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CITY OF ARCADIA
PROFESSIONAL SERVICES AGREEMENT
1. PARTIES AND DATE.
C i-7 97
This Agreement is made and entered into this lst day of July 1, 2001 by and between the
City of Arcadia, a municipal organization organized under the laws of the State of California
with its principal place of business at 240 West Huntington Drive, Arcadia, California 91066-
6021 ( "City ") and Conrad and Associates, L.L.P., Certified Public Accountants with its
principal place of business at 1100 Main Street, Suite C, Irvine, CA 92614 ( "Consultant ").
City and Consultant are sometimes individually referred to as "Party" and collectively as
"Parties."
2. RECITALS.
2.1 Consultant.
Consultant desires to perform and assume responsibility for the provision of certain
professional services required by the City on the terms and conditions set forth in this
Agreement. Consultant represents that it is experienced in providing auditing services to public
clients, is licensed in the State of California, and is familiar with the plans of City.
2.2 Project. \,
City desires to engage Consultant to render such services for the annual audit project
( "Project ") as set forth in this Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3. 1.1 General Scope of Services. Consultant promises and agrees to furnish to
the City all labor, materials, tools, equipment, services, and incidental and customary work
necessary to fully and adequately supply the professional Auditing consulting services necessary
for the Project ( "Services "). The Services are more particularly described in Exhibit "A"
attached hereto and incorporated herein by reference. All Services shall be subject to, and
performed in accordance with, this Agreement, the exhibits attached hereto and incorporated
herein by reference, and all applicable local, state and federal laws, rules and regulations.
3.1.2 Term. The term of this Agreement shall be from July 1, 2001 through
June 30, 2002, unless earlier terminated as provided herein. Consultant shall complete the
Services within the term of this Agreement, and shall meet any other established schedules and
deadlines.
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3.2 Responsibilities of Consultant.
3.2.1 Control and Payment of Subordinates; Independent Contractor. The
Services shall be performed by Consultant or under its supervision. Consultant will determine
the means, methods and details of performing the Services subject to the requirements of this
Agreement. City retains Consultant on an independent contractor basis and not as an employee.
Consultant retains the right to perform similar or different services for others during the term of
this Agreement. Any additional personnel performing the Services under this Agreement on
behalf of Consultant shall also not be employees of City and shall at all times be under
Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other
amounts due such personnel in connection with their performance of Services under this
Agreement and as required by law. Consultant shall be responsible for all reports and
obligations respecting such additional personnel, including, but not limited to: social security
taxes, income tax withholding, unemployment insurance, disability insurance, and workers'
compensation insurance.
3.2.2 Schedule of Services. Consultant shall perform the Services
expeditiously, within the term of this Agreement, and in accordance with the Schedule of
Services set forth in Exhibit "B" attached hereto and incorporated herein by reference.
Consultant represents that it has the professional and technical personnel required to perform the
Services in conformance with such conditions. In order to facilitate Consultant's conformance
with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon
request of City, Consultant shall provide a more detailed schedule of anticipated performance to
meet the Schedule of Services.
3.2.3 Conformance to Applicable Requirements. All work prepared by
Consultant shall be subject to the approval of City.
3.2.4 Substitution of Key Personnel. Consultant has represented to City that
certain key personnel will perform and coordinate the Services under this Agreement. Should
one or more of such personnel become unavailable, Consultant may substitute other personnel of
at least equal competence upon written approval of City. In the event that City and Consultant
cannot agree as to the substitution of key personnel, City shall be entitled to terminate this
Agreement for cause. As discussed below, any personnel who fail or refuse to perform the
Services in a manner acceptable to the City, or who are determined by the City to be
uncooperative, incompetent, a threat to the adequate or timely completion of the services or a
threat to the safety of persons or property, shall be promptly removed from said services by the
Consultant at the request of the City. The key personnel for performance of this Agreement are
as follows: Michael A. Harrison, CPA
3.2.5 City's Representative. The City hereby designates the Tracey Hause,
Administrative Services Director, or his or her designee, to act as its representative for the
performance of this Agreement ( "City's Representative "). City's Representative shall have the
power to act on behalf of the City for all purposes under this Contract. Consultant shall not
accept direction or orders from any person other than the City's Representative or his or her
designee.
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3.2.6 Consultant's Representative. Consultant hereby designates Michael A.
