this Agreement Lo
and shall not be subject to reduction in coverage below the limits established herein nor
cancellation or termination without thirty(30)days prior written notice by registered letter
to the CITY. The insurer shall waive the right of subrogation against CITY, its officers, i
employees and agents, and the coverage shall be primary for losses arising out of o
AUDITORS' performance hereunder and neither the CITY nor its insurers shall be w
L
required to contribute to any such loss. A certificate evidencing the foregoing and naming °
the CITY as an additional insured shall be delivered to and approved by the CITY prior to 6
commencement of the services hereunder. The procuring of such insurance or the z
delivery of policies or certificates evidencing the same shall not be construed as a
limitation of AUDITORS' obligation to indemnify the CITY,its officials and employees.
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The amount of insurance required hereunder shall be as follows: a
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1. Workers Compensation to statutory limits; o
2. Commercial General Liability: Q
Each occurrence $1,000,000
Personal injury $1,000,000
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Aggregate limit $2,000,000
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3. Hired Auto and Non-Owned Auto Liability: c
Each occurrence $1,000,000
Aggregate limit $1,000,000
4. Professional Liability: _
Each claim and in the aggregate $1,000,000 r
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11.PREVAILING PARTY. If any court action occurs as a result of a dispute between the
parties concerning any element of this agreement, the prevailing party shall be entitled to
reasonable attorney's fees. The costs, salary and expenses of the City Attorney and
members of his office in enforcing this agreement on behalf of the City shall be
considered as"attorney's fees" for the purpose of this paragraph.
Packet Pg.365
2006-240
2009-292
12. NOTICE. All written notices to the parties hereto shall be sent by United States mail,
postage prepaid by registered or certified mail addressed as follows:
CITY: Barbara Pachon, Finance Director
City of San Bernardino
300 North"D"Street, 6`t' Floor
San Bernardino CA 92418 2
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AUDITORS: Terry P. Shea, Partner
Rogers Anderson Malody& Scott L.L.P. a
290 N"D" Street, Suite 300
San Bernardino CA 92401 c
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13. AUTHORITY TO EXECUTE AGREEMENT. Both CITY and AUDITORS do 0
covenant that each individual executing this Agreement on behalf of each party is a
person duly authorized and empowered to execute agreements for such party.
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IN WITNESS WHEREFORE, the parties hereto have caused this instrument to be executed a
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the day and year first written above. w
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THE CITY OF SAN BERNARDINO `"
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By:_ =s7—�a
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Patri ck J. p d
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ATTEST: N
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APPROVED AS TO FORM: N
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J es F. Penman, City Attorney
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ROGERS ANDERSON MALODY &
SCOTT
Terry P ea,Partner
Packet Pg.366
APPENDT
2009-292 20,_J Y 4.7NCIiER,C,P"
ROBERT B.MEMORY.C.P
9_0 MN PHILLIP H WALLER,C.P
BRENDA L.ODLE,C_P
TERRY P.SHEA,C,P
ROGERs, ANDERSON, MALor)y& SCOTT, LLF KIRK A.FRANKS.C.P
MATTHEW W B.WILSON.C.P
CERT1F 1ED PU8LICACCOUNTANT5 SCOTT W.MANNO,C.P
IEENA$HANBHAQ,C.P
NANCY O'RAFFERTY,C
BRADFERD A,WELEBIR,C.P
JENNY LIU.C.P
TIMOTHY P.HORN.C.P
July 9, 2009 JOHN'J.BADIA,C P G1
JONATHAN R.KUHN,C.P. V
BRADFORD L.ROCKA8RAN0,C.P.
PAPA MATAR TMAW,C.P.
City of San Bernardino a
City Council T
300 North "D" Street =
San Bernardino, CA 92418
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We are engaged to audit the Primary Government financial statements and Comprehensive Annual
Financial Report (CAFR) (collectively the City's basic financial statements or the City) for the years
ended June 30, 2009 and 2010. We will audit the financial statements of the governmental activities, a
the business-type activities, each major fund, and the aggregate remaining fund information, which o
collectively comprise the basic financial statements of the City, as of and for the years ended June 30, w
2009 and 2010. We understand the City will present its financial statements in the form of a °
Comprehensive Annual Financial Report and in the form of primary government statements (excluding
the City's Water Department). Accounting standards generally accepted in the United States provide z
for certain required supplementary information (RSI), such as management's discussion and analysis =
(MD&A), to accompany the City's basic financial statements. As part of our engagement, we will apply E
certain limited procedures to the City's RSi. These limited procedures will Consist principally of inquiries 0C
of management regarding the methods of measurement and presentation, which management is E
responsible for affirming to us in its representation letter. Unless we encounter problems with the
presentation of the RSI or with procedures relating to it, we will disclaim an opinion on it. The following
RSI is required by generally accepted accounting principles and will be subjected to certain limited 0
procedures, but will not be audited (CAFR and primary government financial statements): Q
1. Management's Discussion and Analysis.
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2. PERS schedule of funding progress. N
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3. Major fund budgetary comparison schedules. o
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Supplementary information other than RSI also accompanies the City's basic financial statements. We
will subject the following supplementary information to the auditing procedures applied in our audit of W
the basic financial statements and will provide an opinion on it in relation to the basic financial
statements (CAFR and primary government financial statements): E
1. Combining fund schedules.
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2. Budgetary comparison schedules.
