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HomeMy WebLinkAbout1986-12-16; City Council; 8832; Amending Agreements for consulting servicesCIT OF CARLSBAD - AGEND. BILL §o:Q.o. O Oo AB# F833. MTG. 12/16/86 DEPT. PLN TITLE' AMENDING AGREEMENTS FOR CONSULTING SERVICES b'UR THE GROWTH MANAGEMENT PROGRAM DPPT. HD. &M CITY ATTfJ@ CITY MGR.^ 2> VL. RECOMMENDED ACTION: Adopt Resolution No. %* 9/ / , authorizing an amendment to two consulting agreements and approving a fund transfer in the amount of $19,000.00. ITEM EXPLANATION On September 23, 1986 Council adopted the Citywide Facilities and Improvement Plan as the first phase in the overall Growth Management Program. At this time, Council also adopted Resolution No. 8800 which directed staff to prepare the Local Facilities Management Plan for Zones 1 through 6 and appropriated $25,000 for this purpose. It was explained at that time that it was staff's intention to retain the services of Paul Zucker and Fay Round. Paul Zucker, President of Zucker Systems was instrumental in preparing the guidelines detailing how to prepare the Local Facility Management Plan. For that reason it is imperative to retain the services of Zucker Systems in preparing Zones 1 through 6 as well as utilizing these services to review and evaluate to the City the remaining local zone plans as they are presented. Fay Round, President of Resource Microsystems, Inc. was also instrumental in preparing the information system along with the Citywide Facilities and Improvement Plan. His expertise is needed during the preparation of the Local Plans for Zones 1 through 6 to insure that the information is compatible with the system created during the time the Citywide Facilities and Improvement Plan was prepared. If needed Resource Microsystems will also be utilized in reviewing the remainder of the Local Plans as they are prepared. As a result of previous agreements with these two consultants, it is necessary for staff to receive Council authorization to amend both agreements in order to allow the consultants to be paid an amount in excess of $10,000.00. The cost of these additional services shall not exceed $9,500.00 per agreement. FISCAL IMPACT Funds were previously appropriated as Council authorized Resolution No. 8800 and are available for this purpose. Staff believes that if a Local Facility Management Fee is determined necessary during the preparation of the Local Plans for Zones 1 through 6 that these funds should be recovered in that fee. Page 2 of Agenda Bill No. As Local Plans are prepared and evaluated for the remainder zones, those funds expended for these consultants and other consultants, if necessary, will be directly recoverable from the $10,000.00 processing fee established by Council Resolution No. 8799. EXHIBITS 1. City Council Resolution No. fj // 2. Amended Agreement for Zucker Systems 3. Amended Agreement for Resource Microsystems, Inc. RESOLUTION NO. 8911 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, APPROVING THE AMENDED AGREEMENTS FOR GROWTH MANAGEMENT CONSULTING SERVICES. WHEREAS, the City Council has determined that it is desirable and necessary to retain the consulting services for the purpose of preparing the Local Facility Management Plans for Zones 1 through 6. NOW, THEREFORE, BE IT HEREBY RESOLVED by the City Council of the City of Carlsbad, California, as follows: 1. That the above recitations are true and correct. 2. That the City Council authorize the retention of the consulting services of "Zucker Systems for the Growth Management Program through June 30, 1987 in an amount not to exceed $9,500.00. 3. That the City Council authorize the retention of the consulting services of Resource Microsystems, Inc, for the Growth Management Program through June 30, 1987 in an amount not to exceed $9,500.00. 4. That a fund transfer of $19,000.00 on file in the Finance Department and incorporated herein by reference is hereby approved. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 PASSED, APPROVED AND ADOPTED at a regular meeting of the City Council of the City of Carlsbad, California, on the 16th day of December , 1986 by the following vote, to wit: AYES: Council Members Lewis, Kulchin, Pettine and Mamaux NOES: None ABSENT: None Y H. CASUER, Mayor ATTEST: ALETHA L. RAUTENKRANZ, City Cle^k (SEAL) -2- PROFESSIONAL SERVICES AGREEMENT THIS AGREEMENT, made and entered into this ^^<r day of. October, 1986, by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as "CITY", and PAUL C. ZUCKER, President of Zucker Systems, hereinafter referred to as "CONSULTANT". RECITALS CITY requires the services of PAUL C. ZUCKER to provide the necessary planning and management consultant services in conjunction with the City's Growth Management Program; CONSULTANT possesses the necessary skills