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HomeMy WebLinkAboutMaximus Inc; 2006-12-19;AMENDMENT NO. 2 TO EXTEND AGREEMENT FOR MANDATED COST CLAIMING SERVICES MAXIMUS, Inc. This Amendment No. 2 is entered into on^o^/UMNftOj^^ 2009 and effective as of the 19th day of December, 2008, amending the^agreerneoLaated December 19, 2006 (the "Agreement") by and between the City of Carlsbad, a municipal corporation, ("City"), and MAXIMUS CONSULTING SERVICES INC., a wholly owned subsidiary of Maximus Inc., a Professional Services Consultant, ("Contractor"). RECITALS A. The Parties desire to extend and amend the original contract dated December 19, 2006 with an end date of June 30, 2009. B. The compensation for this Amendment shall not exceed $11,250. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. In addition to those services contained in the Agreement, as may have been amended from time to time, Contractor will continue to provide those services described in Exhibit "A." 2. City will pay Contractor for ail work associated with those services described in Exhibit "A" pursuant to this Amendment in an amount not to exceed $11,250. Contractor will provide City, on a monthly basis, copies of invoices sufficiently detailed to include hours performed, hourly rates, and related activities and costs for approval by City. 3. Contractor will complete all work described in Exhibit "A" by June 30, 2009. 4. All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and effect. 5. All requisite insurance policies to be maintained by Contractor pursuant to the Agreement, as may have been amended from time to time, will include coverage for this Amendment. 6. The individuals executing this Amendment and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of the Amendment. Limitation of Liability. City agrees that Contractor's total liability to City for any and all damages whatsoever arising out of or in any way related to this Agreement from any cause, including but not limited to contract liability or Contractor's negligence, errors, omissions, strict liability, breach of contract or breach of warranty shall not, in the aggregate, exceed $112,500. City Attorney Approved Version #05.22.01 CONTRACTOR CITY OF /CARLS corporatio D, a municipal ite/$>£&KQnia LORRAINE M. WOOD City Clerk (e-marPaddress) If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a Corporation. Agreement must be signed by one corporate officer from each of the following two groups. *Group A. Chairman, President, or Vice-President **Group B. Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: RONALD R. BALL, City Attorney By:_ AssistantCity Att<>rney City Attorney Approved Version #04.01.02 AMENDMENT NO. 1 TO EXTEND AGREEMENT FOR MANDATED COST CLAIMING SERVICES MAXIMUS, Inc. .This Amendment No. 1 is entered into and effective as of the c \) * day of /j/I_tv\_yv_ri a>j> ^-r£Q08. amending the agreement dated December 19, 2006 (the Agreement ) btfj and between the City of Carlsbad, a municipal corporation, ("City'1), and MAXIMUS, Inc., a Professional Services Consultant, ("Contractor"). RECITALS A. The Parties desire to extend and amend the original contract dated December 19, 2006 for a period of one year from the date first above written. B. Contract will be amended in an amount not to exceed $10,500. Additional extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. In addition to those services contained in the Agreement, as may have been amended from time to time, Contractor will provide those services described in Exhibit "A". 2. City will pay Contractor for all work associated with those services described in Exhibit "A" an amount not to exceed $10,500. Contractor will provide City, on a monthly basis, copies of invoices sufficiently detailed to include hours performed, hourly rates, and related activities and costs for approval by City. 3. Contractor will complete all work described in Exhibit "A" by one year following the date above written. 4. All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and effect. 5. All requisite insurance policies to be maintained by Contractor pursuant to the Agreement, as may have been amended from time to time, will include coverage for this Amendment. 6. The individuals executing this Amendment and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of the Amendment. City Attorney Approved Version #05.22.01 CITY OF corporation, By: (print name/title) *By:~CORRAINE M. WOOD City Clerk (print name/title) (e-mail address) If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a Corporation. Agreement must be signed by one corporate officer from each of the following two groups. *Group A. Chairman, President, or Vice-President **Group B. Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: RONALD R. BALL, City Attorney Byy Deputy City Attorney City Attorney Approved Version i05.22.01 EXHIBIT "A" SCOPE OF SERVICES • Perform the services consistent with this Agreement and MAX1MUS, Inc.'s October 13, 2006 Response to the City's Request for Proposal attached hereto as Exhibit A-1 and incorporated herein. City Attorney Approved Version #04.01.02 mmn MAXIMUS SCOPE OF SERVICES MAXIMUS is committed to providing our clients with the most up-to- date state mandate information available. MAXIMUS proposes to prepare and file alt of the City of Carlsbad's eligible state mandated cost reimbursement claims for which claiming instructions are issued in the 2006-07 fiscal year. This includes all annual, new or first-time claims, and any claims that require amendment. A list of the annual and possible new or first time claims is attached in Appendix B of this proposal. Under the terms of this proposal, MAXIMUS is responsible for the following items: • Prepare and file the 2005-06 actual cost claims and the 2006-07 estimated cost claims based on the State Controller's claiming instructions. • Prepare and file all new or first-time claims based on the State Controller's claiming instructions that are released during FY2006-2007. • Maintain communication and provide regular project status information to the City's designated SB 90 coordinator throughout the contract period. • Provide the necessary data collection tools to capture data for aU new claims that are approved by the Commission on State Mandates during the contract period. • Maintain records of all SB 90 correspondence, work papers and other supporting documents received by the City. • Serve as the liaison with the State Controller's Office and the Commission on State Mandates in responding to statewide cost estimate requests and other inquiries related to the City's state mandate cost programs or claims. • Assist the City with all desk reviews or field audits for claims that were prepared and submitted by MAXIMUS. If requested, we win also provide general advice to the City on any state mandated cost program issues that may arise during the term of the contract. The City of Carlsbad should continue to pursue every possible dollar it is eligible to recover as a result of having complied with the state mandated activities. It is imperative that the City of Carlsbad have the highest quality and most defensible claims prepared by a team of experts. We believe that MAXIMUS and the experienced staff assigned to this project will fully meet the above listed objectives, •mtmf MAXIMUS APPROACH &. WORK PLAN MAXIMUS understands local government issues and practices. We listen to our clients' needs and special circumstances. This personal approach, combined with our statewide experience, helps our consultants tailor our approach to meet each agencies needs. In this section, we present our proposed approach and work plan for the preparation of your City's state mandated reimbursement claims and all other related work. Each of the key tasks is described below. Comprehensive Mutual Planning Process: Our highly trained consuttants will work with the City of Carlsbad's designated staff to develop a customized project plan to complete the annual claims, new or first-time claims and, where applicable, any late or amended claims. We like to refer to our primary contact which MAXIMUS assumes will be Mr. Greek as the City's SB 90 coordinator. We will work with the City to update our mutually agreed upon plan as new claiming opportunities arise. Our planning process defines the schedules, methodology, time frames, and required information needed to support the claims, as well as (he assigned roles and responsibilities of all participants. Our goal in the design of the project plan is to minimize the time required of the City of Carlsbad staff and to ensure that the documentation supporting the claims is complete. On-going Coordination and Communication: MAXIMUS will maintain on-going communication with appropriate City staff. We encourage regular communication between all parties to ensure a clear understanding of all future and current claiming opportunities. Our consultants are easily accessible and quick to respond to all forms of communication. No question or concern is too small. Direct and Indirect Program Data Collection: MAXIMUS