' MEMBERS
AMERICAN INSTITUTE OF
CERTIFIED PUBLIC ACCOUNTANTS
PCPS THE AICPA ALLIANCE FOR CPA FIRMS VANIR TOWER 290 NORTH"0°STREET SUITE 300
SAN REP
CALIFORNIA SOCIETY OF (909)889-0871 • (909)824-6736 • Packet Pg.367
CERTIFIED PUBLIC ACCOUNTANTS Wets!! .
7.A.c
i
2009-292
City of San Bernardino July 9, 2409
City Council Page 2
Ar
The following additional information accompanying the basic financial statements will not be subjected
to the auditing procedures applied in our audit of the financial statements, and for which our auditor's
report will disclaim an opinion (CAFR only):
1. Statistical data.
.2
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Audit Objectives co
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The objective of our audit is the expression of opinions as to whether your basic financial statements
l are fairly presented, in all material respects, in conformity with U.S. generally accepted accounting
principles and to report on the fairness of the additional information referred to in the first paragraph
when considered in relation to the basic financial statements taken as a whole. The objective also a
includes reporting on-- y
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• Internal control related to the financial statements and compliance with laws, regulations, and
the provisions of contracts or grant agreements, noncompliance with which could have a in
material effect on the financial statements in accordance with Government Auditing Standards. o
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• Internal control related to major programs and an opinion (or disclaimer of opinion) on 12
compliance with laws, regulations, and the provisions of contracts or grant agreements that M
could have a direct and material effect on each major program in accordance with the Single z6
Audit Act Amendments of 1996 and OMB Circular A-133, Audits of States, Local Governments, _
and Non-Profit Organizations, if applicable.
The reports on internal control and compliance will each include a statement that the report is intended
solely for the information and use of management, the body or individuals charged with governance, Q
others within the entity specific legislative or regulatory bodies, federal awarding agencies, and if N
applicable, pass-through entities and is not intended to be and should not be used by anyone other 0
than these specked parties.
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Our audit will be conducted in accordance with auditing standards generally accepted in the United
States of America; the standards for financial audits contained in Government Auditing Standards, N
issued by the Comptroller General of the United States; the Single Audit Act Amendments of 1996; and
the provisions of OMB Circular A-133, and will include tests of accounting records, a determination of N
major program(s) in accordance with OMB Circular A-133, and other procedures we consider c
necessary to enable us to express such opinions and to render the required reports. If our opinions on N
the financial statements or the Single Audit compliance opinions are other than unqualified, we will fully N
discuss the reasons with you in advance. If, for any reason, we are unable to complete the audit or are
unable to form or have not formed opinions, we may decline to express opinions or to issue a report as
a result of this engagement.
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Packet Pg. 368
. 7.A.c
2009-292
City of San Bernardino July 9, 2009
City Council Page 3
Management Responsibilities
Management is responsible for the basic financial statements and all accompanying information as well
as all representations contained therein. Management is also responsible for preparation of the
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schedule of expenditures of federal awards in accordance with the requirements of OMB Circular A-133, .2
if applicable. As part of the audit, we will assist with preparation of your financial statements, schedule
of expenditures of federal awards, and related notes. You are responsible for making all management '
decisions and performing all management functions relating to the financial statements, schedule of
expenditures of federal awards, and related notes and for accepting full responsibility for such decisions. Q
You will be required to acknowledge in the management representation letter our assistance with
preparation of the financial statements and the schedule of expenditures of federal awards and that you
have reviewed and approved the financial statements, schedule of expenditures of federal awards, and a
related notes prior to their issuance and have accepted responsibility for them. Further, you are N
required to designate an individual with suitable skill, knowledge, or experience to oversee any
nonaudit services we provide and for evaluating the adequacy and results of those services and
accepting responsibility for them.
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Management is responsible for establishing and maintaining effective internal controls, including w
internal controls over compliance, and for monitoring ongoing activities, to help ensure that appropriate w
goals and objectives are met. You are also responsible for the selection and application of accounting M
principles; for the fair presentation in the financial statements of the respective financial position of the Z
governmental activities, the business-type activities, the aggregate discretely presented component =
units, each major fund, and the aggregate remaining fund information of the City and the respective a)
changes in financial position and, where applicable, cash flows in conformity with U.S. generally =
accepted accounting principles; and for compliance with applicable laws and regulations and the E
provisions of contracts and grant agreements. a
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Management is also responsible for making all financial records and related information available to us o
and for ensuring that management and financial information is reliable and properly recorded. Your 5
responsibilities also include, including identifying significant vendor relationships in which the vendor a
has responsibility for program compliance and for the accuracy and completeness of that information.
Your responsibilities include adjusting the financial statements to correct material misstatements and N
confirming to us in the representation letter that the effects of any uncorrected misstatements N
aggregated by us during the current engagement and pertaining to the latest period presented are N
immaterial, both individually and in the aggregate, to the financial statements taken as a whole.
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You are responsible for the design and implementation of programs and controls to prevent and detect y
fraud, and for informing us about all known or suspected fraud or illegal acts affecting the government
involving (1) management, (2) employees who have significant roles in internal control, and (3) others
where the fraud or illegal acts could have a material effect on the financial statements. Your a
responsibilities include informing us of your knowledge of any allegations of fraud or suspected fraud E
affecting the government received in communications from employees, former employees, grantors,
regulators, or others. In addition, you are responsible for identifying and ensuring that the entity a
complies with applicable laws, regulations, contracts, agreements, and grants. Additionally, as required
by OMB Circular A-933, it is management's responsibility to follow up and take corrective action on
reported audit findings and to prepare a summary schedule of prior audit findings and a corrective
action plan.
