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HomeMy WebLinkAboutE-06 RFP Branding and Marketing StrategyCONSENT ITEM E-6 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL VIA: TROY L. BUTZLAFF, ICMA-CM, CITY MANAGER FROM: KURT CHRISTIANSEN, FAICP, ECONOMIC AND COMMUNITY DEVELOPMENT DIRECTOR DATE: JUNE 20, 2016 SUBJECT: REQUEST TO APPROVE PROFESSIONAL SERVICES AGREEMENT WITH ALLEGRA CONSULTING TO DEVELOP A BRANDING AND MARKETING STRATEGY SUMMARY: The City of Azusa has much to offer to businesses looking to relocate or get started, as well as visitors interested in ecotourism or recreational opportunities in the newly designated San Gabriel Mountains National Monument. However, locally and regionally, the City is not as well-known as other communities resulting in fewer economic and recreational opportunities. With the right communication strategy that shares our strengths, the City could become a unique destination known as a treasure to visitors looking to explore the recently designated San Gabriel Mountains National Monument and a great opportunity for businesses to relocate to. On January 5, 2016, the City Council approved a Scope of Services and authorized Staff to solicit proposals to develop a branding and marketing strategy. Staff received proposals from 18 firms. Upon evaluation of the proposals, Staff has identified a firm with the necessary experience required to develop a marketing and branding strategy. This action approves a Professional Services Agreement with Allegra Consulting to develop a branding and marketing strategy. RECOMMENDATION: Staff recommends that the City Council take the following actions: 1) Approve a Professional Services Agreement with Allegra Consulting to develop a Branding and Marketing Strategy in an amount not to exceed $30,300; and 2) Authorize the Mayor to execute the agreement, in a form acceptable to the City Attorney, on behalf of the City. APPROVED COUNCIL MEETING 6/20/2016 Approve Professional Services Agreement with Allegra Consulting June 20, 2016 Page 2 DISCUSSION: The City is centrally located with multiple access points including the newly inaugurated Foothil l Gold Line stations. It boasts with economic development projects and competitive utility rates making the City an ideal destination for residents, businesses and visitors. However, locally and regionally, the City is not as well-known as other communities resulting in fewer economic and recreational opportunities. The purpose of the Branding and Marketing Strategy is to assist the City in establishing a key messaging platform highlighting the City’s distinctive competencies aiding the City’s efforts of economic development. The Branding and Marketing Strategy will enhance and professionalize promotional materials and develop an advertising strategy that leverages the City’s identity in multiple mediums including print, outdoor, internet, direct mail and other informational literature to support City programs and amenities. Staff plans to use the promotional materials and advertising strategy at trade shows and conferences to attract, retain and grow a stable economic base, building a vibrant downtown and making the City a destination for businesses and visitors. The City Council had identified the development of a branding and marketing campaign as one of the City’s economic development objectives in the current fiscal year. On January 11, 2016 a Request for Proposal (RFP) to develop a Branding and Marketing Strategy was distributed to a number of consultants and made available on the City’s website. A total of 18 firms provided a proposal by the indicated deadline of February 17, 2016 (Attachment 1). An initial review for minimum qualifications was conducted and 14 proposals were provided to the evaluation committee consisting of the City Manager, Director of Economic and Community Development and Director of Information Technology and Library Services. The evaluation committee convened to evaluate the proposals on the following criteria: (1) Experience and Qualifications; (2) Project Approach; (3) Team Member Experience; and (4) Fee Proposal. The top firms to excel in the evaluation process were: Firm Proposed Cost Brandstrata $40,395 Winter Ad Agency $42,900 Allegra Consulting $45,350 After careful deliberation, the evaluation committee unanimously selected Allegra Consulting as the most qualified firm to fulfill the required scope of services. While all three finalists submitted proposals that were similar in cost and exhibited the capacity to perform high quality marketing services , the evaluation committee felt that Allegra Consulting was the stronger candidate because of their strong understanding of our marketing goals, creative design skills, social media savvy and use of performance metrics to track digital marketing efforts. Additionally, Allegra Consulting has extensive economic development marketing experience with cities similar in size, scope and purpose. It has worked with cities like Pasadena, San Gabriel and Fontana. Allegra Consulting is conveniently located in Pasadena, CA and is familiar with the San Gabriel Valley. Allegra Consulting originally proposed a cost of $45,350. The Cit y Manager’s Office