consultants will meet with the appropriate department representatives and gather al required program data for each state mandated program. MAXIMUS will also identify the personnel and expenditures that should be included in each department's indirect cost rate proposal. Financial Data Collection: Your MAXIMUS Project Manager will work closely with your City's Finance department to obtain the necessary financial data to support ail claims. This supporting documentation includes annual budgets, departmental expenditure reports, salary reports, cost allocation plans (when available), and service invoices. A-\ MAXIMUS Claims Preparation for City Review and Approval: MAXIMUS will prepare the eligible reimbursement claims once the necessary data is obtained from the City. Each claim will include: > Com pleted State Controller's claim forms. > Indirect cost rate proposal (ICRP). > Documentation supporting the claim and the ICRP. Completed claims will be provided to the City's SB 90 Coordinator for review, approval and signature. Claim Filing and Verification: Signed claims wil be hand delivered to the State Controller's Office by MAXIMUS along with a Declaration of Service. When received, a receipt signed by a representative of the State Controller's Office, will be forwarded to the City of Carlsbad. MAXIMUS will provide the City copies of all filed claims, which includes ICRPs and other attachments required by the State. On-Going Management Support: After the claims are filed, MAXIMUS will continue to: > Communicate with the SB 90 Coordinator to recommend possible project plan improvements or modifications that would benefit the City. > Provide periodic status update on claims filed, State payments, new test claims and other related information. MAXIMUS will work with the City's SB 90 Coordinator and participating department staff to improve the claiming process and the defensibility of the City's claims. Assistance with Desk Review and Audit Support: MAXIMUS wil work closely with the City of Carlsbad to provide a response to the State Controller whenever the State Controller has an issue with one of the mandate reimbursement dams MAXIMUS has prepared on behalf of the City. MAXIMUS has extensive experience working with the State Controller's Office that will yield the most reasonable and equitable methods for resolving disputes. Provide Management and Cost Reports; The State has deferred the payment of most claims for the last four years, but beginning this fiscal year resumed the funding for current and past years claims. It is more important than ever to maintain detailed claim information. MAXIMUS has implemented a database system to provide the City with information on its claim amounts and State payments. Summary: Our work plan and scope of work statement contained in this proposal provides the City of Carlsbad with a comprehensive and efficient approach to complete the City's state mandated reimbursement claims. We understand that there may be more than one approach to accomplishing the various activities, We want to make sure the City of Carlsbad understands we are very flexible in adjusting the approach of any task to accommodate the City. We expect to work closely with the City's SB 90 Coordinator to ensure there Is an open line of communication In this important program. mum MAXIMUS YOUR MAXIMUS TEAM The breadth and depth of your MAXiMUS SB 90 team provides the City with the most qualified and experienced consultants available to ensure the accuracy, completeness, and timeliness of all work. The SB 90 practice of MAXIMUS has served local government in California for over 25 years. We became the dominant state mandated cost consulting firm in California by working closely with local government and various state agencies involved in the mandate program. Our team of extremely organized exceptionally trained, and highly responsive consultants work hard to ensure the accuracy, completeness, appropriateness, and timeliness of our work. The experience and depth of knowledge our staff possess guarantees the highest caliber individuals for this project. The Project Manager responsible for completing and coordinating all possible services is Nancy Endres. Ms. Endres, however, is only one member of the team assisting the City. She is supported by the Project Director, Steve Oppenheim, Vice President, Allan Burdick, our legal staff dedicated to state mandate issues, several highly experienced cost accounting specialists, and a large team of other mandate personnel. The following organization chart provides an overview of the MAXIMUS team to prepare and provide all related services you may need: Corporate Officer - Allan Bur&fyk V/ce president irdfrecteost A-87 Specfatists Legal Assistance Pam Stone Juliana Gmur ORIGINAL A-j_ MAXIMUS The roles and responsibilities associated with the various project staff positions are discussed below. Project Management Team: The MAXIMUS team includes Mr. Allan Burdick, Vies President Mr. Steve Oppenheim. a Senior Manager in our Sacramento office, and Ms. Nancy Entires, a Manager in our Irvine office. Ms. Endres is very experienced and highly trained in SB 90. She will serve as the City of Carlsbad's Project Manager. The roles of each are described below. • Corporate Officer: Allan Burdick Mr. Burdick has the ultimate responsibility for the project and for ensuring that the necessary resources are made available to the project team. He is the expert source of information on state mandated cost issues. Mr. Burdick has been involved in the state mandated cost practice since its inception over twenty-five years ago. He will provide guidance to the Project Director and Project Manager to help ensure the success of the project Mr. Burdick has worked with over 100 local agencies in preparing their mandated cost claims. He has worked with aH size agencies ranging from small cities to as big as the County of Los Angeles. • Project Director: Steve Oppenheim Mr. Oppenheim has the primary responsibility for the MAXIMUS team effort His responsibility is to ensure that the corporate standards for quality and customer satisfaction are achieved. In addition to his management role, Mr. Oppenheim will be available to assist the Project Manager with any specific claiming needs. He has 13 years experience providing SB 90 service to over 50 local agencies. He has worked with the cities of Benicia. Modesto, Los Angeles, Long Beach, and the counties of Butte, Madera, El Dorado, Alameda and San Benito in preparing their SB 90 claims. • Project Manager/Lead Consultant: Nancy Endres The City of Carlsbad's Project Manager oversees the daily work of the project team and ensures that project implementation occurs on schedule and in accordance with all project requirements. The Project Manager has direct responsibility for coordinating the collection of all applicable data from the City. She has the responsibility for regular client communication, conducting on-site interviews, preparation of all claims, and conducting the final review of the claims. Ms. Endres has nine years experience providing comprehensive SB 90 service to over 40 local agencies. She has worked personally with the City of Carlsbad for the past seven (7) years and has provided similar SB 90 services to the cites of Desert Hot Springs, Irvine, Huntington Beach, Santa Ana, Santa Monica, Loma Linda, Redondo Beach, Orange, Santa Clarita and to the counties of Orange, Inyo, Kings, Imperial and Mono. Legal Staff: The legal staff is available to assist the Project Manager In providing a legal interpretation of claiming issues and, if necessary, defending the claims during desk reviews or MAXIMUS field audits. The two attorneys are Ms. Pamela Stone, Chief Legal Counsel for our SB 90 practice, and Ms. Juliana Gmur, a Senior Mandated Cost Program attorney. Ms. Stone has over 20 years experience in the state mandate arena. She has served as the lead attorney on state mandated cost litigation, which she has argued before the California Supreme Court Ms. Gmur has over 12 years legal experience with the last 3 years specializing in the state mandate arena. She received the 2004 Litigation Award from the California County Counsels Association for her work on amlcus briefs In support of local government in two cases before the California Supreme Court. Claiming Assistance Staff: To assist the project manager we have a number of experienced state mandated cost consultants. Many of these consultants have specialties in the various mandated programs or functional areas and can be called on should a complex or unique issues arise concerning the City's claims. In addition, MAXIMUS consultants are supported by a group of experienced administrative persons to ensure the accuracy and completeness of all materials. Indirect Cost OMB A-87 (2CFR Chapter 2) Specialists: The State has raised a series of new questions related to the eligibility and claiming of indirect costs. It is more important than ever to have the expertise of senior, OMB A-87 (now referred to as the 2CFR Chapter 2), indirect cost specialists to support