HomeMy WebLinkAbout05.AD- Successor Agency S.AD
RESOLUTION (ID#3347) DOC ID: 3347 C
CITY OF SAN BERNARDINO—REQUEST FOR COUNCIL ACTION
Agreement/Contract Amendment
From: Allen Parker M/CC Meeting Date: 07/07/2014
Prepared by: Lisa Connor, (909) 663-1044
Dept: Successor Agency Ward(s): All
Subject:
Resolution of the Mayor and Common Council of the City of San Bernardino Acting as the
Successor Agency to the San Bernardino Redevelopment Agency Approving the First
Amendment to the Professional Services Agreement with James P. Morris. (#3347)
Current Business Registration Certificate: No
Financial Impact:
The total compensation for the term shall not exceed$85,000. The cost of this agreement has
been included in the Administrative line item of the Recognized Obligation Payment Schedule.
Account Description: <<Insert Account Description
Balance as of. <<Insert Date>>
Balance after approval of this item: <<Insert Amount>>
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: Adopt the Resolution.
Synopsis of Previous Council Action:
On April 14, 2014, the City of San Bernardino acting as the Successor Agency to the former
Redevelopment Agency (Successor Agency) entered into a Professional Services Agreement
with Mr. James P. Morris, to assist with the wind down of the former Redevelopment Agency of
the City of San Bernardino in an amount of$24,999.
Background:
The Successor Agency acquired the services of Mr. Morris to assist the Executive Director in
matters related with the wind down of the former Redevelopment Agency. Mr. Morris has been
working closely with Urban Futures, Inc, to ensure that the Successor Agency is on track in
meeting the requirements of the Dissolution Act. As the Successor Agency's primary contact
with the Department of Finance (DOF), Mr. Morris' knowledge and history of the former
Redevelopment Agency has been effective in addressing issues relating to the Recognized
Obligation Payment Schedule (ROPS) and the Due Diligence Reports (DDRs). In addition to
the DOF, Mr. Morris will work closely with the Oversight Board, the State Controller's Office
(SCO), and the County Auditor-Controller(CAC).
Due to the complex nature of the Agency, it is important to the Successor Agency that Mr.
Morris work directly with the DOF and Successor Agency staff through the wind down process;
therefore, staff is recommending that the City, approve and authorize a Professional Services
Agreement with Mr. Morris the term beginning July 1, 2014 through December 30, 2014.
Updated: 7/2/2014 by Georgeann"Gigi"Hanna C I Packet Pg. 770
5.AD
3347
Compensation shall not exceed$85,000.
City Attorney Review:
Supporting Documents:
reso 3347 (PDF)
agrmt 3347 (PDF)
Exhibit 1 to 1 St Amendment (PDF)
Updated: 7/2/2014 by Georgeann"Gigi"Hanna C Packet Pg. 771
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1 RESOLUTION NO,
2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY
3 OF SAN BERNARDINO ACTING AS THE SUCCESSOR AGENCY TO THE
SAN BERNARDINO REDEVELOPMENT AGENCY APPROVING THE FIRST
4 AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH
JAMES P.MORRIS.
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6 WHEREAS, on January 9,2012,the Mayor and Common Council of the City of San Bernardin
7 ("Council") adopted Resolution No. 2012-12 confirming that the City of San Bernardino would be the
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8 Successor Agency to the Redevelopment Agency("Agency") of the City of San Bernardino ("Successo a
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Agency") effective February 1, 2012, pursuant to AB 1 X 26 (The Redevelopment Agency Dissolutio a)
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10 Act);and s
WHEREAS, the Successor Agency has been established pursuant to the California Health an
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Safety Code to wind-down the affairs of the dissolved redevelopment agency pursuant to ABxl 26; and E
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WHEREAS, James P. Morris has specialized expertise, knowledge and skills regarding the Sap a,
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Bernardino Redevelopment Agency;
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NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL
OF THE CITY OF SAN BERNARDINO ACTING AS THE SUCCESSOR HOUSING AGENCYTa
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16 OF THE REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO, As
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17 FOLLOWS: o
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18 SECTION 1: The City Manager is hereby authorized and directed to execute the Firs
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Amendment to the Professional Services Agreement with James P. Morris to provide assistance to the
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20 Successor Agency relative to the wind down of the former San Bernardino Redevelopment Agency at
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21 cost of$85,000. A copy of said First Amendment to Professional Services Agreement is attached heret
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22 as Exhibit"A"and incorporated herein by reference.
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23 SECTION 2: The authorization to execute the above referenced First Amendment t
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24 Professional Services Agreement is rescinded if the parties to the Amendment do not execute it within 6 Q
25 days of the passage of this Resolution.
