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HomeMy WebLinkAbout2002-04-23; City Council; 16728; Approval of Amendment No. 2 with Katz & AssociatesI 3 ,E# 16,728 ITG. 4/23/2002 IEPT. ENG CITY OF CARLSBAD -AGENDA BILL m: APPROVAL OF RATIFICATION OF AMENDMENT NO. 2 TO THE IMPLEMENTATION OF A PUBLIC AFFAIRS PROGRAM TO AGREEMENT FOR COMMUNITY RELATIONS SERVICES AND SUPPORT THE DESIGN AND CONSTRUCTION OF THE CARLSBAD VILLAGE STORM DRAIN PROJECTS WITH KAT2 VISTNCARLSBAD INTERCEPTOR SEWER AND THE SOUTH 8 ASSOCIATES, INC, A NEVADA CORPORATION RECOMMENDED ACTION: Adopt Resolution No. 2002-124 approving Ratification of Amendment No. 2 to the 1998 and the implementation of a public affairs program to support the design and construction of the agreement with Katz & Associates, Inc., a Nevada Corporation, for community relations services Vista/Carlsbad Interceptor Sewer and the South Carlsbad Village Storm Drain Projects with Katz & Associates, Inc., a Nevada Corporation. ITEM EXPLANATION: The need for a community outreach program for this project was identified by the Public Works Director. As a result, the City retained Katz & Associates to assist with this effort. The original contract with Katz for this project was $90,735. Amendment No. 1 extended the contract an additional $67,870 for a total contract amount of $158,605. This amendment No. 2 will extend the agreement an additional $63,000 for a total contract amount of $221,605. In addition, this ratification of amendment no. 2 will also retroactively extend the agreement for a period of one additional year, as authorized in the terms of the original agreement. Katz & Associates, Inc. has done an excellent job of providing community relation services relating to the Vista/Carlsbad Interceptor Sewer and the South Carlsbad Village Storm Drain Projects. Their outreach has proven to be beneficial to the citizens of Carlsbad. They have worked with the the continued utilization of their services would be a benefit to the City. community to minimize the impacts of this important project. Amending their agreement to allow for ENVIRONMENTAL IMPACT: N/A FISCAL IMPACT: Based on the current construction schedule, funds are available with the current project needed for the continued use of Katz and Associates, Inc. is $63,000. appropriations to encumber additional funds for this contract amendment. The additional funds EXHIBITS: 1. 2. Ratification of Amendment No. 2 with Katz & Associates, Inc. Resolution No. 2002-124 3. Original Agreement with Katz & Associates, Inc. 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 AMENDMENT NO. 2 TO AGREEMENT FOR COMMUNITY CARLSBAD, CALIFORNIA, APPROAL OF RATIFICATION OF PUBLIC AFFAIRS PROGRAM TO SUPPORT THE DESIGN AND RELATIONS SERVICES AND THE IMPLEMENTATION OF A CONSTRUCTION OF THE VISTNCARLSBAD INTERCEPTOR SEWER AND THE SOUTH CARLSBAD VILLAGE STORM DRAIN CORPORATION. PROJECTS WITH KATZ & ASSOCIATES, INC, A NEVADA WHEREAS, the City Council of the City of Carlsbad, California consider it necessary and n the public interest to retroactively approve and accept Ratification of Amendment No. 2 to the lgreement with Katz & Associates, Inc.. in the amount of $63.000 for their continued services for he implementation of a public affairs program, for a contract amount of $221,605; and WHEREAS, the City desires to retroactively extend the Agreement with Katz & Associates, nc., for a one-year period, ending on March 12, 2003; and WHEREAS, the contractor, Katz & Associates, Inc. possesses the necessary skills and lualifications to provide the needed services; and WHEREAS, a ratification of amendment to the consultant agreement :with. Katz ,& ksociates, Inc. has been prepared and submitted hereto; and ~. .. . WHEREAS, funding for the subject amendment is available in the Fiscal Year 2001/2002 :spital project budget. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, :alifornia, as follows: 1. That the above recitations are true and correct I I I I 3 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 2. That Ratification of Amendment No. 2 to the agreement between the City of 2arlsbad and Katz & Associates, Inc. is hereby approved in the amount of $63,000, for a total agreement amount of $221,605, and the Mayor is authorized and directed to execute said amendment. PASSED, APPROVED AND ADOPTED at a regular meeting of the Carlsbad City Council ield on the 23rd day of APRIL , 2002 by the following vote, to wit: nila, Nygaard, Hall 4TTEST /I Page 2 of 2 of Resolution No. 2002-124 3 RATIFICATION OF AMENDMENT NO. 2 TO EXTEND AND AMEND AGREEMENT FOR COMMUNITY RELATIONS SERVICES AND THE IMPLEMENTATION OF A PUBLIC AFFAIRS PROGRAM TO SUPPORT THE DESIGN AND CONSTRUCTION OF THE VISTNCARLSBAD INTERCEPTOR SEWER AND THE SOUTH CARLSBAD VILLAGE STORM DRAIN PROJECTS WITH KATZ & ASSOCIATES, INC, A NEVADA CORPORATION This Ratification of Amendment No. 2 is entered into as of the 7th day of jhblls: , 200&, but effective as of the 12'h day of March, 2002, extending and amending the agreement dated March 12, 1998 (the "Agreement") by and between the City of Carlsbad, a municipal corporation, ("City"), and KATZ &ASSOCIATES, INC, a Nevada corporation, ("Contractor") (collectively, the "Parties") for community relations services and the implementation of a public affairs program to support the design and construction of the VistaKarlsbad Interceptor Sewer. and the South Carlsbad Village Storm Drain Projects, ("Project"), City Project Nos. 3182 and 3528, CMWD Project No. 91-403. RECITALS .. A. On' October 2, 2000, the Parties executed Amendment 'NO. 1 to the Agreement to .extend the Agreement for a period of one year, ending on March 12. 2002; and 6. On October 2, 2000, the Parties executed Amendment No. 1 to the Agreement to amend the Agreements scope of work to add additional. funding of $67,870 for the Project; and C. The'Agreement, as amended from time to time expired on March 12, 2002, and Contractor continued to work on the services specified therein without the benefit of an agreement; and D. The Parties desire to extend the Agreement for a period of one year, ending on March 12,2003; and E. The Parties desire to alter the Agreement's scope of work to add additional funding of $63,000, for a total contract value of $221,605; and F. The Parties have negotiated and agreed to a supplemental scope of work and fee schedule, which is attached to and incorporated by this reference as Exhibit "A", Scope of Services and Fee. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: City Attorney Approved Version #05.22.01 1 1. The retroactive extension and amendment of the Agreement is ratified. 