SB 90 consultants. The MAXIMUS SB 90 team includes an extremely experienced and qualified consultant, Mr. Manfred Endres. Mr. Endres has been involved in preparing A-87 indirect cost programs for over 18 years, including negotiating issues on behalf of the State and local governments with the Federal A-87 managers responsible for advising the State of California on how to interpret A-87 questions. MAXIMUS PROFESSIONAL FEES This section outlines our fee structure offered to the City of Carlsbad for three years. Separate pricing is shown for Annual and New or First-Time claims. Annual Claims; We propose to prepare and -file all eligible annual fiscal year actual cost reimbursement claims and all eligible estimated reimbursement claims for a fixed fee The proposed cost for completing the Annual State mandated cost reimbursement claims for the three fiscal years are presented below: Fiscal Work Year Actual Cost Claims Estimated Claims Total Fee 2006-2007 2005-2006 2006-2007 $4,800 2007-2008 2006-2007 2007-2008 $5,000 2008-2009 2007-2008 2008-2009 $5,250 New or First-Time Claims There are two factors that make it difficult at this time to project the scope of work or number of new or first time claims that will need to be filed in each of the three fiscal years. First, is the number of new claims that will be approved by the Commission on State Mandates and second, the impact of those claims on the City's operations. For developing the costs for this proposal, we have anticipated that the scope of that work will be similar to what it has been the past years. If for any reason there appears to be a major change in that practice, we suggest that both parties be able to reopen the discussions on the proposed costs arid adjust them accordingly. For this reason, proposed below is a pricing matrix based on 10% of claims filed not to exceed the 'Maximum Amount" below. There would be a minimum amount charged for the filing of new claims that are less than $12,000 in the fiscal year. Minimum Maximum Fiscal Year Work Amount Amount 2005-2006 $1,200 $5,000 2006-2007 $1,800 $5,500 2007-2008 $2,300 $6,000 METHOD OF PAYMENT The cost of all work outlined in this proposal, will be due on or before July 31st following the end of the fiscal year of each contract period. If for any reason, the City should prefer to negotiate a different arrangement than what is included in this section, we would be pleased to consider any reasonable alternative. AGREEMENT FOR MANDATED COST CLAIMING SERVICES MAXIMUS, Inc. THIS AGREEMENT is made and entered into as of the /frg- day of 2006, by and between the CITY OF CARLSBAD, a municipal_ corporation, ("City"), and MAXIMUS, Inc., a Professional Services Consultant, ("Contractor"). RECITALS A. City requires the professional services of a contractor that is experienced in mandated cost claiming services. B. Contractor has the necessary experience in providing professional services and advice related to mandated cost claiming services. C. Selection of Contractor is expected to achieve the desired results in an expedited fashion. D. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement's terms and conditions. The cost claims to be submitted by the Contractor on behalf of the City may consist of both direct and indirect costs. The Contractor may utilize either the ten percent (10%) indirect cost rate allowed by the State Controller or calculate a higher rate if City records support such a calculation. The Contractor is not required to prepare a central service cost allocation plan or a departmental indirect cost rate proposal for the City. The Contractor shall file claims as required by this Agreement to the extent that appropriate documentation is available and verifiable and that claims amounts exceed $1 ,000 per claim. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. Contractor shall provide guidance to the City in determining the data required for claims submission. The City agrees to provide the data specifically requested, including City Attorney Approved Version #04.01 .02 shall assume all data so provided is correct. Contractor shall make its best effort to file claims in a timely manner pursuant to Exhibit A. Contractor shall not be liable for claims that cannot be filed as a result of failure to provide requested data or data provided in an untimely manner. For purposes of this Agreement, data that is requested by the Contractor must be provided within three weeks of the request, or three weeks prior to the filing deadline, whichever comes first, to be deemed to have been received in a timely manner. It is the responsibility of the City to provide the Contractor with payment information upon receipt of disbursements from the State and for any and all claims filed pursuant to this Agreement, 3. TERM The term of this Agreement will be effective for a period of one year from the date first above written. The City Manager may amend the Agreement to extend it for two additional one year periods or parts thereof in an amount not to exceed Nine Thousand Eight Hundred dollars ($9,800,00) for the initial Agreement year, Ten Thousand Five Hundred dollars ($10,500,00) for the first additional Agreement year, and Eleven Thousand Two Hundred Fifty dollars ($11,250.00) for the second additional Agreement year. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement, 4- TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5 COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term will be Nine Thousand Eight Hundred dollars ($9,800,00), No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A". Incremental payments, if applicable, should be made as outlined in attached Exhibit "A". 6- STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City, Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City" for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. City Attorney Approved Version #04.01.02 Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City's election, City may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City, Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 8. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services, 9. INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including reasonable attorneys fees arising out of the performance of the work described herein caused in whole or in part by any willful misconduct or negligent act or omission of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, reasonable attorney's fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City's self-administered workers' compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement The Contractor will assume all financial and statistical information provided to the Contractor by City employees or representatives is accurate and complete. Notwithstanding the above, any subsequent disallowance of funds paid to the City for any reason other than Contractor's failure to perform as required by the Agreement is the sole responsibility of the City. City Attorney Approved version #04.01.02 10. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor's agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance carrier is required to have a current Best's Key Rating of not less than "A-:V". 10,1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless City Attorney or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. 10.1.1 Commercial General Liability Insurance. $1.000.000 combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit. 10.1.2 Automobile Liability (if the use of an automobile is involved for Contractor's work for City). $1,000,000 combined single-limit per accident for bodily injury and property damage, 10-1-3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code and Employer's Liability limits of $1,000,000 per accident for bodily injury. Workers' Compensation and Employer's Liability insurance will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 10.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2, Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on General Liability. City Attorney Approved Version #04.01.02 10.2,2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without being substituted with a comparable or enhanced policy. Contractor will provide City substituted Certificate of Insurance within 30 days of substitution. Contractor has a duty to keep current with insurance certificates that at a minimum meet City requirements. 10 3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements (endorsements for General Liability only) to City. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete and certified copies of any or ail required insurance policies and endorsements. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. City Attorney Approved Version #04.01.02 13. OWNERSHIP OF DOCUMENTS Ail work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor's records. 14. