04-17-2018 - Request For Proposals (RFP) For A Citywide Branding And Marketing StrategyAGENDA
ITEM NO.
AGENDA STAFF REPORT
City of West Covina Office of the City Manager
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DATE: April 17, 2018
TO: Mayor and City Council
FROM: Chris Freeland
City Manager
SUBJECT: REQUEST FOR PROPOSALS (RFP) FOR A CITYWIDE BRANDING AND
MARKETING STRATEGY
RECOMMENDATION:
It is recommended that the City Council reject all proposals and instruct City staff to re-visit a
Branding and Marketing Strategy at a future date.
BACKGROUND:
Since its incorporation in 1923, the City of West Covina has not had a comprehensive
branding/marketing strategy. The City has utilized three different logos and taglines over the last
95 years. The first logo was designed in 1950, followed by a new logo in 1962, and then the current
City logo which was designed in the 1990's. Please see below.
ZEt 1990's — Current
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Branding and Marketing RFP
Page 2 of 4 — April 17, 2018
The City's motto/tagline has not been updated in over 56 years. The City's first motto "City of
Beautiful Homes," was adopted in 1948 in recognition of the City's single-story ranch-style homes.
In addition, the City adopted the City flower, Lily of the Nile, and the City tree, the Diamond Leaf
Pittosporum in 1948. In 1962, the City changed its motto to "Headquarters City of East San
Gabriel Valley," when the City was acclaimed to be the fastest growing city in the country because
its population grew 1,500% between 1950 and 1962.
In 2007, the former West Covina Redevelopment Agency established an economic development
marketing strategy titled, "Elements of a Successful City". The marketing strategy was designed
specifically to attract developers, investors, and retailers to the City. In 2014. the City updated the
City website of www.westcovina.org , which used the City logo, colors, flower, and tree as the
guidelines for the design.
DISCUSSION:
Although the City had been recognized as the "Headquarters City of East San Gabriel Valley,"
that is no longer reflective of West Covina today. For the last twenty-eight (28) years, the City has
gone through significant changes and growth. In order to stay competitive in the region, the City
was considering developing a comprehensive Branding and Marketing Strategy that is authentic,
current, and reflective of the community, to continue to attract new residents, visitors, businesses,
developments, and investments.
On October 17, 2017, staff took the Branding and Marketing Strategy RFP (RFP) to Council for
feedback regarding the desired deliverables. At the meeting, Council gave direction to keep the
City's existing logo, create a fee schedule template for guidance in the RFP, incorporate a budget
of $30,000 to $40,000, and define the number of community meetings and focus groups to be
conducted.
Staff made the corresponding revisions to the RFP and on January 15, 2018, the RFP was released
on the City's BIDs & RFP webpage (Attachment No.1). In an effort to market the RFP and obtain
qualified submittals, staff compiled a list of potential design firms. The list included firms that had
submitted to other cities for branding and marketing RFPs, interested design firms that had reached
out to the City, and design firms based on the reviews from sites that rated branding and marketing
design firms.
On February 6, 2018, the deadline for questions to be submitted were due. The City received a
total of 107 questions from seventeen (17) firms. The questions received ranged from the flexibility
of the budget, preference for local firms, the City's experience with branding and marketing. the
requested deliverables, preferences to the lowest bid, and if the City required previous experience
with cities. Staff responded to the questions clarifying the desired outcomes/deliverables of the
RFP. Staff clarified that while there were specific items the City wanted as part of the RFP, such
as branding guidelines, templates for various promotional items, a new tagline, and excluding the
cost to produce the marketing materials, staff wanted to allow the selected firm to provide
recommendations to better help in the development of the comprehensive branding and marketing
strategy. Due to the influx of questions received, the deadline for the RFP was extended from
February 22, 2018 to February 26, 2018.