was able to negotiate with Allegra Consulting to lower the cost of the development of a branding and marketing strategy by $15,050 for a total of $30,300. Approve Professional Services Agreement with Allegra Consulting June 20, 2016 Page 3 Allegra Consulting is proposing a four phased scope of services. As part of Phase 1 Research and Foundation, ten (10) one-on-one interviews with City Council and key stakeholders will be conducted to capture vision and perspective of the City. In addition, one (1) community group meeting with 50-75 residents will be organized to include a presentation, moderator and scribe to capture targeted audience feedback. In efforts of providing an opportunity to those who are unable to attend the community group meeting, one (1) online survey will be available via the City’s website and social media platforms. Upon the completion of the research and foundation, Phase 2 will consist of compiling the findings to craft a message that highlights the City’s distinctive competencies and identity in a clear message. A key messaging platform will be provided identifying the City’s key messaging and positioning. Phase 3 deliverables will consist of design of up to four (4) logos and one (1) final logo that communicates the economic development brand identity aligned with the key messaging discovered in Phase 2. After the development of a brand identity, a marketing strategy will be presented via a marketing plan in Phase 4. Allegra Consulting will provide objectives and a deployment strategy to effectively deliver and communicate the newly adopted economic development brand identity. This will aid in the City’s efforts in attracting, retaining and expanding businesses by highlighting the City’s key attributes. In addition, an economic development brochure, trade show exhibit/banner, table top display, an eight foot table skirt and flash drive will be designed and recommended as marketing tools to effectively deliver the brand. The proposed scope of services is estimated to take four (4) months to complete. A final printed report and presentation will be provided by Allegra Consulting to the City Council in September 2016. FISCAL IMPACT: Funding for branding and marketing services was budgeted in the Planning Division (Account #10-35- 611-000-6399) in the current fiscal year budget. Since the agreement is unlikely to commence until the start of the new fiscal year, funding will be rolled over into the newly created Economic Development Division (Account #10-35-611-000-6399). Prepared by: Reviewed and Approved: Carina Campos Kurt Christiansen, FAICP Economic Development Specialist Economic and Community Development Director Reviewed and Approved: Reviewed and Approved: Louie F. Lacasella Troy L. Butzlaff, ICMA-CM Management Analyst City Manager Attachments: 1) Branding and Marketing Proposals Received 2) Professional Services Agreement – Allegra Consulting, Inc. ATTACHMENT 1 Branding and Marketing Proposals Received Firm Price Location Geo & Associates Inc. $29,250 + $45/hr. Graphic Design Tucson, AZ Geographics $22,900 - $34,900 Riverside, CA Westring and Associates LLC $11,000 Crugers, NY The 20/20 Network $30,000 Upland, CA Destination Strategy Partners $35,700 Orlando, FL Boardwalk $38,000 Santa Clarita, CA Aliensun Labs, LLC $39,200 San Francisco, CA Brandstrata $40,395 Seal Beach, CA Al Punto Advertising $40,436 Tustin, CA Winter Ad Agency $42,900 Temecula, CA Allegra Consulting $45,350 Pasadena, CA We The Creative $65,000 Newport Beach, CA Chandlerthinks $86,250 Franklin, TN Tripepi Smith & Associates $110,550 Irvine, CA Places Consulting $149,000 New Orleans, LA 789 Inc. $164,400 Covina, CA Doublebit Narrative $218,000 Brooklyn, NY Venture Strategic $230,375 Irvine, CA ATTACHMENT 2 CITY OF AZUSA PROFESSIONAL SERVICES AGREEMENT 1. PARTIES AND DATE. This Agreement is made and entered into this 1st day of July, 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 Allegra Consulting, Inc. a Nevada Corporation, Qualified by the California Department of Corporations with its principal place of business at 20 East Colorado Blvd., Suite 202, Pasadena, CA 91105 (“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 Branding and Marketing 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 a Branding and Marketing Strategy (“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 Branding and Marketing Strategy 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 b y reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be from July 1st, 2016 to the completion of the Project, which is anticipated to be completed on or before November 1, 2016, 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. Allegra Consulting, Inc. Page 2 of 16 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: Suzanne Madison, Project Manager Larry Brown, Creative Director Raul Contrerras, Creative Design Associate Sandy Lin, Creative Design Associate Alicia Byer, Copy Writer Allegra Consulting, Inc. Page 3 of 16 Sophia Gomez, Gomez Research 3.2.5 City’s Representative. The City hereby designate 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 or her designee. 