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights. City shall own all technical data and other work product first produced pursuant to this Agreement upon payment in full of all applicable fees to the Contractor. Notwithstanding anything to the contrary contained herein or in any Statement of Work or other attachment hereto, any and all intellectual property or other proprietary data owned by Contractor prior to the effective date of this Agreement or developed by Contractor outside the scope of this Agreement ("Contractor Information) shall remain the exclusive property of Contractor even if such Contractor information is embedded or otherwise incorporated into the Work Product or used to develop Work Product, City's rights under this section shall not apply to any Contractor Information regardless of form or media." 15. NOTICES The name of the persons who are authorized to give written notices or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City: For Contractor: Name: LISA IRVINE Name: Allan P. Burdick Title: Finance Director Title: Vice President Department: Finance Address: 4320 Auburn Bl,, Suite 2000 City of Carlsbad Sacramento, CA 95841 Address: 1635 Faraday Ave. Phone No.: (916)485-8102x113 Carlsbad, CA 92008 Phone No.: 760-602-2430 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. 16. CONFLICT OF INTEREST City will evaluate Contractor's duties pursuant to this Agreement to determine whether disclosure under the Political Reform Act and City's Conflict of Interest Code is required of Contractor or any of Contractor's employees, agents, or subcontractors. Should it be determined that disclosure is required, Contractor or Contractor's affected employees, City Attorney Approved Version #04.01.02 6 agents, or subcontractors will complete and file with the City Clerk those schedules specified by City and contained in the Statement of Economic Interests Form 700, Contractor, for Contractor and on behalf of Contractor's agents, employees, subcontractors and consultants warrants that by execution of this Agreement, that they have no interest, present or contemplated, in the projects affected by this Agreement. Contractor further warrants that neither Contractor, nor Contractor's agents, employees, subcontractors and consultants have any ancillary real property, business interests or income that will be affected by this Agreement or, alternatively, that Contractor will file with the City an affidavit disclosing this interest. 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor, Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of ad agents, employees, subcontractors and consultants that the services required by this Agreement. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment, 19- DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon tie parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. City Attorney Approved Version #04.01.02 20. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement, in this event and upon request of Crty, Contractor will assemble the work product and put it in order for proper filing and closing arid deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 21. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 22. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq.. the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor City Attorney Approved Version #04.01.02 acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 23. JURISDICTIONS AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 24. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement or any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 25. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. 26. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTORS „ /I CITY OF CARLSBAD, a municipal corporation of the State of California RAYMOND R7PATCHETT .Vl^fos.d&UL City Manager (print name/title) ' _g_ ^ /vv(X' ^n JS, i LORRAINE M. WOOD City Clerk (print nameAitle) <$fa ii c <\5/W w\<M (e-mail ad^/ess) City Attorney Approved Version If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a Corporation. Agreement must be signed by one corporate officer from each of the following two groups, *Group A. **Group B. Chairman, Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: ALL, City Attorney Deputy City Attorney City Attorney Approved Version #04.01.02 10 EXHIBIT "A" SCOPE OF SERVICES • Perform the services consistent with this Agreement and MAXIMUS, Inc.'s October 13, 2006 Response to the City's Request for Proposal attached hereto as Exhibit A-1 and incorporated herein. City Attorney Approved Version #04.01.02 11 MAXIMUS SCOPE OF SERVICES MAXIMUS is to providing our clients with the most up*to« jjate state mandate information available. MAXIMUS proposes to prepare and file all of the City of Carlsbad's eligible state mandated cost reimbursement claims for which claiming instructions are issued in the 2006-07 fiscal year. This includes all annual, new or first-time claims, and any claims that require amendment. A list of the annual and possible new or first time claims is attached in Appendix B of this proposal, Under the terms of this proposal, MAXIMUS is responsible for tire following items: • Prepare and file the 2005-06 actual cost claims and the 2006-07 estimated cost claims based on the State Controller's claiming instructions. « Prepare and file ail new or first-time claims based on the State Controller's claiming instructions that are released during FY20Q6-2007. • Maintain communication and provide regular project status information to the City's designated SB 90 coordinator throughout the contract period. • Provide the necessary data collection tools to capture data for all new claims that are approved by the Commission on State Mandates during the contract period. • Maintain records of alt SB 90 correspondence, work papers and other supporting documents received by the City, « Serve as the liaison with the State Controller's Office and the Commission on Stats Mandates in responding to statewide cost estimate requests and other inquiries related to the City's state mandate cost programs or claims. • Assist the City with all desk reviews or field audits for claims that were prepared and submitted by MAXIMUS, If requested, we will also provide general advice to the City on any state mandated cost program issues thai may arise during the term of the contract. The City of Carlsbad should continue to pursue every possible dollar it is eligible to recover as a result of having complied with the state mandated activities. It is imperative that the City of Carlsbad have the highest quality and most defensible claims prepared by a team of experts. We believe that MAXIMUS and the experienced staff assigned to this project will fully meet the above listed objectives, A-\ MAXIMUS APPROACH &. WORK PLAN MAXIMUS understands local government issues and practices. We listen to our clients' and special circumstances. This personal approach, combined with our statewide experience, helps our consultants tailor our a to meet each agencies needs. In this section, we present our proposed approach and work plan for the preparation of your City's state mandated reimbursement claims and all other related work. Each of the key tasks is described below, Comprehensive Mutual Planning Process: Our highly trained consultants will work with the City of Carlsbad's designated staff to develop a customized project plan to complete the annual ciaima, new or first-time claims and, where applicable, any late or amended claims. We like to refer to our primary contact which MAXIMUS assumes will be Mr. Greek as the City's SB 90 coordinator. We will work with the City to update our mutually agreed upon plan as new claiming opportunities arise. Our planning process defines the schedules, methodology, time frames, and required information needed to support the claims, as well as the assigned roles and responsibilities of all participants. Our goal in the design of the project plan is to minimize the time required of the City of Carlsbad staff and to ensure that the documentation supporting the claims is complete. On-going Coordination and Communication; MAXIMUS will maintain on-going communication with appropriate City staff. We encourage regular communication between all parties to ensure a clear understanding of all future and current claiming opportunities. Our consultants are easily accessible and quick to respond to all forms of communication. No question or concern is too small. Direct and Indirect Program Data Collection: MAXIMUS consultants will meet with the appropriate department representatives and gather all required program data for each state mandated program. MAXIMUS will also identify the personnel and expenditures that should be included in each department's indirect cost rate proposal. Financial Data Collection: Your MAXIMUS Project Manager will work closely with your City's Finance department to obtain the necessary financial data to support all claims. This supporting documentation includes annual budgets, departmental expenditure reports, salary reports, cost allocation plans (when available), and service invoices. MAXIMUS Claims Preparation for City Review and Approval; MAXIMUS will prepare the eligible reimbursement claims once the necessary data is obtained