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Branding and Marketing RFP
Page 3 of — April 17,2018
On February 26, 2018, the City received a total of e ghteen (18) proposals. The submitted proposals
ranged from $29,500 to $252,000 from firms located in California and eight (8) firms out of state
(Montana, South Carolina, Ohio, Oklahoma, Tennessee, Virginia, and Utah).
In the fee schedule of the RFP, the proposed budget cost indicated a range of $30,000 to $40,000.
Although the proposed budget cost was included, many of the questions by the firms were
regarding the flexibility of the budget. In order to get a true picture of the prospective costs for a
Branding and Marketing Strategy, staff stated the proposed budget of $30,000 to $40,000 was a
guideline and allowed all proposals to be submitted. Staff received a significant number of
proposals, totaling eighteen (18) submitted proposals, ranging from $29,500 to $252,200. Below,
please find the list of submitted proposals:
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Branding and Marketing Strategy REP —
Vendors
List of Submitted Proposals
Proposed Cost
1 Epikso $29,500
2 Arnett Muldrow & Associates $29,601
3 Diehard Creative $30,200
4 Imprenta Communications Group $35,000
5 Cook ÷ Schmid $37,600
6 Made by Darwin $38,000
7 789, Inc. $39,985
8 Allegra Consulting $40,000
9 Avant Marketing Group $42,500
10 Northstar $44,000
11 Echo-Factory $45,500.00
12 Cubic Creative Agency $50,000
13 Chand lerth inks $74,500
14 AMF Media Group $93,000 ÷ $10,500/month
retainer for Marketing Plan
15 Symblaze $95,00-$115,000
16 Daley Technology Systems, LLC. $120,000
17 LPK $150,000.00
18 Ink Agency $252,500.00
The submitted RFP proposals range greatly; therefore, due to the potential cost of awarding a
contract at this time, and this project not being part of the current Fiscal Year 2017-18 budget, staff
recommends rejecting the proposals at this time and instructing staff to bring the Branding and
Marketing Strategy RFP back to the City Council at a later time. In the meantime, staff will work
on certain components of the proposal in-house (i.e. certificate designs) and seek partnerships with
local colleges that may wish to take on components of the Branding and Marketing Strategy as a
class project. The City has previously partnered with colleges to do projects for the City.
Branding and Marketing RFP
Page 4 of 4 — April 17.2018
OPTIONS:
The City Council has the following options:
1) Approve staffs recommendation;
2) Provide Staff direction to proceed with the formal review of the submitted proposals and
pursue a Branding and Marketing Strategy for West Covina; or
3) Provide alternative direction.
FISCAL IMPACT
As the RFP was not part of the FY 2017-18 budget, there are insufficient funds available to pursue
a Branding and Marketing Strategy at this time.
Prepared by:
Paulina Morales
Economic Development & Housing Manager
ATTACHMENT:
Attachment No. 1 — West Covina Branding and Marketing Strategy RFP
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ATTACHMENT NO. 1
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City of West Covina
Request for Proposals:
Branding and Marketing Strategy
Proposal Due: February 22, 2018
Contact:
Karen Ko
City Manager's Office I Community and Economic Development Division
City of West Covina
1444 W. Garvey Ave. South
West Covina, CA 91790
(626)939-8417
karen.ko@westcovina.orci
Table of Contents
GENERAL 4
Tentative schedule 4
PROPOSAL SUBMISSION 4
CONTACT 5
CONTRACT PERIOD 5
BACKGROUND 5
PROJECT OVERVIEW 5
SCOPE OF SERVICE 6
Strategic Research and Analysis 6
Development of a Competitive Identity and a New Tagline 6
Brand Strategy 6
Marketing Strategy 7
PROPOSAL FORMAT 8
1.1 Cover Letter 8
1.2 Project Summary Section 8
1.3 Methodology Section 8
1.4 Fee Schedule (Attachment B) 8
1.5 Excluded or Subcontracted Services 9
