Loading...
HomeMy WebLinkAboutAGENDA REPORT 1994 0817 CC REG ITEM 11GTO: FROM: DATE: AGENDA REPORT CITY OF MOORPARK The Honorable City Council ITEM • �'i .� Jaime R. Aguilera, Director of Community Development r W- I-t*1 0' " Kathleen Mallory, Associate Planner K M August 10, 1994 (CC meeting of August 17, 1994) SUBJECT: CONSIDER DISTRIBUTION OF URBAN STREAMS RESTORATION GRANT MONIES TO THE CITY OF MOORPARK AND THE ENVIRONMENTAL COALITION BACKGROUND In May 1993, the City of Moorpark and the Environmental Coalition received one Urban Streams Restoration Grant in the amount of $64,000. To date, all of the physical work (except a minor amount of time to be used to calculate vegetation survivability rates) has been completed and the City is in the process of finalizing the Management Plan for submission to the State. The grant will be concluded on August 31, 1994. Of the total budget, $4,740.68 remains unencumbered. The City of Moorpark and the Environmental Coalition have been unable to agree if and how the remaining funds should be apportioned between the two organizations. The purpose of this staff report is to request direction from the City Council on the dispersement of these funds. DISCUSSION Of the money received from the Urban Streams Restoration Grant ($64,000), the City of Moorpark received $11,968, which is 18.7% of the total grant funds (see Attachment Number 1). For the Council's information, the request from the Environmental Coalition for additional funds is so that Ms. Roseann Mikos may be reimbursed for additional time they claim she has spent on the grant project. Ms. Mikos' contract with the City for grant implementation was for $5,746.32; Ms. Mikos has invoiced the City for all of her reimbursable labor. Ms. Mikos' contract amount excludes $153.68 deducted from her contract for liability insurance purposes; the City has agreed to pay this amount given that liability insurance was obtained for a cost less than the anticipated amount (approximately $200). Other expenditures were disbursed on contracts for paid labor and materials for a total of $46,285.68. KMP -08- 10 -94 -94 (4:30Pm) A:\$DIS8 -17. RPT The Honorable City Council August 10, 1994 Page 2 The remaining unencumbered funds are part of the Exotic Vegetation and Native Re- Vegetation Planing Budget; of these funds, no City reimbursement was planned within the attached budget. The funds were not spent due to reductions in the number of paid volunteers, a scaling back of the stipend program, and a contingency budget. The Environmental Coalition is requesting the disbursement of these funds to the Coalition's Project Manager (Roseann Mikos) because of the amount of time they claim she has spent working on the vegetation removal and replanting tasks. Staff's response is that Roseann Mikos was aware of the total amount of time which she would spent on this project and the corresponding compensation due to her for this project. Any additional time which she might have spent on this project, was over and above her compensation amount in the contract, and was her unilateral decision. Staff would also point out that Ms. Mikos exceeded the work under her contract without notifying the City that she expected to be compensated in the future. On the other hand, the City also spent more time on this project than was originally budgeted. Staff therefore, proposes that both parties to the contract be compensated equally since both parties are equal partners in the grant. The Environmental Coalition has stated that they do not believe that the City is entitled to any of the aforementioned funds given that the work tasks, from which the money is being allocated, did not involve the City. While this is true, staff's position is that a simple amendment to the grant will allow the City to utilize the funds in a manner that will compensate both parties for the extra work that was done. Please note that an amendment to the contract will require approval by the Environmental Coalition and they have stated in the past that they would not approve of an amendment if it meant that the City would receive 50% of the unallocated funds. Correspondence sent to the Director of Community Development on June 16, 1994 (see Attachment Number 2), stipulates that the Environmental Coalition is willing to give the City $1,200 (or 25% of the remaining funds) and the other remaining funds ($3,387 + $153.87 [money deducted from Roseann's contract for insurance, but later agreed to by the City to be paid for by the City] _ $3,540.87 or 75% of the total funds) are proposed to be allocated to Roseann Mikos. K M P-08- 10.94 -94 (4:30 p m) A:1$ D I S8.17. R PT The Honorable City Council August 10, 1994 Page 3 Clearly both organizations have spent a significant amount of time working on the Urban Streams Restoration Grant. Just because the City is not directly responsible for any work activities under the task where the funds are unencumbered does not mean that the City should receive an unequal