HomeMy WebLinkAboutAGENDA REPORT 2018 0207 CCSA REG ITEM 10D ITEM 10.D.
MOORPARK CITY COUNCIL
CITY®FMOORPARK,CALIFORMIQ
City Council Meeting
AGENDA REPORT mf
ACTION:
TO: Honorable City Council i
BY: ;G• , .
FROM: Ron Ahlers, Finance Director
DATE: January 23, 2018 (City Council Meeting of February 7, 2018)
SUBJECT: Consider Request for Proposal for Independent Auditing Services for
City for Fiscal Years 2017-18, 2018-19, 2019-20, 2020-21, and 2021-22
SUMMARY
The City has utilized the services of the current auditors for the past six years. It is time
for the City to issue a Request for Proposal (RFP) for independent auditing services.
BACKGROUND
The Government Finance Officers Association (GFOA) recommends that we issue a
comprehensive annual financial report (CAFR) at the close of each fiscal year. The
statements must be presented in conformity with generally accepted accounting
principles (GAAP) and audited by a firm of licensed certified public accountants in
accordance with auditing standards, the standards set forth for financial audits in the
General Accounting Office's (GAO) Government Auditing Standards (2011), the
provisions of the Federal Single Audit Act of 1996 and U.S. Office of Management and
Budget (OMB) Circular A-133, Audits of State, Local Governments and Non-Profit
Organizations.
The goal of a CAFR is better financial reporting. The objective of a financial audit is to
provide users of financial reports with independent assurance that the reports are
reliable, and the auditors seek to affirm that the financial statements are free from
material misstatement.
The GFOA also recommends that governmental entities enter into multi-year
agreements when obtaining the services of independent auditors. However, mandatory
rotation of audit firms is not required. Governmental entities should periodically
undertake a full-scale competitive process for the selection of independent auditors,
consistent with applicable legal requirements. This process should actively seek the
participation of all qualified firms, including the current auditors, assuming that the past
performance of the current auditors has proven satisfactory.
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Honorable City Council
February 7, 2018
Page 2
DISCUSSION
A history of the City's external auditors by fiscal year is listed below.
June 30, Audit Firm
2012-2017 Rogers, Anderson, Malody & Scott (RAMS)
2007-2011 Teaman, Ramirez & Smith
1999-2006 Vavrinek, Trine, Day & Co.
1992-1998 KPMG
1988-1991 Ernst & Young
1985-1987 Arthur Young
For the past six years, the City of Moorpark has retained the accounting firm of Rogers,
Anderson, Malody & Scott (RAMS), for auditing services for the City and the Successor
Agency (Redevelopment Agency). The auditors prepared the City CAFR, the
Redevelopment Agency Annual Financial Report, the Single Audit Report and the City
of Moorpark State Controller's Report. The current agreement with RAMS expires with
the completion of the audit and the preparation of the reports for fiscal year 2016-17,
which we expect to be completed by February, 2018.
Staff has prepared a Request for Proposal (RFP) for thirteen (13) qualified CPA firms,
including our current and past auditors, to serve as the City's independent auditors for
the next five fiscal years. Staff plans to post the RFP on the City's website as well as
the CSMFO website in order to attract as many proposals as possible. The proposal
will include the City Audit, Housing Successor Fund Audit, Housing Successor
Addendum to Annual Progress Report, Federal Single Audit (if applicable) and Cities
Financial Transaction Report to State Controller's Office.
It its anticipated the selection of a firm will be completed by March, 2018.
FISCAL IMPACT
None.
STAFF RECOMMENDATION
Authorize staff to initiate the Request for Proposal process for external auditing
services.
Attachments:
1. List of Audit Firms for RFP
2 Request for Proposal
3. New Auditor Sample Contract
126
Attachment 1
LIST OF AUDIT FIRMS FOR RFP
PricewaterhouseCoopers Deloitte Touche
601 South Figueroa Street, Suite 900 555 West Fifth Street, Suite 2700
Los Angeles, CA 90017 Los Angeles, CA 90013-1010
Ernst & Young KPMG
725 South Figueroa Street 550 South Hope Street
Los Angeles, CA 90017-5418 Los Angeles, CA 90071
Vavrinek, Trine, Day & Co., LLP Teaman, Ramirez & Smith, Inc.
10681 E. Foothill #300 4201 Brockton Ave., Suite 100
Rancho Cucamonga, CA 91730 Riverside, CA 92501
McGladrey & Pullen, LLP Rogers Anderson Malody & Scott
515 South Flower Street, 41st FlOor 735 E. Carnegie Drive, Suite 100
Los Angeles, CA 90071 San Bernardino, CA 92401
Grant Thornton Macias Gini & O'Connell LLP
515 South Flower Street, 7th Floor 777 South Figueroa Street, Suite 2500
Los Angeles, CA 90071 Los Angeles, CA 90017
BDO Seidman Moss Adams
1888 Century Park East, 4th Floor 10960 Wilshire Boulevard, Suite 1100
Los Angeles, CA 90067 Los Angeles, CA 90024
White Nelson Diehl Evans LLP
2875 Michelle Drive, Suite 300
Irvine, CA 92606
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ATTACHMENT 2
CITY OF MOORPARK
REQUEST FOR PROPOSALS
FOR
PROFESSIONAL AUDITING SERVICES
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RON AHLERS
FINANCE DIRECTOR
CITY OF MOORPARK
799 MOORPARK AVENUE
MOORPARK, CA 93021
128
CITY OF MOORPARK
REQUEST FOR PROPOSALS
PROFESSIONAL AUDITING SERVICES
TABLE OF CONTENTS
I. INTRODUCTION 1
A. General Information 1
B. Term of Engagement 2
II. NATURE OF SERVICES REQUIRED 2
A. Scope of Work to be Performed 2
B. Auditing Standards to be Followed 3
C. Working Paper Retention 3
D. Irregularities and Illegal Acts 3
III. DESCRIPTION OF THE GOVERNMENT 4
A. Background Information 4
B. Fund Structure 4
C. Magnitude of Finance Operations 4
D. Computer Systems 5
E. Availability of Prior Reports and Work Papers 5
IV. TIME REQUIREMENTS 6
A. Proposal Calendar 6
B. Date Audit May Commence 6
C. Date Reports Are Due 6
V. ASSISTANCE TO BE PROVIDED TO THE AUDITOR AND REPORT PREPARATION 6
A. Finance Department and Clerical Assistance 6
B. Work Area, Telephone, and Office Equipment 7
C. Report Preparation7
VI. PROPOSAL REQUIREMENTS 7
A. General Requirements 7
B. Format for Technical Proposal 8
C. Contents of Technical Proposal 8
D. Contents of Cost proposal 11
129
CITY OF MOORPARK
TABLE OF CONTENTS (Continued)
VII. EVALUATION PROCEDURES 11
A. Review of Proposals 11
B. Evaluation Criteria 11
ATTACHMENT A
Cost Proposal Form 13
Standard Billing Rates 13
130
CITY OF MOORPARK
REQUEST FOR PROPOSALS (RFP)
PROFESSIONAL AUDITING SERVICES
INTRODUCTION
A. General Information
The City of Moorpark is requesting proposals from qualified certified public accountant
firms to audit its financial statements for the five fiscal years beginning with the fiscal
year ending June 30, 2018, subject to the cancellation provisions of the agreement. In
addition to performing services as described under Section II.A of this RFP. These
audits are to be performed in accordance with auditing standards generally accepted in
the United States of America, the standards set forth for financial audits contained in
Government Auditing Standards (2007) issued by the Comptroller General of the United
States, and the U.S. Office of Management and Budget (OMB) Circular A-133 Audits of
State and Local Governments and Non-Profit Organizations.