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1 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY
OF SAN BERNARDINO ACTING AS THE SUCCESSOR AGENCY TO THE
2 SAN BERNARDINO REDEVELOPMENT AGENCY APPROVING THE FIRST
3 AMENDMENT TO THE PROFESSIONAL SERVICES AGREEMENT WITH
JAMES P.MORRIS.
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5 1 HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor an
6 Common Council of the City of San Bernardino, acting as the Successor Agency of the forme
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7 Redevelopment Agency at a meeting thereof, held on the day o
8 2014, by the following vote,to wit:
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COUNCIL MEMBERS: AYES NAYS ABSTAIN ABSENT
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MARQUEZ 3
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VALDIVIA
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14 NICKEL
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19 Georgeann Hanna, City Clerk M
20 The foregoing Resolution is hereby approved this day of , 2014.
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R. Carey Davis, Mayor E
23 Approved as to Form: City of San Bernardino
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24 Gary D. Saenz, City Attorney
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FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT
1 BETWEEN JAMES P. MORRIS AND THE CITY OF SAN BERNARDINO,ACTING AS
2 THE SUCCESSOR AGENCY TO THE SAN BERNARDINO
REDEVELOPMENT AGENCY
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4 THIS FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT is made anc
5 entered into this day of 2014 by and between the CITY OF SAID
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6 BERNARDINO (City), acting as the Successor Agency to the San Bernardino Redevelopmeni 0
7 Agency("Successor Agency"), and James P. Morris, an individual, ("Morris"or"Consultant").
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8 WITNESSETH
9 WHEREAS, City acting as the Successor Agency to the San Bernardino Redevelopment
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Agency entered into an Professional Services Agreement with Morris on April 14, 2014, for
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professional services; and
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WHEREAS, Morris, asserts that he remains competent, trained and qualified to provided
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such professional services; and
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15 WHEREAS, Section 12 of the aforesaid Agreement allows such agreement to be o
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16 amended by written agreement executed by the parties; and
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17 WHEREAS, the parties desire to enter into this First Amendment to Professional
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18 Services Agreement.
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19 NOW, THEREFORE,THE PARTIES HERETO AGREE AS FOLLOWS:
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20 1. AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT. This Firs E
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21 Amendment to Professional Services Agreement amends only those terms contained r
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22 herein; such terms not covered by this document remain in full force and effect as se
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forth in said Professional Services Agreement of April 14, 2014, attached hereto as
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Exhibit "1".
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2 2. Section 2. TERM. AND TERMINATION is hereby amended to be extended Iron
3 June 30, 2014 to December 31, 2014.
4 3. Section 5. COMPENSATION is hereby amended to increase the total amount to be
5 paid by $85,000.00. The total fee is hereby amended to $109,999.00.
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6 4. ENTIRE AGREEMENT. This First Amendment to Professional Service.
7 Agreement contains all of the terms to be so amended. Any correspondence, letters, document w
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8 or discussion leading up to this First Amendment to Professional Services Agreement whicl
9 deals with the terms contained herein are superseded by this First Amendment to Professiona
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Services Agreement.
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5. SEVERABILITY. If any part or provision of this First Amendment t<
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Professional Services Agreement is in conflict or inconsistent with applicable provisions o a
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federal, state, or city statutes, or it is otherwise held to be invalid or unenforceable by any cour o
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IS of competent jurisdiction, such part or provision shall be suspended and superseded by sue] o
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16 applicable law or regulations, and the remainder of this First Amendment shall not be affecte( ti
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17 thereby.
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22.docx Packet Pg.775
2 FIRST AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT
3 BETWEEN JAMES P. MORRIS AND THE CITY OF SAN BERNARDINO, ACTING AS
THE SUCCESSOR AGENCY TO THE SAN BERNARDINO
4 REDEVELOPMENT AGENCY
5 IN WITNESS WHEREOF, the parties hereto have caused this Amendment to b(
executed by and through their respective authorized officers, as of the date first above Written.
7 CITY OF SAN BERNARDINO, N
Acting as the Successor Agency to the E
8 Former San Bernardino Redevelopment -f°>
Agency
9 Date:
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10 Allen J. Parker, City Manager
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12 CONSULTANT
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Date: By:
James P. Morris °-
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Approved as to Form: a
16 Gary D. Saenz, City Attorney M
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1 PROFESSIONAL SERVICES AGREEMENT)BETWEEN THE SUCCESSOR
2 AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN
3 BERNARDINO AND JAMES P.MORRIS
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5 THIS AGREEMENT is made and entered into this 14"'day of April,2014("Effective n
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6 Date") by and between the SUCCESSOR AGENCY TO THE REDEVELOPMENT E '
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7 AGENYCY OF THE CITY OF SAN BERNARDINO, a charter city ("Successor Agency")
8 and JAMES R MORRIS ("Consultant").