2. 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”. 3. City will pay Contractor for all work associated with those services described in Exhibit “A on a time and materials basis not-to-exceed the total contract amount as amended of two hundred twenty one thousand six hundred and five dollars ($221.605). 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. 4. Contractor will complete all work described in Exhibit “A by March 12.2003. 5. All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and effect. 6. All requisite insurance policies to be maintained by Contractor pursuant to.the Agreement, as may have been amended from time to time, will include I1 coverage for this Amendment. ., .. . .. I1 ., 2 City Attorney Approved Version W5.22.01 7. 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 this Amendment. A CONTRACTOR *By: '1 c (&L !L!. -,& (sign here) (print namehitle) <&& m. t(&Tt ATTEST: , .(print namekitle) LORMI& M. WOOD City Clerk If required by City, proper notarial acknowledgment of execution by contractor must be attached. 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. Assistant Secretary. 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 Deputy City Attorney Ai& 3 City Attorney Approve; Version #05.22.01 EXHIBIT "A" Continue providing services outlined in the original contract dated March 12, 1998 at the following rates: KAT2 & ASSOCIATES, INC. 2002 HOURLY RATES ASSIGNMENT PresidenVPrincipal in Charge Vice PresidenUFacilitator Director Senior Account Supervisor Account Supervisor Senior Account Executive Account Executive II Account Executive I Assistant Account Executive Account Coordinator Project Support HOURLY RATE $1 75 $1 65 $1 60 $145 $135 $1 20 $1 05 $95 $75 $55 $40 4 City Attorney Approved Version # 05.22.01 .- AGREEMENT THIS AGREEMENT is made and entered into as of the 12th day of MARCH , 19x, by and between the CITY OF CARLSBAD, a municipal corporation, hereinafler referred to as "City". and Katz 8 Associates. Inc.. a Nevada Eorwration, hereinafler referred to as "Contractor." RECITALS City requires the services of a full-service communications Contractor to provide the necessary communitv relations/construction manaaement services for preparation and implementation of a public affairs program to support design and construction of the VistdCarlsbad Interceptor Sewer and the South Cadsbad Village Storm Drain Projects; and Contractor possesses the necessary skills and qualifications to provide the services required by the Cii; NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: . '.-# 1. CONTRACTOR'S OBLlGATiONQ .. yl .. The Contractor's obligations are outlined In the attached Exhibit "A." rev. 8/26/96 -. i , 1 4 .. .r 2. - The City shall : A. Provide Contractor reference materials, as requested in writing, and reasonably available. 8. With reasonable promptness, provide required approvals and declsions. C. Provide any other Informatlon, as the Consultant's may request in wrlting, and necessary to the successful pursult of the project contract. 3. - P 0 The work under this contract will begin within ten (IO) days aff,er receipt of notification to proceed by the Ci and be completed within days of that date. Extensions of time may be granted if requested by the Contractor and agreed to in writing by the City Engineer or designee. The City Engineer or designee will give allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight on the part of the Contractor, or delays caused by Ci inaction or other agencies' lack of timely action. 4. FEES TO BE PAID TO CONTRACTOR The total fee payable for the sewices to be performed shall be one hundred ' ninety-nine thousand, elght hundred eighty-flve dollars $199.885. No other compensation for services will be allowed except those items covered by supplemental agreements per Paragraph 8. "Changes in Work." The City reserves the right to rev. 8/26/96 2 4 -I- C I - .. withhold a ten percent (10%) retention until the project has been accepted by the City. Incremental payments, if applicable, should be made as outlined in attached Exhibit "A? 5. DURATION OF CONTRACT This agreement shall extend for a period of three f3) veaq from date thereof. The contract may be extended by the City Manager for four) additional one (I) year periods or parts thereof, based upon a review of satisfactory performance and the City's needs. The parties shall prepare extensions in writing indicating effective date and length of the extended contract. 6. PAYMENT OF FEES Payment of approved items on the invoice shall be mailed to the Contractor within 30 days of receipt of the invoice. 7. FINAL SUBMISSIONS Within $hi* 130) days of completion and approval of the final progress report, the Contractor shall deliver to the City the following items: Five (5) copies of all newsletters and press releases. Five (5) copies of all informational materials Five (5) copies of the final contact list Five (5) copies of the final progress report 8. CHANGFS IN WORK If, in the course of the contract, changes seem merited by the Contractor or the rev. 8/26/96 3 _I - - I - .. City, and Informal consultations with the other party indicate that a change in the conditions of the contract is warranted, the Contractor or the City may request a change in contract. Such changes shall be processed by the Ci in the following manner: A letter outlining the required changes shall be forwarded to the Ci by Contractor to inform them of the proposed changes along with a statement of estimated changes in charges or time schedule. A Standard Amendment to Agreement shall be prepared by the City and approved by the Ci according to the procedures described in Carisbad Municipal Code Section 3.28.172. Such Amendment to Agreement shall not render ineffective or invalidate unaffected portions of the agreement. 9. C The Contractor warrants that their firm has not employed or retained any company or person, other than a bona fide employee working for the 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, the City shall have the right to annul this agreement without liabili, or, in its discretion, to deduct from the agreement price or consideration. or otherwise recover, the full amount of such fee, commission, percentage, brokerage fees, gift, or contingent fee. 10. The Contractor shall comply with the state and federal laws regarding nondiscrimination. rev. 8/26/96 4 . -- . - .. 