There is no expressed or implied obligation for the City of Moorpark to reimburse
responding firms for any expenses incurred in preparing proposals in response to this
request. Materials submitted by respondents become the property of the City of
Moorpark upon its receipt by the City.
During the evaluation process, the City of Moorpark reserves the right, where it may
serve the City's best interest, to request additional information or clarification from
Proposers, or to allow corrections of errors or omissions. At the discretion of the City of
Moorpark, firms submitting proposals may be requested to make oral presentations as
part of the evaluation process.
The City reserves the right to retain all proposals submitted and to use any idea(s) in a
proposal regardless of whether that proposal is selected. Submission of a proposal
indicates acceptance by the firm of the conditions contained in the request for
proposals, unless clearly and specifically noted in the proposal submitted and confirmed
in the contract between the City of Moorpark and the firm selected.
A copy of the City's most recent budget and Comprehensive Annual Financial Report
(CAFR) can be found on the City's website, www.moorparkca.crov
It is anticipated the selection of a firm will be completed by mid-April, 2018. Following
the notification of the selected firm, a recommendation and proposed contract will be
prepared for consideration and approval by the City Council at its May 2, 2018 meeting.
The City reserves the right to reject any or all proposals, to waive any non-material
irregularities or information in any proposal, and to accept or reject any items or
combination of items.
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RFP for Professional Auditing Services
B. Term of Engagement
It is the intent of the City to contract for the services presented herein for a term of five
(5) years. '
The proposal package shall present all inclusive audit fees for each year of the contract
term.
II. NATURE OF SERVICES REQUIRED
A. Scope of the Work to be Performed
The City of Moorpark desires a Comprehensive Annual Financial Report (CAFR) and its
component unit financial statements for the City of Moorpark to be prepared by the
independent auditor and be fully compliant for GASB for the fiscal year ended June 30,
2018 and each of the subsequent years, June 30, 2019, 2020, 2021 and 2022 of the
audit firm's contract with the City. The City will continue to submit the CAFR to the
Government Finance Officers Association (GFOA) for review in their Certificate of
, Achievement for Excellence in Financial Reporting program.
The selected independent auditor will be required.to perform the following tasks.
1. The audit firm will perform an audit of all funds of the City of Moorpark. The audit will
be conducted in accordance with auditing standards generally accepted in the
United States of America and Government Auditing Standards, issued by the
Comptroller of the United States. The City's Comprehensive Annual Financial
Report (CAFR) will be prepared and word processed by the audit firm. The
CAFR will be in full compliance with all GASB statements. The audit firm will render
their auditors' report on the basic financial statements which will include both
Government-Wide Financial Statements and Fund Financial Statements.
2. The audit firm will perform a single audit (if applicable) on the expenditures of federal
grants in accordance with OMB Circular A-133 and render the appropriate audit
reports on Internal Control over Financial Reporting based upon the audit of the
City's financial statements in accordance with Government Auditing Standards and
the appropriate reports on compliance with Requirements Applicable to each Major
Program, Internal Control over Compliance and on the Schedule of Expenditures of
Federal Awards in Accordance with OMB Circular A-133.
3. The audit firm shall issue a separate "management letter" that includes
recommendations for improvements in internal control, accounting procedures and
other significant observations that are considered to be non-reportable conditions.
Management letters shall be addressed to the City Manager.
4. The audit firm shall issue a separate "Housing Successor Fund, Addendum to the
Annual Progress Report" for the City.
5. The audit firm shall issue a separate financial statements and independent auditor's
report for the "Housing Successor Fund" of the City.
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RFP for Professional Auditing Services
6. At the sole discretion of the City of Moorpark, the audit firm may be requested to
prepare and submit the "Cities Financial Transactions Report" to the State
Controller's Office.
B. Auditing Standards to be Followed
To meet the requirements of this Request for Proposal, the audit shall be performed in
accordance with:
1. Generally accepted auditing standards as set forth by the American Institute of
Certified Public Accountants;
2. The standards applicable to financial audits contained in Government Auditing
Standards (2011 Revision), issued by the Comptroller General of the United States;
3. The provisions of the Single Audit Act as amended in 1996; and
4. The provisions of U. S. Office of Management and Budget (OMB) Circular A-133,
Audits of State and Local Governments and Non-Profit Organizations.
C. Working Paper Retention
All working papers and reports must be retained at the auditor's expense for a minimum
of seven (7) years, unless the firm is notified in writing by the City of Moorpark of the
need to extend the retention period. The auditor will be required to make working
papers available to the City of Moorpark or any government agencies included in the
audit of federal grants. In addition, the firm shall respond to the reasonable inquiries of
successor auditors and allow successor auditors to review working papers relating to
matters of continuing accounting significance.
D. Irregularities and Illegal Acts
Auditors shall be required to make an immediate, written report of all irregularities and
illegal acts or indications of illegal acts of which they become aware to the following
parties: City Manager and the Finance Director.
III. DESCRIPTION OF THE GOVERNMENT
A. Background Information
The City of Moorpark, a general law city incorporated in July 1983, has a population of
approximately 37,000 residents and approximately 100 full and part-time employees.
The City of Moorpark is governed by a Council/Manager form of government. The
Mayor is elected to serve a two-year term and the four City Council members are
elected at large to serve staggered four-year terms. The City is located in the
southeastern part of Ventura County, 50 miles northwest of downtown Los Angeles and
25 miles east of the City of Ventura.
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The City of Moorpark provides traditional city community development services, street
maintenance, public transit, animal control, and housing programs, along with an array
of recreation programs and community parks and facilities. Police services are provided
under contract with the County of Ventura, and separate districts provide water, sewer
and fire services.
B. Fund Structure
The City of Moorpark uses the following fund types and account groups in its financial
reporting:
Number of Individual Funds
Successor Developer
Fund Type/Account Group City Agency Deposits CFDs
General Fund 1
Special Revenue Funds 70
Debt Service Funds zero
Capital Projects Funds 6
Enterprise Funds zero
Fiduciary Funds 1 8 400 3
approx.