share of these funds. Original Contract Submitted by Ms. Mikos It is clear that upon initiation of the grant, Ms. Mikos perceived that there would be unencumbered funds for "additional compensation" to her upon mutual agreement (see Section 3.50 of Attachment number 3). Fiscal Impact Staff has spent approximately 335.25 hours, which totals $26,409.75. The City will receive compensation for $11,968.00. Staff hours spent on this project do not include time spent on this project by both the Deputy City Manager and the Accounting Department. RECOMMENDATION Staff recommends that: 1. The remaining funds ($4,740.68), be equally distributed between the City of Moorpark ($2,370.34) and Roseann Mikos ($2,370.34); and 2. That the City Council authorize the City Manager to initiate and sign a contract amendment to redistribute the funds from one budget category to another so that the City may accomplish the disbursement as stated in number 1, above. Attachments: 1. Project Plan Budget 2. Correspondence dated June 16, 1994 3. Contract submitted by Ms. Mikos KMP- 08-10 -94-94 (4:30pm)A: \$DIS8 -17. RPT ATTACHMENT NUMBER 1 KMP- 08-10.94- 94(4:30Pm)A:\$DIS8 -17. RPT COPY Tasks/Subtasks Jun 93 1 Jul 93 1 Ault 93 1 Sep 93 1 Oct 93 1 Nov 93 1 Dec 93 1 Jan 94 Feb 94 1 Mar94 I Apr 94 Mav94 Project Planning, Design, Preparation, and Coordination Moorpark City Staff ($3,000). EC -MB planners, skilled labor, and volunteers ($2,679) Management Plan and and volunteers Exotic Vegetation Removal Herbicide materials a Licensed herbicideA Skilled labor (including EC supervision), CCC labor, hopefully student labor, and volunteers ($18,364) Native Re- vegetation Planting Materials + Landscape contractor labor ($8,707) Skilled labor (including EC supervision), hopefully student labor, and volunteers ($8,163) Contract Administration Citv of Moorpark ($5.8181 Figure 1. Revised Project Plan -- Arroyo Simi Management Planning and Restoration -- 12/28/93 Urban Stream Restoration Grant for Arroyo Simi, Moorpark, CA: Project Plan Revised , 12IMW c ) ATTACHMENT NUMBER 2 KMP- 08- 10.94 -94 (4:30Pm)A:1$ DIS8 -17. RPT ENVIRONMENTAL COALITION* MOORPARK BRANCH June 16, 1994 Jim Aguilera Director of Community Development City of Moorpark Moorpark, CA 93021 Re: Arroyo Simi Restoration Project Dear Jim: luawliedea luawdolana(I hliunwwoa �jediooW to Ilia is t t�nr (33A3�3H We are writing to raise two issues with you. 1.) We would like to request that the contract with the State of California be extended. 2.) We would like to request resolution in the matter of the Mikos contract amendment. First, _during the .term of the project _there have _been many_ significant delays, and we believe a contract extension is in order. We realize this must be done via separate formal requests, to.the -state -submitted by _both parties.to the _contract. On May 1.3, 1994, we made a verbal request to Kathleen Mallory that a request be submitted to the state. Kathleen indicated .that .the city was firm in its commitment to _complete work on the project by the June 30, 1994 end of the contract. She further indicated that the city would not consider making a request for.an extension of the contract. We believe that there is more than adequate justification for the request. The revised schedule created _after the contract was, awarded on may 31, 1993 reflected a "scaled back" project from what was originally proposed because the dollar amount of the awarded grant was less than we had requested in the proposal. The project has been off the revised schedule practically from the start, mostly with respect to the Management Plan: " There were significant delays, false starts, and other circumstances that prevented the city and the EC from executing the internal project agreements needed to allow the project to go froward smoothly. In fact, none of the agreements required by the city were signed before December, 1993, even though many project personnel worked without contracts in good faith (on planning for and executing vegetation removal in the arroyo) during the entire dispute. Management Plan tasks scheduled for November 1993 through January 1994 were deferred to an unspecified date by the city because of the time spent in disputing how to execute the grant with the EC. Because of delays and a variety of unfortunate circumstances, the planting that was supposed to be completed by March 5, 1994 did not end until April 15, 1994 . As a result more planting and supervision time, than was expected for this period, was required of the EC and EC- recruited workers. POST OFFICE BOX 378 • MOORPARK, CA 93020 Jim Aguilera June 16, 1994 Page 2 (For example, the professional landscape contractor, Karleskint -Crum (KKC), refused to do any further work if he was not paid, for work completed in October 1993, by March 17, 1994 . There were delays at both the City and State levels, and KKC did not receive payment until March 23, 1994. As a result EC and EC- recruited workers had to do more planting and had to