HomeMy WebLinkAboutE-13. General Municipal Election March 7, 2017CONSENT ITEM
E-13
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
VIA: TROY L. BUTZLAFF, ICMA-CM, CITY MANAGER
FROM: ADRIAN GARCIA, CMC, CHIEF DEPUTY CITY CLERK
DATE: SEPTEMBER 19, 2016
SUBJECT: ADOPTION OF RESOLUTIONS PERTAINING TO THE MARCH 7, 2017 GENERAL
MUNICIPAL ELECTION AND APPROVAL OF PROFESSIONAL SERVICES AGREEMENT
WITH MARTIN & CHAPMAN FOR ELECTION SERVICES AND SUPPLIES
SUMMARY:
In preparation for the March 7, 2017, General Municipal Election, it is necessary for the City Council to adopt
certain resolutions in connection with the election. In addition, certain election services and supplies are required
for the election. Historically, these services and supplies have been obtained from Martin & Chapman. This
action adopts various resolutions and approves a professional services agreement with Martin & Chapman.
RECOMMENDATION:
Staff recommends that the City Council take the following actions:
1) Adopt Resolution No. 2016-C60, calling for the holding of a General Municipal Election to be held on
Tuesday, March 7, 2017, for the election of certain officers as required by the provisions of the laws of
the State of California relating to General Law Cities; and
2) Adopt Resolution No. 2016-C61, requesting the Board of Supervisors of Los Angeles County to render
specified services to the City relating to the conduct of a General Municipal Election to be held on
Tuesday, March 7, 2017; and
3) Adopt Resolution No. 2016-C62, adopting regulations for candidates for elective office pertaining to
candidates statements submitted to the voters at the General Municipal Election to be held on Tuesday,
March 7, 2017; and
4) Approve the Professional Services Agreement with Martin & Chapman and authorize the City Manager
to execute the Agreement, in a form acceptable by the City Attorney, on behalf of the City for a total
compensation not to exceed $68,000.00 for election services and supplies.
DISCUSSION:
The City of Azusa conducts its regular municipal elections in March of odd-numbered years. The City will be
electing a Mayor to respective full two year term, two members of the City Council, a City Clerk, and a City
Treasurer to respective full four year terms.
Approved
Council Meeting
9/19/2016
2017 General Municipal Election
September 19, 2016
Page 2
Pursuant to California Elections Code Section 10407, the following timetable will apply:
November 14, 2016 First day to issue nomination papers
December 9, 2016 Close of nomination period, and last day to call an election for
ballot measures.
December 14, 2016 Five day extension of nomination period if an incumbent does
not file.
There are several proposed resolutions to be adopted. The first resolution calls a General Municipal Election to
be held on March 7, 2017. The second resolution authorizes the County Registrar-Recorder to perform election
services for the City and authorizes the City Manager to reimburse the County of Los Angeles for performance of
such services. The third resolution sets regulations for candidates for elective office pertaining to the candidate
statement and establishes that statements shall not exceed 200 words and shall be submitted to the Office of the
City Clerk with nominating documents, as required by § 13307 of the California Elections Code. The Candidates
Statement estimated cost for printing is $1,000 as well as a filing fee of $25.00 set by Ordinance No. 2014.
Finally, certain election services and supplies are needed to conduct the election. The City has used Martin &
Chapman for these services and supplies since the 1950s. Martin & Chapman is the only company in Southern
California that provides election consultation, supplies and services. The company is used extensively by cities,
counties, school districts and various organizations and associations in California and Nevada. The services
Martin & Chapman provides include: printing and providing ballots; ballot tracking services; foreign language
translations; precinct supplies; voter booths and equipment; ballot counting; and election night services. It is
estimated that these services and supplies will cost approximately $68,000. A copy of the Professional Services
Agreement with Martin & Chapman is attached (Attachment 4).
FISCAL IMPACT:
The estimated cost of conducting the 2017 General Municipal Election is estimated at $68,000. This is a
budgeted expense in the City Clerk’s FY 2016-17 budgeted under Account #10-15-210-000-7060.
Prepared by: Reviewed and Approved:
Adrian Garcia, CMC Talika M. Johnson
Chief Deputy City Clerk Director of Finance
Reviewed and Approved: Reviewed and Approved:
Louie F. Lacasella Troy L. Butzlaff, ICMA-CM
Management Analyst City Manager
Attachments:
1) Resolution No. 2016-C60
2) Resolution No. 2016-C61
3) Resolution No. 2016-C62
4) Professional Services Agreement with Martin & Chapman
RESOLUTION NO. 2016-C60
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AZUSA,
CALIFORNIA, CALLING FOR THE HOLDING OF A GENERAL
MUNICIPAL ELECTION TO BE HELD ON TUESDAY, MARCH 7, 2017,
FOR THE ELECTION OF CERTAIN OFFICERS AS REQUIRED BY THE
PROVISIONS OF THE LAWS OF THE STATE OF CALIFORNIA
RELATING TO GENERAL LAW CITIES.
WHEREAS, under the provisions of the law relating to general law cities in the State of
California, a General Municipal Election shall be held on March, 7, 2017, for the election of
Municipal Officers; and
NOW, THEREFORE THE CITY COUNCIL OF THE CITY OF AZUSA,
CALIFORNIA, DOES RESOLVE, DECLARE, DETERMINE AND ORDER AS
FOLLOWS.
SECTION 1. That pursuant to the requirements of the laws of the State of California
relating to General Law Cities, there is called and ordered to be held in the City of Azusa,
California, on Tuesday, March 7, 2017, a General Municipal Election for the purpose of electing
a Mayor for the full term of two years, two Members of the City Council for the full term of four
years, a City Clerk for the full term of four years, and a City Treasurer for the full term of four
years.
SECTION 2. That the ballots be used at the election shall be in form and content as
required by law.
SECTION 3. That the Chief Deputy City Clerk is authorized, instructed and directed to
procure and furnish any and all official ballots, notices, printed matter and all supplies,
equipments and paraphernalia that may be necessary in order to properly and lawfully conduct
the election.
SECTION 4. That the polls for the election shall be open at seven o’ clock a.m. (7:00
a.m.) of the day of the election and shall remain open continuously from that time until seven o’
clock p.m. (7:00 p.m.) of the same day when the polls shall be closed, pursuant to the Election
code § 10242, except as provided in § 14401 of the Elections Code of the State of California.