Packet Pg. 369
7,A.c
2009-292
City of San Bernardino Jul 9 2009
City Council y
Page 4
Management is responsible for establishing and maintaining a process for tracking the status of audit
findings and recommendations. Management is also responsible for identifying for us previous financial
audits, attestation engagements, performance audits, 'or other studies related to the objectives
discussed in the Audit Objectives section of this letter. This responsibility includes relaying to us
corrective actions taken to address significant findings and recommendations resulting from those 2
audits, attestation engagements, performance audits, or studies. You are also responsible for providing
management's views on our current findings, conclusions, and recommendations, as well as your Cn
planned corrective actions, for the report, and for the timing and format for providing that information.
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Audit Procedures—General
An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the Q
financial statements; therefore, our audit will involve judgment about the number of transactions to be y
examined and the areas to be tested. We will plan and perform the audit to obtain reasonable rather
than absolute assurance about whether the financial statements are free of material misstatement,
whether from (1) errors, (2) fraudulent financial reporting, (3) misappropriation of assets, or (4) Un
violations of laws or governmental regulations that are attributable to the entity or to acts by o
management or employees acting on behalf of the entity. Because the determination of abuse is w
subjective, Government Auditing Standards do not expect auditors to provide reasonable assurance of 0
detecting abuse. M
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Because an audit is designed to provide reasonable, but not absolute assurance and because we will =
not perform a detailed examination of all transactions, there is a risk that material misstatements or
noncompliance may exist and not be detected by us. In addition, an audit is not designed to detect
immaterial misstatements or violations of laws or governmental regulations that do not have a direct
and material effect on the financial statements or major programs. However, we will inform you of any a
material errors and any fraudulent financial reporting or misappropriation of assets that come to our N
attention. We will also inform you of any violations of laws or governmental regulations that come to our o
attention, unless clearly inconsequential. We will include such matters in the reports required for a
Single Audit. Our responsibility as auditors is limited to the period covered by our audit and does not a
extend to any later periods for which we are not engaged as auditors.
M
Our procedures will include tests of documentary evidence supporting the transactions recorded in the
accounts, and may include tests of the physical existence of inventories, and direct confirmation of N
receivables and certain other assets and liabilities by correspondence with selected individuals, funding o
sources, creditors, and financial institutions. We will request written representations from your attorneys N
as part of the engagement, and they may bill you for responding to this inquiry. At the conclusion of our o
audit, we will require certain written representations from you about the financial statements and related
matters.
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In addition, we will prepare the CAFR and the primary government financial statements on behalf of the E
City.
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Packet Pg. 370
7.A.c
2009-292
City of San Bernardino July 9, 2009
City Council Page 5
Audit Procedures—Internal Controls
Our audit will include obtaining an understanding of the entity and its environment, including internal
control, sufficient to assess the risks of material misstatement of the financial statements and to design
the nature, timing, and extent of further audit procedures. Tests of controls may be performed to test 2
the effectiveness of certain controls that we consider relevant to preventing and detecting errors and
fraud that are material to the financial statements and to preventing and detecting misstatements Cn
resulting from illegal acts and other noncompliance matters that have a direct and material effect on the
financial statements. Our tests, if performed, will be less in scope than would be necessary to render an Q
opinion on internal control and, accordingly, no opinion will be expressed in our report on internal
control issued pursuant to Government Auditing Standards.
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As required by OMB Circular A-133, we will perform tests of controls over compliance to evaluate the 0
effectiveness of the design and operation of controls that we consider relevant to preventing or a
detecting material noncompliance with compliance requirements applicable to each major federal
award program. However, our tests will be less in scope than would be necessary to render an opinion a
on those controls and, accordingly, no opinion will be expressed in our report on internal control issued o
pursuant to OMB Circular A-133. w
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An audit is not designed to provide assurance on internal control or to identify significant deficiencies. M
However, during the audit, we will communicate to management and those charged with governance z
internal control related matters that are required to be communicated under AiCPA professional =
standards, Government Auditing Standards, and OMB Circular A-133.
Audit Procedures—Compliance
Q
As part of obtaining reasonable assurance about whether the financial statements are free of material N
misstatement, we will perform tests of the City's compliance with applicable laws and regulations and o
the provisions of contracts and agreements, including grant agreements. However, the objective of
those procedures will not be to provide an opinion on overall compliance and we will not express such a
an opinion in our report on compliance issued pursuant to Government Auditing Standards.
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If applicable, OMB Circular A-133 requires that we also plan and perform the audit to obtain reasonable
assurance about whether the auditee has complied with applicable laws and regulations and the N
provisions of contracts and grant agreements applicable to major programs. Our procedures will consist o
of tests of transactions and other applicable procedures described in the OMB Circular A-133 N
Compliance Supplement for the types of compliance requirements that could have a direct and material o
effect on each of the City's major programs. The purpose of these procedures will be to express an
opinion on the City's compliance with requirements applicable to each of its major programs in our
report on compliance issued pursuant to OMB Circular A-133. m
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Audit Administration, Fees, and Other
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We understand that your employees will prepare all cash, accounts receivable, or other confirmations
we request and will locate any documents selected by us for testing.
We will provide copies of our reports to the City; however, management is responsible for distribution of
the reports and the financial statements. Unless restricted by law or regulation, or containing privileged
and confidential information, copies of our reports are to be made available for public inspection.