supervise for more days than were ever planned, to be able to accommodate the real possibility that KKC would not fulfill their contractual obligation. KKC did finish the planting, but not until March 28 -30. They also returned on April to correct their mistakes.) Because planting did not end until April 15, 1994, after the end of the rainy season, a three month hand watering schedule had to be created. Had planting been completed by March 5, rainy weather would have supplied water to the cuttings and plants for most of the first month. Hand watering is a labor intensive and time consuming task which will continue through June 30, 1994 at the earliest. A newly revised Management Plans schedule was submitted by the city and received by the EC on May 9, 1994. It compressed the activities which (as of May 31, 1993) were planned for November 1993 through May 1994 into a time frame from May 9, 1994 to June 30, 1994. The time frame indicated by the May 9, 1994 schedule has not been met. The kickoff meeting was held on May 25, 1994, not May 18, 1994, and despite a diligent effort by all parties, the drafts submitted on June 3, 1994, were not complete. They needed substantial revisions prior to when comments were due on June 17, 1994. The final project questionnaire /report should not be completed until after the project is completed. Second, we would like to raise the issue of the Mikos contract amendment once again. We have yet to receive a written response to our request that $3387 of monies allocated to the tasks of exotic vegetation removal and native re- vegetation but not specified to any individual be paid to Roseann Mikos for work she has completed on these two task. In order to resolve this matter expeditiously, despite the city's recalcitrance, and against good judgment, here is our suggestion. Not all of the exotic vegetation removal and native re- vegetation money allocated to the student stipend program will be spent for the following reasons: `The student stipend program was started much later than originally planned. "Fewer students, than anticipated, participated in the program. *The city was slow to respond to a request to raise the stipend limit, resulting in few students being able to take advantage of the higher limit. "There was a cap on the stipend increase. If the city will approve the requested contract amendment for Mikos and permit payment of $3387 in addition to her originally proposed contract amount, the EC will agree to sign a contract amendment with the State of California to allow payment to the city an Jim Aguilera June 16, 1994 Page 3 amount of money equivalent to that allocated to exotic vegetation removal and native re- vegetation but not used for stipend students. This will be roughly $1,200. We want it understood that we make this proposal in an effort to resolve the issue. It is in contravention to the agreement with the state to pay for the city's cost overruns on administrative and management plan tasks from funds which were set aside for exotic vegetation removal and native re- vegetation of the project emphasis area. More appropriately these monies should be paid to the people who were involved in completing these tasks. If sufficient student labor had been available, the EC would not have had to do this work in place of the students. There was no reason for the EC to suspect that those who performed the legitimate contract tasks in place of the students would be denied payment for their efforts. Requests for contract amendments made by the project manager reflected an increased workload for contracted individuals in the areas of removal of exotic vegetation and native re- vegetation completed on the site. These requests were consistent with the budget. No additional compensation has been requested by the project manager for cost overruns. Rather, the amendments were requested to pay the people who had done the vegetation removal and re- vegetation for the work they completed. As the city has not responded to our previous letter, we are officially requesting a written response to our request for extension of the contract and our request for resolution in the matter of the Mikos contract amendment by close of business June 17, 1994. Cordially, Neil Moyer Presi nt, The EC a Eliz eth A.C. Haynes President, The ECMB CC Earle Cummings, USRP Program Manager Steve Kueny, Moorpark City Manager Mayor Paul Lawrason Councilman Bernardo Perez Councilman Patrick Hunter ATTACHMENT NUMBER 3 KMP- 08-10- 94- 94(4:30pm)A:1$DIS& 17. RPT CONTRACT FOR SERVICES a 4�1 This AGREEMENT, made this day of between the City of Moorpark, a municipal corporation, located at 799 Moorpark Avenue, Moorpark, CA 93021, hereinafter referred to as "CITY," and Roseann Mikos, Ph.D., an independent contractor, having a principal place of business at 14371 E. Cambridge St., Moorpark, CA 93021, hereinafter referred to as the "CONTRACTOR." WITNESSETH THE PARTIES HERETO DO AGREE AS FOLLOWS: ARTICLE 1. TERM OF CONTRACT Section 