ORGANIZATIONAL REVIEW SERVICES PHASE 1 RFP 190-97
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AGREEMENT FOR CONSULTING SERVICES
This AGREEMENT made this J? day of 1-~, 199E, by and
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between the City of Clearwater, Florida (City), P. O. Box 4748, Clearwater Florida 34618, and
The Public Strategies Group (Consultant), 275 East 4th St. Suite 710, St. Paul MN 55101;
and
WHEREAS, City issued Request for Proposal No. 190-97 on September 22, 1997 for
organizational review services and as amended by Addendum #1 and Addendum #2; and
WHEREAS, City selected Consultant to provide Organizational Review Services to the
City according to Consultant's response to Request for Qualifications NO.190-97 dated
October 13, 1997;
NOW THEREFORE, the City and Consultant do hereby incorporate all terms and
conditions of the above-referenced documents and mutually agree as follows:
1. SCOPE OF PROJECT. Consultant agrees to provide organizational review
services for Phase I of RFP 190-97as described in Consultant's response. Consultant agrees
to keep its offer for Phases II, III and IV open for the remaining term of this agreement, but City
at its sole discretion may award the remaining phases to any other consultant or terminate this
agreement as specified herein.
2. TIME OF PERFORMANCE.
Consultant agrees to complete all organizational
review services for Phase I of RFP 190-97 within ninety (90) days from the date of this
Agreement.
3. REPORTS. Consultant agrees to provide to City reports on the Project upon
request by the City. All reports shall comply with City's recycled and recyclable products code
requirements, Clearwater Code Section 2.601.
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4. COMPENSATION. The City will pay Consultant a sum not to exceed $25,000
as compensation for organizational review services, which includes $20,000 for deliverables
and a $5,000 bonus based on Consultant's performance. City shall determine at its sole
discretion if Consultant is entitled to any of the $5,000 performance bonus after completion of
all services. All reasonable and necessary travel expenses by Consultant must be approved
in writing by City and shall not exceed $6,000. All other costs are included in the proposed
compensation. The City may, from time to time, require changes in the scope of the project of
Consultant to be performed hereunder. Such changes, including any increase or decrease in
the amount of Consultant's compensation and changes in the terms of this Agreement which
are mutually agreed upon by and between City and Consultant shall be effective when
incorporated in written amendment to this Agreement.
5. METHOD OF PAYMENT. Consultant shall bill City on a monthly basis for
costs of services and related expenses. City agrees to pay after approval of the City Project
Manager under the terms of the Florida Prompt Payment Act F.S. 218.70. Consultant agrees
that if City is not satisfied with the services produced by Consultant, then the Consultant shall
not be compensated for that work that is deemed unsatisfactory by the City.
6. CONTACTS FOR RESPONSIBILITY. Babak Armajani will be designated as
Project Director for this project by Consultant to manage and supervise the performance of this
Agreement on behalf of Consultant. Associated with the Project Director will be staff members
whose experience and qualifications are appropriate for this Project. The City will be
represented by Michael Roberto, City Manager or his designee for all matters relating to this
Agreement.
7. TERMINATION OF AGREEMENT. The City at its sole discretion may terminate
this agreement by giving Consultant five (5) days written notice of its election to do so and by
specifying the effective date of such termination. The Consultant shall be paid for its services
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through the effective date of such termination. Further, if Consultant shall fail to fulfill any of its
obligations hereunder, this agreement shall be in default, the City may terminate the
agreement, and Consultant shall be paid only for work completed.
8. NON-DISCRIMINATION. There shall be no discrimination against any employee
who is employed in the work covered by Agreement, or against applicants for such
employment, because of race, religion, color, sex, or national origin. This provision shall
include, but not be limited to the following: employment, upgrading, demotion, or transfer;
recruitment or recruitment advertising; layoff or termination; rate of payor other forms of
compensation; and selection for training, including apprenticeship.
9. INTERESTS OF PARTIES. Consultant covenants that its officers, employees
and shareholders have no interest and shall not acquire any interest, direct or indirect, which
would conflict in any manner or degree with the performance of services required to be
performed under this Agreement.
10. INDEMNIFICATION AND INSURANCE. Consultant agrees to protect, defend,
indemnify and hold the City and its officers, employees and agents free and harmless from and
against any and all losses, penalties, damages, settlements, costs, charges, professional fees or
other expenses or liabilities of every kind and character arising out of or due to any negligent act or
omission of Consultant or its employees in connection with or arising directly or indirectly out of this
Agreement and/or the performance hereof. Without limiting its liability under this Agreement,
Consultant shall procure and maintain during the life of this Agreement professional liability
insurance coverage. This provision shall survive the termination of this Agreement.
11. PROPRIETARY MATERIALS. Consultant shall transfer, assign and make available
to City or its representatives all property and materials in Consultant's possession belonging to or
paid by the City.
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12. ATTORNEYS FEES. In the event that either party seeks to enforce this Agreement
through attorneys at law, then the parties agree that each party shall bear its own attorney fees and
costs, and that jurisdiction for such an action shall be in a court of competent jurisdiction in Pine lias
County, Florida.
IN WITNESS WHEREOF, the City and Consultant, have executed this Agreement on the date
first above written.
Countersigned:
CITY OF CLEARWATER, FLORIDA
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By:
Mic el Roberto
City Manager
Approved as to form and
legal sufficiency:
Attest:
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John Carassas
Assistant City Attorney
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S:/AgreemenUPublic Strategies Group Contract
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