3.2.6 Consultant’s Representative. Consultant hereby designates Suzanne Madison, President and CEO 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/her 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 an d 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 p erform 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 Period of Performance. Consultant shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”). Consultant shall also perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be separately agreed upon in writing by the City and Consultant (“Performance Milestones”). Allegra Consulting, Inc. Page 4 of 16 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. 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 Allegra Consulting, Inc. Page 5 of 16 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, 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. 3.2.11 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 Allegra Consulting, Inc. Page 6 of 16 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 aggregat e 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 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 Professional Liability. Consultant shall procure and maintain, and require its sub-consultants to procure and maintain, for a period of five (5) years following completion of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per claim, and shall be endorsed to include contractual liability. Defense costs shall be paid in addition to limits. 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 Allegra Consulting, Inc. Page 7 of 16 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 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, a gents 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 scop e 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 Allegra Consulting, Inc. Page 8 of 16 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. 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. 3.2.11.9 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. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, Allegra Consulting, Inc. Page 9 of 16 equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 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 Thirty Thousand Three Hundred ($30,300) without written approval of the City 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 submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. 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 wh ich 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 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on “public works” and “maintenance” projects. If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Allegra Consulting, Inc. Page 10 of 16 Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant’s principal place of business and at the project site. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 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 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 Allegra Consulting, Inc. Page 11 of 16 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, 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 confident ial 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 Allegra Consulting, Inc. Page 12 of 16 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: Allegra Consulting, Inc. 20 East Colorado Blvd., Suite 202 Pasadena, CA 91105 Attn: Suzanne Madison, President/CEO 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 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. Allegra Consulting, Inc. Page 13 of 16 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. 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 Allegra Consulting, Inc. Page 14 of 16 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 Economi c 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 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. Allegra Consulting, Inc. Page 15 of 16 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. Allegra Consulting, Inc. Page 16 of 16 CITY OF AZUSA ALLEGRA CONSULTING, INC Joseph Romero Rocha Suzanne Madison Mayor President/CEO Attest: Jeffrey L. Cornejo, Jr. City Clerk Approved as to Form: . BEST BEST & KRIEGER LLP Best Best & Krieger LLP City Attorney A-1 EXHIBIT “A” SCOPE OF SERVICES ECONOMIC DEVELOPMENT BRANDING AND MARKETING STRATEGY Phase 1 - Research and Foundation Review existing relevant research such as gap analysis and other client research that might assist in the direction of the branding program and strategy. Develop a methodology for qualitative and quantitative research approach. Methodology and strategy will be presented to client for review and approval prior to research launch. Key Stakeholder Interviews 10 Key Stakeholder Interviews (Mayor, Councilmembers and Key Stakeholders) Allegra will design a themed email invite and develop relevant questions for approval. City staff will schedule interviews with up to 10 key stakeholders and provide information in an organized format to Allegra. Interviews will be held over a two-day period at City hall (conference room). Allegra will provide one moderator and one scribe to capture feedback from stakeholders. Compile and analyze results Community Group Meeting One (1) Community Group Meeting (5-7PM) Work with City staff to design, develop