and qualifications to provide the services required by CITY; NOW, THEREFORE, in consideration of these recitals and the mutual covenants herein, CITY AND CONSULTANT agree as follows: (1) CONSULTANT'S OBLIGATIONS The CONSULTANT shall provide planning and management consultant services to the CITY as required. Said services shall include the overall assistance in the preparation of the Local Facility Management Plans for Zones 1 through 6, as authorized by City Council Resolution No. 8800. Specific emphasis shall also be made in the review, analysis and evaluation of the Local Facility Management Zone Plans submitted to the City. Said services shall be performed diligently, in a professional manner, and in accordance with the terms and conditions of this agreement under the direction of the Planning Director or his authorized representative. (2) CITY'S OBLIGATION The CITY shall pay the CONSULTANT in accordance with paragraphs (4) and (5) of this agreement upon receipt of invoices submitted by the CONSULTANT and approved by the CITY. The City shall assist the Consultant as necessary as agreed to by the Planning Director. (3) PROGRESS AND COMPLETION Work under this agreement shall begin immediately and be completed as agreed upon by both parties following the determination of each specific project to be accomplished. Extensions of time may be granted if requested by the CONSULTANT and agreed to in writing by the Planning Director. In consideration of such requests, the Planning Director will give allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight on the part of the CONSULTANT, or, delays caused by CITY inaction or other agencies' lack of timely action. (4) FEES TO BE PAID TO CONSULTANT The fee payable in accordance with paragraph (5) shall be a the rate of sixty-five dollars ($65.00) per hour and shall not exceed $9,500.00. Additionally, the CONSULTANT shall be reimbursed by the CITY the actual cost of materials, supplies, and related miscellaneous expenses required by CONSULTANT to complete the work under this agreement. The CITY also agrees to reimburse the CONSULTANT for the actual time spent reviewing each specific zone plan from the appropriate funds deposited for the zones processing fee. No other compensation for services will be allowed except those items covered by supplemental agreements per paragraph (6), CHANGES IN WORK. (5) PAYMENT OF FEES Payment of fees shall be made within thirty (30) days after receipt and approval of invoices submitted by CONSULTANT to CITY. All invoices shall be detailed and include a written description of the work performed, dates, and hours worked, hourly rate, and total amount of requested payment. Said invoices -2- shall include an itemization of miscellaneous expenses to be reimbursed to CONSULTANT by CITY in accordance with paragraph (4) of this agreement. (6) CHANGES IN WORK If, in the course of this agreement, changes seem merited by the CONSULTANT or the CITY, and informal consultations with the other party indicate that a change in the conditions of the agreement is warranted, the CITY or the CONSULTANT may request a change in agreement. Such changes shall be processed in the following manner: A letter outlining the required changes shall be forwarded to the CITY or CONSULTANT to inform them of the proposed changes along with a statement or estimated changes in charges or time schedule. After reaching mutual agreement on the proposal, a supplemental agreement shall be prepared by the CITY and signed by both parties. Such supplemental agreement shall not render ineffective or invalidate unaffected portions of the agreement. Changes requiring immediate action by the CITY or CONSULTANT shall be ordered by the Planning Director who will immediately inform the other party of the necessity of such action and follow up with a supplemental agreement covering such work. (7) NON-COLLUSION CLAUSE The CONSULTANT warrants that their firm has not employed or retained any company or person, other than a bona fide employee working for the CONSULTANT, to solicit or secure this agreement, and that CONSULTANT 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 this agreement. For breach or violation of this warranty, the CITY shall 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 such fee, commission, percentage, brokerage fee, gift or contingent fee. -3- (8) NON-DISCRIMINATION CLAUSE The CONSULTANT shall comply with applicable State and Federal laws regarding non-discrimination. (9) TERMINATION OF CONTRACT In the event of the CONSULTANT'S failure to prosecute, deliver, or perform the work as provided for in this agreement, the CITY may terminate this agreement for nonperformance by notifying the CONSULTANT by certified mail of the termination of the agreement. The