11. TERMINATION OF CONTRACT In the event of the Contractoh failure to prosecute, deliver, or perform the work as provided for in this contract, the City Manager may terminate this contract for nonperformance by notifying the Contrabor by certified mail of the termination of the Contractor. The Contractor, thereupon, has five (5) working days to deliver said documents owned by the City and all work in progress to the District Enaineer. The District Enaineer shall make a determination of fact based upon the documents delivered to Cii of the percentage of work which the Contractor has performed which is usable and of worth to the City in having the contract completed. Based upon that finding as reported to the City Manager, the Manager shall determine the final payment of the contract. 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 Contractor shall assemble the work product and put same in order for proper filing and closing and deliver said product to Ci. In the event of termination, the Contractor shall be paid for work performed to the termination date: however, the total shall not exceed the lump sum fee payable under paragraph 4. The City Manager shall make the final determination as to the portions of tasks completed and the compensation to be made. 12. 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 rev. 8/26/96 5 . -.. .. -1 I- interpretation not otherwise settled by agreement between parties. Such questions, if they become identied as a part of a dispute among persons operating under the provisions of this contract, shall be reduced to writing by the principal of the Contractor or the CiW Enaineer or deslanee. A copy of such documented dispute shall be forwarded to both parties involved along with recommended methods of resolution which would be of benefit to both parties. The Cltv Enalneer or desianee or principal receiving the letter shall reply to the letter along with a recommended method of resolution within ten (IO) 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 Ci Manager. 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. 13. CI AIMS AND I AWSUITS The Contractor agrees that any contract claim submitted to the City must be asserted as part of the contract process as set forth in this agreement and not in anticipation of litigation or in conjunction with litigation. The Contractor acknowledges that if a false claim is submitted to the Ci, it may be considered fraud and the Contractor may be subject to criminal prosecution. The Contractor acknowledges that California Government Code sections 12650 m, the False Claims Ad, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate gnorance of the false information rev. 8/26/96 6 .. or in reckless disregard of the truth or falsity of information. If the City of Carlsbad seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorneys fees. The Contractor acknowledges that the filing of a false claim may subject the Contractor to an administrative debarment proceeding wherein the Contractor may be prevented to act as a Contractor on any public wok or improvement for a period of up to fwe years. The Contractor acknowledges debarment by another jurisdiction is grounds for the City of Carlsbad to disqualify the Contractor from the selection process. mlnitial) The provisions of Carlsbad Municipal Code sections 3.32.025, 3.32.026, 3.32.027 and 3.32.028 pertaining to false claims are incorporated herein by reference. 14. STATUS OF THE CONTRACTOR The Contractor shall perform the services provided for herein in Contractor's own way as an independent Contractor and in pursuit of Contractor's independent calling, and not as an employee of the City. Contractor shall be under control of the City only as to the result to be accomplished. but shall consult with the City as provided for in the request for proposal. The persons used by the Contractor to provide services under this agreement shall not be considered employees of the Ci for any purposes whatsoever. The Contractor is an independent Contractor of the Ci. The payment made to the Contractor pursuant to the contract shall be the full and complete compensation to which the Contractor is entitled. The City shall not make any federal or state tax withholdings on behalf of the Contractor or hisher employees or subcontractors. The rev. 8/26/96 7 . .. .. 1. Ci shall not be require 7 d to pay any workers' compensation insurance or unemployment contributions on behalf of the Contractor or hislher employees or subcontractors. The Contractor agrees to indemnify the Ci within 30 days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which the Ci may be required to make on behalf of the Contractor or any employee or subcontractor of the Contractor for work done under this agreement or such indemnification amount may be deducted by the City from any balance owing to the Contractor. The Contractor shall be aware of the requirements of the Immigration Reform and Control Act of 1986 and shall comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and Consultants that are included in this agreement. 15. CONFORMITY TO LEGAL REQUIREMENTS The Contractor shall cause all drawings and specifications to conform to all applicable requirements of law: federal, state and local. Contractor shall provide all necessary supporting documents, to be filed with any agencies whose approval is necessary. The City will provide copies of the approved plans to any other agencies. rev. 8/26/96 8 .. c .. .. 16. QWERSHIP OF DOCUMENTS All plans, studies, sketches, drawings, reports, and specifications as herein required are the property of the City, whether the work for which they are made be executed or not. In the event this contract is terminated, all 'documents, plans, specifications, drawings, reports, and studies shall be delivered forthwith to the Ci. Contractor shall have the right to make one (1) copy of the plans for hislher records. 