from the CHy. Each claim will include: > Completed State Controller's claim forms. > Indirect cost rate proposal (ICRP). > Documentation supporting the claim and the ICRP. Completed claims will be provided to the City's SB 90 Coordinator for review, approval and signature. Claim Filing and Verification: Signed claims will be hand delivered to the State Controller's Office by MAXIMUS along with a Declaration of Service. When received, a receipt, signed by a representative of the State Controller's Office, will be forwarded to the City of Carlsbad. MAXIMUS will provide tie City copies of all filed clams, which includes ICRPs and other attachments required by the State. On-Going Management Support: After the claims are filed, MAXIMUS will continue to: > Communicate with the SB 90 Coordinator to recommend possible project plan improvements or modifications that would benefit the City. > Provide periodic status update on claims filed, State payments, new test claims and other related information. MAXIMUS will work with the City's SB 90 Coordinator and participating department staff to improve the claiming process and the defensibility of the City's claims. Assistance with Desk Review and Aydit Support: MAXIMUS will work closely with the City of Carlsbad to provide a response to the State Controller whenever the Slate Controller has an issue with one of the mandate reimbursement claims MAXIMUS has prepared on behalf of the City. MAXIMUS has extensive experience working with the State Controller's Office that will yield the most reasonable and equitable methods for resolving disputes. Provide Management and Cost Reports: The State has deferred the payment of most claims for the last four years, but beginning this fiscal year resumed the funding for current and past years claims. It is more important than ever to maintain detailed claim information. MAXJMUS has implemented a database system to provide the City with information on its claim amounts and State payments. Summary: Our work plan and scope of work statement contained in this proposal provides the City of Carlsbad with a comprehensive and efficient approach to complete the City's state mandated reimbursement claims, We understand that there may be more than one approach to accomplishing the various activities, We want to make sure the City of Carlsbad understands we are very flexible in adjusting the approach of any task to accommodate the City. We expect to work closely with the City's SB 90 Coordinator to ensure there is an open lire of communication In this important program. MAXIMUS YOUR MAXIMUS TEAM The breadth and of your MAXIMUS SB 90 team provides the City with tha most qualified and experienced consultants available to ensure the accuracy, and timeliness of all work. The SB 90 practice of MAXIMUS has served local government in California for over 25 years. We became the dominant state mandated cost consulting firm in California by working closely with local government and various state agencies involved in the mandate program. Our team of extremely organized exceptionally trained, and highly responsive consultants work hard to ensure the accuracy, completeness, appropriateness, and timeliness of our work. The experience and depth of knowledge our staff possess guarantees the highest caliber individuals for this project. The Project Manager responsible for completing and coordinating all possible services is Nancy Endres. Ms. Endres, however, is only one member of the team assisting the City. She is supported by the Project Director, Steve Oppenheim, Vice President, Allan Burdick, our legal staff dedicated to state mandate issues, several highly experienced cost accounting specialists, and a large team of other mandate personnel. The following organization chart provides an overview of the MAXiMUS team to prepare and provide all related services you may need: Cororate Officer Steve Qpp0neitnAllan Burdicik Vlc& President Indirect Cost A-87 Specialists Leciaf Assistance Assistance Pam Stone Julian® Omwr jsmwk MAXIMUS The rotes and responsibilities associated with the various project staff positions are discussed below. Project Management Team: The MAXIMUS team includes Mr, Allan Burdick, Vice President Mr, Steve Oppenheirn, a Senior Manager in our Sacramento office, and Ms, Nancy Endres, a Manager in our Irvine office. Ms. Endres is very experienced and highly trained in SB 90. She will serve as the City of Carlsbad's Project Manager. The roles of each are described below. » Corporate Officer: Allan Burdick Mr. Burdick has the ultimate responsibility for the project and for ensuring that the necessary resources are made available to the project team. He is the expert source of information on state mandated cost issues. Mr. Burdick has been involved in the state mandated cost practice since its inception over twenty-five years ago. He will provide guidance to the Project Director and Project Manager to help ensure the success of the project. Mr, Burdick has worked with over 100 local agencies in preparing their mandated cost claims. He has worked with all size agencies ranging from small cities to as big as the County of Los Angeles. » Project Director: Steve Qppersheim Mr, Oppenheim has the primary responsibility for the MAXIMUS team effort. His responsibility is to ensure that the corporate standards for quality and customer satisfaction are achieved. In addition to his management role, Mr. Oppenheim will be available to assist the Project Manager with any specific claiming needs. He has 13 years experience providing SB 90 service to over 50 local agencies. He has worked with the cities of Benicia, Modesto, Los Angeles, Long Beach, and the counties of Butte, Madera, El Dorado, Alameda and San Benito in preparing their SB 90 claims. « Project Manager/Lead Consultant: Nancy Endres The City of Carlsbad's Project Manager oversees the daily work of the project team and ensures that project implementation occurs on schedule and in accordance with all project requirements. The Project Manager has direct responsibility for coordinating the collection of all applicable data from the City. She has the responsibility for regular client communication, conducting on-site interviews, preparation of all claims, and conducting the final review of the claims. Ms. Endres has nine years experience providing comprehensive SB 90 service to over 40 local agencies. She has worked personally with the City of Carlsbad for the past seven (7) years and has provided similar SB 90 services to the cites of Desert Hot Springs, Irvine, Huntington Beach, Santa Ana, Santa Monica, Loma Linda, Redondo Beach, Orange, Santa Clarita and to the counties of Orange, Inyo, Kings, Imperial and Mono. Legal Staff; The legal staff is available to assist the Project Manager in providing a legal interpretation of claiming issues and, if necessary, defending the claims during desk reviews or MAXIMUS field audits. The two attorneys are Ms. Pamela Stone, Chief Legal Counsel for our SB 90 practice, and Ms Juliana Gmur, a Senior Mandated Cost Program attorney. Ms. Stone has over 20 years experience in the state mandate arena. She has served as the lead attorney on state mandated cost litigation, which she has argued before the California Supreme Court, Ms, Gmur has over 12 years legal experience with the last 3 years specializing in the state mandate arena. She received the 2004 Litigation Award from the California County Counsels Association for her work on amicus briefs in support of local government in two cases before the California Supreme Court. Claiming Assistance Staff: To assist the project manager we have a number of experienced state mandated cost constants. Many of these consultant have specialties in the various mandated programs or functional areas and can be called on should a complex or unique issues arise concerning the City's claims. In addition, MAXiMUS consultants are supported by a group of experienced administrative persons to ensure the accuracy and completeness of all materials. Indirect Cost OMB A-8? (2CFR Chapter 2} Specialists; The State has raised a series of new questions related to the eligibility and claiming of indirect costs. It is more important than ever to have the expertise of senior, OMB A-87 (now referred to as the 2CFR Chapter 2), indirect cost specialists to support SB 90 consultants. The MAXIMUS SB 90 team includes an extremely experienced and qualified consultant, Mr. Manfred Endres. Mr, End res has been involved in preparing A-87 indirect cost programs for over 18 years, including negotiating issues on behalf of the State and local governments with the Federal A-87 managers responsible for advising the State of California on how to interpret A-87 questions. MAXIMUS PROFESSIONAL FEES This section outlines our fee structure offered to fie City of Carlsbad for three years. Separate pricing is shown for Annual and Newer First-Time claims. Annual Claims: W© propose to prepare and file all eligible annual fiscal year actual cost reimbursement claims and ail eligible estimated reimbursement claims for a fixed fee The