1.6 List of Projects Conducted 9
CAMPAIGN CONTRIBUTIONS 9
TERMS AND CONDITIONS 9
1.1 Signed Submission of Proposals 9
1.2 Late Submission of Proposals 10
1.3 Withdrawal of Submission of Proposals 10
1.4 Addendum to the RFP 10
1.5 Letters of Objection 10
1.6 Rejection of Submission of Proposals 10
1.7 Public Information 11
1.8. Proposal Validity Period 11
1.9 News Releases 11
1.10 Award of Contract 12
1.11 Supplier Selection 12
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• 1.12 Conflict of Interest 13
1.13 Permits and Licenses 13
1.14 Assignment 13
1.15 Independent Contractor Status 14
1.16 References 14
1.17 Agreement to Conditions and Additional' Requirements 14
1.18 Cancellation 14
1.19 Oral Presentations 14
INSURANCE 14
ATTACHED FORMS 15
1.1 Attachment A: Noncollusion Declaration to be Executed by Bidder and Submitted with BID 15
1.2 Attachment B: Fee Schedule 15
1.3 Attachment C: Professional Services Agreement 15
1.4 Attachment D: Subcontractor Campaign Contribution Acknowledgement Form 15
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Approved by: Spec. No.
11-002
Chris Freeland Effective Date
X 1-15-2018
West Covina Branding and Marketing Strategy RFP
GENERAL
The City of West Covina (City) is seeking proposals from qualified vendors to provide a branding and
marketing strategy that encompasses strategic research and analysis, development of a competitive
identity, brand and marketing strategy.
Tentative schedule
• RFP release: 01/15/2018
• Questions due: 02/06/2018
• Responses to questions posted: 02/13/2018
(Responses will be posted on City website www.westcovina.org/branding)
• Proposals due: 02/22/2018
• Potential Interview: 03/08/2018
• Council Meeting to Award Contract (Tentative Date): 04/03/2018
(City Council agenda items are posted on www.westcovina.orgiagenda on the Wednesday prior
to the first and third Tuesdays each month.)
PROPOSAL SUBMISSION
Proposals must be for the entire scope of services outlined in this RIP. Incomplete proposals will not
be considered. Seven (7) bound and sealed copies and one (1) electronic copy (flash drive is preferred
method, emails not accepted) are to be submitted to the Office of the City Clerk, along with the attached
"Statement of Non-Collusion by Contractor" (Attachment A), and if applicable a Subcontractor Campaign
Contribution Acknowledgment Form (Attachment D) must be filled out and returned with the proposal,
no later than 5:00 p.m. Thursday, February 22, 2018. All proposals submitted will be reviewed and
evaluated by the Evaluation Committee composed of the City Manager, Economic Development
Housing Manager, Economic Development Specialist, and other members of City Staff for further
considerations. Please see 1.11 - Supplier Selection. Submissions received after this deadline will be
rejected. Submissions by facsimile or electronic mail will not be accepted. Proposals shall be submitted
and addressed as follows:
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U.S. Mail:
Office of the City Clerk
City of West Covina
Attn: Karen Ko
1444W. Garvey Avenue S. #317
West Covina, CA 91790
In-person or Courier Service:
Office of the City Clerk
City of West Covina
Attn: Karen Ko
1444 W. Garvey Avenue S. #317
West Covina, CA 91790
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Please clearly identify the package: "West Covina Branding and Marketing Strategy RFP 11-002"
CONTACT
Please direct any questions or concerns regarding the specification to Karen Ko, Economic Development
Specialist at karen.ko@westcovina.org , by 5:30 p.m. on 02/06/2018. Only questions with "West Covina
Branding and Marketing Strategy RFP 11-002" in the subject line will be accepted. Answers to submitted
questions will be posted on the City's website at www.westcovina.orebranding. Karen Ko will confirm
receipt of questions.