SECTION 5. That pursuant to Elections code § 12310, a stipend for services for the
persons named as precinct board members is fixed at the sum of $100.00 for each Inspector and
$80.00 for each Clerk for the election. In addition, the sum of $25.00 will be given to each
precinct boardmember to attend a training class, and the sum of $50.00 to be given to each
inspector to pick up the precinct supplies. The rental for each polling place, where a charge is
made, shall be the sum of $40.00 for the election. When required, the compensation of the
Custodian of a building shall be $55.00 for the election.
SECTION 6. That pursuant to § 15651(b) of the Elections Code of the State of
California, in the event of a tie vote (if any two or more persons receive an equal and the highest
number of votes for an office to be voted for within the city), as certified by the Chief Deputy
City Clerk, there shall be held within the City a Special Runoff Election to resolve the tie vote.
The City Council shall call and hold a Special Runoff Election on a Tuesday not less than 40
days nor more than 125 days after the administrative or judicial certification of the election
which resulted in a tie vote.
SECTION 7. That in all particulars not recited in this resolution, the election shall be
held and conducted as provided by the law for holding municipal elections.
SECTION 8. That notice of the time and place of holding the election is given and the
Chief Deputy City Clerk is authorized, instructed and directed to give further or additional notice
of the election, in time, form and manner as required by the law.
SECTION 9. That the City Clerk shall certify to the passage and adoption of this
Resolution and enter it into the book of original Resolutions.
SECTION 10. The City Council authorizes the Chief Deputy City Clerk to administer
said election and all reasonable and actual election expenses shall be paid by the City upon
presentation of a properly submitted bill.
PASSED, APPROVED and ADOPTED this 19th day of September, 2016.
___________________________________
Joseph Romero Rocha
Mayor
ATTEST:
___________________________________
Jeffrey Lawrence Cornejo, Jr.
City Clerk
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.
CITY OF AZUSA )
I HEREBY CERTIFY that the foregoing Resolution No. 16-& was duly adopted by
the City Council of the City of Azusa at a regular meeting thereof, held on the 19th day of
September, 2016, by the following vote of Council:
AYES: COUNCILMEMBERS:
NOES: COUNCILMEMBERS:
ABSENT: COUNCILMEMBERS:
___________________________________
Jeffrey Lawrence Cornejo, Jr.,
City Clerk
APPROVED AS TO FORM:
___________________________________
City Attorney
Best Best & Krieger, LLP
RESOLUTION NO. 2016-C61
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AZUSA,
CALIFORNIA, REQUESTING THE BOARD OF SUPERVISORS OF LOS
ANGELES COUNTY TO RENDER SPECIFIED SERVICES TO THE
CITY RELATING TO THE CONDUCT OF A GENERAL MUNICIPAL
ELECTION TO BE HELD ON TUESDAY, MARCH 7, 2017.
WHEREAS, a General Municipal Election is to be held in the City of Azusa, California,
on March 7, 2017, and
WHEREAS, in the course of the conduct of the election it is necessary for the City to
request services of Los Angeles County, and
WHEREAS, all necessary expenses in performing these services shall be paid by the
City of Azusa.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AZUSA,
CALIFORNIA DOES RESOLVE, DECLARE DETERMINE AND ORDER AS
FOLLOWS:
SECTION 1. That pursuant to the provisions of § 10002 of the Elections Code of the
State of California, this City Council requests the Board of Supervisors of Los Angeles County
to permit the County Election Department to prepare and furnish the following for use in
conducting the election:
1. A listing of county precincts with number of registered voters in each, so city may
consolidate election precincts into city voting precincts, and maps of voting
precincts;
2. A list of polling places and poll workers the county uses for their elections;
3. The computer record of the names and address of all eligible registered voters in
the city in order that the City’s consultant may:
a. Produce labels for vote-by-mail voters;
b. Produce labels for sample ballot pamphlets;
c. Print Rosters of Voters and Street Indexes;
4. Voter signature verification services as needed;
5. Make available to the City election equipment and assistance as needed according
to state law.
SECTION 2. That the City shall reimburse the County for services performed when the
work is completed and upon presentation to the City of a properly approved bill.
SECTION 3. That the Chief Deputy City Clerk is directed to forward without delay to
the Board of Supervisors and to the County Election Department, each, a certified copy of this
resolution.
SECTION 4. That the City Clerk shall certify to the passage and adoption of this
Resolution and enter it into the book of original Resolutions.
PASSED, APPROVED and ADOPTED this 19th day of September, 2016.
___________________________________
Joseph Romero Rocha
Mayor
ATTEST:
___________________________________
Jeffrey Lawrence Cornejo, Jr.
City Clerk
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.
CITY OF AZUSA )
I HEREBY CERTIFY that the foregoing Resolution No. 2016-C61 was duly adopted
by the City Council of the City of Azusa at a regular meeting thereof, held on the 19th day of
September, 2016, by the following vote of Council:
AYES: COUNCILMEMBERS:
NOES: COUNCILMEMBERS:
ABSENT: COUNCILMEMBERS:
___________________________________
Jeffrey Lawrence Cornejo, Jr.,
City Clerk
APPROVED AS TO FORM:
___________________________________
City Attorney
Best Best & Krieger, LLP
RESOLUTION NO. 2016-C62
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF AZUSA,
CALIFORNIA, ADOPTING REGULATIONS FOR CANDIDATES FOR
ELECTIVE OFFICE PERTAINING TO CANDIDATES STATEMENTS
SUBMITTED TO THE VOTERS AT AN ELECTION TO BE HELD ON
TUESDAY, MARCH 7, 2017.
WHEREAS, Section 13307 of the Elections Code of the State of California provides that
the governing body of any local agency adopt regulations pertaining to materials prepared by any
candidate for a municipal election, including costs of the candidate’s statement;
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF AZUSA,
CALIFORNIA, DOES HEREBY RESOLVE, DECLARE, DETERMINE AND ORDER
AS FOLLOWS:
SECTION 1. GENERAL PROVISIONS. That pursuant to Section 13307 of the
Elections Code of the State of California, each candidate for elective office to be voted for at an
Election to be held in the City of Azusa on March 7, 2017 may prepare a candidate’s statement
on an appropriate form provided by the Chief Deputy City Clerk. The statement may include the
name, age and occupation of the candidate and a brief description of no more than 200 words of
the candidate’s education and qualifications expressed by the candidate himself or herself. The
statement shall not include the party affiliation of the candidate, nor membership or activity in
partisan political organizations. The statement shall be filed in typewritten form in the office of
the City Clerk at the time that the candidate’s nomination papers are filed. The statement may be
withdrawn, but not changed, during the period for filing nomination papers and until 5:00 p.m. of
the next working day after the close of the nomination period.