proposed cost for completing the Annual State mandated cost reimbursement claims for the three fiscal years are presented below; Actual Cost Claims EstlniitejlClajmi Total Fee 2006-2007 2005-2006 2006-2007 $4,800 2007-2008 2006-2007 2007-2008 $5,000 2008-2009 2007-2008 2008-2009 $5,250 New or First-Time Claims There are two factors that make it difficult at this time to project the scope of work or number of new or first time claims that will need to be filed in each of the three fiscal years. First, is the number of new claims that will be approved by the Commission on State Mandates and second, the impact of those claims on the City's operations. For developing the costs for this proposal, we have anticipated that the scope of that work will be similar to what it has been the past years. If for any reason there appears to be a major change in that practice, we suggest that both parties be able to reopen the discussions on the proposed costs and adjust them accordingly. For this reason, proposed below is a pricing matrix based on 10% of claims filed not to exceed the "Maximum Amount" below, There would be a minimum amount charged for the filing of new claims that are less than $12,000 in the fiscal year, Minimum Maximum Amount Amount: 2005-2006 $1,200 $5,000 2006-2007 $1,800 $5,500 2007-2008 $2,300 $6,000 METHOD OF PAYMENT The cost of all work outlined in this proposal, will be due on or before July 31st following the end of the fiscal year of each contract period. If for any reason, the City should prefer to negotiate a different arrangement than what is included in this section, we would be pleased to consider any reasonable alternative. VALIhUKNIA ALL-KUKKUdfc AUIVNUWLbUUMfcN 1 No. 5907 B State of Q(L li'-krfn i a ,{ County of Qfdft Q-e^\ 3 \ On NsV. l QJ &OO Lp before me. C DATEu \ personally appeared \\fiv\-\ved £*I r j rr r i S 4 ^*ft^ NANCY LEE ENDRES Js sAcHSA CWM.I HBSMI MJ WrcCBP NOTARY PUUIC-CALIFOWIU U S SVCKK' OMNGECOWITY .} >f N5HB^ MY Com. EXP. FEI. 4, 2010 j j Nftncy ^<»e B.lr\.dfe^> No rzi/u ttd?l NAME, TIT^-E OF OFFICER - E.G., "JANE DOE, NOTARY PUBLJ£/ £ifyj[Y'£<Z2 NAME(S) OF SIGNER(S) to be the person($ whose name(#) is/a*«- subscribed to the within instrument and ac- signature^ on the instrument the person(#), or the entity upon behalf of which the person(^f) acted, executed the instrument. WITNESS my hand and official seal. k 1 /] SIGNATURE OF NOTARY i\ Though the data below is not required by law, it may prov | fraudulent reattachment of this form. $ CAPACITY CLAIMED BY SIGNER | DlNDIVIDUAL J 0CORPORATE OFFICER j TITLE(S) D PARTNER(S) D LIMITED j D GENERAL \ D ATTORNEY-IN-FACT | D TRUSTEE(S) | D GUARDIAN/CONSERVATOR 5 D OTHER: 1 SIGNER IS REPRESENTING: 1 NAME OF PERSON(S) OR ENTITY(IES) MAXlMtfS inc. ! \^^^^^^^^^^^^^^^*^ 3 valuable to persons relying on the document and could prevent DESCRIPTION OF ATTACHED DOCUMENT t4tJU,\d&fad G&sf QJttimmq Gndfa TITLE OR TYPE OF DOCUMENT NUMBERT>F PAGES /O/Pj3/o(,<? DATE OF DOCUMENT cM m/5 (AM&J nib l^~rw£ &fl i / SIGNER(S) OTHER THAN NAMED ABOVt 1 1 | !-1 ©1993 NATIONAL NOTARY ASSOCIATION • 8236 Remmet Ave., P.O. Box 7184 • Canoga Park, CA 91309-7184 HELPING GOVERNMENT SERl PROPRIETARY September 29, 2005 CHAPTER I: INTRODUCTION The purpose of this Authority and Responsibility Policies and Procedures Manual ("Manual") is to provide guidance for the management of MAXIMUS on the authority and responsibility for making decisions. The Manual is organized in the following chapters. • Chapter I: Introduction - This chapter explains the purpose and organization of the Manual as well as the types of decisions that are covered. • Chapter II: Authority Matrix - This chapter consists of the Authority and Responsibility Matrix ("Authority Matrix") that shows the decision areas and who has the authority to make, approve, and review the decisions. • Chapter III: Specific Responsibilities - This chapter describes the duties of the persons who have been assigned the authority to make decisions. • Chapter IV: Exceptions - This chapter explains how the authority for an action may be delegated and the process for waiving policy in certain circumstances. • Chapter V: Compliance Program - This chapter explains the operations of the program, including the training to be given, the compliance monitoring activities that will be undertaken, and the disciplinary policies for persons not adhering to this Manual. A. PURPOSE OF THE MANUAL MAXIMUS is a large, decentralized organization that makes hundreds if not thousands of decisions every day. The Chief Executive Officer is the single person within the firm responsible for management of the company and who has the discretionary power to delegate decision-making authority within the organization. The purpose of this Manual is to describe the delegation of decision-making authority within MAXIMUS and the responsibilities of those being delegated that authority. Persons who have been delegated this authority have the power to legally bind MAXIMUS to contracts, subcontracts, employment agreements, and purchases of equipment and supplies. These persons also have the power to certify that MAXIMUS is or is not in compliance with certain representations and certifications required to conduct business. In effect, the person's delegated decision-making authority within MAXIMUS can perform great service as well as do grave harm to the corporation. Each has a fiduciary and ethical duty to carry out these delegations with due diligence and an understanding of the trust placed in them by the corporation. The decision makers delegated the authority discussed in this Manual include: • CEO - The Chief Executive Officer is the highest position in the firm. The CEO is ultimately responsible for all decision making in MAXIMUS and, as such, retains the right of December 15, 2003 review and the discretion to determine the appropriate levels of authority to be delegated to subordinate positions. • President and Chief Operating Officer - The President and COO represents the next highest level of decision making in MAXIMUS. The COO position operates at the discretion of the CEO and has the authority necessary to assume responsibility for the day-to-day operations of the Company. • General Manager - The General Manager of the Strategic Business Unit (SBU) is the next level down from the COO and represents the next highest level of decision making. The General Manager may also delegate decision-making authority, but any delegations must follow the procedures outlined in Chapter IV: Exceptions. • Group President - The Group President is the second level down from the COO and may also delegate decision-making authority. The delegations must follow the procedures outlined in Chapter IV: Exceptions. • Division President - Divisions represent the principal line units in the MAXIMUS organization. Division Presidents also have been delegated substantial decision-making authority because they have profit and loss accountability. Division Presidents may further delegate authority, following the procedures in Chapter IV: Exceptions. • Executive Vice President and Senior Vice President - Divisions may, with the approval of the CEO, designate Executive and Senior Vice President positions where warranted by scope of work and span of control. Those positions are delegated authority commensurate with job responsibilities. • Division Vice President - There are usually several Vice Presidents within a Division. Each Vice President must be delegated the authority commensurate with his/her responsibilities. Vice Presidents must be able to command resources to carry out the job effectively. • Project Director - This person, often a Division Vice President, has multiple projects which he/she is managing. The delegations provide this person with the authority needed to carry out his/her duties. • Project Manager - Each project manager in MAXIMUS needs the authority to make on- the-spot decisions in order to manage the contract responsibly. The Authority Matrix has been structured to provide considerable discretionary powers to the Project Managers. • Other Corporate Officials - Other corporate officials such as the General Counsel, the Executive Vice President for Human Capital, the Chief Financial Officer, the Chief Marketing Officer, the Chief Administrative Officer, and the Chief Information Officer, (are all also referred to as CXO in the Human Resources matrix section) have specific delegations that allow them to perform their jobs effectively. To the extent their authority is not otherwise specifically addressed in the Authority Matrix, Chief Officers, including Chief Operating Officers of the Strategic Business Units, and the Special Assistant to the CEO, have the authority of a Group President. Revised April 16,2004 PROPOSALS, CONTRACTS, SUBCONTRACTS/ CONSULTANTS AND TEAMING AGREEMENTS Activity 8o 2o <B S?J5 Division VicePresident |Division Exec/Sr. jVice President [Division PresidentGroup PresidentSBU General IManager8o OHIO Proposals and Contracts - General Rules PC.1 PC .2 PC.3 PC.4 PC.5 PC.6 PC.7 PC.8 PC.9 PC.10 