CONTRACT PERIOD
The initial term of the agreement shall be for one (1) year. The contract may be renewed contingent
upon satisfactory performance of the vendor and mutual written agreement of both the City and vendor
on an annual basis up to an additional two (2) years if needed.
BACKGROUND
The City has a population of over 113,729 and covers approximately sixteen square miles in area. It is a
largely residential city that has a large commercial section along the Interstate 10 corridor. The estimated
median household income is over $87,370. The City is a full service, general law city that operates under
the Council-City Manager form of government, and provides a full range of municipal services including
police and fire services as well as street maintenance and repair, building and engineering, planning and
parks and recreational activities. The City offers fifteen parks, three community centers, a Sports Complex
and a County operated library. The City consists of nine departments.
PROJECT OVERVIEW
As part of the City Council Goals to Build Financial Health and Economic Stability for the City, the City is
interested in creating a branding and marketing strategy to incorporate the City's existing logo into any
collateral design and media platforms, in addition to updating the City motto/tagline. The resulting brand
messaging should support the City Council's goals with emphasis on the following:
• Attract, retain and grow a diverse stable economic base that supports the City's revenues, goods
and services;
• Make West Covina a destination point for residents, businesses and visitors;
• Build a vibrant downtown district by highlighting West Covina's local businesses; and
• Revamp the City's image
The branding and marketing strategy must communicate the City's identity in a clear and effective
message to be used in communication for three key audiences: residents, businesses, and visitors.
Additionally, it should identify short term and long-term strategies to effectively deliver the message. The
City will make available all prior economic development plans, the City's Market Context Analysis, and any
other studies critical to the creation and implementation of the branding and marketing strategy. For
additional information, please visit www.westcovina.orebranding.
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• SCOPE OF SERVICE
Strategic Research and Analysis
Perform research and identify the perception of West Covina from a resident, business and visitor
standpoint. The City's Market Context Analysis will be provided to better understand the strengths,
weaknesses, opportunities and threats in terms of the City's vision. Focus groups, interviews, surveys and
other research methodologies should be used as appropriate. Data should be collected from residents,
businesses, partner organizations, stakeholders, City of West Covina staff and elected officials. At the end
of the research and analysis, the Consultant should identify West Covina's key distinctive competencies
and clearly communicate the City's value proposition.
The following questions should be answered:
1. What does West Covina want to be known for?
2. What thoughts and feelings does the City want to evoke when West Covina is heard?
3. How can West Covina stand out from the crowd and be more competitive?
4. Make West Covina a destination community for new businesses, residents, visitors, and
investors.
Deliverables:
• Research Summary
• Brand Positioning Statement
• Conduct a minimum of three (3) focus groups
Development of a Competitive identity and .a New Tagline -
Compile findings and develop a clear message that highlights West Covina's distinctive competencies and
communicates the City's desired identity. The message should communicate the City's vision and identity
in an authentic, relevant and simple format for the target audience. The message should serve as a
framework for City Staff to deliver its services to residents, businesses and visitors. In addition, the
message should be capable of being used across a variety of departments, programs, and services. The
Consultant will develop promotional materials that aide in communicating the City's competitive identity.
Deliverables:
• Create an authentic, relevant and simple message that communicates the City's identity;
• Conduct market research to help enhance and professionalize promotional materials and identify
target markets; and
The City currently has an outdated tagline, "Headquarters City of the East San Gabriel Valley." The City is
evaluating options to revitalize and re-energize its brand, including updating the tagline.
Deliverables
• Development of a new tagline
Brand Strategy
Identify the long-term strategy the City should adopt to ensure the City's new brand identity is sustainable
and assisting in attracting, retaining and expanding businesses in the downtown and throughout the City.
The Consultant should outline guidelines for City Staff to ensure West Covina's dedication to the residents,
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businesses, and visitors is consistently delivered. While consistency of messaging will be key, the City also
seeks flexibility that allows the branding to be used by the departments, programs and services that make
up the City. Visual elements of the proposed branding strategy must include recommended update to the
City's colors, fonts, graphic style and elements that are adaptable for use across a variety of media
applications, including the City's website and social media handles.