Harrison, Partner, or his or her designee, to act as its representative for the performance of this
Agreement ( "Consultant's Representative "). Consultant's Representative shall have full
authority to represent and act on behalf of the Consultant for all purposes under this Agreement.
The Consultant's Representative shall supervise and direct the Services, using his best skill and
attention, and shall be responsible for all means, methods, techniques, sequences and procedures
and for the satisfactory coordination of all portions of the Services under this Agreement.
3.2.7 Coordination of Services. Consultant agrees to work closely with City
staff in the performance of Services and shall be available to City's staff, consultants and other
staff at all reasonable times.
3.2.8 Standard of Care; Performance of Employees. Consultant shall perform
all Services under this Agreement in a skillful and competent manner, consistent with the
standards generally recognized as being employed by professionals in the same discipline in the
State of California. Consultant represents and maintains that it is skilled in the professional
calling necessary to perform the Services. Consultant warrants that all employees and
subcontractors shall have sufficient skill and experience to perform the Services assigned to
them. Finally, Consultant represents that it, its employees and subcontractors have all licenses,
permits, qualifications and approvals of whatever nature that are legally required to perform the
Services, including a City Business License, and that such licenses and approvals shall be
maintained throughout the term of this Agreement. As provided for in the indemnification
provisions of this Agreement, Consultant shall perform, at its own cost and expense and without
reimbursement from the City, any services necessary to correct errors or omissions which are
caused by the Consultant's failure to comply with the standard of care provided for herein. Any
employee of the Consultant or its sub - consultants who is determined by the City to be
uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat
to the safety of persons or property, or any employee who fails or refuses to perform the Services
in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant
and shall not be re- employed to perform any of the Services or to work on the Project.
3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and
in compliance with all local, state and federal laws, rules and regulations in any manner affecting
the performance of the Project or the Services, including all Cal /OSHA requirements, and shall
give all notices required by law. Consultant shall be liable for all violations of such laws and
regulations in connection with Services. If the Consultant performs any work knowing it to be
contrary to such laws, rules and regulations and without giving written notice to the City,
Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend,
indemnify and hold City, its officials, directors, officers, employees and agents free and
harmless, pursuant to the indemnification provisions of this Agreement, from any claim or
liability arising out of any failure or alleged failure to comply with such laws, rules or
regulations.
3.2. 10 Insurance.
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3.2.10.1 Time for Compliance. Consultant shall not commence
Work under this Agreement until it has provided evidence satisfactory to the City that it has
secured all insurance required under this section. In addition, Consultant shall not allow any
subcontractor to commence work on any subcontract until it has provided evidence satisfactory
to the City that the subcontractor has secured all insurance required under this section.
3.2.10.2 Minimum Requirements. Consultant shall, at its expense,
procure and maintain for the duration of the Agreement insurance against claims for injuries to
persons or damages to property which may arise from or in connection with the performance of
the Agreement by the Consultant, its agents, representatives, employees or subcontractors.
Consultant shall also require all of its subcontractors to procure and maintain the same insurance
for the duration of the Agreement. Such insurance shall meet at least the following minimum
levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as
broad as the latest version of the following: (1) General Liability: Insurance Services Office
Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability:
Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto);
and (3) Workers' Compensation and Employer's Liability: Workers' Compensation insurance as
required by the State of California and Employer's Liability Insurance.
(B) Minimum Limits of Insurance. Consultant shall maintain
limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal
injury and property damage. If Commercial General Liability Insurance or other form with
general aggregate limit is used, either the general aggregate limit shall apply separately to this
Agreement/location or the general aggregate limit shall be twice the required occurrence limit;
(2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3)
Workers' Compensation and Employer's Liability: Workers' Compensation limits as required by
the Labor Code of the State of California. Employer's Liability limits of $1,000,000 per accident
for bodily injury or disease.
3.2.10.3 Professional Liability Consultant shall procure and
maintain, and require its sub - consultants to procure and maintain, for a period of five (5) years
following completion of the Project, errors and omissions liability insurance appropriate to their
profession. Such insurance shall be in an amount not less than $1,000,000 per claim, and shall
be endorsed to include contractual liability.