Packet Pg. 371
. 7.A.c
2009-292
City of San Bernardino July 9, 2009
City Council Page 6
At the conclusion of the engagement, we will complete the appropriate sections of the Data Collection
Form that summarizes our audit findings. We will provide two copies (an original and print-ready master)
of our reports to the City; however, it is management's responsibility to submit the reporting package
(including financial statements, schedule of expenditures of federal awards, summary schedule of prior
audit findings, auditors' reports, and corrective action plan) along with the Data Collection Form to the 2
federal audit clearinghouse and, if appropriate, to pass-through entities. The Data Collection Form and
the reporting package must be submitted within the earlier of 30 days after receipt of the auditors' (n
reports or nine months after the end of the audit period, unless a longer period is agreed to in advance
by the cognizant or oversight agency for audits. At the conclusion of the engagement, we will provide
information to management as to where the reporting packages should be submitted and the number to U
submit. W
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The audit documentation for this engagement is the property of Rogers, Anderson, Malody &Scott, LLP
and constitutes confidential information. However, pursuant to authority given by law or regulation, we
may be requested to make certain audit documentation available to any cognizant or oversight
agencies or its designee, a federal agency providing direct or indirect funding, or the U.S. Government a
Accountability Office for purposes of a quality review of the audit, to resolve audit findings, or to carry o
out oversight responsibilities. We will notify you of any such request. If requested, access to such audit w
documentation will be provided under the supervision of our firm personnel. Furthermore, upon request, o-
we may provide copies of selected audit documentation to the aforementioned parties. These parties M
may intend, or decide, to distribute the copies or information contained therein to others, including other Z
governmental agencies. _
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The audit documentation for this engagement will be retained for a minimum of five years after the c
report release or for any additional period requested by any cognizant agencies, any oversight E
agencies, or any pass-through entities. If we are aware that a federal awarding agency, pass-through Q
entity, or auditee is contesting an audit finding, we will contact the party(ies) contesting the audit finding N
for guidance poor to destroying the audit documentation. `o
Our fee for these services will be at our standard hourly rates plus out-of-pocket costs (such as report a
reproduction, word processing, postage, travel, copies, telephone, etc.) except that we agree that our
gross fee, including expenses, will not exceed $54,300 for 2009 and $55,900 for 2010. Our standard N
hourly rates vary according to the degree of responsibility involved and the experience level of the N
personnel assigned to your audit. Our invoices for these fees will be rendered each month as work
progresses and are payable on presentation. If we elect to terminate our services for nonpayment, our o
engagement will be deemed to have been completed upon written notification of termination, even if we N
have not completed our report(s). You will be obligated to compensate us for all time expended and to 0
reimburse us for ail out-of-pocket costs through the date of termination. The above fee is based on
anticipated cooperation from your personnel and the assumption that unexpected circumstances will
not be encountered during the audit. If significant additional time is necessary, we will discuss it with E
you and arrive at a new fee estimate before we incur the additional costs. E
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Government Auditing Standards require that we provide you with a copy of our most recent external Q
peer review report and any letter of comment, and any subsequent peer review reports and letters of
comment received during the period of the contract. Our 2005 peer review report accompanies this
letter,
Packet Pg. 372
7:A.c
2009-292 '
City of San Bernardino July 9, 2009
City Council Page 7
We appreciate the opportunity to be of service to the City of San Bernardino and believe this letter
accurately summarizes the significant terms of our engagement. If you have any questions, please let
us know. If you agree with the terms of our engagement as described in this letter, please sign the
enclosed copy and return it to us. N
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Very truly yours,
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ROGERS, ANDERSON, MALODY& SCOTT, LLP Q
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Terry S ea PA
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RESPONSE. 11J
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This letter correctly sets forth the understanding of the City of San Bernardino. M
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:.-"""`_ """. -• n--� _: 2009-292 FOUNDERS
TIMPSON GAI2CIA,LLP Lawrence S. .Garcia,CPA(1891-197-0
LeVerne W.Garcia.CPA{4404-1983)
CPAS AND CONSULTANTS
PARTNERS
Elaine sLee Kawasaki,CPA
gulst lt) 2006 William E.Moy,CPA
A1>igust Edgar Cagawan,CPA
CONSULTANT
To the Owners William 1.Boyle.CPA jq
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Rogers, Anderson, Malody&Scott, LLP
FIRM ADMINISTRATOR
Liz Davis d
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We have reviewed the system of quality control for the accounting and auditing practice of Rogers,Anderson,Melody
&Scott,LLP(the firm)in effect for the year ended November 30,2005. A system of quality control encompasses the Q
firm's organizational structure, the policies adopted and procedures established to provide it with reasonable assurance
of conforming with professional standards. The elements of quality control are described in the Statements on Quality
Control Standards issued by the American Institute of Certified Public Accountants(AICPA). The firm is responsible a
for designing a system of quality control and complying with it to provide the firm reasonable assurance of conforming 0
with professional standards in all material respects. Our responsibility is to express an opinion on the design of the 0
system of quality control and the firm's compliance with its system of quality control based on our review.