SECTION 2. FOREIGN LANGUAGE POLICY.
A. Pursuant to the Federal Voting Rights Act, the city is required to translate
candidate’s statements into the following languages: Spanish
B. Pursuant to State Elections Code Section 13307 (b), the candidate’s statement must
be translated and printed in the voters pamphlet in any language at the candidates
request.
C. The Chief Deputy City Clerk shall:
1. Translations:
(a) have all candidates statements translated into the languages specified in (A)
above.
(b) have translated those statements into the languages as requested by the
candidate in (B) above.
2
2. Printing:
(a) print all translations of all candidates’ statements in the main voter
pamphlet. The main voter pamphlet will be in English and Spanish.
(b) have all translations made available upon request in the office of the City
Clerk.
SECTION 3. PAYMENT.
A. Translations:
1. The candidate shall be required to pay for the cost of translating the candidates’
statement into any required foreign language as specified in (A) and/or (B) of
Section 2 above pursuant to Federal and\or State law.
2. The candidate shall be required to pay for the cost of translating the candidates’
statement into any foreign language that is not required as specified in (A)
and/or (B) of Section 2 above, pursuant to Federal and\or State law, but is
requested as an option by the candidate.
B. Printing:
1. The candidate shall be required to pay for the cost of printing the candidate’s
statement in English in the main voter pamphlet.
2. The candidate shall be required to pay for the cost of printing the candidates
statement in a foreign language required in (A) of Section 2 above, in the main
voter pamphlet.
3. The candidate shall be required to pay for the cost of printing the candidate’s
statement in a foreign language requested by the candidate per (B) of Section 2
above, in the main voter pamphlet.
The Chief Deputy City Clerk shall estimate the total cost of printing, handling,
translating, and mailing the candidate’s statements filed pursuant to this section, including costs
incurred as a result of complying with the Voting Rights Act of 1965 (as amended), and require
each candidate filing a statement to pay in advance to the local agency his or her estimated pro
rata share as a condition of having his or her statement included in the voter’s pamphlet. In the
event the estimated payment is required, the estimate is just an approximation of the actual cost
that varies from one election to another election and may be significantly more or less than the
estimate, depending on the actual number of candidates filing statements. Accordingly, the
Chief Deputy City C lerk is not bound by the estimate and may, on a pro rata basis, bill the
candidate for additional actual expense or refund any excess paid depending on the final actual
cost. In the event of underpayment, the clerk may require the candidate to pay the balance of the
cost incurred. In the event of overpayment, the clerk shall prorate the excess amount among the
3
candidates and refund the excess amount paid within 30 days of the election.
SECTION 4. MISCELLANEOUS.
A. All translations shall be provided by professionally-certified translators.
B. The Chief Deputy City Clerk shall comply with all recommendations and standards
set forth by the California Secretary of State regarding occupational designations
and other matters relating to elections.
SECTION 5. ADDITIONAL MATERIALS. No candidate will be permitted to
include additional materials in the sample ballot package.
SECTION 6. That the Chief Deputy City Clerk shall provide each candidate or the
candidate’s representative a copy of this Resolution at the time nominating petitions are issued.
SECTION 7. That all previous Resolutions establishing council policy on payment for
candidates’ statements are repealed.
SECTION 8. That this Resolution shall apply only to the election to be held on March
7, 2017, and shall then be repealed.
SECTION 9. That the City Clerk shall certify to the passage and adoption of this
resolution and enter it into the book of original resolutions.
PASSED, APPROVED and ADOPTED this 19th day of September, 2016.
___________________________________
Joseph Romero Rocha
Mayor
ATTEST:
___________________________________
Jeffrey Lawrence Cornejo, Jr.
City Clerk
4
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss.
CITY OF AZUSA )
I HEREBY CERTIFY that the foregoing Resolution No. 2016-C62 was duly adopted
by the City Council of the City of Azusa at a regular meeting thereof, held on the 19th day of
September, 2016, by the following vote of Council:
AYES: COUNCILMEMBERS:
NOES: COUNCILMEMBERS:
ABSENT: COUNCILMEMBERS:
___________________________________
Jeffrey Lawrence Cornejo, Jr.,
City Clerk
APPROVED AS TO FORM:
___________________________________
City Attorney
Best Best & Krieger, LLP
8513273_1
CITY OF AZUSA
PROFESSIONAL SERVICES AGREEMENT
1. PARTIES AND DATE.
This Agreement is made and entered into this 19th day of September, 2016 by and
between the City of Azusa, a municipal corporation organized under the laws of the State of
California with its principal place of business at 213 East Foothill Boulevard, Azusa, California
91702 (“City”) and Martin & Chapman Co., a California corporation with its principal place of
business at 1951 Wright Circle, Anaheim, CA 92806 (“Consultant”). City and Consultant are
sometimes individually referred to herein as “Party” and collectively as “Parties.”
2. RECITALS.
2.1 Consultant.
Consultant desires to perform and assume responsibility for the provision of certain
professional services required by the City on the terms and conditions set forth in this
Agreement. Consultant represents that it is experienced in providing Election services to public
clients, is licensed in the State of California, and is familiar with the plans of City.
2.2 Project.
City desires to engage Consultant to render such services for the March 7, 2017 General
Municipal Election project (“Project”) as set forth in this Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Consultant promises and agrees to furnish to
the City all labor, materials, tools, equipment, services, and incidental and customary work
necessary to fully and adequately supply the professional Election consulting services necessary
for the Project (“Services”). The Services are more particularly described in Exhibit “A”
attached hereto and incorporated herein by reference. All Services shall be subject to, and
performed in accordance with, this Agreement, the exhibits attached hereto and incorporated
herein by reference, and all applicable local, state and federal laws, rules and regulations.
3.1.2 Term. The term of this Agreement shall be from September 19, 2016 to
April 30, 2017 unless earlier terminated as provided herein. Consultant shall complete the
Services within the term of this Agreement, and shall meet any other established schedules and
deadlines. The Parties may, by mutual written consent, extend the term of this Agreement if
necessary to complete the Services.
Martin & Chapman Co.
Page 2 of 15
8513273_1
3.2 Responsibilities of Consultant.
3.2.1 Control and Payment of Subordinates; Independent Contractor. The
Services shall be performed by Consultant or under its supervision. Consultant will determine
the means, methods and details of performing the Services subject to the requirements of this
Agreement. City retains Consultant on an independent contractor basis and not as an employee.