17. REPRODUCTlON RIGHTS The Contractor agrees that all copyrights which arise from creation of the work pursuant to this contract shall be vested in City and hereby agrees to relinquish all claims to such copyrights in favor of Ci. 18. HOLD HARM1 ESS AGREW Contractor agrees to indemnify and hold harmless the City of Carlsbad and its officers. officials, employees and volunteers from and against all claims, damages, losses and expenses including attorney 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, except where caused by the active negligence. sole negligence, or willful misconduct of the City of Carlsbad. Contractor shall at its own expense, upon written request by the City, defend any such suit or action brought against the City, its officers, officials, employees and volunteers. Contractors indemnification of City shall not be limited by any prior or subsequent declaration by the Contractor. rev. 8/26/96 9 I6 19. -T OF CONTRACT The Contractor shall not assign this contract or any part thereof or any monies due thereunder without the prior written consent of the City. 20. -CONTRACTING If the Contractor shall subcontract any of the work to be performed under this contract by the Contractor, Contractor shall be fully responsible to the 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 contract shall create any contractual relationship between any subcontractor of Contractor and the City. The Contractor shall bind every subcontractor and every subcontractor of a subcontractor by the terms of this contract applicable to Contractor's work unless specifically noted to the contrary in the subcontract in question approved in writing by the Ci. 21. 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 this agreement, shall become directly or indirectly interested personally in this contract or in any part thereof. No officer or employee of the Ci who is authorized in such capacity and on behalf of the City to exercise any executive, supervisory, or similar functions in connection with the performance of this contract shall become directly or indirectly interested personally in this contract or any part thereof. rev. 8/26/96 10 _.- e. - .. L. 22. VFRB&"ENT OR CON VFRSAT ION No verbal agreement or conversation with any officer, agent, or employee of the City, either before, during or afler the execution of this contract, shall affect or modify any of the terms or obligations herein contained nor entitle the Contractor to any additional payment whatsoever under the terms of this contract. 23. SUCCESSORS OR ASSIGNS Subject to the provisions of Paragraph 18. "Hold Harmless Agreement." all terms, conditions, and provisions hereof shall inure to and shall bind each of the parties hereto, and each of their respective heirs, executors. administrators, successors, and assigns. 24. EFFECTIVE DATE This agreement shall be effective on and from the day and year first written above. 25. CONFLICT OF INTEREST The City has determined, using the guidelines of the Political Reform Act and the Cis conflict of interest code, that the Contractor will not be required to file a conflict of interest statement as a requirement of this agreement. However, Contractor hereby acknowledges that Contractor has the legal responsibility for complying with the Political Reform Act and nothing in this agreement releases Contractor from this responsibility. 26. INSURANCE The Contractor shall obtain and maintain for the duration of the contract and any rev. 8/26/96 11 .. .. 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 Work hereunder by the Contractor, his agents, representatives, employees or subcontractors. Said insurance shall 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" and shall meet the City's policy for insurance as stated in Resolution No. 91-403. A. Coveraaes and Limits Contractor shall maintain the types of coverages and minimum limits indicated herein, unless a lower amount is approved by the City Attorney or City Manager 1. Comprehensive 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 shall apply separately to the work under this contract or the general aggregate shall be twice the required per occurrence limit. 2. Automobile Liability (if the use of an automobile is involved for Contractor's work for the City). $I,M10.000 combined single-limit per accident for bodily injury and property damage. 3. Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the Labor Code of the State of California and Employer's Liability limits of $1,000.000 per accident for bodily injury. rev. 8/26/96 12 4. Professional Liability. The reau[mforssional liebllltv Nrance is waived, 0. Contractor shall ensure that the policies of insurance required under this agreement contain, or are endorsed to contain, the following provisions. 1. The City shall be named as an additional insured on all policies excluding Workers' Compensation and Professional Liability. 2. The Contractor shall furnish certificates of insurance to the City before commencement of work. 3. The Contractor shall obtain occurrence coverage, excluding Professional Liability which shall be written as claims-made coverage. 4. This insurance shall be in force during the lie of the agreement and any extension thereof and shall not be canceled without 30 days prior written notice to the City sent by certified mail. 5. If the Contractor fails to maintain any of the insurance coverages required herein, then the City will have the option to declare the Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies In order that the required coverages may be maintained. The Contractor is responsible for any payments made by the City to obtain or maintain such insurance and the City may collect the same from the Contractor or deduct the amount paid from any sums due the Contractor under this agreement. rev. 8/26/96 13 :: 27. R-S The name of the persons who are authorized to give written notices or to receive written notice on behalf of the City and on behalf of the Contractor in connection with the foregoing are as follows: For Contractor: For Ciy: Title William E. Plummer. District Enalneer Name 1 Address 3950 El Camino Real Carlsbad. California 92008 Title Sare M. c-4~ frcsidc A Name <.trk AssoALteF, rk. Address q>75 E~CL(L.~\JCS~LR~, skilC 5% I u L4 $dl*, CA 'la037 / ArchRectlLicense Number: F-J /A ArchitedLicense Number: 28. BUSINESS LICENSE Contractor shall obtain and maintain a City of Carisbad Business License for the duration of the contract. 29. This agreement, together with any other written document referred to or contemplated herein, embody the entire agreement and understanding between the rev. 8/26/96 14 parties relating to the subject matter hereof. Neither this agreement nor any Provision hereof may be amended, modified, waived or discharged except by an inStfUment in writing executed by the party against which enforcement of such amendment, waiver Or discharge is sought. Executed by Contractor this JsJk day of hrdre*-kr ,192. CONTRACTOR KAT2 & ASSOCIATES, INC., a Nevada corpor corporation (name of Contractor) By: +-<rLAS<ocict<S,?InC. (sign here) AlTEST 5.