CONSULTANT, thereupon, shall deliver within five (5) working days said documents owned by the CITY and all work in progress to the Planning Director. The Planning Director shall make a determination of fact based upon the documents delivered to CITY of the percentage of work which the CONSULTANT has performed which is usable and of worth to the CITY in having the agreement completed. Based upon that finding as reported to the City Council, the Council shall determine the final payment of the agreement. (10) DISPUTES If a dispute should arise regarding the performance of work under this agreement, the following procedure shall be used to resolve any question of fact or interpretation not otherwise settled by agreement between the parties. Such questions, if they become identified as a part of a dispute among persons operating under the provisions of this agreement, shall be reduced to writing by the CITY or the CONSULTANT. A copy of such documented dispute shall be forwarded to the other party involved along with recommended methods of resolution which would be of benefit to both parties. The CITY or CONSULTANT receiving the letter shall reply to the letter along with a recommended method of resolution within ten (10) calendar days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the dispute shall be forwarded to the City Council for their resolution through the office of the -4- City Attorney. The City Council may then opt to consider the directed solution to the problem, in such cases, the action of the City Council shall be binding upon the parties involved, although nothing in this procedure shall prohibit the parties seeking remedies available to them at law. (11) SUSPENSION OR TERMINATION OF SERVICES This agreement may be terminated by either party upon tendering thirty (30) days written notice to the other party. In the event of such suspension or termination, upon request of the CITY, the CONSULTANT shall assemble the work product and put same in order for proper filing and deliver said product to CITY. In the event of termination, the CONSULTANT shall be paid for work performed to the termination date; however, the total shall not exceed the total maximum as outlined in paragraph (4) of this agreement. The CITY shall make the final determination as to the portions of tasks completed and the compensation to be made. Compensation shall be made within thirty (30) days of the final determination. (12) STATUS OF THE CONSULTANT The CONSULTANT shall perform the services provided for herein in CONSULTANT'S own way as an independent calling, and not as an employee of the CITY. CONSULTANT shall be under control of the CITY only as to the result to be accomplished and the personnel assigned to the project, but shall consult with the CITY as needed. (13) HOLD HARMLESS AGREEMENT The CITY, its agents, officers and employees shall not be liable for any claims, liabilities, penalties, fines, or any damage to goods, properties, or effects of any person whatever, nor for personal injuries, or death caused by, or resulting from, or claimed to have been caused by, or resulting from, any act or omission of CONSULTANT or CONSULTANT'S agents, employees or representatives. CONSULTANT agrees to defend, indemnify and save free an harmless the CITY and -5- its authorized agents, officers, and employees against any of the foregoing liabilities or claims of any kind and any cost and expense that is incurred by the CITY on account of any of the foregoing liabilities, including liabilities or claims by reason of alleged defects, unless the liability or claim is due, or arises out of, solely to the CITY'S negligence. (14) ASSIGNMENT OF CONTRACT The CONSULTANT shall not assign this agreement or any part thereof or any monies due thereunder without the prior written consent of the CITY. (15) SUBCONTRACTING If the CONSULTANT shall subcontract any of the work to be performed under this agreement by the CONSULTANT, CONSULTANT shall be fully responsible to the CITY for the acts and omissions of CONSULTANT'S subcontractor and of the persons either directly or indirectly employed by the subcontractor, as CONSULTANT is for the acts and omissions of persons directly employed by CONSULTANT. Nothing contained in this agreement shall create any contractual relationship between any subcontractor of CONSULTANT and the CITY. The CONSULTANT shall bind every subcontractor and every subcontractor of a subcontractor by the terms of this agreement applicable to CONSULTANT'S work unless specifically noted to the contrary in the subcontract in question approved in writing by the CITY. (16) PROHIBITED INTEREST No official of the City who is authorized in such capacity on behalf of the CITY to negotiate, make, accept, or approve, or take part in negotiating, making, accepting, or