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Our review was conducted in accordance with standards established by the Peer Review Board of the AICPA. During o
our review,we read required representations from the firm,interviewed firm personnel and obtained an understanding w
of the nature of the firm's accounting and auditing practice, and the design of the firm's system of quality control 42
sufficient to assess the risks implicit in its practice. Based on our assessments, we selected engagements and 0.
administrative files to test for conformity with professional standards and compliance with the firm's system of quality Zo
control. The engagements selected represented a reasonable cross-section of the firm's accounting and auditing practice 'r-
with emphasis on higher-risk engagements. The engagements selected included among others, audits of Employee E
Benefit Plans and engagements performed under GovenwientAuditing Standards. Prior to concluding the review,we a
reassessed the adequacy of the scope of the peer review procedures and met with firm management to discuss the ?
results of our review. We believe that the procedures we performed provide a reasonable basis for our opinion. a
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In performing our review,we obtained an understanding of the system of duality control for the firm's accounting and t
auditing practice. In addition, we tested compliance with the firm's quality control policies and procedures to the a
extent we considered appropriate. These tests covered the application of the firm's policies and procedures on selected
engagements. Our review was based on selected tests therefore it would not necessarily detect all weaknesses in the M
system of quality control or all instances of noncompliance with it. There are inherent limitations in the effectiveness
of any system of quality control and therefore noncompliance with the system of quality control may occur and not be rn
detected. Projection of any evaluation of a system of quality control to future periods is subject to the risk that the N
system of quality control may become inadequate because of changes in conditions, or because the degree of c
compliance with the policies or procedures may deteriorate. N
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In our opinion,the system of quality control for the accounting and auditing practice of Rogers,Anderson,Malody&
Scott,LLP in effect for the year ended November 30,2005,has been designed to meet the requirements of the quality
control standards for an accounting and auditing practice established by the AICPA and was complied with during the 4'
year then ended to provide the firm with reasonable assurance of conforming with professional standards.
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70 Washin g ton Street, Suite 300
Oakland, CA 94607-3705
Members of: 510.832.2325 or 800.941.2727
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A Worldwide Network of Independent Firms www.timpsongarcla,com
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RESOLUTION NO. 2011-88
2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
3 SAN BERNARDINO AUTHORIZING THE EXECUTION OF AMENDMENT NO. 2 TO
THE AGREEMENT FOR AUDITING SERVICES BY AND BETWEEN THE CITY OF SAN
4 BERNARDINO AND ROGERS, ANDERSON, MALODY & SCOTT, L.L.P. FOR THE
PROVISION OF FINANCIAL AUDITING SERVICES.
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6 WHEREAS, the City of San Bernardino desires to enter into Amendment No. 2
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7 ("Amendment No. 2") to the Agreement for auditing services with Rodgers, Anderson, Malody
8
&. Scott, L.L.P., to extend the Agreement for a period of two (2) years in order to perform a
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financial audit services for the City of San Bernardino ("City") as attached.
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11 NOW, THEREFORE, BE IT RESOLVED, DETERMINED, AND ORDERED BY a
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32 THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO, AS o
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13 FOLLOWS: d
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14 SECTION 1. The City Manager is hereby authorized and directed to execute on behalf
15 of said City Amendment No. 2 with Rogers, Anderson, Malody & Scott, L.L.P. approving a
16 a
two (2) year extension to the Agreement to perform financial audit services for the City, for a N
17
18 two (2) year period starting from July 1, 2011 to June 30, 2013. (The audit periods covered a
19 will be FY 10-11 and FY 11-12.) A copy of which is attached hereto as Exhibit "A" and M
N
20 incorporated herein by reference. Upon execution of said agreement, the Purchasing Manager co
T
21 of the City of San Bernardino is directed to issue a Purchase Order to Rogers, Anderson, N
22 Malody & Scott LLP in the amount not to exceed $53,400 for FY 11-12; and $53,400 for FY E
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23 U
12-13. a
24
SECTION 2. The authorization to execute the above referenced agreement is rescinded
25
26 if the parties to the agreement fail to execute it within sixty (60) days of the passage of this
27 resolution.
28
Packet Pg.373
2021-88
1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AMENDMENT NO. 2 TO
2 THE AGREEMENT FOR AUDITING SERVICES BY AND BETWEEN THE CITY OF SAN
3 BERNARDINO AND ROGERS, ANDERSON, MALODY & SCOTT L.L.P. FOR THE
PROVISION OF FINANCIAL SERVICES.
4 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor
5 joint
and Common Council of the City of San Bernardino at an regular meeting thereof, held U%)
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6
' on the 18th day of Aril , 2011, by the following vote,to wit: Q
U
Council Members: AYES NAYS ABSTAIN ABSENT
8 a
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9 MARQUEZ x N
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14 VACANT
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11 BRINKER x w
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12 x
SHORETT
13 z°
KELLEY X c
14
15
JOHNSON x
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16 MCCAMMACK x a
as
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18 Rachel G. Clark, City Clerk
19 The foregoing resolution is hereby approved this /j' .-iay of April
20 2011. 00
21 N
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22 J. Morris, May 3r
23 City of San Bernardino
ig
Approved as to Form Q
24
JAMES F. PENMAN,
25 City Attorney
26 '
27 By-
28
Packet Pg. 376
2011-88
EXHIBIT A
AMENDMENT NO. 2 TO THE AGREEMENT FOR A UDITING SER VICES
(ORIGINAL AGREEMENTAPPROVED BYMAYOR AND COMMON COUNCIL ON
7110106 RESOL UTION No. 2006-240)
as
This Amendment No. 2 to the Agreement for Auditing Services ("Amendment No. 2") is
made and entered into on this 18th day of April, 2011 by and between the City of San in
Bernardino, a municipal corporation (hereinafter referred to as "CITY") and Rogers, a
Anderson, Malody and Scott, L.L.P., Certified Public Accountants (hereinafter referred to as
"AUDITORS"). _
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WITNESSETH o
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WHEREAS, the AUDITORS are recognized as competent and qualified certified public
accountants who were selected by the CITY through competitive procedures, and are duly
authorized to practice and licensed as such by the California State Board of Accountancy; o
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WHEREAS,the CITY approved a three year contract for auditing services with AUDITORS o
ending 6/30/09(final audit year of 2007-08), M
6
WHEREAS,the CITY approved amendment No. 1, a two year contract extension, for
auditing services with AUDITORS ending 6/30/11 (final audit year of 09-10). E
a
WHEREAS, in response to the CITY'S request of vendor to reduce contract cost, E
AUDITORS agree to continue the 10% reduction rate as stated in Amendment No. 1, and a
included in their flat fee amount during the two year contract extension, has added an
additional reduction amount of approximately 2%.