- M. Y~L/ Prtstdec-t- (print narneltiile) By: < LZ/L (sky here) # &,L m. G4"/pm>i& r-t City Clerk (print nameltitle) (Proper notarial acknowledgment of execution by Contractor must be attached.) officer signs, the corporation must attach a resolution certified by the secretary or assistant secretary (President or vice-president and secretary or assistant secretary must sign for corporations. If only one under corporate sed empowering that officer to bind the corporation.) . APPROVED AS TO FORM: RONALD R. BALL eputy City Attorney 15 rev. 8126196 ,- STATE OF CALIFORNIA 1 COUNTYOF s&u personally appeared M, VL~ NAME(S) OF SIGNER(S) pd personally known to me - OR - 0 proved to me on the basis of satisfactory evidence to be the penon(s) whose name@) idare subscribed to the within instrument and acknowledged to me that helshelthey executed the same in hslher/their authorized capacity(ies), and that by hiwherltheir signature(s) on the instrument the person(s). or the entity upon behalf of which the person(s) acted, executed the instrument. Title of Type of Dwyment Date of Document No. of Pages Signer(s) other than named above CMWD 06/14/95 REV. EXHIBIT .AD Carlsbad Municipal Water District Prepared for: Kelly J. Efimoff Carlsbad Municipal Water Dutrict 5950 El Camino Red Carlsbad, CA 92008 Submitted by: 4275 Executive Square, Suite 530 La Jolla, CA 92037 (619) 452-003 1, ext. 327 katzandassociates.com (619) 552-8437 fax Scope of Work Desiqn Phase Services I ;ReI&tro*p,res R@&g&$ .. ~ Working effectively with the media can contribute greatly to a project's success. The media offers an excellent way to educate the public about the benefits and progress of the projects. Therefore, K&A will incorporate media relations as part of the public education plan. This includes media briefings, ident@ing an approved spokesperson, crafting key messages about the project and distributing timely and informative news releases. Given the dynamic nature. and the potential for high visibility of projects that impact businesses and residents, a communications plan to address a variety of probable scenarios is a must. K&A will work with Carlsbad Municipal Water District (District) staffto develop, prepare and distribute to targeted media, news releases specifically related to design milestones. Communication themes will include understanding the purpose and need for the projects, environmental concerns, project timelines, specificity regarding pipeline dimensions, locations and anticipated construction plans. Notifications regarding community meetings, District and City news and project updates will be communicated to the community through a variety of media. Targeted print publications include: J San Diego Union-Tribune, North County Edition J North County Times J Carlsbad Business Journal (targeting Chamber member business owners) J BeachNews J CarlsbadSun J Village Voice J Informador (Hispanic) J All Homeowner Association Newsletters News releases allow the dissemination of project information to all media outlets simultaneously, which is crucial to maintaining good relations with reporten. All appropriate releases also will be distributed to local television stations, including Daniel's Cablevision and local radio news stations. K&A will draft and distribute two news releases in this phase. I I Meetings are by far the most widely used public participation technique - and for good reason. Held at targeted sites throughout the community I concerns &out this project. In addition, K&A recommends scheduling meetings with affected business and residents to substantially precede appropriate design milestones in order to communicate with and respond to all affected audiences. K&A will work with District and City staff to develop and provide all necessary meeting materials and visuals to help disseminate all project information in an easy to understand manner with ample time devoted to question and answer sessions. K&A will work with District and City staffto develop a single speaker or a core group of knowledgeable speakers who can effectively address the need for and benefits of the projects to community and civic associations, such as the Carlsbad Chamber of Commerce, Kiwanis, Rotary and planning committees and councils. Similar to community meetings, speaking presentations provide an intimate and informal setting in which to discuss project issues and engage in open discussions. A targeted list of community and civic organizations will be developed and presentations will be scripted, scheduled and staffed. Message consistency is important in outreach presentations, and business and community leaders and the media are often present at these types of meetings. Fonuns such as public meetings and speaking presentations provide a two-way exchange of information between District and City staff and the public - a key component in any public information. Presentation reports should be prepared after each presentation to document all questions asked, needed follow-up, etc. While the majority of these presentations Carlsbad Municipal Water DisIricI Public AffairdMedia Reiaiionr Services 2 will probably be made by District or City d, presenters also may include members of the community with established credibility among these target organizations, adding a “community to community’’ element to the “District to community” presentations. Finally, based on the hands-on community relationship the City and District has with its constituents, it may be valuable to create opportunities for board members to participate in this outreach process. K&A will attend all designated meetings with community organizations, including the Carlsbad Village Business Association and Project Progress Meetings as specified in the Request for Proposal to total up to five meetings throughout this phase. i‘ask’,3,” con~~is~~~~~ns;t~~~~ ,+i;~j.:.Yd ,, In projects where a variety of consultants are employed, periodic update meetings are helpful. Such meetings will allow K&A to inform design consultants of community feedback and allow the consultants to provide first hand project knowledge, including specifications about all design components. At all meetings, the project manager will be fully prepared to elaborate on any public relations and community and media relations plans. K&A will attend two meetings, and the project manager will remain in constant contact with the appropriate parties to ensure all contract specifications assistance are handled effectively. ~i. Task &;~icon&~f’$&t:t i @: ~ Xi ,/ ~ .