Consultant retains the right to perform similar or different services for others during the term of
this Agreement. Any additional personnel performing the Services under this Agreement on
behalf of Consultant shall also not be employees of City and shall at all times be under
Consultant’s exclusive direction and control. Consultant shall pay all wages, salaries, and other
amounts due such personnel in connection with their performance of Services under this
Agreement and as required by law. Consultant shall be responsible for all reports and
obligations respecting such additional personnel, including, but not limited to: social security
taxes, income tax withholding, unemployment insurance, disability insurance, and workers’
compensation insurance.
3.2.2 Schedule of Services. Consultant shall perform the Services
expeditiously, within the term of this Agreement, and in accordance with the Schedule of
Services set forth in Exhibit “B” attached hereto and incorporated herein by reference.
Consultant represents that it has the professional and technical personnel required to perform the
Services in conformance with such conditions. In order to facilitate Consultant’s conformance
with the Schedule, City shall respond to Consultant’s submittals in a timely manner. Upon
request of City, Consultant shall provide a more detailed schedule of anticipated performance to
meet the Schedule of Services.
3.2.3 Conformance to Applicable Requirements. All work prepared by
Consultant shall be subject to the approval of City.
3.2.4 Substitution of Key Personnel. Consultant has represented to City that
certain key personnel will perform and coordinate the Services under this Agreement. Should
one or more of such personnel become unavailable, Consultant may substitute other personnel of
at least equal competence upon written approval of City. In the event that City and Consultant
cannot agree as to the substitution of key personnel, City shall be entitled to terminate this
Agreement for cause. As discussed below, any personnel who fail or refuse to perform the
Services in a manner acceptable to the City, or who are determined by the City to be
uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a
threat to the safety of persons or property, shall be promptly removed from the Project by the
Consultant at the request of the City. The key personnel for performance of this Agreement are
as follows: Scott Martin.
3.2.5 City’s Representative. The City hereby designates Troy L. Butzlaff, City
Manager, or his designee, to act as its representative for the performance of this Agreement
(“City’s Representative”). City’s Representative shall have the power to act on behalf of the
City for all purposes under this Contract. Consultant shall not accept direction or orders from
any person other than the City’s Representative or his designee.
Martin & Chapman Co.
Page 3 of 15
8513273_1
3.2.6 Consultant’s Representative. Consultant hereby designates Scott Martin,
President, or his designee, to act as its representative for the performance of this Agreement
(“Consultant’s Representative”). Consultant’s Representative shall have full authority to
represent and act on behalf of the Consultant for all purposes under this Agreement. The
Consultant’s Representative shall supervise and direct the Services, using his best skill and
attention, and shall be responsible for all means, methods, techniques, sequences and procedures
and for the satisfactory coordination of all portions of the Services under this Agreement.
3.2.7 Coordination of Services. Consultant agrees to work closely with City
staff in the performance of Services and shall be available to City’s staff, consultants and other
staff at all reasonable times.
3.2.8 Standard of Care; Performance of Employees. Consultant shall perform
all Services under this Agreement in a skillful and competent manner, consistent with the
standards generally recognized as being employed by professionals in the same discipline in the
State of California. Consultant represents and maintains that it is skilled in the professional
calling necessary to perform the Services. Consultant warrants that all employees and
subcontractors shall have sufficient skill and experience to perform the Services assigned to
them. Finally, Consultant represents that it, its employees and subcontractors have all licenses,
permits, qualifications and approvals of whatever nature that are legally required to perform the
Services, including a City Business License, and that such licenses and approvals shall be
maintained throughout the term of this Agreement. As provided for in the indemnification
provisions of this Agreement, Consultant shall perform, at its own cost and expense and without
reimbursement from the City, any services necessary to correct errors or omissions which are
caused by the Consultant’s failure to comply with the standard of care provided for herein. Any
employee of the Consultant or its sub-consultants who is determined by the City to be
uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat
to the safety of persons or property, or any employee who fails or refuses to perform the Services
in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant
and shall not be re-employed to perform any of the Services or to work on the Project.
3.2.9 This section has been intentionally left blank.
3.2.10 Laws and Regulations; Employee/Labor Certifications. Consultant shall
keep itself fully informed of and in compliance with all local, state and federal laws, rules and
regulations in any manner affecting the performance of the Project or the Services, including all
Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable
for all violations of such laws and regulations in connection with Services. If the Consultant
performs any work knowing it to be contrary to such laws, rules and regulations and without
giving written notice to the City, Consultant shall be solely responsible for all costs arising
therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers,
employees and agents free and harmless, pursuant to the indemnification provisions of this
Agreement, from any claim or liability arising out of any failure or alleged failure to comply
with such laws, rules or regulations.
Martin & Chapman Co.
Page 4 of 15
8513273_1
3.2.10.1 Employment Eligibility; Consultant. By executing this
Agreement, Consultant verifies that it fully complies with all requirements and restrictions of
state and federal law respecting the employment of undocumented aliens, including, but not
limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to
time. Such requirements and restrictions include, but are not limited to, examination and
retention of documentation confirming the identity and immigration status of each employee of
the Consultant. Consultant also verifies that it has not committed a violation of any such law
within the five (5) years immediately preceding the date of execution of this Agreement, and
shall not violate any such law at any time during the term of the Agreement. Consultant shall
avoid any violation of any such law during the term of this Agreement by participating in an
electronic verification of work authorization program operated by the United States Department
of Homeland Security, by participating in an equivalent federal work authorization program
operated by the United States Department of Homeland Security to verify information of newly
hired employees, or by some other legally acceptable method. Consultant shall maintain records
of each such verification, and shall make them available to the City or its representatives for
inspection and copy at any time during normal business hours. The City shall not be responsible
for any costs or expenses related to Consultant’s compliance with the requirements provided for
in Section 3.2.10 or any of its sub-sections.
3.2.10.2 Employment Eligibility; Subcontractors, Consultants, Sub-
subcontractors and Subconsultants. To the same extent and under the same conditions as
Consultant, Consultant shall require all of its subcontractors, consultants, sub-subcontractors and
subconsultants performing any work relating to the Project or this Agreement to make the same
verifications and comply with all requirements and restrictions provided for in Section 3.2.10.1.