a
NOW, THEREFORE, in consideration of their mutual promises, obligations and covenants
hereinafter contained, the parties hereto agree to the following changes to the original
M
N
contract:
00
1. TERM. Unless terminated earlier or cancelled as provided for herein, the term of this N
Amendment No. 2 shall be extended for each of the two (2) fiscal years ending June 30,
2012 (audit period of FY 10-11); and ending June 30, 2013 (audit period of FY 11-12). E
U
5. COMPLETION OF AUDIT AND DELIVERY OF AUDIT OPINIONS. AUDITORS Q
shall complete all work by the dates that shall be agreed upon for each fiscal year
included in the term of this Amendment No. 2 to the Agreement, but in no event shall
any final written audit report, management letter, final typed audit opinions or affiliated
report be delivered to the CITY later than December I for the immediately prior fiscal
year being audited.
1 Packet-Pg. 377'
2011-88
13. AUTHORITY TO EXECUTE AGREEMENT, Both CITY and AUDITORS do
covenant that each individual executing this Amendment No. 2 to the Agreement on
behalf of each party is a person duly authorized and empowered to execute agreements
for such party.
14. All other provisions of the original agreement approved by Resolution 2006-240 of the
Mayor and Council on July 10, 2006, as set forth in Exhibit 1, shall remain in effect
through the end of revised contract term.
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IN WITNESS WHEREFORE, the parties hereto have caused this instrument to be executed a
the day and year first written above.
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THE CITY OF SAN BERNARDINO ='
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Dated: BY
Charf6s McNeeley, a
City Manager o
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ATTEST:
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City lerk
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APPROVED AS TO FORM: E
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City Attorney
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Dated: 41Z 7 ROGERS,ANDER N, MALODY &SCOTT N
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Terry ea,Partner
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2 Packet Pg.378
7A.e
1 RESOLUTION NO. 2006-240
2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT
3 BETWEEN THE CITY OF SAN BERNARDINO AND ROGERS ANDERSON MALODY
4 AND SCOTT L.L.P. FOR THE PROVISION OF FINANCIAL AUDITING SERVICES.
5
6 BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY Cn
? OF SAN BERNARDINO AS FOLLOWS;
a
8 SECTION 1. The Mayor is hereby authorized and directed to execute on behalf of said
d
9 City an agreement with Rogers Anderson Malody and Scott L.L.P. relating to financial a
0
N
10 auditing services, a copy of which is attached hereto as Exhibit "A"and incorporated herein by a
11 reference. Upon execution of said agreement, the Purchasing Manager of the City of San a
12 °
Bernardino is directed to issue a Purchase Order to Rogers Anderson Malody and Scott in the o
13 M
amount not to exceed 555,200 for FY 06-07; $56,900 for FY 07-08, and $58,600 for FY 08-09. o
14 Z
15 SECTION 2. The authorization to execute the above referenced agreement is rescinded
16 if the parties to the agreement fail to execute it within sixty (60) days of the passage of this E
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17 resolution. "
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Packet Pg.379
1
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
2 SAN BERNARDINO AUTHORIZING THE EXECUTION OF AN AGREEMENT
BETWEEN THE CITY OF SAN BERNARDINO AND ROGERS ANDERSON MALODY
3 AND SCOTT L.L.P. FOR THE PROVISION OF FINANCIAL SERVICES.
4 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor
5 joint N
and Common Council of the City of San Bernardino at an regular meeting thereof,held
6
on the 10th day o f July ,2006,by the following vote,to wit: co
7
8 Council Members: AYES NAYS ABSTAIN ABSENT a
9 ESTRADA x a
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10 BAXTER x N
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11 MCGINNIS x co
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12 DERRY x w
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13
KELLEY x `"
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15 JOHNSON x
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16 MCCAMMACK x
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18 Rac el G.Clark, City Clerk w
19 a
The foregoing resolution is hereby approved this j°Z ' day of July ,
20 2006.