~ ~. . , . ,, ~ ., , , I,:;. . .: ’ . . .:: . ~~ ~. .. i One of the fmt steps in beginning a public education program is defining who “the public” is for your issue. For instance, the people who will be concerned about the construction of a pipeline in their neighborhood are not necessarily concerned about the purpose and need for the project. The fundamental reality is that different segments of the public will choose to participate on different issues and for very different reasons. Carlsbadhnicipal Wafer District Public AffairdMedia Relafionr Services 3 We often think of the "public" as a single entity. In fact, there is no single public but an endless mdtihuie of interests and groups. All of us belong to many such groups, and each time we identify ourselves as something - a Republican, an accountant, city employee, environmentalist and so forth - we are defining another public to which we belong if an issue comes up that affects that identity. Some of these interests or groups are well organized and others exist in potential only. Many neighborhoods have little inclination to organize for general political action but can be organized in a hurry ifthere is a perceived threat to that neighborhood. The important point is that people participate in issues in response to some perceived interest and stay organized as long as that interest continues to be affected. Some groups, once formed, find a continuing reason for staying organized as a group and continue to exert influence on other issues while other groups may disband shortly after they enjoy a "victory" or perhaps what they see as a defeat. K&A will develop a database of all key organizations, elected officials, business owners and representatives and all other publics who are directly and indirectly impacted by the project The list will be used for all mailings, meeting notifications, project updates, speaker presentations, one-on-one briefings and all other communications needs. Contact list development will begin in the design phase and will be maintained throughout the construction phase with routine monitoring to ensure all information is accurate, current and comprehensive. Newsletters are a means of sustaining interest throughout a project that may last for a significant amount of time, such as the Sewer Replacement and Storm Drain Projects. Newsletters are effective if they contain important and useful information to recipients, including 24-hour telephone and contact information, explanation of the projects' purpose and need, design timelines, milestones, impacts, answers to commonly &ked questions, glossary of terms to define any technical jargon, project facts "at a glance" and the opportunity to mail comments on a "clip and mail" section of the newsletter. Developing articles from District and City staff as well as design consultants will provide the community fmt hand knowledge from the most appropriate parties. - .. . . . .. . . . ... .. . . " - .. .. . . .. "_ - - . . . . . . . . . . .. . - - " "_ -_-.I - -_ "- . . "_ " " - - 4 Carlsbad Municipal Wam District Public AffairdMedia Relatiom Services KBA will recommend story ideas, determine and oversee production schedules and ensure proper distribution of all newsletters. Copy writing, revisions and photo coordination will be partnered by the project manager and assistant project manager. A mailing list comprised of impacted residents, business owners, elected officials and others will be- used. The newsletters will provide these audiences with more information than can be communicated through the news media, and they offer the project team the ability to ensure accurate and timely information. When appropriate, pertinent design specifics can be included in the City of Carlsbad's newsletter that highlights community happenings. KBCA will produce one newsletter during the four-month design phase to disseminate current information to the target audiences and maintain regular communication. Task ~6 -, .cod~~Rel~~o*~ c&;<m*@pj&p.mf&~ ;I ,, ..~-.. . . ~ .. Katz & Associates will be available to strategically assist with tasks not specifically outlined in the scope of work. These activities will further serve to complement this scope, increase community awareness and interest and educate the public about the project in phases or in its entirety. Tasks under this category may include, but are not limited to, media training, messages development, crisis communications preparation, intervention and assistance, event planninglcoordination and general public relations consulting. As the public relations consultaut, we want to assure the District and City recognize that K&A is available to discuss and strategize any related issues, whether or not they fall under the umbrella of the scope of work. Our success is based on our clients' success. *ask:., Elect~.~€*i;liifiilB~~i~~~~~~~~~, ~! :. :Ls:>~ . . >-*,.c?. , ~~ ..~ , .,., ., It will be especially important to meet with elected officials in Carlsbad regarding the alignment route of the projects and brief them about the impacts their constituents will incur. Not only will the briefings keep Council current on project information, it will provide them the necessary background data to use when their constituents contact them with questions or concerns. K&A will meet with the Carlsbad City Council and coordinate a construction route tour. Our goal is to coordinate these meetings within 60 days after a notice to proceed has been granted. 5 Public AffairdMedia Relations Services Carlsbad Municipal Water Distric? scope of Work Construction Phase services ?'&.K':~8 ptogt&.s7;R*&wns .- ,~ ~*': ... .d "._ . ,,!?."' .,,: .." ,, . , 5 ,.~' ., , , Since K&A will serve as the community liaison during the construction phase of the project, community perceptions, comments and suggestions will be monitored and disseminated to District staff in bi-monthly progress reports. These reports will serve as representation of community attitudes and sentiments during construction. The reports will also provide community suggestions to District staff, ensuring two-way lies of communication between District staff and the community. Progress reports will begin in design and continue throughout construction and will total four during construction. Message consistency is important when community residents are impacted by a project. As a result, residents will have questions that need to be answered. K&A can serve a liaison between the public and District and City staff. We will serve as the conduit through which information will be channeled. The program manager and assistant program manager will respond to each public inquiry as quickly as possible with the appropriate information. A 24-hour hotline will be established and maintained by K&A to capture all inquiries. If the answer is not known, K&A