3.2.10.4 Insurance Endorsements. The insurance policies shall
contain the following provisions, or Consultant shall provide endorsements on forms supplied or
approved by the City to add the following provisions to the insurance policies:
(A) General Liability. The general liability policy shall be
endorsed to state that: (1) the City, its directors, officials, officers, employees, agents and
volunteers shall be covered as additional insured with respect to the Work or operations
performed by or on behalf of the Consultant, including materials, parts or equipment furnished in
connection with such work; and (2) the insurance coverage shall be primary insurance as respects
the City, its directors, officials, officers, employees, agents and volunteers, or if excess, shall
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stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying
coverage. Any insurance or self - insurance maintained by the City, its directors, officials,
officers, employees, agents and volunteers shall be excess of the Consultant's insurance and shall
not be called upon to contribute with it in any way.
(B) Automobile Liability. The automobile liability policy shall
be endorsed to state that: (1) the City, its directors, officials, officers, employees, agents and
volunteers shall be covered as additional insureds with respect to the ownership, operation,
maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the
Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be
primary insurance as respects the City, its directors, officials, officers, employees, agents and
volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's
scheduled underlying coverage. Any insurance or self - insurance maintained by the City, its
directors, officials, officers, employees, agents and volunteers shall be excess of the Consultant's
insurance and shall not be called upon to contribute with it in any way.
(C) Workers' Compensation and Employers Liability
Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors,
officials, officers, employees, agents and volunteers for losses paid under the terms of the
insurance policy which arise from work performed by the Consultant.
(D) All Coverages. Each insurance policy required by this
Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced
or canceled except after thirty (30) days prior written notice by certified mail, return receipt
requested, has been given to the City; and (B) any failure to comply with reporting or other
provisions of the policies, including breaches of warranties, shall not affect coverage provided to
the City, its directors, officials, officers, employees, agents and volunteers.
3.2.10.5 Separation of Insureds; No Special Limitations. All
insurance required by this Section shall contain standard separation of insureds provisions. In
addition, such insurance shall not contain any special limitations on the scope of protection
afforded to the City, its directors, officials, officers, employees, agents and volunteers.
3.2.10.6 Deductibles and Self- Insurance Retentions. Any
deductibles or self - insured retentions must be declared to and approved by the City. Consultant
shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate
such deductibles or self - insured retentions as respects the City, its directors, officials, officers,
employees, agents and volunteers; or (2) the Consultant shall procure a bond guaranteeing
payment of losses and related investigation costs, claims and administrative and defense
expenses.
3.2.10.7 _Acceptability of Insurers. Insurance is to be placed with
insurers with a current A.M. Best's rating no less than ANIII, licensed to do business in
California, and satisfactory to the City.
3.2.10.8 Verification of Coverage. Consultant shall furnish City
with original certificates of insurance and endorsements effecting coverage required by this
Agreement on forms satisfactory to the City. The certificates and endorsements for each
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insurance policy shall be signed by a person authorized by that insurer to bind coverage on its
behalf, and shall be on forms provided by the City if requested. All certificates and
endorsements must be received and approved by the City before work commences. The City
reserves the right to require complete, certified copies of all required insurance policies, at any
time.
3.2.11 Safety. Consultant shall execute and maintain its work so as to avoid
injury or damage to any person or property. In carrying out its Services, the Consultant shall at
all times be in compliance with all applicable local, state and federal laws, rules and regulations,
and shall exercise all necessary precautions for the safety of employees appropriate to the nature
of the work and the conditions under which the work is to be performed. Safety precautions as
applicable shall include, but shall not be limited to: (A) adequate life protection and life saving
equipment and procedures; (B) instructions in accident prevention for all employees and
subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks,
confined space procedures, trenching and shoring, equipment and other safety devices,
equipment and wearing apparel as are necessary or lawfully required to prevent accidents or
injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety
measures.
3.3 Fees and Payments.
3.3.1 Compensation. Consultant shall receive compensation, including
authorized reimbursements, for all Services rendered under this Agreement at the rates set forth
in Exhibit "B" attached hereto and incorporated herein by reference. The total compensation
shall not exceed Thirty Five Thousand Five Hundred Forty -Five Dollars $35,545.00 without
written approval of the City Manager. Extra Work may be authorized, as described below, and if
authorized, will be compensated at the rates and manner set forth in this Agreement.