C. Magnitude of Finance Operations
The Finance Department consists of five employees and is led by Ron Ahlers, Finance
Director. The Department is charged with providing financial management, budgeting,
accounting, cash management, billing, revenue collection, payroll, fixed assets
management, purchasing and general administrative support services for the City.
D. Computer Systems
The City's computerized systems run on a Local Area Network (LAN). The accounting
functions are computerized using Tyler InCode X software on a windows based server.
The applications operating on this system are general ledger, accounts payable, payroll,
human resources, budget, cash receipts, fixed assets, purchasing and miscellaneous
accounts receivable.
E. Availability of Prior Reports and Work Papers
Rogers, Anderson, Malody & Scott (RAMS) conducted the City's most recent audit. The
work papers of the previous audits are the property of the previous auditor and can be
reviewed by the successful Proposer. The following financial statements were prepared
or audited by RAMS. -
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RFP for Professional Auditing Services
1. City of Moorpark Comprehensive Annual Financial Report;
2. A Single Audit Report (if applicable)
3. Housing Successor Fund, Addendum to the Annual Progress Report
4. Housing Successor Fund financial statements and independent auditor's report
5. Cities Financial Transaction Report to State Controller's Office
IV. TIME REQUIREMENTS
A. Proposal Calendar
The following is a list of key dates up to, and including, the date proposals are to be
submitted:
Date Activity
February 7, 2018 Request for Proposal issued
March 7, 2018 Due date for proposals (due by 5:00 p.m.)
March 26-30, 2018 Oral Interviews (conducted at City's discretion)
April 18, 2018 Contract awarded by City Council
B. Date Audit May Commence
Audit planning, including all necessary planning for GASB 34, documentation of
systems of internal control and compliance and transaction testing should be completed
during the interim stage. Our current auditors normally come out to conduct their
interim audit around the end of June. The successful proposal is expected to be
available to complete the interim around the same time frame. It is expected the City will
close its books and be ready for the final audit by the end of September.
C. Date Reports Are Due
The auditor shall provide all drafts and recommendations for improvements to the
Finance Director within a reasonable time period after the last day of field work. The
auditor should be available for any meetings that may be necessary to discuss the draft
audit reports. Once all issues of discussion are resolved, the completed CAFR,
component unit financial statements, Single Audit report (if applicable) and other reports
shall be delivered to the Finance Director. It is anticipated that this process will be
completed and the final products to be delivered by December 1st each year.
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V. ASSISTANCE TO BE PROVIDED TO THE AUDITOR AND REPORT PREPARATION
A. Finance Department and Clerical Assistance
The Finance Department staff will be available during the audit to assist the firm by
providing information, documentation, and explanations. A staff person will be assigned
by the City to be responsible for acting as the liaison between the audit firm and the
accounting personnel and other City staff.
B. Work Area, Telephone, and Office Equipment
The City will provide the auditor with reasonable work space, desks and chairs. The
auditor will also be provided with access to a telephone and photocopying and fax
machines.
C. Report Preparation
Report preparation, editing, printing, binding shall be the responsibility of the auditor.
1. Comprehensive Annual Financial Report - 20 reports
2. Single Audit Report - 10 reports
3. Housing Successor Fund, Addendum to the Annual Progress Report - 1 report
4. Housing Successor Fund financial statements and independent auditor's report - 1
report
5. Cities Financial Transaction Report to State Controller's Office -. 1 report
VI. PROPOSAL REQUIREMENTS
A. General Requirements
1. Inquiries concerning the Request for Proposals and the subject of the Request for
Proposals must be made to:
Ron Ahlers
Finance Director
799 Moorpark Avenue
Moorpark, CA 93021
(805) 517-6249
rahlers@moorparkca.gov
CONTACT WITH PERSONNEL OF THE CITY OTHER THAN THE ABOVE
REGARDING THIS REQUEST FOR PROPOSALS MAY BE GROUNDS FOR
ELIMINATION FROM THE SELECTION PROCESS.
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2. Submission of Proposal. Five (5) copies of the proposal shall be received in the
office of the City Clerk of the City of Moorpark by 5:00 p.m. on March 7, 2018 for a
proposal to be considered. For the purpose of inquiry or delivery of proposals, the
Moorpark City Hall is open to the public from 8:00 a.m. to 5:00 p.m. each weekday,
excluding City recognized holidays.
The Proposal should be addressed as follows:
City of Moorpark
Attn: City Clerk
799 Moorpark Avenue
Moorpark, CA 93021
Proposals must be sealed and clearly state on the outside of the package or envelope:
"Proposal for Audit Services".
B. Format for Technical Proposal
1. Title Page showing the request for proposals subject; the firm's name; the name,
address and telephone number of the contact person; and the date of the proposal.
2. Table of Contents identifying the materials submitted by section and page number.
Cross-referencing to section and page number in the RFP would be helpful.
3. Signed Transmittal Letter briefly stating the Proposer's understanding of the work to
be done; the commitment to perform the work within the time period; and the
name(s) of the person(s) authorized to represent the Proposer, title, address, and
telephone number.
4. Detailed Proposal following the order set forth in Section C below.
C. Contents of Technical Proposal
The purpose of the Technical Proposal is to demonstrate the qualifications,
competence and capacity of the firm seeking to undertake an independent audit of
the City in conformity with the requirements of this request for proposals. As such,
the substance of proposals will carry more weight than the form or manner of
presentation. The Technical Proposal should demonstrate the qualifications of the
firm and of the particular staff to be assigned to this engagement. It should also
specify an audit approach that will meet the request for proposals requirements.
The Technical Proposal should address all points outlined in the request for
proposals. The proposal should be prepared simply and economically, providing a
straightforward, concise description of the Proposer's capabilities to satisfy the
requirements of this request for proposals. While additional data may be presented,
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RFP for Professional Auditing Services
the following subjects must be included. They represent the criteria against which
the proposal will be evaluated.
1. License to Practice in California
An affirmative statement should be included verifying the firm and all assigned key
professional staff are properly licensed to practice in California.
2. Independence
The firm should provide an affirmative statement that it is independent of the City of
Moorpark as defined by auditing standards generally accepted in the United States
of America and the General Accounting Office's Government Auditing Standards.
3. Firm Qualifications and Experience
To qualify the firm must have extensive experience in audits of local
governments as well as experience with preparation of Comprehensive Annual
Financial Statements in GASB 34 format. The Proposer should state the size of
the firm, the size of the firm's governmental audit staff, the location of the office from
which the work on this engagement is to be performed, and the number and nature
of the professional staff to be employed in this engagement on a full-time basis and
the number and nature of the staff to be so employed on a part-time basis. Staff
consistency is an important consideration.
The Proposer should provide the range of activities performed by the local office,
e.g., audit, accounting, tax service and/or management consulting services.
The Proposer must provide a list of all current municipal clients.
The Proposer is also required to submit a copy of a report on its most recent
external quality control review (peer review), with a statement whether that quality
control review included a review of specific government engagements (required by
Government Audit Standards (1994).