3.2.10.3 Employment Eligibility; Failure to Comply. Each person
executing this Agreement on behalf of Consultant verifies that they are a duly authorized officer
of Consultant, and understands that any of the following shall be grounds for the City to
terminate the Agreement for cause: (1) failure of Consultant or its subcontractors, consultants,
sub-subcontractors or subconsultants to meet any of the requirements provided for in Sections
3.2.10.1 or 3.2.10.2; (2) any misrepresentation or material omission concerning compliance with
such requirements (including in those verifications provided to the Consultant under Section
3.2.10.2); or (3) failure to immediately remove from the Project any person found not to be in
compliance with such requirements.
3.2.10.4 Labor Certification. By its signature hereunder, Consultant
certifies that it is aware of the provisions of Section 3700 of the California Labor Code which
require every employer to be insured against liability for Workers’ Compensation or to undertake
self-insurance in accordance with the provisions of that Code, and agrees to comply with such
provisions before commencing the performance of the Services.
3.2.10.5 Equal Opportunity Employment. Consultant represents
that it is an equal opportunity employer and it shall not discriminate against any subconsultant,
employee or applicant for employment because of race, religion, color, national origin, handicap,
Martin & Chapman Co.
Page 5 of 15
8513273_1
ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities
related to initial employment, upgrading, demotion, transfer, recruitment or recruitment
advertising, layoff or termination. Consultant shall also comply with all relevant provisions of
City’s Minority Business Enterprise program, Affirmative Action Plan or other related programs
or guidelines currently in effect or hereinafter enacted.
3.2.10.6 This section has been intentionally left blank.
3.2.10.7 This section has been intentionally left blank.
3.2.11 Insurance.
3.2.11.1 Time for Compliance. Consultant shall not commence
Services under this Agreement until it has provided evidence satisfactory to the City that it has
secured all insurance required under this section. In addition, Consultant shall not allow any
subcontractor to commence work on any subcontract until it has provided evidence satisfactory
to the City that the subcontractor has secured all insurance required under this section.
3.2.11.2 Minimum Requirements. Consultant shall, at its expense,
procure and maintain for the duration of the Agreement insurance against claims for injuries to
persons or damages to property which may arise from or in connection with the performance of
the Agreement by the Consultant, its agents, representatives, employees or subcontractors.
Consultant shall also require all of its subcontractors to procure and maintain the same insurance
for the duration of the Agreement. Such insurance shall meet at least the following minimum
levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as
broad as the latest version of the following: (1) General Liability: Insurance Services Office
Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability:
Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto);
and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as
required by the State of California and Employer’s Liability Insurance. The policy shall not
contain any exclusion contrary to the Agreement, including but not limited to endorsements or
provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24
26 or 21 29); or (2) cross liability for claims or suits by one insured against another.
(B) Minimum Limits of Insurance. Consultant shall maintain
limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal
injury and property damage. If Commercial General Liability Insurance or other form with
general aggregate limit is used including, but not limited to, form CG 2503, either the general
aggregate limit shall apply separately to this Agreement/location or the general aggregate limit
shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,000 per accident
for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s
Liability: Workers’ Compensation limits as required by the Labor Code of the State of
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California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease.
Defense costs shall be paid in addition to the limits.
(C) Notices; Cancellation or Reduction of Coverage. At least
fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance
coverage has been renewed or extended shall be filed with the City. If such coverage is
cancelled or materially reduced, Consultant shall, within ten (10) days after receipt of written
notice of such cancellation or reduction of coverage, file with the City evidence of insurance
showing that the required insurance has been reinstated or has been provided through another
insurance company or companies. In the event any policy of insurance required under this
Agreement does not comply with these specifications or is canceled and not replaced, the City
has the right but not the duty to obtain the insurance it deems necessary and any premium paid
by the City will be promptly reimbursed by Consultant or the City may withhold amounts
sufficient to pay premium from Consultant payments. In the alternative, the City may suspend or
terminate this Agreement.
3.2.11.3 This section has been intentionally left blank.
3.2.11.4 Insurance Endorsements. The insurance policies shall
contain the following provisions, or Consultant shall provide endorsements on forms supplied or
approved by the City to add the following provisions to the insurance policies:
(A) General Liability. The general liability policy shall include
or be endorsed (amended) to state that: (1) using ISO CG forms 20 10 and 20 37, or
endorsements providing the exact same coverage, the City of Azusa, its directors, officials,
officers, employees, agents and volunteers shall be covered as additional insured with respect to
the Services or ongoing and complete operations performed by or on behalf of the Consultant,
including materials, parts or equipment furnished in connection with such work; and (2) using
ISO form 20 01, or endorsements providing the exact same coverage, the insurance coverage
shall be primary insurance as respects the City, its directors, officials, officers, employees, agents
and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the
Consultant’s scheduled underlying coverage. Any excess insurance shall contain a provision that
such coverage shall also apply on a primary and noncontributory basis for the benefit of the City,
before the City’s own primary insurance or self-insurance shall be called upon to protect it as a
named insured. Any insurance or self-insurance maintained by the City, its directors, officials,
officers, employees, agents and volunteers shall be excess of the Consultant’s insurance and shall
not be called upon to contribute with it in any way. Notwithstanding the minimum limits set
forth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified
minimum limits of coverage shall be available to the parties required to be named as additional
insureds pursuant to this Section 3.2.11.4(A).
(B) Automobile Liability. The automobile liability policy shall
include or be endorsed (amended) to state that: (1) the City, its directors, officials, officers,
employees, agents and volunteers shall be covered as additional insureds with respect to the
ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or
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borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance
coverage shall be primary insurance as respects the City, its directors, officials, officers,
employees, agents and volunteers, or if excess, shall stand in an unbroken chain of coverage
excess of the Consultant’s scheduled underlying coverage. Any insurance or self-insurance
maintained by the City, its directors, officials, officers, employees, agents and volunteers shall be
excess of the Consultant’s insurance and shall not be called upon to contribute with it in any
way. Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available
insurance proceeds in excess of the specified minimum limits of coverage shall be available to
the parties required to be named as additional insureds pursuant to this Section 3.2.11.4(B).
(C) Workers’ Compensation and Employers’ Liability
Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors,
officials, officers, employees, agents and volunteers for losses paid under the terms of the
insurance policy which arise from work performed by the Consultant.
(D) All Coverages. Each insurance policy required by this
Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced
or canceled except after thirty (30) days (10 days for nonpayment of premium) prior written
notice by certified mail, return receipt requested, has been given to the City; and (B) any failure
to comply with reporting or other provisions of the policies, including breaches of warranties,
shall not affect coverage provided to the City, its directors, officials, officers, employees, agents
and volunteers. Any failure to comply with reporting or other provisions of the policies
including breaches of warranties shall not affect coverage provided to the City, its officials,
officers, employees, agents and volunteers, or any other additional insureds.