3.3.2 Payment of Compensation. Consultant shall submit to City a monthly
itemized statement which indicates work completed and hours of Services rendered by
Consultant. The statement shall describe the amount of Services and supplies provided since the
initial commencement date, or since the start of the subsequent billing periods, as appropriate,
through the date of the statement. City shall, within 30 days of receiving such statement, review
the statement and pay all approved charges thereon. Consultant shall be responsible for all
shipping fees.
3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any
expenses unless authorized in writing by City.
3.3.4 Extra Work. At any time during the term of this Agreement, City may
request that Consultant perform Extra Work. As used herein, "Extra Work" means any work
which is determined by City to be necessary for the proper completion of the Project, but which
the parties did not reasonably anticipate would be necessary at the execution of this Agreement.
Consultant shall not perform, nor be compensated for, Extra Work without written authorization
from City's Representative.
3.4 Accounting Records.
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3.4.1 Maintenance and Inspection. Consultant shall maintain complete and
accurate records with respect to all costs and expenses incurred under this Agreement. All such
records shall be clearly identifiable. Consultant shall allow a representative of City during
normal business hours to examine, audit, and make transcripts or copies of such records and any
other documents created pursuant to this Agreement. Consultant shall allow inspection of all
work, data, documents, proceedings, and activities related to the Agreement for a period of three
(3) years from the date of final payment under this Agreement.
3.5 General Provisions.
3.5.1 Termination of Agreement.
3.5.1.1 Grounds for Termination. City may, by written notice to
Consultant, terminate the whole or any part of this Agreement at any time and without cause by
giving written notice to Consultant of such termination, and specifying the effective date thereof,
at least seven (7) days before the effective date of such termination. Upon termination,
Consultant shall be compensated only for those services which have been adequately rendered to
City, and Consultant shall be entitled to no further compensation. Consultant may not terminate
this Agreement except for cause.
3.5.1.2 Effect of Termination. If this Agreement is terminated as provided
herein, City may require Consultant to provide all finished or unfinished Documents and Data
and other information of any kind prepared by Consultant in connection with the performance of
Services under this Agreement. Consultant shall be required to provide such document and other
information within fifteen (15) days of the request.
3.5.1.3 Additional Services. In the event this Agreement is terminated in
whole or in part as provided herein, City may procure, upon such terms and in such manner as it
may determine appropriate, services similar to those terminated.
3.5.2 Delivery of Notices. All notices permitted or required under this
Agreement shall be given to the respective parties at the following address, or at such other
address as the respective parties may provide in writing for this purpose:
Consultant:
City:
Conrad and Associates, L.L.P.
1100 Main Street, Suite C
Irvine, CA 92614
Attn: Michael A. Harrison, Partner
City of Arcadia
240 West Huntington Drive
Arcadia, CA 91066 -6021
Attn: Tracey Hause, Administrative Services Director
Such notice shall be deemed made when personally delivered or when mailed, forty -eight
(48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at
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its applicable address. Actual notice shall be deemed adequate notice on the date actual notice
occurred, regardless of the method of service.
3.5.3 Ownership of Materials and Confidentiality.
3.5.3.1 Documents & Data; Licensing of Intellectual Property. This
Agreement creates a non - exclusive and perpetual license for City to copy, use, modify, reuse, or
sublicense any and all copyrights, designs, and other intellectual property embodied in plans,
specifications, studies, drawings, estimates, and other documents or works of authorship fixed in
any tangible medium of expression, including but not limited to, physical drawings or data
magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be
prepared by Consultant under this Agreement ( "Documents & Data "). Consultant shall require
all subcontractors to agree in writing that City is granted a non - exclusive and perpetual license
for any Documents & Data the subcontractor prepares under this Agreement. Consultant
represents and warrants that Consultant has the legal right to license any and all Documents &
Data. Consultant makes no such representation and warranty in regard to Documents & Data
which were prepared by design professionals other than Consultant or provided to Consultant by
the City. City shall not be limited in any way in its use of the Documents and Data at any time,
provided that any such use not within the purposes intended by this Agreement shall be at City's
sole risk.
3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans,
procedures, drawings, descriptions, computer program data, input record data, written
information, and other Documents and Data either created by or provided to Consultant in
connection with the performance of this Agreement shall be held confidential by Consultant.