1.01. This agreement will become effective on the date it is signed, retroactive to June 1, 1993 and will continue in effect until midnight June 30, 1994, unless sooner terminated or later extended as provided hereinafter. The June 1, 1993 date is appropriate, as per the State of California, Department of Water Resources, Urban Streams Restoration Program Manager's direction that any work performed on or after the Grant Award Meeting held on May 25, 1993 is considered part of the grant program effort for Grant # Z- 60134). ARTICLE 2. SERVICES TO BE PERFORMED BY CONTRACTOR Specific Services Section 2.01. CONTRACTOR agrees to perform the services specified in the "Description of Services" attached to this agreement and designated as EXHIBIT A, dated July 22, 1993, and incorporated by reference herein. Method of Performing Services Section 2.02. CONTRACTOR will determine the method, details, and means of performing all of the above described services, consistent with the terms of Grant #- Z- 60134. Employment of Assistants Section 2.03. CONTRACTOR may, at CONTRACTOR'S own expense, employ such assistants as CONTRACTOR deems necessary to perform the services required by this agreement. The CITY may not control, direct, or supervise CONTRACTOR'S assistants or employees in the performance of those services. ARTICLE 3. COMPENSATION Contract Value Section 3.01. In consideration for the services to be performed by CONTRACTOR, as set forth in Exhibit A and subject to the limitations set forth in Section 4.01, CITY and CONTRACTOR agree that the estimated current value of CONTRACTOR'S labor for these services is $14,160 (or $60 per hour). September 22, 1993 Page 1 of 7 Agreement between Roseann Mikos, Ph.D. and City of Moorpark for Arroyo Simi Urban Streams Restoration Grant Project Fixed Fee Section 3.02. Of the contract value amount set forth in Section 3.01, CITY agrees to pay CONTRACTOR the fixed fee of $5,900. CONTRACTOR'S "In -Kind" Contribution Section 3.03. Of the contract value amount set forth in Section 3.01, CONTRACTOR agrees to forego compensation for that part of the contract value not listed as a fixed fee in Section 3.02 (or $8,260) and donate this amount as an "in- kind" contribution to the project. CONTRACTOR agrees further that CONTRACTOR will not bill CITY for any time that was expended by CONTRACTOR between November 10, 1992 and May 31, 1993 to prepare for and write the grant application and its supporting documents, to assist in coordinating the grant award meeting held on May 25, 1993, to revise the project budget and project plan to reflect the actual grant award amount, and to provide data to the CITY to assist in resolving contract issues so that the grant could be accepted. CONTRACTOR acknowledges that the amount of all CONTRACTOR labor for the services just listed in this section was 140.4 hours for a value (at $60 per hour) of $8,424, all of which CONTRACTOR agrees to donate as an additional "in- kind" contribution to the project. Detailed documentation to support this and all "in -kind" CONTRACTOR contributions to the project is available and can be provided upon request of CITY. CONTRACTOR agrees that any incidental contract expenses that are not charged to the contract by CONTRACTOR (e.g., for photocopying, long distance phone calls, etc.) may be listed as such on CONTRACTOR invoices to CITY and designated as additional "in- kind" contributions to the project. Date for Payment of Compensation Section 3.04. For services rendered under this agreement, CITY agrees to pay CONTRACTOR the sum set forth in Section 3.02 on the basis of monthly invoices submitted by CONTRACTOR in accordance with the invoice requirements of the State of California for the project. As a minimum, (1) CONTRACTOR will submit to CITY a statement of services rendered, the amount of labor effort expended for those services, and a statement of how much will be donated as an "in- kind" contribution to the project versus how much will be due and payable as part of the fixed fee; and, (2) CITY agrees to submit invoices to the State of California for CONTRACTOR'S compensation no more than six (6) days after receiving CONTRACTOR'S invoices. CITY agrees to pay the amounts due to CONTRACTOR for services within thirty (30) days after receiving each invoice, or if the State of California has not yet paid the city for CONTRACTOR'S invoiced amounts, no later than thirty (30) days after receipt of the applicable grant money. In no case may CONTRACTOR'S total compensation over the life of the contract exceed an amount equal to 50% of the value received (For labor, value equals $60 per CONTRACTOR hour. For expenses, value equals actual cost.). The remaining 50% of the value received (or more if CONTRACTOR so chooses) will be part of CONTRACTOR'S "in- kind" contribution to the project. In the event that contract is terminated under any conditions specified in Article 6 of this contract, payment for work completed as of date of termination will be made to