and host one community group meeting in the evening. Allegra will design promotional materials; 1 email/print flyer, 1 social media posting and one web slider. City staff will circulate the promotional materials to heighten the awareness of the community visioning period. City staff will secure the meeting location such as the Memorial Park Recreation Center or another location that can hold up to 50-75 residents. City will provide refreshments and presentation equipment such as a podium, overhead projector, seating, registration table if needed. The community group meeting will feature a presenter, one moderator and one scribe to capture targeted audience feedback. The meeting will open with a presentation sharing the “Value of City Branding” and move to visioning questions to elicit feedback from the audience/residents on their perspectives and what they would like for their City to stand for. The scribe will work to capture qualitative feedback. Draft Report Submitted to Client Online Survey – 3-5 Days An online survey will be deployed over a period of 3-5 days to capture resident feedback on city branding (1,000 surveys max). The online survey will be quantitative and some qualitative responses will be allowed. City staff will link the e-survey to the City’s website and social media platforms and assist with promoting the need to gain feedback. Compile and analyze results Draft Report Submitted to Client A-2 Project Fee: $10,550.00 Project Timeline: 15 Business Days Deliverables: Key Stakeholder Interviews, Community Group Meetings, Online Survey; Qualitative and Quantitative Research, Results and Draft/Final Report Phase 2 Development of a Competitive Identity Our team will utilize the research and findings to develop messaging that highlights Azusa’s distinctive competencies and communicate the City’s best vision. Key Messaging Platform Develop the key messaging and positioning statement platform. Project Fee: $3,500.00 Project Timeline: 10-15 Business Days Deliverables: Key Messaging and Positioning Platform Phase 3 Brand Strategy, Brand Architecture and Designing the Brand Develop a brand relationship matrix Design up to four logo concepts, four revisions and one final logo that communicate the brand identity and align messaging with the visual/graphics. Develop/design a brand identity style guide (print and pdf versions) Project Fee: $4,500.00 Deliverables: Brand Architecture, Brand Identity, Brand Identity Style Guide Phase 4 Marketing Strategy We’re revising our marketing strategy to include marketing strategies that will assist the City of Azusa with competing at the upcoming August 2016 ICSC Show. Marketing Tools – Design/recommendation of the following items; a) 1 Economic Development (City) Brochure b) 2 Double Sided Trade Show Exhibit/Banners c) 1 Table Top Display d)1 -8 Foot Table Skirt e) Flash Drive containing the e-brochure Photography: Client will work to gain access to relevant Economic Development photos from property managers, chamber of commerce and event management companies. Allegra will provide a one half day photo shoot utilizing our in-house photographer. Our firm will work with a vendor to provide the City with an estimate to produce the collateral materials and trade show exhibit. Marketing Plan a) Introduction b) Communication Plan Objectives c) Target Audiences: Residents, Businesses and Visitors d) Deployment Strategy A-3 Project Fee: $10,500.00 Deliverables; Marketing Communications Strategy for ICSC, Pricing estimates to print and produce the materials and exhibit will be provided. Timeline; 20 Business Days Phase 5 Final Report and Presentation One unbound and five printed bound copies and one electronic copy of our final report to the City. Our team will make one formal presentation to the City and its committee. Project Fee: $1,250.00 Deliverables: Printed and Electronic Reports containing research, key messaging, creative design, brand identity and marketing strategy Total Project Fee: $30,300.00 B-1 EXHIBIT “B” SCHEDULE OF SERVICES Project Time Line: July 1st – November 1st, 2016 Contractor Engagement 07/01/2016 Kick Off Meeting 07/07/2016 Research Methodology Submitted 07/14/2016 1 Community Forum (PM) One-on-One Interviews (10) Online Survey (5 days) Research Outreach and Promotion 07/18/2016 – 07/29/2016 Research Conducted 07/18/2016 - 07/29/2016 Compile and Analyze Results 08/01/2016 – 08/05/2016 Development of a Competitive Identity 08/08/2016 - 08/19/2016 Marketing Collateral & ICSC Exhibit 08/22/2016 - 09/07/2016 Production of Materials TBD (October 2016) Report Compiled 06/27/2016 - 09/22/2016 FINAL REPORT 09/26/2016 C-1 EXHIBIT “C” COMPENSATION COMPENSATION WILL BE BASED ON PHASED DELIVERABLES AS LISTED IN THE SCOPE OF WORK AND SERVICES. Phase 1 - Research and Foundation Key Stakeholder Interviews Community Group Meeting Online Survey Project Fee: $10,550.00 Phase 2 Development of a Competitive Identity Project Fee: $3,500.00 Phase 3 Brand Strategy, Brand Architecture and Designing the Brand Project Fee: $4,500.00 Phase 4 Marketing Strategy Marketing Tools Marketing Plan Project Fee: $10,500.00 Phase 5 Final Report and Presentation Project Fee: $1,250.00 Total Project Fee: $30,300.00