Such materials shall not, without the prior written consent of City, be used by Consultant for any
purposes other than the performance of the Services. Nor shall such materials be disclosed to
any person or entity not connected with the performance of the Services or the Project. Nothing
furnished to Consultant which is otherwise known to Consultant or is generally known, or has
become known, to the related industry shall be deemed confidential. Consultant shall not use
City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or
the Project in any magazine, trade paper, newspaper, television or radio production or other
similar medium without the prior written consent of City.
3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one
another, and shall take any additional acts or sign any additional documents as may be necessary,
appropriate or convenient to attain the purposes of this Agreement.
3.5.5 Attorney's Fees. If either party commences an action against the other
party, either legal, administrative or otherwise, arising out of or in connection with this
Agreement, the prevailing party in such litigation shall be entitled to have and recover from the
losing party reasonable attorney's fees and all other costs of such action.
3.5.6 Indemnification. Consultant shall defend, indemnify and hold the City, its
officials, officers, employees, volunteers and agents free and harmless from any and all claims,
demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to
property or persons, including wrongful death, in any manner arising out of or incident to any
alleged acts, omissions or willful misconduct of Consultant, its officials, officers, employees,
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agents, consultants and contractors arising out of or in connection with the performance of the
Services, the Project or this Agreement, including without limitation the payment of all
consequential damages and attorneys fees and other related costs and expenses. Consultant shall
defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or
other legal proceedings of every kind that may be brought or instituted against City, its directors,
officials, officers, employees, agents or volunteers. Consultant shall pay and satisfy any
judgment, award or decree that may be rendered against City or its directors, officials, officers,
employees, agents or volunteers, in any such suit, action or other legal proceeding. Consultant
shall reimburse City and its directors, officials, officers, employees, agents and /or volunteers, for
any and all legal expenses and costs incurred by each of them in connection therewith or in
enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be
restricted to insurance proceeds, if any, received by the City, its directors, officials officers,
employees, agents or volunteers.
3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the
parties with respect to the subject matter hereof, and supersedes all prior negotiations,
understandings or agreements. This Agreement may only be modified by a writing signed by
both parties.
3.5.8 Governing Law. This Agreement shall be governed by the laws of the
State of California. Venue shall be in Los Angeles County.
3.5.9 Time of Essence. Time is of the essence for each and every provision of
this Agreement.
3.5.10 City's Right to Employ Other Consultants. City reserves right to employ
other consultants in connection with this Project.
3.5.11 Successors and Assigns. This Agreement shall be binding on the
successors and assigns of the parties.
3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or
transfer, either directly or by operation of law, this Agreement or any interest herein without the
prior written consent of the City. Any attempt to do so shall be null and void, and any assignees,
hypothecates or transferees shall acquire no right or interest by reason of such attempted
assignment, hypothecation or transfer.
3.5.13 Construction; References; Captions. Since the Parties or their agents have
participated fully in the preparation of this Agreement, the language of this Agreement shall be
construed simply, according to its fair meaning, and not strictly for or against any Party. Any
term referencing time, days or period for performance shall be deemed calendar days and not
work days. All references to Consultant include all personnel, employees, agents, and
subcontractors of Consultant, except as otherwise specified in this Agreement. All references to
City include its elected officials, officers, employees, agents, and volunteers except as otherwise
specified in this Agreement. The captions of the various articles and paragraphs are for
convenience and ease of reference only, and do not define, limit, augment, or describe the scope,
content, or intent of this Agreement.
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3.5.14 Amendment; Modification. No supplement, modification, or amendment
of this Agreement shall be binding unless executed in writing and signed by both Parties.
3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other
default or breach, whether of the same or other covenant or condition. No waiver, benefit,
privilege, or service voluntarily given or performed by a Party shall give the other Party any
contractual rights by custom, estoppel, or otherwise.
3.5.16 No Third Party Beneficiaries. There are no intended third party
beneficiaries of any right or obligation assumed by the Parties.
3.5.17 Invalidity; Severability. If any portion of this Agreement is declared
invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions shall continue in full force and effect.
3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not
employed nor retained any company or person, other than a bona fide employee working solely
for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not
paid nor has it agreed to pay any company or person, other than a bona fide employee working
solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration
contingent upon or resulting from the award or making of this Agreement. For breach or
violation of this warranty, City shall have the right to rescind this Agreement without liability.
For the term of this Agreement, no member, officer or employee of City, during the term of his
or her service with City, shall have any direct interest in this Agreement, or obtain any present or
anticipated material benefit arising therefrom.