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Deliverables:
• Identify the long-term brand strategy; and
• Outline long term recommendations with corresponding timeline to implement a sustainable
brand
• Develop a brand collateral that incorporate City's existing logo.
• Once tagline(s) have been chosen, include development of a full identity system including, but
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not limited to the following:
o graphic elements o business cards
o brand architecture o letterhead
o economic development o envelopes
promotional materials o brochures
o verbal branding (tone of voice) o interior and exterior signage
o fonts o email signature
o color palette o City Council Certificate
o icon system o Resolutions of Commendations
o photography and stock photos o Proclamations
o cobranding
o website branding
o templates for presentations
• Create branding guidelines:
o Written - The brand platform should include guidelines and examples on how to talk
about the City and West Covina's services in marketing the City. These could be shared
with all employees, especially those who write about the City or our services, as well as
external writers, agencies and partners who create content on our behalf
o Visual Collateral — Guidelines should include guidance for brochures and marketing
materials
o Digital — Guidelines should include high level guidance for website, email marketing and
social media
o Communications — Guidelines should include guidance for a PowerPoint template, City
stationary, press releases, and office signage
• Internal activation — Provide suggestions and recommendations for introducing and infusing a
new brand with employees.
Marketing Strategy
Identify the long-term strategy the City should adopt to communicate and deliver the value proposition
for its residents, businesses and visitors. It should identify the set of marketing tactics and tools to shift
the perception of residents, businesses and visitors to reflect the adopted brand identity. The marketing
tools should create a positive image that will reside in the target audience's mind. • The following questions should be answered:
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1. How will we communicate and deliver the newly adopted identity?
2. How will we measure the effectiveness of the communication and delivery?
3. How can the website and other social media be used as a tool to communicate and deliver
the brand?
4. How will the marketing tactics and tools aide in attracting, retaining, and expanding
business?
Deliverables:
o Develop an integrated strategic marketing plan designed to increase awareness of City programs,
activities, events, and amenities;
o Develop sample marketing tools including brochures, visitor guides, and any other informational
literature to support City programs, businesses, events and amenities; and
PROPOSAL FORMAT
The proposal should be straightforward within a realistic budget, concise and provide "layman"
explanations of technical terms that are used. Emphasis should be concentrated on conforming to the
RFP instructions, responding to the RFP requirements, and on providing a complete and clear description
of the offer. Proposals that appear unrealistic in the terms of technical commitments, lack of technical
competence or are indicative of failure to comprehend the complexity of this proposal may be rejected.
The proposal should contain the sections in the order indicated below. This standardization will facilitate
evaluation of the comparative merits of all proposals submitted.
1.1 Cover Letter
Provide a letter of introduction, approximately one (1) page in length, including the name,
address, and telephone number of the person(s) to contact who will be authorized to represent
your firm. This letter shall be signed by an officer of the bidding firm authorized to bind the firm
to all commitments made in the proposal.
1.2 Project Summary Section
The Project Summary Section should describe your understanding of the City, the work to be
done, and the objective to be accomplished referring to specific sections of the Scope of Service.
1.3 Methodology Section
Provide a detailed description of the approach and methodology to be used to accomplish the
Scope of Service of this RFP to achieve client satisfaction, along with a proposed time-line to
compete the project.
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1.4 Fee Schedule (Attachment B)
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The fee schedule should include total project cost, hourly rate, miscellaneous fees and other
anticipated expenses.
1.5 Excluded or Subcontracted Services
Provide details of any necessary services relating to the West Covina Branding and Marketing
RFP process which will not be included in your proposal, including those which the Consultant
expects to be performed by City staff and/or by other contractors or subcontractors. If you
intend to subcontract any portion of the work, identify the subcontractor(s) and provide details
regarding their qualifications.