CONTRACTOR, subject to all other terms and conditions stated in the contract. Additional Compensation Section 3.05. If CONTRACTOR spends more than the amount of time on the project shown in Section 4.01 (29.5 person days), and if there are sufficient funds in the project budget to allow further payment, additional compensation to CONTRACTOR may be negotiated by mutual agreement. However, if any additional compensation for CONTRACTOR is negotiated, it shall not exceed an amount equal to 50% of CONTRACTOR'S standard $60 per hour billing rate for the additional labor. The remaining 50% (or more if CONTRACTOR so chooses) would be an additional "in -kind contribution" to the project by CONTRACTOR. September 22, 1993 Page 2 of 7 Agreement between Roseann Mikos, Ph.D. and City of Moorpark for Arroyo Simi Urban Streams Restoration Grant Project ARTICLE 4. OBLIGATIONS OF CONTRACTOR Minimum Amount of Service Section 4.01. CONTRACTOR agrees to devote a minimum of 29.5 person days (236 person hours) to perform the above - described services over the life of this contract for the agreed upon fixed fee named in Section 3.02. CONTRACTOR may represent, perform services for, and be employed by such additional clients, persons, or companies as CONTRACTOR, in CONTRACTOR'S sole discretion, sees fit. However, CONTRACTOR hereby agrees to not enter into any contract or agreement with a private developer proposing to develop within the CITY during the term of this contract. Hours During Which Services May Be Performed Section 4.02. CONTRACTOR agrees to perform all services described during whatever hours of the day or night CONTRACTOR so chooses. The work itself will be performed primarily at CONTRACTOR'S own place of business except when meetings with the CITY are requested on city property, or when work is scheduled in the Arroyo Simi itself or at various community venues identified for public participation. Tools and Instrumentalities Section 4.03. CONTRACTOR will supply all tools and instrumentalities required to perform the services under this agreement. Worker's Compensation Section 4.04. CONTRACTOR agrees to abide by all applicable provisions governing workers compensation as outlined in this agreement in Article 7 (General Provisions), Section 7.01 (Independent Contractor Status). Indemnification Section 4.05. CONTRACTOR shall hold harmless, indemnify and defend the CITY and its officers, employees, servants and agents serving as Independent Consultants serving in the role of City Manager, Director of Community Development, Director of Public Works or City Attorney from any claim, demand, damage, liability, loss, cost or expense, for any damage whatsoever, including but not limited to death or injury to any person and injury to any property resulting from the misconduct, negligent acts, errors or omissions of CONTRACTOR or any of its officers and employees in the performance of this Agreement, except such damage as is caused by the sole negligence of the CITY or any of its officers, employees, servants or agents. Informed Consent and Release Section 4.06. CONTRACTOR assumes full responsibility for all risk of injury or loss which may result from CONTRACTOR'S participation in this Arroyo Simi Restoration Grant work and CONTRACTOR hereby agrees to defend, indemnify, hold harmless, release and forever discharge the CITY, its respective officers, agents and employees, past and present, from any and all acts of negligence and all claims and demands whatsoever, which CONTRACTOR, any third person, or any persons acting under their behalf, have or may have against CITY, or its respective officers, agents or employees, past and present, by reason of any accident, illness, injury to or death of any person or persons, or damage to or loss or destruction of any property arising or resulting directly or indirectly form participation in the Arroyo Simi Restoration Grant work and occurring during said participation, September 22, 1993 Page 3 of 7 Agreement between Roseann Mikos, Ph.D. and City of Moorpark for Arroyo Simi Urban Streams Restoration Grant Project or any time subsequent thereto. The terms of this release will serve as a release and assumption of risk for CONTRACTOR'S heirs, executors and administrators and for all of CONTRACTOR'S family members. CONTRACTOR agrees and acknowledges that some activities may be of a hazardous nature and/or include physical and/or strenuous exercise or activity, and, understanding this, CONTRACTOR states that to the best of CONTRACTOR'S knowledge, CONTRACTOR has no medical, physical, mental or emotional health condition which would hinder or prevent CONTRACTOR'S active participation in the Arroyo Simi Restoration Grant work. CONTRACTOR Qualifications Section 4.07. It is understood and acknowledged by the parties that CONTRACTOR is uniquely qualified to perform the services provided for in this Agreement. Assignment Section 4.08. Neither this agreement, nor any duties or obligations under this agreement may be