3.2.11.5 Separation of Insureds; No Special Limitations; Waiver of
Subrogation. All insurance required by this Section shall contain standard separation of insureds
provisions. In addition, such insurance shall not contain any special limitations on the scope of
protection afforded to the City, its directors, officials, officers, employees, agents and volunteers.
All policies shall waive any right of subrogation of the insurer against the City, its officials,
officers, employees, agents, and volunteers, or any other additional insureds, or shall specifically
allow Consultant or others providing insurance evidence in compliance with these specifications
to waive their right of recovery prior to a loss. Consultant hereby waives its own right of
recovery against City, its officials, officers, employees, agents, and volunteers, or any other
additional insureds, and shall require similar written express waivers and insurance clauses from
each of its subconsultants.
3.2.11.6 Deductibles and Self-Insurance Retentions. Any
deductibles or self-insured retentions must be declared to and approved by the City. Consultant
shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate
such deductibles or self-insured retentions as respects the City, its directors, officials, officers,
employees, agents and volunteers; or (2) the Consultant shall procure a bond guaranteeing
payment of losses and related investigation costs, claims and administrative and defense
expenses.
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3.2.11.7 Subconsultant Insurance Requirements. Consultant shall
not allow any subconsultants to commence work on any subcontract relating to the work under
the Agreement until they have provided evidence satisfactory to the City that they have secured
all insurance required under this Section. If requested by Consultant, the City may approve
different scopes or minimum limits of insurance for particular subconsultants. The Consultant
and the City shall be named as additional insureds on all subconsultants’ policies of Commercial
General Liability using ISO form 20 38, or coverage at least as broad.
3.2.11.8 Acceptability of Insurers. Insurance is to be placed with
insurers with a current A.M. Best’s rating no less than A:VIII, licensed to do business in
California, and satisfactory to the City.
3.2.11.9 Verification of Coverage. Consultant shall furnish City
with original certificates of insurance and endorsements effecting coverage required by this
Agreement on forms satisfactory to the City. The certificates and endorsements for each
insurance policy shall be signed by a person authorized by that insurer to bind coverage on its
behalf, and shall be on forms provided by the City if requested. All certificates and
endorsements must be received and approved by the City before work commences. The City
reserves the right to require complete, certified copies of all required insurance policies, at any
time.
3.2.11.10 Reporting of Claims. Consultant shall report to the City, in
addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in
connection with the Services under this Agreement.
3.2.12 Safety. Consultant shall execute and maintain its work so as to avoid
injury or damage to any person or property. In carrying out its Services, the Consultant shall at
all times be in compliance with all applicable local, state and federal laws, rules and regulations,
and shall exercise all necessary precautions for the safety of employees appropriate to the nature
of the work and the conditions under which the work is to be performed.
3.2.13 Accounting Records. Consultant shall maintain complete and accurate
records with respect to all costs and expenses incurred under this Agreement. All such records
shall be clearly identifiable. Consultant shall allow a representative of City during normal
business hours to examine, audit, and make transcripts or copies of such records and any other
documents created pursuant to this Agreement. Consultant shall 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.
3.3 Fees and Payments.
3.3.1 Compensation. Consultant shall receive compensation, including
authorized reimbursements, for all Services rendered under this Agreement at the rates set forth
in Exhibit “C” attached hereto and incorporated herein by reference. The total compensation
shall not exceed Sixty-Eight Thousand Dollars ($68,000.00) without written approval of the City
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Council . Extra Work may be authorized, as described below, and if authorized, will be
compensated at the rates and manner set forth in this Agreement.
3.3.2 Payment of Compensation. Consultant shall receive compensation in
installments, as set forth in Exhibit “C.”
3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any
expenses unless authorized in writing by City.
3.3.4 Extra Work. At any time during the term of this Agreement, City may
request that Consultant perform Extra Work. As used herein, “Extra Work” means any work
which is determined by City to be necessary for the proper completion of the Project, but which
the parties did not reasonably anticipate would be necessary at the execution of this Agreement.
Consultant shall not perform, nor be compensated for, Extra Work without written authorization
from City’s Representative.
3.3.5 This section has been intentionally left blank.
3.4 Termination of Agreement.
3.4.1 Grounds for Termination. City may, by written notice to Consultant,
terminate the whole or any part of this Agreement at any time and without cause by giving
written notice to Consultant of such termination, and specifying the effective date thereof, at
least seven (7) days before the effective date of such termination. Upon termination, Consultant
shall be compensated only for those services which have been adequately rendered to City, and
Consultant shall be entitled to no further compensation. Consultant may not terminate this
Agreement except for cause.
3.4.2 Effect of Termination. If this Agreement is terminated as provided herein,
City may require Consultant to provide all finished or unfinished Documents and Data and other
information of any kind prepared by Consultant in connection with the performance of Services
under this Agreement. Consultant shall be required to provide such document and other
information within fifteen (15) days of the request.
3.4.3 Additional Services. In the event this Agreement is terminated in whole
or in part as provided herein, City may procure, upon such terms and in such manner as it may
determine appropriate, services similar to those terminated.
3.5 Ownership of Materials and Confidentiality.
3.5.1 Documents & Data; Licensing of Intellectual Property. This Agreement
creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense
any and all copyrights, designs, and other intellectual property embodied in plans, specifications,
studies, drawings, estimates, and other documents or works of authorship fixed in any tangible
medium of expression, including but not limited to, physical drawings or data magnetically or
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otherwise recorded on computer diskettes, which are prepared or caused to be prepared by
Consultant under this Agreement (“Documents & Data”). All Documents & Data shall be and
remain the property of City, and shall not be used in whole or in substantial part by Consultant
on other projects without the City's express written permission. Within thirty (30) days
following the completion, suspension, abandonment or termination of this Agreement,
Consultant shall provide to City reproducible copies of all Documents & Data, in a form and
amount required by City. City reserves the right to select the method of document reproduction
and to establish where the reproduction will be accomplished. The reproduction expense shall be
borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of
compensation to which the Consultant is entitled under the termination provisions of this
Agreement, Consultant shall provide all Documents & Data to City upon payment of the
undisputed amount. Consultant shall have no right to retain or fail to provide to City any such
documents pending resolution of the dispute. In addition, Consultant shall retain copies of all
Documents & Data on file for a minimum of fifteen (15) years following completion of the
Project, and shall make copies available to City upon the payment of actual reasonable
duplication costs. Before destroying the Documents & Data following this retention period,
Consultant shall make a reasonable effort to notify City and provide City with the opportunity to
obtain the documents.