CD
21 N
22 atric J.Morris,Mayo N
City of San Bernardino
Approved as to Form s
24 "
JAMES F.PENMAN, a
25 City Attorney
26
27 By'
28
Packet Pg.380
aaa6-24a
AGREEMENT FOR AUDITING SERVICES
July
This Agreement for Auditing Services is made and entered into on this 10th day of 104,
2006 by and between the City of San Bernardino, a municipal corporation (hereinafter
referred to as "CITY") and Rogers, Anderson, Malody and Scott, L.L.P., Certified Public
Accountants(hereinafter referred to as"AUDITORS"). in
w
WITNESSETH a
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WHEREAS, AUDITORS are recognized as competent and qualified certified public
accountants who were selected by the CITY through competitive procedures, and are duly a
authorized to practice and licensed as such by the California State Board of Accountancy; N
a�
NOW, THEREFORE, in consideration of their mutual promises, obligations and covenants 3
hereinafter contained,the parties hereto agree as follows: Q
0
1. TERM. Unless terminated earlier or cancelled as provided for herein, the term of this o
Agreement shall be for the each of the fiscal year ending June 30, 2007 through 2009. M
6
2. SCOPE OF SERVICES. The AUDITORS agree to provide services and perform all work Z
necessary in a manner satisfactory to the CITY as set forth in the proposal, the request for
proposal (RFP) for audit services dated 4/13/2006, and AUDITOR'S proposal dated May
4, 2006. These documents are attached hereto and by reference incorporated herein and 0
made a part hereof. a
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3. CITY'S OBLIGATIONS. For furnishing services specified in this Agreement, CITY will s
pay and the AUDITORS shall receive the full compensation as set forth in the proposal a
attached hereto and by reference incorporated herein and made a part hereof
Additionally, CITY agrees to provide AUDITORS with supporting schedules, trial M
balances and reconciliations as necessary to complete the services requested.
0
4. PAYMENT SCHEDULE. The AUDITORS shall submit a monthly billing based on the to
percentage of audit work completed. After approval of the CITY'S Director of Finance, N
said invoice shall be paid within 30 days. w
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5. COMPLETION OF AUDIT AND DELIVERY OF AUDIT OPINIONS.
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A. AUDITORS shall complete all work by the dates provided in the request for proposal Q
of each fiscal year included in the term of this Agreement.
B. AUDITORS shall deliver their final typed audit opinions and other reports as set forth
in the proposal for each fiscal year included in the term of this Agreement provided
CITY furnishes the information to AUDITORS pursuant to the request for proposal in
a timely manner.
Packet Pg.381
2006-240
6. TERMINATION.
A. Termination Without Cause. CITY and AUDITORS shall have the right to terminate
this Agreement, by giving not less than thirty (30) days written notice of termination
to the other party. On the date of termination stated in the written notice, AUDITORS
shall discontinue performance of the services,preserve the product of the services, and N
turn over to CITY the product of the services in accordance with written instructions
of CITY. If CITY terminates the Agreement under this Subsection A of Section 6,
CITY shall compensate AUDITORS within thirty (30) days following the effective N
r
date of termination a fee for all services satisfactorily provided prior to the effective
date of termination based on the amounts and rates set forth in the proposal. If Q
AUDITORS terminate the Agreement under this Subsection A of Section 6, CITY
shall compensate AUDITORS in the same amount CITY would compensate
AUDITORS in the event CITY terminated the agreement under this Subsection A of a
L
Section 6, less any costs CITY pays other auditors to review or re-perform the services N
provided by AUDITORS prior to the date of termination. In the event of termination
without cause by eithe party, CITY's payment as provided herein shall constitute full
satisfaction of CITY's obligations under this Agreement. a
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B. Termination by CITY for Cause. o
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1. CITY may, by written notice to AUDITORS, immediately terminate the whole 6
or any part of this Agreement in any of the following circumstances: _
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a. AUDITORS fail to perform the services required by this Agreement =
within the time specified herein,or within any extension of that time; E
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b. AUDITORS fail to perform satisfactorily the services called for by this L
Agreement, or otherwise breaches any provision of this Agreement, and w
do not correct such failure within a period of ten (10) days or such a
longer period as CITY may authorize in writing after notice is given by
CITY specifying such failure of breach; or N
C. AUDITORS make a general assignment for the benefit of their N
creditors, files or have filed against them a petition in bankruptcy, or o
have a receiver appointed on account of their insolvency. °,
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d. AUDITORS fail to maintain the insurance required pursuant to Section E
10.
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2. Immediately upon receiving written notice of termination, AUDITORS shall Q
discontinue performing services, preserve the product of the services, and turn
over to the City the product of the services in accordance with written
instructions of CITY. In the event CITY terminates this Agreement in whole
or in part as provided above in Paragraph 1 of this Subsection B of Section 6,
CITY shall pay AUDITORS a fee for all services satisfactorily provided by
AUDITORS prior to the effective date of termination based on the amounts
Packet Pg.382
7A.e
2006-240
and rates set forth in the proposal, less any fees CITY pays other auditors to
review or re-perform the services provided by AUDI`T'ORS prior to the date of
termination. Said payment shall constitute full satisfaction of City's
obligations under this Agreement.
C. Termination by AUDITORS for Cause. AUDITORS may immediately terminate this
Agreement if CITY is in breach of the Agreement and does not correct such breach
within a period often (10) days (or such longer period as AUDITORS may authorize
in writing) after notice is given by AUDITORS specifying such failure of breach. If
AUDITORS terminate the Agreement pursuant to this Subsection C of Section 6, co
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CITY shall compensate AUDITORS within thirty (30) days following the effective
date of termination a fee for all services satisfactorily provided prior to the effective Q
date of termination based on the amounts and rates set forth in Appendix B, and such
payment shall constitute full satisfaction of CITY's obligations under this Agreement. a
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7. NOT OBLIGATION TO THIRD PARTIES. The CITY shall not be obligated or liable N
hereunder to any party other than the AUDITORS.