PC.10.1 Proposals and contracts > $30 million or with payments contingencies. (May not be waived) Proposals and contracts > $1 5 million but < $30 million (CEO review is required prior to approval) Proposals and contracts < $15 million Proposals and contracts < $5 million Proposals and contracts < $3 million (See also PC.16, PC.17, PC.18) Proposals and contracts < $1 million (See also PC.16, PC.17, PC.18) Proposals and contracts < $500,000 (See also PC.16, PC.17, PC.18) All Federal proposals and contracts All contracts >$1 ,000,000 (CCO review must be prior to execution by either party) All contracts with liquidated damages requirements, unusual payment terms, international information exchange or delivery, or major subcontracting requirements Any and all Contracts or RFPs not containing a limitation of liability clause capped at the value of the contract must be reviewed by the contracts department (CCO) regardless of subject matter or dollar value. Acceptance of contracts without a limitation of liability clause requires the authorization of the COO or CEO. R R R R A A A A R A R A A A R A Proposals and Contracts - Special Issues PC.11 PC.12 PC.13 PC.13.1 PC.14 PC. 15 PC.16 PC.17 PC.18 PC. 19 PC.20 Proposals with Unlimited Indemnification agreements (See Chapter I.B. Proposals, Contracts, Subcontracts/Consultants and Teaming Agreement) International Proposals Proposals with projected negative cash flow at end of the first year (COO and SBU GM review is required prior to approval) All Proposals and Contracts with adverse payment schedules where DSOs (including billed and unbilled) will exceed 60 days Commission sales agreements with non-MAXIMUS employees Contract Information Forms Human Services and Health Services proposals with fees < 9% Systems Group Proposals with fees < 15% Management Services Group proposals with fringe < 47%, overhead < 125% and fees < 15% Blanket Order Agreement/Master Service Agreement proposals (VP must be VP, Proposal Operations) Federal Supply Schedule (FSS) contracts and modifications (CCO approval is in addition to requirements of PC.1 through PC.6) R R A R A A R R R A A A A A A A R R R R R A R R R A A R = Review/Concur A = Approve Revised April 28, 2004 EXHIBIT "A" SCOPE OF SERVICES Perform the services consistent with this Agreement and MAXIMUS, Inc.'s October 13, 2006 Response to the City's Request for Proposal attached hereto as Exhibit A-1 and incorporated herein. City Attorney Approved Version #04.01.02 11 MAXIMUS SCOPE OF SERVICES AAAXIMUS is committed to providing our clients with the most up-to- date state mandate information available. MAXIMUS proposes to prepare and file all of the City of Carlsbad's eligible state mandated cost reimbursement claims for which claiming instructions are issued in the 2006-07 fiscal year. This includes all annual, new or first-time claims, and any claims that require amendment. A list of the annual and possible new or first time claims is attached in Appendix B of this proposal. Under the terms of this proposal, MAXIMUS is responsible for the following items: • Prepare and file the 2005-06 actual cost claims and the 2006-07 estimated cost claims based on the State Controller's claiming instructions. • Prepare and file all new or first-time claims based on the State Controller's claiming instructions that are released during FY2006-2007. • Maintain communication and provide regular project status information to the City's designated SB 90 coordinator throughout the contract period. • Provide the necessary data collection tools to capture data for all new claims that are approved by the Commission on State Mandates during the contract period. • Maintain records of all SB 90 correspondence, work papers and other supporting documents received by the City. • Serve as the liaison with the State Controller's Office and the Commission on State Mandates in responding to statewide cost estimate requests and other inquiries related to the City's state mandate cost programs or claims. • Assist the City with all desk reviews or field audits for claims that were prepared and submitted by MAXIMUS. If requested, we will also provide general advice to the City on any state mandated cost program issues that may arise during the term of the contract. The City of Carlsbad should continue to pursue every possible dollar it is eligible to recover as a result of having complied with the state mandated activities. It is imperative that the City of Carlsbad have the highest quality and most defensible claims prepared by a team of experts. We believe that MAXIMUS and the experienced staff assigned to this project will fully meet the above listed objectives. MAXIMUS APPROACH &. WORK: PLAN MAXIMUS understands local government issues and practices. We listen to our clients' needs and special circumstances. This personal approach, combined with our statewide experience, helps our consultants tailor our approach to meet each agencies needs. In this section, we present our proposed approach and work plan for the preparation of your City's state mandated reimbursement claims and all other related work. Each of the key tasks is described below. Comprehensive Mutual Planning Process: Our highly trained consultants will work with the City of Carlsbad's designated staff to develop a customized project plan to complete the annual claims, new or first-time claims and, where applicable, any late or amended claims. We like to refer to our primary contact which MAXIMUS assumes will be Mr. Greek as the City's SB 90 coordinator. We will work with the City to update our mutually agreed upon plan as new claiming opportunities arise. Our planning process defines the schedules, methodology, time frames, and required information needed to support the claims, as well as the assigned roles and responsibilities of all participants. Our goal in the design of the project plan is to minimize the time required of the City of Carlsbad staff and to ensure that the documentation supporting the claims is complete. On-going Coordination and Communication: MAXIMUS will maintain on-going communication with appropriate City staff. We encourage regular communication between all parties to ensure a clear understanding of all future and current claiming opportunities. Our consultants are easily accessible and quick to respond to all forms of communication. No question or concern is too small. Direct and Indirect Program Data Collection: MAXIMUS consultants will meet with the appropn'ate department representatives and gather all required program data for each state mandated program. MAXIMUS will also identify the personnel and expenditures that should be included in each department's indirect cost rate proposal. Financial Data Collection: Your MAXIMUS Project Manager will work closely with your City's Finance department to obtain the necessary financial data to support all claims. This supporting documentation includes annual budgets, departmental expenditure reports, salary reports, cost allocation plans (when available), and service invoices. - \ BHHB MAXIMUS Claims Preparation for City Review and Approval: MAXIMUS will prepare the eligible reimbursement claims once the necessary data is obtained from the City. Each claim will include: > Completed State Controller's claim forms. > Indirect cost rate proposal (ICRP). > Documentation supporting the claim and the ICRP. Completed claims will be provided to the City's SB 90 Coordinator for review, approval and signature. Claim Filing and Verification: Signed claims will be hand delivered to the State Controller's Office by MAXIMUS along with a Declaration of Service. When received, a receipt, signed by a representative of the State Controller's Office, will be forwarded to the City of Carlsbad. MAXIMUS will provide the City copies of all filed claims, which includes ICRP's and other attachments required by the State. On-Going Management Support: After the claims are filed, MAXIMUS will continue to: > Communicate with the SB 90 Coordinator to recommend possible project plan improvements or modifications that would benefit the City. > Provide periodic status update on claims filed, State payments, new test claims and other related information. MAXIMUS will work with the City's SB 90 Coordinator and participating department staff to improve the claiming process and the defensibility of the City's claims. Assistance with Desk Review and Audit Support: MAXIMUS will work closely with the City of Carlsbad to provide a response to the State Controller whenever the State Controller has an issue with one of the mandate reimbursement claims MAXIMUS has prepared on behalf of the City. MAXIMUS has extensive experience working with the State Controller's Office that will yield the most reasonable and equitable methods for resolving disputes. Provide Management and Cost Reports: The State has deferred the payment of most claims for the last four years, but beginning this fiscal year resumed the funding for current and past years claims. It is more important than ever to maintain detailed claim information. MAXIMUS has