The Proposer shall also provide information on the results of any Federal or State
desk reviews or field reviews of its audits during the past three (3) years. In addition,
the Proposer shall provide information on the circumstances and status of any
disciplinary action taken or pending against the firm during the past three (3) years
with State regulatory bodies or professional organizations.
4. Partner, Supervisory and Staff Qualifications and Experience
Identify the principal supervisory and management staff, including engagement
partners, managers, other supervisors and specialists who would be assigned to this
engagement. Include resumes, indicating whether each such person is registered or
licensed to practice as a certified public accountant in California. Provide
information on the government auditing experience of each person, including
information on relevant continuing professional education for the past (3) three years
and membership in professional organizations relevant to the performance of this
audit.
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Provide as much information as possible regarding the number, qualifications,
experience and training, including relevant continuing professional education, of the
specific staff to be assigned to this engagement. Indicate how the quality of staff
over the term of the agreement will be assured.
Engagement partners, managers, other supervisory staff and specialists may be
changed if those personnel leave the firm, are promoted or are assigned to another
office. These personnel may also be changed for other reasons with the express
prior written permission of the City. However, in either case, the City retains the
right to approve or reject replacements.
Other audit personnel may be changed at the discretion of the Proposer provided
that replacements have substantially the same or better qualifications or experience.
5. Similar Engagements with Other Government Entities
For the firm's office that will be assigned responsibility for the audit, list the most
significant engagements (minimum - 5) performed in the last three (3) years that are
similar to the engagement described in this request for proposals. These
engagements should be ranked on the basis of total staff hours. Indicate the scope
of work, date, engagement partners, total hours, and the name and telephone
number of the principal client contact. Also please indicate whether the audit was
part of a Comprehensive Annual Financial Report prepared in conformance with the
GASB 34 requirements. Information should be provided regarding clients that the
firm serves that have received the CSMFO and GFOA awards.
The City reserves the right to contact any or all of the listed references regarding the -
audit services performed by the Proposer.
6. Specific Audit Approach
The proposal should set forth a work plan, including an explanation of the audit
methodology to be followed, to perform the services required in Section II of this
request for proposal.
7. Identification Anticipated Potential Audit Problems
The proposal should identify and describe any anticipated potential audit problems,
the firm's approach to resolving these problems and any special assistance that will
be requested from the City.
D. Contents of Cost Proposal
1. Total All-Inclusive Maximum Price
-The cost proposal should contain all pricing information relative to performing the
audit engagement as described in this request for proposals. The total all-inclusive
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maximum price to be bid is to contain all direct and indirect costs including all out-of-
pocket expenses.
The City will not be responsible for expenses incurred by a firm in the preparation
and/or presentation of a proposal in response to this request.
The cost proposal should be submitted in the format provided in Attachment A,
"COST PROPOSAL FORM".
2. Manner of Payment
Progress payment will be made on the basis of hours of work completed during the
course of the engagement not to exceed the amount specified in the firm's proposal
and subsequent contract. Interim billings may be submitted for services performed
as costs are incurred. However, the City of Moorpark will not make final payment of
the total amount due under the terms of the contract until it has accepted the final
work products.
VII. EVALUATION PROCEDURES .
A. Review of Proposals
City Staff, consisting at a minimum, of the following, will evaluate submitted proposals:
Ron Ahlers, Finance Director
Irmina Lumbad, Deputy Finance Director
B. Evaluation Criteria
Proposals will be evaluated using three (3) sets of criteria. Firms meeting the
mandatory criteria will have their proposals evaluated and scored for both technical
qualifications and price. The following represent the principal selection criteria, which
will be considered during the evaluation process.
1. Mandatory Elements
a. The audit firm is independent and licensed to practice in California;
b. The firm has no conflict of interest with regard to any of the work proposed to
be performed by the firm for the City;
_ c. The firm adheres to the instructions in this request for proposals on preparing
and submitting the proposal;
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RFP for Professional Auditing Services
d. The firm submits a copy of its last external quality control review report and the
firm has a record of quality audit work;
e. The firm's past experience and performance on comparable government
engagements;
f. The quality of the firm's professional personnel to be assigned to the
engagement and the quality of the firm's management support personnel to be
available for technical consultation;
g. Adequacy of proposed staffing plan for various segments of the engagement;
h. Thoroughness of approach to conducting the audit of the City and
demonstration of the understanding of the objectives and scope of the audit;
i. Commitment to timeliness in the conduct of the audit;
j. Maximum fees for the services to be performed.
•
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Attachment A
COST PROPOSAL FORM
Service 2017/18 2018/19 2019/20 2020/21 2021/22
City Audit and Related
Reports $ $ $ $ $
Housing Successor
Fund Financials $ $ $ $ $
Housing Addendum to
Annual Progress $ $ $ $ $
Report
Single Audit and
Related Reports (if $ $ $ $ $
applicable)
Subtotal
$ $ $ $ $
At the City's option:
City State Controller's $ $ $ $ $
Report
Total for Fiscal Year
(not-to-exceed) $ $ $ $ $
STANDARD BILLING RATES
Auditors Standard Hourly Billing Rates
Position 2017/18 2018/19 2019/20 2020/21 2021/22
Partner $ $ $ $ $
Manager $ $ $ $ $
Supervisor $ $ $ $ $
Senior Accountant $ $ $ $ $
Staff Accountant $ $ $ $ $
Paraprofessional/Administrative $ $ $ $ $
Assistant
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Attachment 3
PROFESSIONAL SERVICES AGREEMENT BETWEEN
THE CITY OF MOORPARK AND
FOR PROFESSIONAL AUDITING SERVICES
THIS AGREEMENT, made and effective as of this day of , 201 ,
between the City of Moorpark, a municipal corporation ("City") and , a
("Consultant"). In consideration of the mutual covenants and conditions set forth herein,
the parties agree as follows:
WHEREAS, City has the need for professional auditing services; and
WHEREAS, Consultant specializes in providing such services and has the proper _
work experience, certifications, and background to carry out the duties involved; and
WHEREAS, Consultant has submitted to City a Proposal dated , which is
attached hereto as Exhibit .
NOW, THEREFORE, in consideration of the mutual covenants, benefits, and
premises herein stated, the parties hereto agree as follows:
1. TERM
The term of this Agreement shall be from the date of execution to completion of
the work identified in the Scope of Services and in conformance with Exhibit ,
unless this Agreement is terminated or suspended pursuant to this Agreement.
2. SCOPE OF SERVICES
City does hereby retain Consultant, as an independent contractor, in a
contractual capacity to provide professional auditing services, as set forth in Exhibit
. In the event there is a conflict between the provisions of Exhibit and this
Agreement, the language contained in this Agreement shall take precedence.
Consultant shall perform the tasks described and set forth in Exhibit .
Consultant shall complete the tasks according to the schedule of performance which is
also set forth in Exhibit .