3.5.2 Subcontractors. Consultant shall require all subcontractors to agree in
writing that City is granted a non-exclusive and perpetual license for any Documents & Data the
subcontractor prepares under this Agreement. Consultant represents and warrants that
Consultant has the legal right to license any and all Documents & Data. Consultant makes no
such representation and warranty in regard to Documents & Data which were prepared by design
professionals other than Consultant or its subcontractors, or those provided to Consultant by the
City.
3.5.3 Right to Use. City shall not be limited in any way in its use or reuse of the
Documents and Data or any part of them at any time for purposes of this Project or another
project, provided that any such use not within the purposes intended by this Agreement or on a
project other than this Project without employing the services of Consultant shall be at City’s
sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it
shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless
Consultant and its officers, directors, agents and employees from claims arising out of the
negligent use or re-use of the Documents & Data on such other project. Consultant shall be
responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only
with respect to the condition of the Documents & Data at the time they are provided to the City
upon completion, suspension, abandonment or termination. Consultant shall not be responsible
or liable for any revisions to the Documents & Data made by any party other than Consultant, a
party for whom the Consultant is legally responsible or liable, or anyone approved by the
Consultant.
3.5.4 Indemnification. Consultant shall defend, indemnify and hold the City, its
directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the
indemnification provisions of this Agreement, for any alleged infringement of any patent,
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copyright, trade secret, trade name, trademark, or any other proprietary right of any person or
entity in consequence of the use on the Project by City of the Documents & Data, including any
method, process, product, or concept specified or depicted.
3.5.5 Confidentiality. All Documents & Data either created by or provided to
Consultant in connection with the performance of this Agreement shall be held confidential by
Consultant. All Documents & Data shall not, without the prior written consent of City, be used
or reproduced by Consultant for any purposes other than the performance of the Services.
Consultant shall not disclose, cause or facilitate the disclosure of the Documents & Data to any
person or entity not connected with the performance of the Services or the Project. Nothing
furnished to Consultant which is otherwise known to Consultant or is generally known, or has
become known, to the related industry shall be deemed confidential. Consultant shall not use
City’s name or insignia, photographs of the Project, or any publicity pertaining to the Services or
the Project in any magazine, trade paper, newspaper, television or radio production or other
similar medium without the prior written consent of City.
3.6 General Provisions.
3.6.1 Delivery of Notices. All notices permitted or required under this
Agreement shall be given to the respective parties at the following address, or at such other
address as the respective parties may provide in writing for this purpose:
Consultant:
Scott Martin, President
Martin & Chapman Co.
1951 Wright Circle
Anaheim, CA 92806
City:
City of Azusa
213 E. Foothill Blvd.
Azusa, CA 91702
Attn: Troy L. Butzlaff, City Manager
Such notice shall be deemed made when personally delivered or when mailed,
forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to
the party at its applicable address. Actual notice shall be deemed adequate notice on the date
actual notice occurred, regardless of the method of service.
3.6.2 Indemnification.
3.6.2.1 Scope of Indemnity. To the fullest extent permitted by law,
Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees,
volunteers and agents free and harmless from any and all claims, demands, causes of action,
costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or
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persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any
alleged acts, errors or omissions of Consultant, its officials, officers, employees, subcontractors,
consultants or agents in connection with the performance of the Consultant’s Services, the
Project or this Agreement, including without limitation the payment of all consequential
damages, expert witness fees and attorneys fees and other related costs and expenses.
Notwithstanding the foregoing, to the extent Consultant's Services are subject to Civil Code
Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code
Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or
willful misconduct of the Consultant.
3.6.2.2 Additional Indemnity Obligations. Consultant shall defend, with
legal counsel chosen by City, at Consultant’s own cost, expense and risk, any and all claims,
actions or other proceedings of every kind covered by Section 3.6.2.1 that may be brought or
instituted against City or its directors, officials, officers, employees, volunteers and agents.
Consultant shall pay and satisfy any judgment, award or decree that may be rendered against
City or its directors, officials, officers, employees, volunteers and agents as party of any such
claim, suit, action or other proceeding. Consultant shall also reimburse City for the cost of any
settlement paid by City or its directors, officials, officers, employees, agents, or volunteers as
part of any such claim, suit, action or other proceeding. Such reimbursement shall include
payment for City’s attorneys’ fees and costs, including expert witness fees. Consultant shall
reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any
and all legal expenses and costs incurred by each of them in connection therewith or in enforcing
the indemnity herein provided. Consultant’s obligation to indemnify shall survive expiration or
termination of this Agreement and shall not be restricted to insurance proceeds, if any, received
by the City, its directors, officials officers, employees, agents, or volunteers.
3.6.3 Governing Law; Government Code Claim Compliance. This Agreement
shall be governed by the laws of the State of California. Venue shall be in Los Angeles County.
In addition to any and all contract requirements pertaining to notices of and requests for
compensation or payment for extra work, disputed work, claims and/or changed conditions,
Consultant must comply with the claim procedures set forth in Government Code sections 900 et
seq. prior to filing any lawsuit against the City. Such Government Code claims and any
subsequent lawsuit based upon the Government Code claims shall be limited to those matters
that remain unresolved after all procedures pertaining to extra work, disputed work, claims,
and/or changed conditions have been followed by Consultant. If no such Government Code
claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as
specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit
against the City.
3.6.4 Time of Essence. Time is of the essence for each and every provision of
this Agreement.
3.6.5 City’s Right to Employ Other Consultants. City reserves right to employ
other consultants in connection with this Project.
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3.6.6 Successors and Assigns. This Agreement shall be binding on the
successors and assigns of the parties.
3.6.7 Assignment or Transfer. Consultant shall not assign, hypothecate, or
transfer, either directly or by operation of law, this Agreement or any interest herein without the
prior written consent of the City. Any attempt to do so shall be null and void, and any assignees,
hypothecates or transferees shall acquire no right or interest by reason of such attempted
assignment, hypothecation or transfer.