implemented a database system to provide the City with information on its claim amounts and State payments. Summary: Our work plan and scope of work statement contained in this proposal provides the City of Carlsbad with a comprehensive and efficient approach to complete the City's state mandated reimbursement claims. We understand that there may be more than one approach to accomplishing the various activities. We want to make sure the City of Carlsbad understands we are very flexible in adjusting the approach of any task to accommodate the City. We expect to work closely with the City's SB 90 Coordinator to ensure there is an open line of communication in this important program. MAXIMUS YOUR MAXIMUS TEAM The breadth and depth of your MAXIMUS SB 90 team provides the City with the most qualified and experienced consultants available to ensure the accuracy, completeness, and timeliness of all work. The SB 90 practice of MAXIMUS has served local government in California for over 25 years. We became the dominant state mandated cost consulting firm in California by working closely with local government and various state agencies involved in the mandate program. Our team of extremely organized exceptionally trained, and highly responsive consultants work hard to ensure the accuracy, completeness, appropriateness, and timeliness of our work. The experience and depth of knowledge our staff possess guarantees the highest caliber individuals for this project. The Project Manager responsible for completing and coordinating all possible services is Nancy Endres. Ms. Endres, however, is only one member of the team assisting the City. She is supported by the Project Director, Steve Oppenheim, Vice President, Allan Burdick, our legal staff dedicated to state mandate issues, several highly experienced cost accounting specialists, and a large team of other mandate personnel. The following organization chart provides an overview of the MAXIMUS team to prepare and provide all related services you may need: Corporate Officer Allan Burdick Vice President Legal Assistance Pam Stone Juliana Gmur Project Management Steve Oppenheim Project Director Nancy Endres Project Manager Claiming Assistance SB 90 Consultants Administrative Specialists Indirect Cost - A-87 Specialists Manfred Endres Anita White MAXIMUS The roles and responsibilities associated with the various project staff positions are discussed below. Project Management Team: The MAXIMUS team includes Mr. Allan Burdick, Vice President, Mr. Steve Oppenheim, a Senior Manager in our Sacramento office, and Ms. Nancy Endres, a Manager in our Irvine office. Ms. Endres is very experienced and highly trained in SB 90. She will serve as the City of Carlsbad's Project Manager. The roles of each are described below. • Corporate Officer: Allan Burdick Mr. Burdick has the ultimate responsibility for the project and for ensuring that the necessary resources are made available to the project team. He is the expert source of information on state mandated cost issues. Mr. Burdick has been involved in the state mandated cost practice since its inception over twenty-five years ago. He will provide guidance to the Project Director and Project Manager to help ensure the success of the project. Mr. Burdick has worked with over 100 local agencies in preparing their mandated cost claims. He has worked with all size agencies ranging from small cities to as big as the County of Los Angeles. • Project Director: Steve Oppenheim Mr. Oppenheim has the primary responsibility for the MAXIMUS team effort. His responsibility is to ensure that the corporate standards for quality and customer satisfaction are achieved. In addition to his management role, Mr. Oppenheim will be available to assist the Project Manager with any specific claiming needs. He has 13 years experience providing SB 90 service to over 50 local agencies. He has worked with the cities of Benicia, Modesto, Los Angeles, Long Beach, and the counties of Butte, Madera, El Dorado, Alameda and San Benito in preparing their SB 90 claims. • Project Manager/Lead Consultant: Nancy Endres The City of Carlsbad's Project Manager oversees the daily work of the project team and ensures that project implementation occurs on schedule and in accordance with all project requirements. The Project Manager has direct responsibility for coordinating the collection of all applicable data from the City. She has the responsibility for regular client communication, conducting on-site interviews, preparation of all claims, and conducting the final review of the claims. Ms. Endres has nine years experience providing comprehensive SB 90 service to over 40 local agencies. She has worked personally with the City of Carlsbad for the past seven (7) years and has provided similar SB 90 services to the cites of Desert Hot Springs, Irvine, Huntington Beach, Santa Ana, Santa Monica, Loma Linda, Redondo Beach, Orange, Santa Clarita and to the counties of Orange, Inyo, Kings, Imperial and Mono. Legal Staff: The legal staff is available to assist the Project Manager in providing a legal interpretation of claiming issues and, if necessary, defending the claims during desk reviews or A-I MAXIMUS field audits. The two attorneys are Ms. Pamela Stone, Chief Legal Counsel for our SB 90 practice, and Ms. Juliana Gmur, a Senior Mandated Cost Program attorney. Ms. Stone has over 20 years experience in the state mandate arena. She has served as the lead attorney on state mandated cost litigation, which she has argued before the California Supreme Court. Ms. Gmur has over 12 years legal experience with the last 3 years specializing in the state mandate arena. She received the 2004 Litigation Award from the California County Counsels Association for her work on amicus briefs in support of local government in two cases before the California Supreme Court. Claiming Assistance Staff: To assist the project manager we have a number of experienced state mandated cost consultants. Many of these consultants have specialties in the various mandated programs or functional areas and can be called on should a complex or unique issues arise concerning the City's claims. In addition, MAXIMUS consultants are supported by a group of experienced administrative persons to ensure the accuracy and completeness of all materials. Indirect Cost OMB A-87 (2CFR Chapter 2) Specialists: The State has raised a series of new questions related to the eligibility and claiming of indirect costs. It is more important than ever to have the expertise of senior, OMB A-87 (now referred to as the 2CFR Chapter 2), indirect cost specialists to support SB 90 consultants. The MAXIMUS SB 90 team includes an extremely experienced and qualified consultant, Mr. Manfred Endres. Mr. Endres has been involved in preparing A-87 indirect cost programs for over 18 years, including negotiating issues on behalf of the State and local governments with the Federal A-87 managers responsible for advising the State of California on how to interpret A-87 questions. fg-^l-fT&&T A - 1 MAXIMUS PROFESSIONAL FEES This section outlines our fee structure offered to the City of Carlsbad for three years. Separate pricing is shown for Annual and New or First-Time claims. Annual Claims: We propose to prepare and file all eligible annual fiscal year actual cost reimbursement claims and all eligible estimated reimbursement claims for a fixed fee The proposed cost for completing the Annual State mandated cost reimbursement claims for the three fiscal years are presented below: Fiscal Work Year Actual Cost Claims Estimated Claims Total Fee 2006-2007 2005-2006 2006-2007 $4,800 2007-2008 2006-2007 2007-2008 $5,000 2008-2009 2007-2008 2008-2009 $5,250 New or First-Time Claims There are two factors that make it difficult at this time to project the scope of work or number of new or first time claims that will need to be filed in each of the three fiscal years. First, is the number of new claims that will be approved by the Commission on State Mandates and second, the impact of those claims on the City's operations. For developing the costs for this proposal, we have anticipated that the scope of that work will be similar to what it has been the past years. If for any reason there appears to be a major change in that practice, we suggest that both parties be able to reopen the discussions on the proposed costs and adjust them accordingly. For this reason, proposed below is a pricing matrix based on 10% of claims filed not to exceed the "Maximum Amount" below. There would be a minimum amount charged for the filing of new claims that are less than $12,000 in the fiscal year. Minimum Maximum Fiscal Year Work Amount Amount 2005-2006 $1,200 $5,000 2006-2007 $1,800 $5,500 2007-2008 $2,300 $6,000 METHOD OF PAYMENT The cost of all work outlined in this proposal, will be due on or before July 31st following the end of the fiscal year of each contract period. If for any reason, the City should prefer to negotiate a different arrangement than what is included in this section, we would be pleased to consider any reasonable alternative. 10