approving of any consultant, or any subcontractor of any consultant in connection with this agreement shall become directly or indirectly interested personally in this agreement or in any part thereof. No officer, employee, attorney, or agent of or for the CITY who is authorized in such -6- capacity and on behalf of the CITY to exercise any executive, supervisory, or other similar functions in connection with the performance of this agreement shall become directly or indirectly interested personally in this agreement or any part thereof. (17) VERBAL AGREEMENT OR CONVERSATION No verbal agreement or conversation with any officer, agent, or employee of the CITY, either before, during, or after the execution of this agreement, shall affect or modify any of the terms or obligations herein contained nor such verbal agreement or conversion entitle the CONSULTANT to any additional payment whatsoever under the terms of this agreement. (18) SUCCESSORS OR ASSIGNS Subject to the provisions of paragraph (14), HOLD HARMLESS AGREEMENT, all terms, conditions, and provisions hereof shall insure to and shall bind each of the parties hereto, and each of their respective heirs, executors, administrators, successors and assigns. (19) BUSINESS LICENSE REQUIRED Prior to beginning work, the CONSULTANT shall secure a City of Carlsbad business license and pay the appropriate fee for said license in accordance with Section 5.04.020 of the Carlsbad Municipal Code. (20) EFFECTIVE DATE This agreement shall be effective on and from the day and year first above written and shall terminate on June 30, 1987, unless extended through mutual agreement of the parties and after receiving the proper approval for said continuance. (21) CONFLICT OF INTEREST The CONSULTANT shall file a conflict of interest statement with the City Clerk of the City of Carlsbad. The CONSULTANT shall report investments or interests in real property. -7- IN WITNESS WHEREOF, we have hereunto set our hands and seals. CITY OF CARLSBAD City Manager Title ATTEST:APPROVED AS TO FORM: A^^r^OVED AS TO FORM: DF. BIONDO, JR., CITY ATTORNEY v 4^^2. City Attorney -8- PROFESSIOHAL SEKVICES AGREKMEHT THIS AGREEMENT, made and entered into this <=J4.~&> day of-'OctobeT^ 1986 , by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as "CITY", and RESOURCE MICROSYSTEMS, INC., hereinafter referred to as "CONSULTANT". RECITALS CITY requires the services of RESOURCE MICROSYSTEMS to provide the necessary computer/automated consultant services in conjunction with the City's Growth Management Program; CONSULTANT possesses the necessary skills and qualifications to provide the services required by CITY; NOW, THEREFORE, in consideration of these recitals and the mutual covenants herein, CITY AND CONSULTANT agree as follows: (1) CONSULTANT ' S OBLIGATIONS The CONSULTANT shall provide computer/automated consultant services to the CITY as required. Said services shall include the overall assistance in the preparation of the Local Facility Management Plans for Zones 1 through 6, as authorized by City Council Resolution No. 8800. Specific emphasis shall also be made in the review, analysis and evaluation of the Local Facility Management Zone Plans submitted to the City, as well as the maintenance and updating of the automated growth management system. Said services shall be performed diligently, in a professional manner, and in accordance with the terms and conditions of this agreement under the direction of the Planning Director or his authorized representative. (2) CITY'S OBLIGATION The CITY shall pay the CONSULTANT in accordance with paragraphs (4) and (5) of this agreement upon receipt of invoices submitted by the CONSULTANT and approved by the CITY. The City shall assist the Consultant as necessary as agreed to by the Planning Director. (3) PROGRESS AND COMPLETION Work under this agreement shall begin immediately and be completed as agreed upon by both parties following the determination of each specific project to be accomplished. Extensions of time may be granted if requested by the CONSULTANT and agreed to in writing by the Planning Director. In consideration of such requests, the Planning Director will give allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight on the part of the CONSULTANT, or, delays caused by CITY inaction or other agencies' lack of timely action. (4) FEES TO BE PAID TO CONSULTANT The fee payable in accordance with paragraph (5) shall be a the rate of seventy-five dollars ($75.00) per hour and shall not exceed $9,500.00. Additionally, the CONSULTANT shall be reimbursed by the CITY the actual cost of materials, supplies, and related miscellaneous expenses required by CONSULTANT to complete the work under this agreement. The CITY also agrees to reimburse the CONSULTANT for the actual