3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee or
applicant for employment because of race, religion, color, national origin, handicap, ancestry,
sex or age. Such non - discrimination shall include, but not be limited to, all activities related to
initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff
or termination. Consultant shall also comply with all relevant provisions of City's Minority
Business Enterprise program, Affirmative Action Plan or other related programs or guidelines
currently in effect or hereinafter enacted.
3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it
is aware of the provisions of Section 3700 of the California Labor Code which require every
employer to be insured against liability for Worker's Compensation or to undertake self -
insurance in accordance with the provisions of that Code, and agrees to comply with such
provisions before commencing the performance of the Services.
3.5.21 Authority to Enter Agreement. Consultant has all requisite power and
authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party
warrants that the individuals who have signed this Agreement have the legal power, right, and
authority to make this Agreement and bind each respective Party.
3.5.22 Counterparts. This Agreement may be signed in counterparts, each of
which shall constitute an original.
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3.6 Subcontracting.
3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of
the work required by this Agreement, except as expressly stated herein, without prior written
approval of City. Subcontracts, if any, shall contain a provision making them subject to all
provisions stipulated in this Agreement.
CITY OF ARCADIA
By: 2"A.
William R. Kelly
City Manager
Dated: August 1A_, 2001
Attest:
Alford
City Clerk
Approved as to Form:
Stephen P. Deitsch
City Attorney
CONRAD AND ASSOCIATES, L.L.P.
By:
Michael A. Harrison, CPA
Partner
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EXHIBIT "A"
SCOPE OF SERVICES
1. Consultant will perform and audit examination of all fund types and account groups of the
City of Arcadia and Arcadia Redevelopment Agency for the year ended June 30, 2001.
Consultant's examination will be conducted in accordance with generally accepted auditing
standards and Government Auditing Standards. The Auditors will draft and word process the
CAFR of the City of Arcadia and deliver the resulting report by January 31, 2002.
2. Consultant will perform a "Single Audit" of the City of Arcadia in accordance with the
Single Audit Act Amendments of 1996 (Public Law 104 -156) and OMB Circular A -133
entitled Audits of States, Local Governments, and Non - Profits Organizations. Consultant's
single audit will cover all federal grants received by the City of Arcadia and its component
units either as a primary or secondary recipient. The City will provide to the auditors the
Schedule of Federal Financial Assistance encompassing all direct and pass- through federal
funds received by the City.
3. Consultant will perform a financial and compliance audit of the City of Arcadia
Redevelopment Agency for the years ended June 30, 2001. Consultant's compliance
auditing procedures will meet the State Controller's guidelines for compliance audits of
Redevelopment Agencies. The City staff will prepare and word process the financial
statements.
4. Consultant will test the City's appropriation limit and provide a letter of Agreed -Upon
Procedures for the years ended June 30, 2001.
5. Consultant will perform a financial and compliance audit of the City of Arcadia's transit fund
for the year ended June 30, 2001. Consultant will perform procedures as prescribed in
LACTC's Transportation Development Act Conformance Auditing Guide.
6. Consultant will prepare the Annual Report of Financial transactions (State Controller Report)
of the City of Arcadia for the year ended June 30, 2001.
7. Consultant will prepare the State Controller Report for the Arcadia Redevelopment Agency
for the year ended June 30, 2001.
S. Consultant will prepare a management letter. This letter will include non - reportable
conditions (those constructive comments not required to be included in the single audit
report). Consultant will discuss those comments with Finance personnel prior to its
finalization.
9. Conrad and Associates, L.L.P., desires to keep its City clients abreast of new developments
affecting local government finance. Consultant will advise staff of new accounting
developments during the interim/planning stage of each year's audit.
DOC U M ENTS/PURC HAS ING /PROFES IONA LSER V IC ESAGREEM ENT - beard, provencb er
A -1
M
M
10. Consultant perceives the scope of our work as being advisors to the City of Arcadia.
Throughout the year, City personnel will have access to the:
Engagement Partner, Michael Harrison,
Technical Review Partner, Ken Al -mam,
Engagement Manager, .S�c✓ De 6. -�no.�
Field Supervisor, &t*h /3�✓�+•-
to seek advice regarding debt issuance, financial statement preparation and content and other
matters relating to the City, including matters of taxation and policy relating to City fringe
benefits.