will commit to follow up with the correct information as soon as possible. All inquiries, whether questions, comments, complaints, feedback, suggestions or other, will be documented and forwarded to the District Project Manager on a bi-weekly bask Media Relations AEtivirics Media coverage ob shapes public opinion. =A's staff of former reporters, editors and media strategists will help shape media coverage to accurately reflect your messages. Similar to the design phase services, K&A will cpnduct media relations activities with the ultimate goal of generating positive and fair media coverage for the projects - in both phases. Carlsbad Municipal Warer District Public AffairdMedia Relations Services Particularly in the construction phase, media activities will heighten with community meetings, and inquiries from the public will become increasingly important. K&A will generate news coverage reflecting varying phases of the projects, conduct and arrange background interviews with local key reporters to help foster relationships and coordinate traditional news coverage through news releases, project newsletters, homeowner newsletters, trade publications, template articles for civic association publications and any specific collateral materials geared toward specific communities. We will translate all informational materials so the Hispanic community, a healthy population in the impacted areas, will not be left out of the outreach and educational process. K&A will draff and develop media information kits, or press kits, to include standard and timely facts and infodon about the projects, the District and the City of Carlsbad. A combination of recent news releases, graphics, maps, fact sheets, newsletters, brochures and other informational inserts will be tailored for each specific use or event and will emphasize the purpose and need of the project, the design and construction elements and the District and City’s commitment to a successfully completed project. When deemed appropriate, a glossary of terms, treatment definitions and information about the project size, location, service area and expansion details will be included. The information kits will be structured for easy modification and updating and will be used for media briefings, open houses, groundbreakings and dedication ceremonies and news confermccs. The kits may also be distributed upon request to the media or to answer general inquiries ftom the public. As the projects gain momentum, the Dhct and City will receive frequent media inquiries. As the District and City increase its profile within the community and among the media during phases of these projects, key project spokespersons will need to participate in a lited media relations training program that K&A will coordinate if deemed necessary. (Media training is not included in the attached budget.) K&A has extensive experience in this area and is currently coordinating a media relations training program for the City of San Diego Metropolitan Wastewater Department and the City of San Diego Water. This is especially valuable to personnel who are contacted by the media for information, clarification, interview, statements, etc., including the general manager, board of directors, director of administration and other key staff members. Carhbad Municipal Water District Public AflairdMedia Reldionr Services 7 w AssoclATEs Press Releare Similar to the design phase, K&A will work with District staff to develop, prepare &d distribute up to three news releases to targeted media that are directly related to construction landmaxks such as explaining the purpose and need for the project, project timelines, community impacts or disruptions, locations and future aspects of construction. Public noticing of community meetings, District news and construction updates will be conveyed to the community by the media. News releases provide for dissemination of project information and milestones to the media, which is a vital element of maintaining relationships with reporters. ConstNction updates and other pertinent news releases will be distributed to regional print publications, local television stations and radio news stations. There are a variety of collateral material options available for providing information on a public works project or program. These options include brochures, fact sheets, question and auswer sheets, press kits and other informational materials. Because some of the project infomation will be technical in nature, these materials serve as a usell way of translating such technical details into lay terms. During different phases, K&A will monitor the """_ situation to determine the most effective way to communicate project information to the audiences we want to educate. K&A will work with District and City staff to develop a variety of materials. Unless noted, all informational materials will be written in English and Spanish. Recommended collateral materials for these projects are: "."-."""" "" """ "." """ """ " "- "" """"_ """"" "." I" "" """"" - -I""-.- -."""- _." Fact Sheets To keep the public current with important project information, one to two fact sheets 411 be developed throughout the construction phase. All fact sheets will be dated and will focus on the issues that concern the impacted publics. The fact sheets will be distributed in community meetings and sent to individuals who contact the project hotline with questions or requesting information. CarlsbadMunicipal Wafer District Public AffairdMedia ReIationr service^ 8 ”.?z A map illustrating the route alignment of the projects will be developed and included in information packets distributed at community meetings. The maps will also be used in varying forums when communicating with the public to ensure they have accurate information about the specific location of the projects. SDecicll Bufititq K$A will draft and distribute up to two special project bulletins highlighting different project issues to be-sent to individuals such as neighbors, leaders of interest groups, elected officials, agency representatives and others who have participated in public meetings and who have exhibited interest in varying aspects of the projects. This may include road access and detours, noise, traffic routes, and other information. The bulletins differ from newsletters and fact sheets in that the bulletins will address specific “hot” or “special” topics that have surfaced aniong community groups, residents and others. The bulletins will provide these audiences with far more information than can be communicated