time spent reviewing each specific zone plan from the appropriate funds deposited for the zones processing fee. No other compensation for services will be allowed except those items covered by supplemental agreements per paragraph (6), CHANGES IN WORK. (5) PAYMENT OF FEES Payment of fees shall be made within thirty (30) days after receipt and approval of invoices submitted by CONSULTANT to CITY. All invoices shall be detailed and include a written description of the work performed, dates, and hours worked, hourly rate, and total amount of requested payment. Said invoices -2- shall include an itemization of miscellaneous expenses to be reimbursed to CONSULTANT by CITY in accordance with paragraph (4) of this agreement. (6) CHANGES IN WORK Iff in the course of this agreement, changes seem merited by the CONSULTANT or the CITY, and informal consultations with the other party indicate that a change in the conditions of the agreement is warranted, the CITY or the CONSULTANT may request a change in agreement. Such changes shall be processed in the following manner: A letter outlining the required changes shall be forwarded to the CITY or CONSULTANT to inform them of the proposed changes along with a statement or estimated changes in charges or time schedule. After reaching mutual agreement on the proposal, a supplemental agreement shall be prepared by the CITY and signed by both parties. Such supplemental agreement shall not render ineffective or invalidate unaffected portions of the agreement. Changes requiring immediate action by the CITY or CONSULTANT shall be ordered by the Planning Director who will immediately inform the other party of the necessity of such action and follow up with a supplemental agreement covering such work. (7) NON-COLLUSION CLAUSE The CONSULTANT warrants that their firm has not employed or retained any company or person, other than a bona fide employee working for the CONSULTANT, to solicit or secure this agreement, and that CONSULTANT 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 this agreement. For breach or violation of this warranty, the CITY shall 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 such fee, commission, percentage, brokerage fee, gift or contingent fee. -3- (8) NON-DISCRIMINATION CLAUSE The CONSULTANT shall comply with applicable State and Federal laws regarding non-discrimination. (9) TERMINATION OF CONTRACT In the event of the CONSULTANT'S failure to prosecute, deliver, or perform the work as provided for in this agreement, the CITY may terminate this agreement for nonperformance by notifying the CONSULTANT by certified mail of the termination of the agreement. The CONSULTANT, thereupon, shall deliver within five (5) working days said documents owned by the CITY and all work in progress to the Planning Director. The Planning Director shall make a determination of fact based upon the documents delivered to CITY of the percentage of.work which the CONSULTANT has performed which is usable and of worth to the CITY in having the agreement completed. Based upon that finding as reported to the City Council, the Council shall determine the final payment of the agreement. (10) DISPUTES If a dispute should arise regarding the performance of work under this agreement, the following procedure shall be used to resolve any question of fact or interpretation not otherwise settled by agreement between the parties. Such questions, if they become identified as a part of a dispute among persons operating under the provisions of this agreement, shall be reduced to writing by the CITY or the CONSULTANT. A copy of such documented dispute shall be forwarded to the other party involved along with recommended methods of resolution which would be of benefit to both parties. The CITY or CONSULTANT receiving the letter shall reply to the letter along with a recommended method of resolution within ten (10) calendar days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the dispute shall be forwarded to the City Council for their resolution through the office of the -4- City Attorney. The City Council may then opt to consider the directed solution to the problem. In such cases, the action of the City Council shall be binding upon the parties involved, although nothing in this procedure shall prohibit the parties seeking remedies available to them at law. (11) SUSPENSION OR TERMINATION OF SERVICES This agreement may be terminated by either party upon tendering thirty (30) days written notice to the other party. In the event of such suspension or termination, upon request of the CITY, the CONSULTANT shall assemble the work product and put same in order for proper filing and deliver said product to CITY. In the event of termination, the CONSULTANT shall be paid for work performed to the termination