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9 WITNESSETH:
10 WHEREAS, Successor Agency has the need for assistance with performance of the
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11 professional services set forth in Exhibit"A"; and
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12 WHEREAS, Consultant is competent,trained,and qualified currently to provide such in
13 professional services, and o
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14 WHEREAS,the parties desire to enter into this Agreement to outline the duties and
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15 responsibilities of the parties; °
16 NOW,THEREFORE,THE PARTIES AGREE AS FOLLOWS: M
.17 L SCOPE OF SERVICES. Successor Agency hereby retains Consultant to provide
18 the professional services set forth in the Scope of Services attached hereto as Exhibit"A"and M
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19 incorporated herein by this reference. Consultant hereby agrees to perform the-work set forth Q
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20 in the Scope of Services,in accordance with the terms of this Agreement,
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21 2. TERM AND TERMINATION. The term of this Agreement shall begin on April 14,
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22 2014 and may be terminated at any time in accordance with the terms of this Agreement. x
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23 Successor Agency reserves the right to terminate this Agreement at any time either with or
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24 without cause and at the sole convenience of the Successor Agency upon delivery of notice of E
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25 termination to Consultant. The Successor Agency shall pay Consultant in accordance with
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26 Section 4 for all work authorized by Successor Agency and performed by Consultant,prior to
27 the effective termination date. In the event of a termination of this Agreement,tire Consultant
28 shall provide all documents, notes, maps, reports, data or other work product developed in
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1 performance of the Scope of Services of this Agreement to Successor Agency within ten(10)
2 calendar days of such termination and without additional charge to either Agency.
3 3. SUPERVISION AND DIRECTION OF CONSULTANT. The Executive Director
4 of the Successor Agency shall be responsible for the direction of the work to be performed by o
5 Consultant under this Agreement and shall be the principal point of contact for Consultant n:
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6 during the term of this Agreement. E
7 4. INDEPENDENT CONTRACTOR. Consultant shall at all times during the
8 performance of any work described in the Scope of Services be deemed to bean independent
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9 contractor. Consultant shall not at anytime or in any manner represent that he is an employee
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10 of Successor Agency or a member agency of the Successor Agency. Successor Agency shall a
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11 not be requested or ordered to assume any liability or expense for the direct payment of any
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12 salary,wage or benefit to Consultant for the performance of any item of work described in the
13 Scope of Services. o
14 5. COMPENSATION. Successor Agency shall compensate Consultant at a rate of d
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15 $110.00 per hour for performance of the professional services described in the Scope of a-
16 Services set forth in Exhibit"A"("Hourly Rate"). In no event shall the total amount paid to Cl)
17 Consultant pursuant to this Agreement exceed $24,999.00 ("Total Fee"). The Hourly Rate
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18 and Total Fee shall be inclusive of all costs and expenses incurred by Consultant for mileage,
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19 travel,graphics,telephone,printing,fax transmission,postage,copies and such other expenses E
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20 related to completion of the work set forth in the Scope of Services. Consultant shall submit
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21 invoices as described herein for the professional services as actually rendered for each
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22 bi-weekly period not to exceed in the aggregate the Total Fee for the performance of the work, X
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23 Each invoice of Consultant shall clearly set forth a description of the professional services
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24 rendered on a daily basis during the time period covered by the invoice. Consultant shall s
25 submit invoices under this Agreement to: Q
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27 Successor Agency to Redevelopment Agency of City of San Bernardino
28 Attn:Executive Director
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j 1 300 North"D"Street,Sixth Floor
2 San Bernardino,California 92408
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4 Successor Agency shall pay the amounts set forth on the invoices of the Consultant and
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5 approved by the Executive Director of the Successor Agency,within thirty(30)days after such M
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6 approval.
7 6. ENTIRE AGREEMENT. This Agreement contains the entire agreement between
8 the parties. Any correspondence, letters, documents, or discussions leading up to this
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9 Agreement or in any way made between the parties or their agents are replaced and superseded E
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10 by this Agreement. Q
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11 7. COMPLIANCE WITH LAWS. The parties hereto shall comply with applicable
12 laws of the United States of America,the State of California,and all other applicable laws.
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13 8. GOVERNING LAW. This Agreement shall be enforced and interpreted under the o
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14 laws of the State of California. d
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15 9. ATTORNEY'S FEES. In any litigation relating to this Agreement, the prevailing a
16 party shall be entitled to reasonable attorney fees. The cost, salary, and expenses of the City M
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17 Attorney and members of his/her office in enforcing this contract on behalf of Successor
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18 Agency shall be considered"attorney's fees"for the purposes of this paragraph.