3.6.8 Construction; References; Captions. Since the Parties or their agents have
participated fully in the preparation of this Agreement, the language of this Agreement shall be
construed simply, according to its fair meaning, and not strictly for or against any Party. Any
term referencing time, days or period for performance shall be deemed calendar days and not
work days. All references to Consultant include all personnel, employees, agents, and
subcontractors of Consultant, except as otherwise specified in this Agreement. All references to
City include its elected officials, officers, employees, agents, and volunteers except as otherwise
specified in this Agreement. The captions of the various articles and paragraphs are for
convenience and ease of reference only, and do not define, limit, augment, or describe the scope,
content, or intent of this Agreement.
3.6.9 Amendment; Modification. No supplement, modification, or amendment
of this Agreement shall be binding unless executed in writing and signed by both Parties.
3.6.10 Waiver. No waiver of any default shall constitute a waiver of any other
default or breach, whether of the same or other covenant or condition. No waiver, benefit,
privilege, or service voluntarily given or performed by a Party shall give the other Party any
contractual rights by custom, estoppel, or otherwise.
3.6.11 No Third Party Beneficiaries. Except to the extent expressly provided for
in Section 3.6.7, there are no intended third party beneficiaries of any right or obligation assumed
by the Parties.
3.6.12 Invalidity; Severability. If any portion of this Agreement is declared
invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions shall continue in full force and effect.
3.6.13 Prohibited Interests. Consultant maintains and warrants that it has not
employed nor retained any company or person, other than a bona fide employee working solely
for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not
paid nor has it agreed to pay any company or person, other than a bona fide employee working
solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration
contingent upon or resulting from the award or making of this Agreement. Consultant further
agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic
Interest with the City’s Filing Officer as required under state law in the performance of the
Services. For breach or violation of this warranty, City shall have the right to rescind this
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Agreement without liability. For the term of this Agreement, no member, officer or employee of
City, during the term of his or her service with City, shall have any direct interest in this
Agreement, or obtain any present or anticipated material benefit arising therefrom.
3.6.14 Cooperation; Further Acts. The Parties shall fully cooperate with one
another, and shall take any additional acts or sign any additional documents as may be necessary,
appropriate or convenient to attain the purposes of this Agreement.
3.6.15 Attorney’s Fees. If either party commences an action against the other
party, either legal, administrative or otherwise, arising out of or in connection with this
Agreement, the prevailing party in such litigation shall be entitled to have and recover from the
losing party reasonable attorney’s fees and all other costs of such action.
3.6.16 Authority to Enter Agreement. Consultant has all requisite power and
authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party
warrants that the individuals who have signed this Agreement have the legal power, right, and
authority to make this Agreement and bind each respective Party.
3.6.17 Counterparts. This Agreement may be signed in counterparts, each of
which shall constitute an original.
3.6.18 Entire Agreement. This Agreement contains the entire Agreement of the
parties with respect to the subject matter hereof, and supersedes all prior negotiations,
understandings or agreements. This Agreement may only be modified by a writing signed by
both parties.
[SIGNATURES ON NEXT PAGE]
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CITY OF AZUSA MARTIN & CHAPMAN CO.
By: By:
Troy L. Butzlaff Scott Martin
City Manager President
Attest:
Title:
City Clerk
[If Corporation, TWO SIGNATURES,
President OR Vice President AND
Secretary, AND CORPORATE SEAL OF
CONTRACTOR REQUIRED]
Approved as to Form:
Best Best & Krieger LLP By:
Name:
City Attorney
Title:
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EXHIBIT “A”
SCOPE OF SERVICES
Contractor shall render the following services in connection with the City of Azusa’s General
Municipal Election to be held on Tuesday, March 7, 2017:
a. The Contractor shall furnish to the City the election services and supplies which shall
include, but not be restricted to the following:
• Pre-election supplies - Instruction and procedures manuals
• Calendar of Events / Target Dates
• Nomination supplies
• Vote by Mail ballot supplies
• Precinct supplies
• Reports – voter registration and polling places
• Vote by Mail tracking system
• Mailing Labels for Permanent Vote by Mail ballots and Sample Ballots
• Sample Ballots/Voter information pamphlets
• Official Ballots, including test/duplicate ballots and privacy sleeves
• Ballot counting services/election night supplies/operators
• Foreign language translation services
• Insert and mail Permanent Vote by Mail ballots (optional)
• Mailing services – for Sample Ballots
• Delivery services
b. Contractor shall be "on call" by telephone. This means that Contractor shall be available
at any time during regular business hours to the Contract Officer, or his/her designee,
prior to and during the election, and until the completion of the official canvass of the
election, and during the same period to, upon request, appear in person and work in
cooperation with the Contract Officer, or his/her designee, upon any election task or
problems which may arise.
c. Contractor shall furnish additional working forms, outlines, check lists and schedules
which will aid the Contract Officer, or his/her designee, in keeping track of procedural
details of the election. Such documents shall include, but are not limited to, forms,
outlines, check lists and schedules identified in Contractor's "Election Handbook", "Order
Form for Cities Conducting Own Election", and "City Information Fact Sheet Regarding
Your Upcoming Election".
d. Contractor shall prepare and mail the Voter Information Pamphlets to all eligible voters
in the city no later than 21 days prior to the election.
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e. Contractor shall secure the services of qualified foreign language translators to ensure
that all relevant election materials comply with the federal Voting Rights Act and state
election laws.
f. Contractor shall otherwise provide such special and unique services, in close cooperation
with the Contract Officer, or his/her designee, as may be necessary for the successful
conduct of the election.
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EXHIBIT “B”
SCHEDULE OF SERVICES
[Insert Schedule]
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EXHIBIT “C”
COMPENSATION
1. Compensation for supplies provided and services rendered pursuant to the terms of this
contract shall not exceed $68,000.00 (the estimate amount plus 10% for unexpected
expenses).
2. Payment will be made in three installments by the City:
A. The first installment shall be for the postage amounts to mail out the
sample ballots and the permanent vote by mail ballot packages. The first
installment shall be due and payable on (to be determined).
B. The second installment shall be to compensate Contractor for the
candidate statement portion of the sample ballot pamphlet. The second
installment shall be due and payable on (to be determined).
C. The third installment shall be to compensate Contractor for all other
services rendered by Contractor upon completion of the election. The third
installment shall be due and payable (to be determined).
3. In the event that more or less supplies are actually furnished than is shown in this
Agreement, the varied amount of such supplies will be billed accordingly. Estimated
pamphlet prices are based on the number of registered voters and the election materials
will be provided to voters in English and Spanish, and the City therefore understands that
the number of pages may increase or decrease and the costs of such will increase or
decrease accordingly.
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