date; however, the total shall not exceed the total maximum as outlined in paragraph (4) of this agreement. The CITY shall make the final determination as to the portions of tasks completed and the compensation to be made. Compensation shall be made within thirty (30) days of the final determination. (12) STATUS OF THE CONSULTANT The CONSULTANT shall perform the services provided for herein in CONSULTANT'S own way as an independent calling, and not as an employee of the CITY. CONSULTANT shall be under control of the CITY only as to the result to be accomplished and the personnel assigned to the project, but shall consult with the CITY as needed. (13) HOLD HARMLESS AGREEMENT The CITY, its agents, officers and employees shall not be liable for any claims, liabilities, penalties, fines, or any damage to goods, properties, or effects of any person whatever, nor for personal injuries.or death caused by, or resulting from, or claimed to have been caused by, or resulting from, any act or emission of CONSULTANT or CONSULTANT'S agents, employees or representatives. CONSULTANT agrees to defend, indemnify and save free an harmless the CITY and -5- its authorized agents, officers, and employees against any of the foregoing liabilities or claims of any kind and any cost and expense that is incurred by the CITY on account of any of the foregoing liabilities, including liabilities or claims by reason of alleged defects, unless the liability or claim is due, or arises out of, solely to the CITY'S negligence. (14) ASSIGNMENT OF CONTRACT The CONSULTANT shall not assign this agreement or any part thereof or any monies due thereunder without the prior written consent of the CITY. (15) SUBCONTRACTING If the CONSULTANT shall subcontract any of the work to be performed under this agreement by the CONSULTANT, CONSULTANT shall be fully responsible to the CITY for the acts and omissions of CONSULTANT'S subcontractor and of the persons either directly or indirectly employed by the subcontractor, as CONSULTANT is for the acts and omissions of persons directly employed by CONSULTANT. Nothing contained in this agreement shall create any contractual relationship between any subcontractor of CONSULTANT and the CITY. The CONSULTANT shall bind every subcontractor and every subcontractor of a subcontractor by the terms of this agreement applicable to CONSULTANT'S work unless specifically noted to the contrary in the subcontract in question approved in writing by the CITY. (16) PROHIBITED INTEREST No official of the City who is authorized in such capacity on behalf of the CITY to negotiate, make, accept, or approve, or take part in negotiating, making, accepting, or approving of any consultant, or any subcontractor of any consultant in connection with this agreement shall become directly or indirectly interested personally in this agreement or in any part thereof. No officer, employee, attorney, or agent of or for the CITY who is authorized in such -6- capacity and on behalf of the CITY to exercise any executive, supervisory, or other similar functions in connection with the performance of this agreement shall become directly or indirectly interested personally in this agreement or any part thereof. (17) VERBAL AGREEMENT OR CONVERSATION No verbal agreement or conversation with any officer, agent, or employee of the CITY, either before, during, or after the execution of this agreement, shall affect or modify any of the terras or obligations herein contained nor such verbal agreement or conversion entitle the CONSULTANT to any additional payment whatsoever under the terms of this agreement. (18) SUCCESSORS OR ASSIGNS Subject to the provisions of paragraph (14), HOLD HARMLESS AGREEMENT, all terras, conditions, and provisions hereof shall insure to and shall bind each of the parties hereto, and each of their respective heirs, executors, administrators, successors and assigns. (19) BUSINESS LICENSE REQUIRED Prior to beginning work, the CONSULTANT shall secure a City of Carlsbad business license and pay the appropriate fee for said license in accordance with Section 5.04.020 of the Carlsbad Municipal Code. (20) EFFECTIVE DATE This agreement shall be effective on and from the day and year first above written and shall terminate on June 30, 1987, unless extended through mutual agreement of the parties and after receiving the proper approval for said continuance. (21) CONFLICT OF INTEREST The CONSULTANT shall file a conflict of interest statement with the City Clerk of the City of Carlsbad. The CONSULTANT shall report investments or interests in real property. -7- IN WITNESS WHEREOF, we have hereunto set our hands and seals, CITY OF CARLSBAD A113 rtfmt-ri «-y Manager By V <•* Title ATTEST: \;:;Ccs|T F. BIONDO, JR., CITY ATTOKl\EY RONALD R. BALL City Attorney -8-