assigned by CONTRACTOR without the prior written consent of CITY. ARTICLE 5. OBLIGATIONS OF CITY Cooperation of City Section 5.01. CITY agrees to comply with all reasonable requests of CONTRACTOR (and provide access to any and all appropriate reference materials or documents reasonably, i.e., within 48 hours or less) that are necessary to the performance of CONTRACTOR'S duties under this agreement. Specific Responsibilities Section 5.02. CITY agrees to perform the roles and responsibilities set forth in the letter of agreement between the CITY and the Environmental Coalition, Moorpark Branch with respect to the Urban Streams Restoration Grant (Contract #Z- 60134). This agreement is dated July 22, 1993, is retroactive to the same June 1, 1993 date as is this contract, and was signed by both parties on 1993. Assignment Section 5.03. Neither this agreement, nor any duties or obligations under this agreement may be assigned by CITY without the prior written consent of CONTRACTOR. ARTICLE 6. TERMINATION OF AGREEMENT Termination Upon Notice Section 6.01. Notwithstanding any other provisions of this agreement, either party hereto may terminate this agreement at any time by giving seven (7) days written notice to the other party. Unless otherwise terminated as provided herein, this agreement shall continue in force until June 30, 1994, or later extended as provided for in this agreement. September 22, 1993 Page 4 of 7 Agreement between Roseann Mikos, Ph.D. and City of Moorpark for Arroyo Simi Urban Streams Restoration Grant Project Termination on Occurrence of Stated Events Section 6.02. This agreement shall terminate automatically on the occurrence of any of the following events: • Bankruptcy or insolvency of either party. • Sale of the business of either party. • Death of either party; or • Cancellation of the State of California grant (prior to its completion), for which this contract was created. ARTICLE 7. GENERAL PROVISIONS Independent Contractor Status Section 7.01. CONTRACTOR acknowledges that CONTRACTOR is an independent contractor and not an employee, officer, or agent of the City of Moorpark. CONTRACTOR further acknowledges that CONTRACTOR has a valid Business Registration Permit. CONTRACTOR shall not, at any time in any manner represent that CONTRACTOR is an officer, employee, or agent of the CITY. CONTRACTOR shall comply with all applicable provisions of the Worker's Compensation Insurance and Safety Acts and Labor Codes of the State of California. CONTRACTOR assumes full responsibility for CONTRACTOR'S own federal, state, and local income, social security, SDI and other taxes. CONTRACTOR shall not be entitled to any worker's compensation, retirement, medical, or other employee benefits. Notices Section 7.02. Any notices to be given hereunder by either party to the other shall be effected either by personal delivery in writing or by certified mail, postage prepaid, return receipt requested. Mailed notices shall be addressed to the parties at the addresses appearing in the introductory paragraph of this agreement with notices to the CITY, c% the Director of Community Development, but each party may change the address by written notice in accordance with this section. Notices delivered personally will be deemed served as of actual receipt; mailed notices will be deemed served as of the second (2nd) day after mailing. Entire Agreement of the Parties Section 7.03. This agreement supersedes any and all agreements, either oral or written, between the parties hereto with respect to the rendering of services by CONTRACTOR for CITY and contains all of the covenants and agreements between the parties with respect to the rendering of such services an any manner whatsoever. Each party to this agreement acknowledges that no representations, inducements, promises, or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement, or promise not contained in this agreement shall be valid or binding. Amendments Section 7.04. This agreement may be amended at any time only with the mutual written consent of CITY and CONTRACTOR. September 22, 1993 Page 5 of 7 Agreement between Roseann Mikos, Ph.D. and City of Moorpark for Arroyo Simi Urban Streams Restoration Grant Project Governing Law Section 7.05. This agreement shall be governed by and construed in accordance with the laws of the State of California. Attorney's Fees Section 7.06. If any controversy between the parties hereto involving the construction or application of any of the terms, covenants, or conditions of this agreement occurs, it is the express intention of both parties to resolve the dispute without resorting to taking legal action and by making a good faith effort to negotiate suitable resolution that is mutually beneficial. Notwithstanding the above, should either party hereto institute any action or proceeding of any nature whatsoever in a court of law, equity, or otherwise to enforce any provisions of this agreement or for any other remedy, the prevailing party shall