Compensation for the services to be performed by Consultant shall be in
accordance with . Compensation shall not exceed the rates or total contract value
dollars ($ ) as stated in , without a written Amendment to the Agreement
executed by both parties. Payment by City to Consultant shall be in accordance with the
provisions of this Agreement.
3. PERFORMANCE
Consultant shall at all times faithfully, competently and to the best of their ability,
experience, standard of care, and talent, perform all tasks described herein. Consultant
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shall employ, at a minimum, generally accepted standards and practices utilized by
persons engaged in providing similar services as are required of Consultant hereunder
in meeting its obligations under this Agreement.
4. MANAGEMENT
The individual directly responsible for Consultant's overall performance of the
Agreement provisions herein above set forth and to serve as principal liaison between
City and Consultant shall be , and no other individual may be substituted without
the prior written approval of the City Manager.
The City's contact person in charge of administration of this Agreement, and to
serve as principal liaison between Consultant and City, shall be the City Manager or the
City Manager's designee.
5. PAYMENT
Taxpayer ID or Social Security numbers must be provided by Consultant on an
IRS W-9 form before payments may be made by City to Consultant.
The City agrees to pay Consultant monthly, in accordance with the payment
rates and terms and the schedule of payment as set forth in , based upon actual
time spent on the above tasks. This amount shall not exceed dollars ($ ) for
the total term of the Agreement unless additional payment is approved as provided in
this Agreement.
Consultant shall not be compensated for any services rendered in connection
with its performance of this Agreement, which are in addition to those set forth herein,
unless such additional services and compensation are authorized, in advance, in a
written amendment to this Agreement executed by both parties. The City Manager, if
authorized by City Council, may approve additional work not to exceed ten percent
(10%) of the amount of the Agreement.
Consultant shall submit invoices monthly for actual services performed. Invoices
shall be submitted on or about the first business day of each month, or as soon
thereafter as practical, for services provided in the previous month. Payment shall be
made within thirty (30) days of receipt of each invoice as to all non-disputed fees. Any
expense or reimbursable cost appearing on any invoice shall be accompanied by a
receipt or other documentation subject to approval of the City Manager or the City
Manager's designee. If the City disputes any of Consultant's fees or expenses, City
shall give written notice to Consultant within thirty (30) days of receipt of any disputed
fees set forth on the invoice.
•
6. TERMINATION OR SUSPENSION WITHOUT CAUSE
The City may at any time, for any reason, with or without cause, suspend, or
terminate this Agreement, or any portion hereof, by serving upon the Consultant at least
ten (10) days prior written notice. Upon receipt of said notice, the Consultant shall
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immediately cease all work under this Agreement, unless the notice provides otherwise.
If the City suspends or terminates a portion of this Agreement, such suspension or
termination shall not make void or invalidate the remainder of this Agreement.
The Consultant may terminate this Agreement only by providing City with written
notice no less than thirty (30) days in advance of such termination.
In the event this Agreement is terminated or suspended pursuant to this Section,
the City shall pay to Consultant the actual value of the work performed up to the time of
termination or suspension, provided that the work performed is of value to the City.
Upon termination or suspension of the Agreement pursuant to this Section, the
Consultant will submit an invoice to the City pursuant to this Agreement.
7. DEFAULT OF CONSULTANT
The Consultant's failure to comply with the provisions of this Agreement shall
constitute a default. In the event that Consultant is in default for cause under the terms
of this Agreement, City shall have no obligation or duty to continue compensating
Consultant for any work performed after the date of default and can terminate or
suspend this Agreement immediately by written notice to the Consultant. If such failure
by the Consultant to make progress in the performance of work hereunder arises out of
causes beyond the Consultant's control, and without fault or negligence of the
Consultant, it shall not be considered a default.
If the City Manager or his/her designee determines that the Consultant is in
default in the performance of any of the terms or conditions of this Agreement, he/she
shall cause to be served upon the Consultant a written notice of the default. The
Consultant shall have thirty (30) days after service upon it of said notice in which to cure
the default by rendering a satisfactory performance. In the event that the Consultant
fails to cure its default within such period of time, the City shall have the right,
notwithstanding any other provision of this Agreement, to terminate this Agreement
without further notice and without prejudice to any other remedy to which it may be
entitled at law, in equity or under this Agreement.
8. LIQUIDATED DAMAGES
If the Consultant fails to complete the work, or any portion thereof, within the time
period required by this Agreement, or as duly extended in writing by the City Manager,
Consultant shall forfeit and pay to the City, as liquidated damages, the sum of
dollars ($ ) per day for each calendar day the work, or portion thereof, remains
uncompleted after the above specified completion date. Liquidated damages shall be
deducted from any payments due or to become due to the Consultant under the terms
of this Agreement. Progress payments made by the City after the above specified
completion date shall not constitute a waiver of liquidated damages by the City.
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9. OWNERSHIP OF DOCUMENTS
Consultant shall maintain complete and accurate records with respect to sales,
costs, expenses, receipts, and other such information required by City that relate to the
performance of services under this Agreement. Consultant shall maintain adequate
records of services provided in sufficient detail to permit an evaluation of services. All
such records shall be maintained in accordance with generally accepted accounting
principles and shall be clearly identified and readily accessible. Consultant shall provide
free access to the representatives of City or the City's designees at reasonable times to
such books and records; shall give the City the right to examine and audit said books
and records; shall permit City to make transcripts therefrom as necessary; and shall
allow inspection of all work, data, documents, proceedings, and activities related to this
Agreement. Notification of audit shall be provided at least thirty (30) days before any
such audit is conducted. Such records, together with supporting documents, shall be
maintained for a period of seven (7) years after receipt of final payment.
Upon completion of, or in the event of termination or suspension without cause of
this Agreement, all original documents, designs, drawings, maps, models, computer
files, surveys, notes, and other documents prepared in the course of providing the
services to be performed pursuant to this Agreement shall become the sole property of
the City and may be used, reused, or otherwise disposed of by the City without the
permission of the Consultant. With respect to computer files, Consultant shall make
available to the City, at the Consultant's office and upon reasonable written request by
the City, the necessary computer software and hardware for purposes of accessing,
compiling, transferring, and printing computer files.
10. INDEMNIFICATION AND HOLD HARMLESS
Indemnity for professional liability: When the law establishes a professional
standard of care for Consultant's Services, to the fullest extent permitted by law,
Consultant shall indemnify, protect, defend and hold harmless City and any and all of its
officials, employees, and agents ("Indemnified Parties") from and against any and all
losses, liabilities, damages, costs and expenses, including legal counsels' fees and
costs to the extent same are caused in whole or in part by any negligent or wrongful act,
error or omission of Consultant, its officers, agents, employees or subconsultants (or
any agency or individual that Consultant shall bear the legal liability thereof) in the
performance of professional services under this Agreement.