through the news media, and they offer the project team the ability to ensure accurate and timely information. Student Communication Research has shown that children are taking the lend in community and environmental causes. These young activists have a growing influence on decisions made by their parents. With the education they receive from classroom presentations, they are able to make informed decisions and communicate to their parents what they have learned. To supplement and reinforce classroom learning, tours of the route alignment of the projects are encouraged as they are popular among students. Jefferson and Pim Elementary Schools are. near the impacted routes and presentations to fifth grade.students would offer a valuable communication medium, not only with students, but the teachers, administration and parents that have a vested interest in what is happening in the surrounding areas. K&A has developed a teacher’s guide, student activity booklets and outreach materials to teachers for other programs where community education is vital. K&A will develop one-page student activity lessons that illustrate the phases of the projects and how the community will benefit. Public AffairdMedia Relations Services Cadsbad Municipi Wam Disirici 9 3.3 Public Meetinp Presentation Materials Once a meeting is undenvay, it is important that all presentation materials appropriately reflect the audience they are intended for. Translating technical jargon into lay terms, using graphics to illustrate complicated processes and including related photos in place of heavy text are all methods to'educate the public as opposed to overwhelming them. K&A will work with key presenters to develop professional, polished and appropriate materials that effectively communicate important project information and messages to be used in community meetings and other communication forums. Similar to meetings in the design phase, K&A will coordinate up to 12 meetings with affected business owners and residents to precede appropriate construction milestones in order to communicate with and respond to all affected audiences. Discussion groups held in private homes are an excellent way to respond to the concerns of community members. Often a preferred format for "neighborhood oriented" issues, they offer project leaders the opportunity to informally present a project, tailor the information to that specific area, and ideally increase the comfort level and improve the communications between community members and project staff. K&A will work with District and City staff to develop and provide all necessary meeting materials and visuals to help disseminate all project information in an easy-to-understand manner. msk 13,-~c~mmunfiy .. ..~i Wn Hou&f,r; : - , ~~ i r:::: !., .. ~ An effective way to wmmunicate with influential people in the community is to arrange open house presentations to include civic organizations, business association meetings, environmental groups and others. K&A will coordinate up to three broad-based community open houses throughout the construction phase. Open houses allow the community at large to interact with District and City staff in a more formal setting and disseminate important project information to a large and broad-based audience, as opposed to smaller intimate meetings outlined in Task 12. Carlsbad Munkipal Water Diswict Public AflairdMedia Rehiom Services 10 3Lt .. ,. - I W&l K&A will assist in tailoring all presentations to the technical interests of each audience. K&A will craft, develop and work with District and City staff to prepare key messages for each community open house. Task 14 -icon$mcflonl Mhtings =A's project manager will attend one construction meeting. These meetings will offer the opportunity for imperative discussions about the communities' perceptions, requests, mitigation and all other feedback that will be important to the project. . .. , ,. I '. ,. ~~ Task Is, d)isisieornnldaiions p&& ~ .,' , I,.," .- ,. , , ', %:! An important facet of any project, especially a construction project, is to form a plan of action for crisis situations in advance of crisis.' Being prepared allows you to immediately take control of a situation. Some helpful steps to take early in the life of a project are identifying a media spokesperson, developing key messages, providing the media with status report news briefings, and scheduling internal briefings to coordinate internal and external communication. K&A will handle all public relations program management activities including developing a comprehensive community involvement schedule of activities, planning meetings, handling internal team correspondence on community issues, etc. This task also includes all program managemenddirection-oriented activities, meetings with staff and ongoing account management issues. During constmction projects that create heavy public impacts, it is critical to outreach to specific parties regarding varying needs and concerns. Throughout construction, K&A will coordinate on-going daily interface with District and City staff and project contractors regarding issues not previously scoped for. Coordination and management of unique needs of homeowner associations, organized grassroots parties and othex individuals will be met through this extended outreach and communication effort. CmkbodMunicipal Water District Public AflairdMedia Relatiom Services 11 35 7 L :I CI- - a Y 4- + t li c .' 37 ' .. . - h November 26,1997 1 Ms. Kelly J. Efimoff Associate Engineer Carlsbad Municipal Water District 5950 El Camino Real L. Carlsbad, CA 92008-8893 Re: Professional Services Agreement for community RelatiodConstruction Management Services De& Mi. Efimoff: Per your request, I am'writing to attest that Sara M. Katz, president of Katz & Associates, Inc. is authorized to bind the company in regard to the above referenced contract. We look forward to working with you on this project. Sincerely, r/J&es V. Cardwell STATE OF &-[ COuNnOF CIAcK On la! @\ ,h7 (date) befox. e, title of officer) personally appeared ,%XW?s v. CF\fddf- (name of signer) - personally known to me - or - - proved to me on the basis of satisfactow evidence tu be Pw . C*-nd"t m,&\re Scc17, (name and the person whose name is subscribed to the within instrument and acknowledged to me that he executed the same in his capacity, and that by his signature on the instrument the petson, or the entity upon behalf of which the person acted, executed this instrument. WITNESS my hand and official seal. MICHELLE GCAUO uolaypdiC.- Ww em. Avo. 8. pmo No. %Mp1 n