DOCUMENTS /PURCHA S ING/PROFES IONALSER V ICES AGREEMENT- beard,provea cher
A -1
EXHIBIT 111311
SCHEDULE OF SERVICES AND FEES
The following is an allocation of the total cost of services for the City of Arcadia for the audit for
the year ended June 30, 2001.
Description of Services
Annual audit of the City
Including CAFR Preparation
Management letter and A -133
Single Audit
Agreed -upon procedures
GANN limit
Preparation of City State
Controllers Report
Financial and compliance
Audit - transit
Arcadia Redevelopment Agency
Financial and compliance audit
State Controller Report
Statement of Indebtedness
Not to exceed amount
Estimated Hours
Classification
Partners
350
8
55
50
100
24
595
Senior Managers
Supervisor
Senior Auditor
Staff Auditors
Not to Exceed Amount
Year Ended June 30, 2001
The above not to exceed amount includes all out of pocket expenses.
20,909.00
478.00
3,285.00
2,987.00
5,974.00
1,934.00
478.00
$35,545.00
Hourly Rate
$165.00
$100.00
$80.00
$70.00
$60.00
Consultant's fees contemplate conditions satisfactory for the performance of the audit, including
the City providing at the start of the audit, trial balances reflecting year end adjustments,
necessary subsidiary schedules supporting asset and liability balances, all necessary
reconciliations in agreement with general ledger balances, and customary supporting analysis
and schedules normally maintained by the Administrative Services Department. The City will
type confirmation request and pull supporting documentation. If there are changes in the scope
of the audit (additional major federal grant programs, substantial additional debt issues, added
project areas, added enterprise activity, additional component units, changes in the financial
reporting model), the parties shall discuss these changes and the effect of these changes on the
professional audit hours and costs of the engagement in order to arrive at a mutually agreeable
revision of fees and costs.
DOCUMENTS / PURCHASING /PROFESIONALSER V ICESAGREEMENT- beardproven cber
B -1
1
/
n CERTIFICATE OF LIABILITY INSURANCE IA /1 1 /M /DD o l 1
os
CBIZ Benefits & Insurance Services
9302 Lee Highway, Suite 200
Fairfax, VA 22031
703 654 -6300
INSURED
Century Business Services, Inc.
Conrad Business Services, Inc.
1100 Main Street, Suite C
Irvine, CA 92614
W1/ Gf1A�i W
THIS CERTIFICATE I ED AS A MATTER OF INFORMATION
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
INSURERS AFFORDING COVERAGE
INSURER A: Hartford Insurance
INSURER B: Chubb Group
INSURER C:
INSURER D:
INSURER E:
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POUCIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR
TYPEOFINSURANCE
POLICY NUMBER
POLICYEFFECTIVE
DATE MM D
POLICY EXPIRATION
DATEIMMIDOtM
LIMITS
A
GENERAL LIABILITY
30UENMF4642
09/30/00
09/30/01
EACHOCCURRENCE
$110001000
X COMMERCIALGENERAL LIABILITY
CLAIMS MADEJXJOCCUR
—
PRE DAMAGE (Anyone fire)
S_ 300,000
M ED EXP (Any one person)
S 10,000
PERSONAL BADVINJURY
S1,000,000
GENERAL AGGREGATE
s2,000.000
GEN'L AGGREGATE LIMITAPPLIESPER:
POLICY j pT LOC
PRODUCTS- COMP /OPAGG
S2,000,000
A
A
AUTOMOBILE
X
LIABILITY
ANYAUTO
30UENMF4643
30UENMF4644TX
09/30/00
09/30/00
09/30/01
09/30/01
COMBINED SINGLE LIMIT
(EaamdenL)
$1,000,000
-
ALL OWNEDAUTOS
S C H ED U L E D A U TOS
BODILY INJURY
(Per person)
$
X
X
H I R E D A U TOS
NON- OWNEDAUTOS
-- - - -- — �- -- --
BODILYINJURY
(Pereccidenl)
- - - - -- - --
$
PROPERTYDAMAGE
(Per aca den q
$
-
--
GARAGE LIABILITY
AU 10 ONLY -EA ACCIDENT
$_____
OTF1 ER THAN FA -ACC
AUTOONLY AGG
$
ANY AUTO
$
B
EXCESS LIABILITY
OCCUR CLAIMS MADE
79796419
09/30/00
09/30/01
EACH OCCURRENCE
$1,000,000
AGGREGATE
$1,000,000
$
DEDUCTIBLE
$
RETENTION $
•
•
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
30WNMF4640
30WBRMP4641
09/30/00
09/30/00
09/30/01
09/30/01
OHYLAMU OEH
E.L.EACHACCIDENT
$1,000 000
E.L.DISEASE- EAEMPLAYEE
Slt OOO, 000
E-L. DISEASE - POLICY LIMIT
$1,000,000
OTHER
DESCRIPTION OF OPERATIONS /LOCATIONS /VEHICLES /EXCLUSIONS ADDED BY ENDORSEMENT /SPECIAL PROVISIONS
City of Arcadia is an Additional Insured under Commercial General
Liability coverage as required by contract.