Indemnity for other than professional liability: Other than in the performance of
professional services and to the full extent permitted by law, Consultant shall indemnify,
protect, defend and hold harmless City, and any and all of its officials, employees, and
agents from and against any liability (including liability for claims, suits, actions,
arbitration proceedings, administrative proceedings, regulatory proceedings, losses,
expenses or costs of any kind, whether actual, alleged or threatened, including legal
counsels' fees and costs, court costs, interest, defense costs, and expert witness fees),
where the same arise out of, are a consequence of, or are in any way attributable to, in
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whole or in part, the performance of this Agreement by Consultant or by any individual
or agency for which Consultant is legally liable, including but not limited to officers,
agents, employees or subcontractors of Consultant.
Consultant agrees to obtain executed indemnity agreements with provisions
identical to those set forth here in this Section from each and every subcontractor, or
any other person or entity involved by, for, with, or on behalf of Consultant in the
performance of this Agreement. In the event Consultant fails to obtain such indemnity
obligations from others as required here, Consultant agrees to be fully responsible
according to the terms of this Section. Failure of City to monitor compliance with these
requirements imposes" no additional obligations on City and will in no way act as a
waiver of any rights hereunder. This obligation to indemnify and defend City as set forth
here is binding on the successors, assigns, or heirs of Consultant and shall survive the
termination of this Agreement or this Section.
City does not and shall not waive any rights that it may have against Consultant
by reason of this Section, because of the acceptance by City, or the deposit with City, of
any insurance policy or certificate required pursuant to this Agreement. The hold
harmless and indemnification provisions shall apply regardless of whether or not said
insurance policies are determined to be applicable to any losses, liabilities, damages,
costs, and expenses described in this Section.
11. INSURANCE
Consultant shall maintain prior to the beginning of and for the duration of this
Agreement insurance coverage as specified in Exhibit attached hereto and
incorporated herein by this reference as though set forth in full.
12. INDEPENDENT CONSULTANT
Consultant is and shall at all times remain as to the City a wholly independent
Contractor. The personnel performing the services under this Agreement on behalf of
Consultant shall at all times be under Consultant's exclusive direction and control.
Neither City nor any of its officers, employees, or agents shall have control over the
conduct of Consultant or any of Consultant's officers, employees, or agents, except as
set forth in this Agreement. Consultant shall not at any time or in any manner represent
that it or any of its officers, employees, or agents are in any manner officers or
employees, or agents of the City except as set forth in this Agreement. Consultant shall
not incur or have the power to incur any debt, obligation, or liability against City, or bind
City in any manner.
No employee benefits shall be available to Consultant in connection with the
performance of this Agreement. Except for the fees paid to Consultant as provided in
the Agreement, City shall not pay salaries, wages, or other compensation to Consultant
for performing services hereunder for City. City shall not be liable for compensation or
indemnification to Consultant for injury or sickness arising out of performing services
hereunder. -
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13. LEGAL RESPONSIBILITIES
The Consultant shall keep itself informed of local, state, and federal laws and
regulations which in any manner affect those employed by it or in any way affect the
performance of its service pursuant to this Agreement. The Consultant shall at all times
observe and comply with all such laws and regulations, including but not limited to the
Americans with Disabilities Act and Occupational Safety and Health Administration laws
and regulations. The Consultant shall comply with and sign Exhibit B, the Scope of
Work Requirement for Professional Services Agreements Compliance with California
Government Code Section 7550, when applicable. The City, and its officers and
employees, shall not be liable at law or in equity occasioned by failure of the Consultant
to comply with this Section.
14. ANTI DISCRIMINATION
Neither the Consultant, nor any subconsultant under the Consultant, shall
discriminate in employment of persons upon the work because of race, religious creed,
color, national origin, ancestry, physical disability, mental disability, medical condition,
genetic information, marital status, sex, gender, gender identity, gender expression,
age, sexual orientation, or military and veteran status; or any other basis protected by
applicable federal, state, or local law, except as provided in Section 12940 of the
Government Code. Consultant shall have responsibility for compliance with this Section.
15. UNDUE INFLUENCE
Consultant declares and warrants that no undue influence or pressure is used
against or in concert with any officer or employee of the City in connection with the
award, terms, or implementation of this Agreement, including any method of coercion,
confidential financial arrangement, or financial inducement. No officer or employee of
the City will receive compensation, directly or indirectly from Consultant, or any officer,
employee, or agent of Consultant, in connection with the award of this Agreement or
any work to be conducted as a result of this Agreement. Violation of this Section shall
be a material breach of this Agreement entitling the City to any and all remedies at law
or in equity.
16. NO BENEFIT TO ARISE TO LOCAL EMPLOYEES
No member, officer, or employee of the City, or their designees or agents, and no
public official who exercises authority over or responsibilities with respect to the
Services during his/her tenure or for one year thereafter, shall have any interest, direct
or indirect, in any agreement or sub-agreement, or the proceeds thereof, for work to be
performed in connection with the Services performed under this Agreement.
17. CONFLICT OF INTEREST
Consultant covenants that neither they nor any officer or principal of their firm
have any interests, nor shall they acquire any interest, directly or indirectly, which will
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conflict in any manner or degree with the performance of their services hereunder.
Consultant further covenants that in the performance of this Agreement, they shall
employ no person having such interest as an officer, employee, agent, or subconsultant.
Consultant further covenants that Consultant has not contracted with nor is performing
any services directly or indirectly, with the developer(s) and/or property owner(s) and/or
firm(s) and/or partnership(s) and/or public agency(ies) owning property and/or
processing an entitlement application for property in the City or its Area of Interest, now
or within the past one (1) year, and further covenants and agrees that Consultant and/or
its subconsultants shall provide no service or enter into any contract with any
developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s) and/or public
agency(ies) owning property and/or processing an entitlement application for property in
the City or its Area of Interest, while under contract with the City and for a one (1) year
time period following termination of this Agreement.
18. NOTICE
Any notice to be given pursuant to this Agreement shall be in writing, and all such
notices and any other document to be delivered shall be delivered by personal service
or by deposit in the United States mail, certified or registered, return receipt requested,
with postage prepaid, and addressed to the party for whom intended as follows:
To: City Manager
City of Moorpark
799 Moorpark Avenue
Moorpark, California 93021
To:
Either party may, from time to time, by written notice to the other, designate a
different address or contact person, which shall be substituted for the one above
specified. Notices, payments and other documents shall be deemed delivered upon
receipt by personal service or as of the third (3rd) day after deposit in the United States
mail.
19. CHANGE IN NAME
Should a change be contemplated in the name or nature of the Consultant's legal
entity, the Consultant shall first notify the City in order that proper steps may be taken to
have the change reflected in the Agreement documents.
20. ASSIGNMENT
Consultant shall not assign this Agreement or any of the rights, duties, or
obligations hereunder. It is understood and acknowledged by the parties that Consultant
is uniquely qualified to perform the services provided for in this Agreement.
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21. LICENSES
At all times during the term of this Agreement, Consultant shall have in full force
and effect, all licenses required of it by law for the performance of the services in this
Agreement.