3
8. PROHIBITION AGAINST SUBCONTRACTING OR ASSIGNMENT. The experience, a
0
knowledge, capability and reputation of AUDITORS, its principals and employees were a W
substantial inducement for the CITY to enter into this Agreement. Therefore AUDITORS °
shall not contract with any other entity to perform in whole or in part the services required M
hereunder without the express written approval of the CITY. In addition, neither this z6
Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated
or encumbered voluntarily or by operation of law, whether for the benefit of creditors or E
otherwise, without the prior written approval of CITY. Transfers restricted hereunder c
shall include the transfer to any person or group of persons acting in concert of more than E
twenty-five percent (25%) of the present ownership and/or control of AUDITORS, taking
all transfers into account on a cumulative basis. In the event of any such unapproved
transfer, including in any bankruptcy proceeding this Agreement shall be void. No r
approved transfer shall release any surety of AUDITORS of any liability hereunder a
without the express consent of CITY.
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9. INDEPENDENT CONSULTANT. Neither the CITY nor any of its employees shall have
any control over the manner, mode or means by which the AUDITORS, its agents or N
employees perform the services required herein, except as otherwise set forth. The CITY o
shall have no voice in the selection, discharge, supervision or control of AUDITORS' N
employees, servants,representatives or agents, or in fixing their number, compensation or
hours of service. AUDITORS agree to maintain continuity of managerial personnel E
assigned to the engagement except for reasons beyond AUDITORS' control. AUDITORS
shall perform all services required herein as an independent contractor of CITY and shall Q
remain at all times to the CITY a wholly independent consultant with only such
obligations as are consistent with that role. AUDITORS shall not at any time or in any
manner represent that it or any of its agents or employees are agents or employees of
CITY. CITY shall not in any way or for any purpose become or be deemed to be a
partner of AUDITORS in its business or otherwise of a joint venture or a member of any
joint enterprise with AUDITORS.
t Packet Pg.383
2006240
10, INSURANCE. The AUDITORS shall procure and maintain, at its cost, comprehensive
general liability and property damage insurance, including automobile and excess liability
insurance, against all claims for injuries against persons or damages to property resulting
from AUDITORS' negligent acts or omissions rising out of or related to AUDITORS'
performance under this Agreement. AUDITORS shall also carry Workers' Compensation
Insurance in accordance with State Workers' Compensation laws. Said Workers'
Compensation Insurance shall be through its business services firm Conrad Business N
Services, Inc. AUDITORS agree to maintain professional liability insurance to protect
CITY from AUDITORS' negligent acts, errors or omissions of a professional nature. If i!
any claim related tot he performance hereunder be asserted against either party hereto,the Cn
party claimed against shall receive all reasonable assistance from the other. The
requirements herein for subrogation may be waived by the CITY with respect to such a
professional liability insurance. _
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The insurance required hereunder shall be kept in effect during the term of this Agreement a
and shall not be subject to reduction in coverage below the limits established herein nor °
cancellation or termination without thirty(30) days prior written notice by registered letter
to the CITY. The insurer shall waive the right of subrogation against CITY, its officers,
employees and agents, and the coverage shall be primary for losses arising out of a
e hereunder and neither the CITY nor its insurers shall be o
AUDITORS performance w
required to contribute to any such loss. A certificate evidencing the foregoing and naming o
the CITY as an additional insured shall be delivered to and approved by the CITY prior to M
commencement of the services hereunder. The procuring of such insurance or the z°
delivery of policies or certificates evidencing the same shall not be construed as a
limitation of AUDITORS' obligation to indemnify the CITY,its officials and employees.
The amount of insurance required hereunder shall be as follows: E
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1. Workers Compensation to statutory limits; o
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2. Commercial General Liability: Q
Each occurrence $1,000,000
Personal injury $1,000,000
Aggregate limit $2,000,000 N
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3. Hired Auto and Non-Owned Auto Liability: N
Each occurrence $1,000,000
Aggregate limit $1,000,000
4. Professional Liability: Q
Each claim and in the aggregate $1,000,000
11. PREVAILING PARTY. If any court action occurs as a result of a dispute between the
parties concerning any element of this agreement, the prevailing party shall be entitled to
reasonable attorney's fees. The costs, salary and expenses of the City Attorney and
members of his office in enforcing this agreement on behalf of the City shall be
considered as "attorney's fees" for the purpose of this paragraph.
PacketPg.384
7A.e
2006-240
12.NOTICE. All written notices to the parties hereto shall be sent by United States mail,
postage prepaid by registered or certified mail addressed as follows:
CITY: Barbara Pachon,Finance Director
City of San Bernardino
300 North"D" Street,6h Floor
N
San Bernardino CA 92418
AUDITORS: Terry P. Shea,Partner in
Rogers Anderson Malody& Scott L.L.P.
290 N"D" Street, Suite 300 Q
San Bernardino CA 92401
d
13. AUTHORITY TO EXECUTE AGREEMENT. Both CITY and AUDITORS do a
covenant that each individual executing this Agreement on behalf of each party is a N
person duly authorized and empowered to execute agreements for such party.
IN WITNESS WHEREFORE, the parties hereto have caused this instrument to be executed a
the day and year first written above. °
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THE CITY OF SAN BERNARDINO M
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Patri J. Morris, or =
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ATTEST:
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City"Clerk Q
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APPROVED AS TO FORM:
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N
J es F. Penman, City Attorney
E
ROGERS ANDERSON MALODY & o
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SCOTT a
.OM.. Terry PjAea,Partner
Packet-Pg.385