be entitled to receive from the losing party, its costs, including such amount as the Court or arbitration panel may adjudge to be reasonable attorney's fees for the services rendered the party finally prevailing in any such action or proceeding. Unless judgment goes by default, the attorney fee award shall not be computed in accordance with any court schedule, but shall be such as to fully reimburse the prevailing party for all its/their attorney's fees actually incurred in good faith, regardless of the amount of such judgment, it being the intention of the parties to fully compensate the prevailing party for all attorney's fees paid or incurred in good faith. Venue Section 7.07. This agreement is made, entered into, executed and is to be performed in Moorpark, Ventura county, California, and any action filed in any court or for arbitration for the interpretation, enforcement, and/or otherwise of the terms, covenants, and conditions referred to herein shall be filed in the applicable court in Ventura County, California. EXECUTED in duplicate at Moorpark, California, on the date and year first written above. INDEPENDENT CONTRACTOR: -- r ON BEHALF OF THE CITY OF MOORPARK: By: STEVEN KUENY, CITY MANAGER ATTEST: LILLIAN HARE, CITY CLERK EXECUTED ON THIS DAY OF 19 September 22, 1993 Page 6 of 7 Agreement between Roseann Mikos, Ph.D. and City of Moorpark for Arroyo Simi Urban Streams Restoration Grant Project EXHIBIT A EXHIBIT A. DESCRIPTION OF SERVICES Section A- 01(Project).The project shall be limited to: Consulting services provided to the State of California, Department of Water Resources, Urban Streams Restoration Program, to assist in the execution of its contract number Z -60134 with the City of Moorpark and the Environmental Coalition of Ventura County, Moorpark Branch. Section A.02 (CONTRACTOR Duties) CONTRACTOR agrees to: 1. Serve as the Environmental Coalition, Moorpark Branch (EC -MB)'s project manager to manage and coordinate the participation of volunteers and others in cooperation with the City of Moorpark's project manager (Jim Aguilera) and city staff. 2. Prepare materials for and coordinate all public participation "workshop" sessions and community information meetings intended to support the project (in cooperation with any appropriate designees [volunteer or otherwise]) 3. Recruit, train, monitor, and coordinate the participation of the large numbers of people (both volunteers and skilled paid labor) that will be needed to support the community meetings and the work component of the project (i.e., the work that will be done for exotic vegetation removal and replanting in the arroyo itself). 4. Assist the City of Moorpark in establishing the Advisory Council, participating in Advisory Council meetings, and in gaining the necessary input from Advisory Council members so that city staff can successfully complete an effective Management Plan that is sensitive to as many of the relevant flood control, environmental, and other issues as is possible within the constraints of the project budget. 5. Coordinate with the assigned Caltrans biologist, throughout the project to ensure that all planning and work for and on the project emphasis area site is done efficiently, appropriately, and with the full knowledge of appropriate Caltrans personnel, and consistent with terms of Grant Z- 60134. 6. Solicit "in- kind" contributions to support the project (e.g., donations of photocopying, use of meeting rooms, or any other expenses not already covered in the project budget) or coordinate the solicitation and acquisition of such contributions with designees. 7. Adhere to what was proposed in the grant application to the California State Department of Water Resources (Application #36; Proposal Number 5.8- 93USR), dated January 29, 1993 and the supporting document to that application: entitled Urban Streams Restoration Program Grant forArroyo Simi, Moorpark CA: Preliminary Project Plan, dated January 25, 1993, except only as amended in the Revised Project Plan- - Arroyo Simi Management Planning and Restoration and budget submitted to the State of California, dated May 31, 1993 and included as Attachment 3 to the CTTY/EC- MB/STATE contract. Note that said "Revised Project Plan" reflects cutbacks from the original proposal /application that were necessary, since the project (as proposed) was NOT fully funded by the state. 8. Participate in quality assurance reviews of any printed materials prepared for the project. 9. Meet with City of Moorpark staff and/or city or other officials for a sufficient (but not excessive) amount of time to gather needed data or to provide communication updates, all in order to support the project effort. 10. Submit invoices to the City of Moorpark according to a schedule and format that CITY agrees satisfies the requirements of the assigned State of California grant contract officer. 11. Be available for audits that may follow completion of grant at no cost to city or grant. July 22, 1993 Page 7 of 7