22. VENUE AND GOVERNING LAW
This Agreement is made, entered into, and executed in Ventura County,
California, and any action filed in any court or for arbitration for the interpretation,
enforcement or other action of the terms, conditions, or covenants referred to herein
shall be filed in the applicable court in Ventura County, California. The City and
Consultant understand and agree that the laws of the state of California shall govern the
rights, obligations, duties, and liabilities of the parties to this Agreement and also govern
the interpretation of this Agreement.
23. COST RECOVERY
In the event any action, suit or proceeding is brought for the enforcement of, or
the declaration of any right or obligation pursuant to this Agreement or as a result of any
alleged breach of any provision of this Agreement, the prevailing party shall be entitled
to recover its costs and expenses, including attorneys' fees, from the losing party, and
any judgment or decree rendered in such a proceeding shall include an award thereof.
24. ARBITRATION
Cases involving a dispute between City and Consultant may be decided by an
arbitrator if both sides agree in writing, with costs proportional to the judgment of the
arbitrator.
25. ENTIRE AGREEMENT
This Agreement and the Exhibits attached hereto contain the entire
understanding between the parties relating to the obligations of the parties described in
this Agreement. All prior or contemporaneous agreements, understandings,
representations, and statements, oral or written, are merged into this Agreement and
shall be of no further force or effect. Each party is entering into this Agreement based
solely upon the representations set forth herein and upon each party's own independent
investigation of any and all facts such party deems material.
26. CAPTIONS OR HEADINGS
The captions and headings of the various Articles, Paragraphs, and Exhibits of
this Agreement are for convenience and identification only and shall not be deemed to
limit or define the content of the respective Articles, Paragraphs, and Exhibits hereof.
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27. AMENDMENTS
Any amendment, modification, or variation from the terms of this Agreement shall
be in writing and shall be effective only upon approval by both parties to this Agreement.
28. PRECEDENCE
In the event of conflict, the requirements of the City's Request for Proposal, if
any, and this Agreement shall take precedence over those contained in the Consultant's
Proposal.
29. INTERPRETATION OF AGREEMENT
•
Should interpretation of this Agreement, or any portion thereof, be necessary, it is
deemed that this Agreement was prepared by the parties jointly and equally, and shall
not be interpreted against either party on the ground that the party prepared the
Agreement or caused it to be prepared.
30. WAIVER
No waiver of any provision of this Agreement shall be deemed, or shall
constitute, a waiver of any other provision, whether or not similar, nor shall any such
waiver constitute a continuing or subsequent waiver of the same provision. No waiver
shall be binding unless executed in writing by the party making the waiver.
31. AUTHORITY TO EXECUTE
The person or persons executing this Agreement on behalf of the Consultant
warrants and represents that he/she has the authority to execute this Agreement on
behalf of the Consultant and has the authority to bind Consultant to the performance of
obligations hereunder.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed the day and year first above written.
CITY OF MOORPARK
Steven Kueny, City Manager
Attest:
Maureen Benson, City Clerk
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Exhibit A
INSURANCE REQUIREMENTS
Prior to the beginning of and throughout the duration of Work, Consultant will maintain
insurance in conformance with the requirements set forth below. Consultant will use
existing coverage to comply with these requirements. If that existing coverage does not
meet requirements set forth here, Consultant agrees to amend, supplement, or endorse
the existing coverage to do so. Consultant acknowledges that the insurance coverage
and policy limits set forth in this section constitute the minimum amount of coverage
required. Any insurance proceeds available to the City in excess of the limits and
coverage required in this Agreement and which is applicable to a given loss, will be
available to the City.
Consultant shall provide the following types and amounts of insurance:
Commercial General Liability Insurance using Insurance Services Office (ISO)
"Commercial General Liability" policy form CG 00 01 or the exact equivalent. Defense
costs must be paid in addition to limits. There shall be no cross liability exclusion for
claims or suits by one insured against another. Limits are subject to review but in no
event less than $1,000,000 per occurrence for all covered losses and no less than
$2,000,000 general aggregate.
Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including
symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no
event to be less than $1,000,000 per accident. If Consultant owns no vehicles, this
requirement may be satisfied by a non-owned auto endorsement to the general liability
policy described above. If Consultant or Consultant's employees will use personal autos
in any way on this project, Consultant shall provide evidence of personal auto liability for
each such person.
Workers' Compensation on a state-approved policy form providing statutory benefits as
required by law with employer's liability limits no less than $1,000,000 per accident or
disease.
Professional Liability or Errors and Omissions Insurance as appropriate shall be written
on a policy form coverage specifically designed to protect against acts, errors or
omissions of the Consultant and "Covered Professional Services" as designated in the
policy must specifically include work performed under this Agreement. The policy limit
shall be no less than $1,000,000 per claim and in the aggregate. The policy must "pay
on behalf of" the insured and must include a provision establishing the insurer's duty to
defend. The policy retroactive date shall be on or before the effective date of this
Agreement.
Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit
requirements, shall provide coverage at least as broad as specified for the underlying
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coverages. Coverage shall be provided on a "pay on behalf' basis, with defense costs
payable in addition to policy limits. Policy shall contain a provision obligating insurer at
the time insured's liability is determined, not requiring actual payment by the insured
first. There shall be no cross liability exclusion precluding coverage for claims or suits by
one insured against another. Coverage shall be applicable to the City for injury to
employees of Consultant, subconsultants, or others involved in the Work. The scope of
coverage provided is subject to approval by the City following receipt of proof of
insurance as required herein. Limits are subject to review but in no event less than
$1,000,000 aggregate.
Insurance procured pursuant to these requirements shall be written by insurers that are
admitted carriers in the State of California and with an A.M. Bests rating of A- or better
and a minimum financial size of VII.
General conditions pertaining to provision of insurance coverage by Consultant.
Consultant and the City agree to the following with respect to insurance provided by
Consultant:
1. Consultant agrees to have its insurer endorse the third party general liability
coverage required herein to include as additional insureds the City, its officials,
employees, and agents, using standard ISO endorsement CG 2010 with an
edition prior to 1992. Consultant also agrees to require all contractors and
subcontractors to do likewise.
2. No liability insurance coverage provided to comply with this Agreement shall
prohibit Consultant, or Consultant's employees, or agents, from waiving the right
to subrogation prior to a loss. Consultant agrees to waive subrogation rights
against the City regardless of the applicability of any insurance proceeds, and to
require all contractors and subcontractors to do likewise.
3. All insurance coverage and limits provided by Contractor and available or
applicable to this Agreement are intended to apply to the full extent of the
policies. Nothing contained in this Agreement or any other agreement relating to
the City or its operation limits the application of such insurance coverage.
4. None of the coverages required herein will be in compliance with these
requirements if they include limiting endorsement of any kind that has not been
first submitted to the City and approved in writing.
5. No liability policy shall contain any provision or definition that would serve to
eliminate so-called "third party action over" claims, including any exclusion for
bodily injury to an employee of the insured or of any contractor or subcontractor.