City of Arcadia
(Administrative Services Dept.
240 West Huntington Drive
Post Office Box 60021
Arcadia, CA 91066 -6021
ACORD29- S(7/M1 of 2 #S44807/M31630
SHOULDANYOFTH EABOVE DESCRI BEOPOLICI ES S ECANCELLED BEFORETHE EXPIRATION
DATETHEREOF, THEISSUING INSURER WILL ENDEAVOR TO MAIL3.0___ DAYS WRITTEN
NOTICETOTHE CERTIFICATE HOLDER NAMED TO THE LEFT, BUTFAILURE TO DOSOSHALL
IMPOSE NO OBLIGATION OR LIABILITY OF ANYKIND UPON THE INSURER,ITS AGENTS OR
REPRESENTATIVES.
AUTHORIZED REPRESENTATIVE
S$H 0 ACORD CORPORATION 1968
SAGIFAX 8111Di 12:24PM CBIZBENEFITS & INSURANCE SVCS PAG E2
IMPORTANT
If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement
on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may
require an endorsement. A statement on this certificate does not confer rights to the certificate
holder in lieu of such endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between
the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it
affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon.
A�.TJR025- 5(7J87)`7 of 2 #S44807/M31630
CAMICU
MUTUAL INIURANCE COMPANY
The CPAs' Insurance Company
1235 Radio Road, Redwood City, CA 94065 -1217
650.802.2500 / 800.652.1772
Fax: 650.802.2700 / 888.4 - CAMICO (422 -6426)
www.camico.com
August 22, 2001
City of Arcadia
Tracey Hause
240 W. Huntington Dr.
Arcadia, CA 91066 -6021
Dear Ms. Lewis:
M
Enclosed you will find a certificate of insurance for Conrad and Associates, LLP. This
certificate is forwarded to you at the request of Brandy at Conrad & Associates, LLP.
If you have any questions regarding this matter please feel free to contact me at
1.800.652.1772 Ex. 2543.
Sin#c��e-�r-�e��l //y,,����
Rosa Villa
Underwriting Assistant
Enclosure (1)
ry 0[(�-
CAMicas
MUTUAL INSURANCE COMPANY
The CPAs' Insurance Company
1235 Radio Road, Redwood City, CA 94065 -1217
650.802.2500 / 800.652.1772
Fax: 650.802.2700 / 888.4 - CAMICO (422 -6426)
www,camico.com
CAMICO MUTUAL INSURANCE COMPANY
(CAMICO) CERTIFICATE OF INSURANCE
To: Attention: Tracey Hause
City of Arcadia
240 West Huntington Drive
Arcadia, CA 91066 -6021
RE: Conrad & Associates
100 Main Street Suite C
Irvine, CA 92614
Policy No. CAL01311
DATE:August 21, 2001
This is to certify that as of the date hereof a CAMICO policy of accountant's professional liability
insurance insuring Conrad & Associates as the Named Insured is in effect. The policy period of
such policy is Januagy 1. 2001 through December 1 2001 and the per claim /aggregate limits of
liability thereunder are $2,000.000/ $2.000,000 respectively. Such insurance is subject to
cancellation as provided in the policy and to non - renewal by the Company or by the Named
Insured. Coverage is subject to all the terms and conditions of the policy.
Should any of the above - described policies be cancelled before the expiration date thereof, the
issuing company will mail 30 days written notice to the certificate holder.
CAMICO MUTUAL INSURANCE COMPANY
M.
/Wav .. O
Mary Moore, CPCU, L6AW
Senior Underwriter
License #OA57717