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19 10. SEVERABILITY. if any portion of this Agreement is held to be invalid by a court of a
20 law,such provision shall be considered severable,and the remainder of this Agreement or any Cn
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21 provision hereof shall not be affected.
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22 11. WAIVER, Failure of either party to enforce any provision of this Agreement shall
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23 not constitute a waiver of the right to compel enforcement of the remaining provisions of this W
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24 Agreement. s
25 12, AMU,NDMENT. This Agreement may only be amended by a written instrument r
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26 executed by the parties hereto,and may not be amended by oral agreement.
27 13. ASSIGNMENT. This Agreement shall not be assigned by Consultant,without prior
28 written consent of Successor Agency.
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1 14. CONFLICTS OF INTEREST. Consultant hereby represents that it has no interests
2 adverse to Successor Agency or the City of San Bernardino("City")at the time of execution of
3 this Agreement. Consultant hereby agrees that,during the term of this Agreement,Consultant
4 shall not enter into any agreement or acquire any interests detrimental or adverse to Succesor y
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5 Agency or City. Additionally, Consultant hereby represents and warrants to Successor
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6 Agency and City that Consultant does not have and,during the term of this Agreement,shall
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7 not acquire any property ownership interest, business interests, professional employment
8 relationships, contractual relationships of any nature or any other financial arrangements 3
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9 relating to Successor Agency or City, property over which Successor Agency or City has
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10 jurisdiction, or any members or staff of Successor Agency or City that have not been
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11 previously disclosed in writing, and that any such property ownership interests, business
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12 interests,professional employment relationships,contractual relationships or any nature or any
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13 other financial arrangements will not adversely affect the ability of Consultant to perform the
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14 services to Successor Agency as set forth in this Agreement. y
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15 15. BUSINESS REGISTRATION CERTIFICATE. Consultant warrants that it °
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16 possesses, or shall obtain as soon as practical after the execution and delivery of this
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17 Agreement, and maintain during the period of time that this Agreement is in effect,a business
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18 registration certificate pursuant to Title 5 of the City of San Bernardino Municipal Code, E
19 together with any and all other licenses, permits, qualifications, insurance and approvals of
20 whatever nature that are legally required to be maintained by Consultant to conduct its
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21 business activities within City, °
22 16. NON-WAIVER. Failure of any party to enforce any provision of this Agreement
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23 shall not constitute a waiver of the right to compel enforcement of the same provision or any w
24 remaining provisions of this Agreement.
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25 17. REPRESENTATIONS OF PERSONS EXECUTING AGREEMENT. The U
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26 persons executing this Agreement warrant that they are duly authorized to execute this Q
27 Agreement on behalf of and bind the patties each purports to represent.
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5 AD.c
I PROFESSIONAL SERVICES AGREEMENT BETWEEN THE SUCCESSOR
2 AGENCY TO THE REDEVELOPMENT AGENCY OF THE CITY OF SAN'`
3 BERNARDINO AND JAMES P. MORRIS
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5 IN WITNESS THEREOF,the parties hereto have executed this Agreement on the day and date r-
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6 first above written. N
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8 Date: o► 2014 CONSULTANT 3
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13 Date: �r 2014 SUCCESSOR AGENCY �s
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14 By' �t_— o
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AlleV4,Parker, City Manager a
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EXHIBIT"All
SCOPE OF SERVICES
+ Assist the Executive Director in matters related to the bankruptcy proceedings for the City of San
Bernardino and its impact upon the wind-down of the former Redevelopment Agency of the City
of San Bernardino (RDA).
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• Assist the Executive Director with the activities,actions,and matters related to the dissolution of 5
the RDA,including but not limited to: activities of the Oversight Board of the former RDA; a;
administration of the Recognized Obligation Payment Schedules;maintenance,upkeep and E
disposition of former RDA properties; approvals and/or interventions required with the
Department of Finance;administrative assistance to legal counsel in the lawsuits and legal matters 3 j
arising out of the prior activities and dissolution of the former RDA.
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Assist the Executive Director with the continuation and completion of various economic L
development opportunities_arising out of activities of the former RDA and or the prior mayoral Q
administration,and to assist the Executive Director in working with the Mayor and Common Q
Council to create an Economic Development Strategy for the City of San Bernardino,in light of
the dissolution of the former RDA and the economic opportunity areas in the City. cn
• Assist the Executive Director with any other matters related to the wind-down of the former RDA 2
or other activities and actions within the City of San Bernardino that impact the wind-down of the a
former RDA.
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