6. All coverage types and limits required are subject to approval, modification, and
additional requirements by the City, as the need arises. Consultant shall not
make any reductions in scope of coverage (e.g. elimination of contractual liability
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or reduction of discovery period) that may affect the City's protection without the
City's prior written consent.
7. Proof of compliance with these insurance requirements, consisting of certificates
of insurance evidencing all of the coverages required and an additional insured
endorsement to Consultant's general liability policy, shall be delivered to city at or
prior to the execution of this Agreement. In the event such proof of any insurance
is not delivered as required, or in the event such insurance is canceled or
reduced at any time and no replacement coverage is provided, the City has the
right, but not the duty, to obtain any insurance it deems necessary to protect its
interests under this or any other Agreement and to pay the premium. Any
premium so paid by the City shall be charged to and promptly paid by Consultant
or deducted from sums due Consultant, at the City's option.
8. Certificate(s) are to reflect that the insurer will provide thirty (30) days notice to
the City of any cancellation or reduction of coverage. Consultant agrees to
require its insurer to modify such certificates to delete any exculpatory wording
stating that failure of the insurer to mail written notice of cancellation or reduction
of coverage imposes no obligation, or that any party will "endeavor" (as opposed
to being required) to comply with the requirements of the certificate.
9. It is acknowledged by the parties of this Agreement that all insurance coverage
required to be provided by Consultant or any subcontractor, is intended to apply
first and on a primary, non-contributing basis in relation to any other insurance or
self-insurance available to the City.
10. Consultant agrees to ensure that subcontractors, and any other party involved
with the Work who is brought onto or involved in the Work by Consultant, provide
the same minimum insurance required of Consultant. Consultant agrees to
monitor and review all such coverage and assumes all responsibility for ensuring
that such coverage is provided in conformity with the requirements of this
section. Consultant agrees that upon request, all agreements with subcontractors
and others engaged in the Work will be submitted to the City for review.
11. Consultant agrees not to self-insure or to use any self-insured retentions or
deductibles on any portion of the insurance required herein and further agrees
that it will not allow any contractor, subcontractor, Architect, Engineer, or other
entity or person in any way involved in the performance of Work contemplated by
this Agreement to self-insure its obligations to the City. If Consultant's existing
coverage includes a deductible or self-insured retention, the deductible or self-
insured retention must be declared to the City. At that time, the City shall review
options with the Consultant, which may include reduction or elimination of the
deductible or self-insured retention, substitution of other coverage, or other
solutions.
12. The City reserves the right at any time during the term of the Agreement to
change the amounts and types of insurance required by giving the Consultant
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ninety (90) days advance written notice of such change. If such change results in
substantial additional cost to the Consultant, the City will negotiate additional
compensation proportional to the increased benefit to the City.
13. For purposes of applying insurance coverage only, this Agreement will be
deemed to have been executed immediately upon any party hereto taking any
steps that can be deemed to be in furtherance of or towards performance of this
Agreement.
14. Consultant acknowledges and agrees that any actual or alleged failure on the
part of the City to inform Consultant of non-compliance with an insurance
requirement in no way imposes any additional obligations to the City nor does it
waive any rights hereunder in this or any other regard.
15. Consultant will renew the required coverage annually as long as the City, or its
employees or agents face an exposure from operations of any type pursuant to
this Agreement. This obligation applies whether or not the Agreement is canceled
or terminated for any reason. Termination of this obligation is not effective until
the City executes a written statement to that effect.
16. Consultant shall provide proof that policies of insurance required herein expiring
during the term of this Agreement have been renewed or replaced with other
policies providing at least the same coverage. Proof that such coverage has
been ordered shall be submitted prior to expiration. A coverage binder or letter
from Consultant's insurance agent to this effect is acceptable. A certificate of
insurance and/or additional insured endorsement as required in these
specifications applicable to the renewing or new coverage must be provided to
the City within five days of the expiration of coverage.
17. The provisions of any Workers' Compensation or similar act will not limit the
obligations of Consultant under this Agreement. Consultant expressly agrees not
to use any statutory immunity defenses under such laws with respect to the City,
its employees, officials and agents.
18. Requirements of specific coverage features or limits contained in this section are
not intended as limitations on coverage, limits, or other requirements nor as a
waiver of any coverage normally provided by any given policy. Specific reference
to a given coverage feature is for purposes of clarification only as it pertains to a
given issue, and is not intended by any party or insured to be limiting or all-
inclusive.
. 19. These insurance requirements are intended to be separate and distinct from any
other provision in this Agreement and are intended by the parties here to be
interpreted as such.
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20. The requirements in this section supersede all other sections and provisions of
this Agreement to the extent that any other section or provision conflicts or
impairs the provisions of this section.
21. Consultant agrees to be responsible for ensuring that no contract used by any
party involved in any way with the Work reserves the right to charge the City or
Consultant for the cost of additional insurance coverage required by this
Agreement. Any such provisions are to be deleted with reference to the City. It is
not the intent of the City to reimburse any third party for the cost of complying
with these requirements. There shall be no recourse against the City for payment
of premiums or other amounts with respect thereto.
22. Consultant agrees to provide immediate notice to City of any claim or loss
against Consultant arising out of the work performed under this Agreement. The
City assumes no obligation or liability by such notice, but has the right (but not
the duty) to monitor the handling of any such claim or claims if they are likely to
involve the City.
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Exhibit B
CITY OF MOORPARK
Scope of Work Requirement for Professional Services Agreements
Compliance with California Government Code Section 7550
Consultant shall sign and include this page in any document or written reports prepared by
Consultant for the City of Moorpark (City) to which California Government Code Section 7550
(Government Code §7550) applies. Government Code §7550 reads:
"(a) Any document or written report prepared for or under the direction of a state
or local agency, that is prepared in whole or in part by nonemployees of the
agency, shall contain the numbers and dollar amounts of all contracts and
subcontracts relating to the preparation of the document or written report; if the
total cost for the work performed by nonemployees of the agency exceeds five
thousand dollars ($5,000) The contract and subcontract numbers and dollar
amounts shall be contained in a separate section of the document or written
report.
(b) When multiple documents or written reports are the subject or product of the
contract, the disclosure section may also contain a statement indicating that the
total contract amount represents compensation for multiple documents or written
reports."
For all Professional Services Agreement with a total dollar value in excess of $5,000, a signed
and completed copy of this form must be attached to all documents or completed reports
submitted to the City pursuant to the Scope of Work.
Does the dollar value of this Professional Services Agreement exceed $5,000?
❑ Yes ❑ No
If yes, then the following information must be provided in compliance with
Government Code § 7550
1 Dollar amount of Agreement/Contract: $
2 Dollar amount of Subcontract $
3. Does the total contract amount represent compensation for multiple
documents or written reports? ❑ Yes ❑ No
I have read the foregoing Code section and will comply with Government Code §7550
Consultant Name
Signature, Title Date
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