1.6 List of Projects Conducted
Provide a complete listing of all similar projects that have been completed and or in process.
CAMPAIGN CONTRIBUTIONS
1.1 Applicants and proposers for city contracts with a total anticipated or actual value of thirty
thousand dollars ($30,000) or more, except for public works contracts required to be
competitively bid, and related persons, are prohibited from making campaign contributions to
any individual holding City elective office.
In addition, no person acting as a subcontractor for a city contract, shall make a contribution to
a council member where an individual subcontract has a total anticipated or actual value of
fifteen thousand dollars ($15,000.00) or more. Please see West Covina Municipal Code section
2-405.50
1.2
If a subcontractor is utilized for any part of the proposal then a completed Subcontractor
Campaign Contributions Acknowledgement Form (Attachment D) is required to be returned with
proposal.
TERMS AND CONDITIONS
1.1 Signed Submission of Proposals
The Consultant must sign the submission of proposals. Submission of proposals by partnerships
must be signed with the legal name of the partnership by the principal partner, followed by the
signature and designation of the partner signing; submission of proposals by corporations must
be signed with legal name of the corporation by president and secretary, or other person(s)
authorized to bind it in the matter. The name of each person signing shall be typed or printed
below the signature.
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1.2 Late Submission of Proposals
Any submission of proposals received after the due date and time specified in this RIP will not be
considered.
1.3 Withdrawal of Submission of Proposals
Any service provider may withdraw his submission of proposals, either personally or by written
request at any time prior to the time set for the proposals opening, provided that written
confirmation of any facsimile withdrawal of the signature of the service provider is placed in the
mail and postmarked prior to the time set for the opening thereof. Negligence on the part of the
service provider in preparing his/her submission of proposals confers no right of withdrawal or
modification of his/her submission after such submission has been opened.
1.4 Addendum to the RFP
If it becomes necessary to revise any part of this RFP, an addendum to the RIP will be posted on
the City's website at www.westcovina.org/branding . All addenda issued during the time of
bidding will be incorporated into any resulting contract.
1.5 Letters of Objection
Any Proposer believing that any part of the RFP, including the specifications and/or the
evaluation procedures, is discriminatory against the Proposer or precludes the Proposer from
being given reasonable consideration in the evaluation process must submit a letter of objection
prior to the scheduled opening date specified in this REP. The letter shall be submitted to the
City's Purchasing Manager clearly stating the specific objection(s) and the areas of concern to
the Proposer and including a proposed method for resolution of such objections. Proposers are
cautioned that any such objections not timely raised in the manner specified herein shall not be
considered. The City, upon timely receipt of any such letter of objection, shall consider the
Proposer's objection. If the City determines that modifications shall serve in the best interest of
the City, revisions to the RFP, in the form of a written addendum, shall be issued to all Proposers.
1.6 Rejection of Submission of Proposals
1.6.1 The REP does not commit the City to award any contract.
1.6.2 The City reserves the right, at its sole discretion, to reject any or all proposals without
penalty, to waive irregularities in any proposals or in the REP procedures, and to be
the final judge as to which is the most qualified proposal.
1.6.3 Any proposal which contains items not specified, items which are incorrect, which
does not complete all the items scheduled, or does not respond to items in the
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manner specified in this RIP may be considered non responsive and may be rejected
on these bases in the sole discretion of the City.
1.6.4 Proposals offering less than 90 days for acceptance from the proposed closing date
may be considered non-responsive and may be rejected.
1.6.5 Non-acceptance of any proposal will not imply any criticism of the proposal or convey
any indication that the proposal was deficient. Non-acceptance of any proposal will
mean that another proposal was deemed to be more advantageous to the City, or
that no proposal was deemed acceptable.
1.7 Public Information
1.7.1 The proposals may be kept confidential until a contract is awarded. At that time, all
proposals and documents pertaining to the proposals will be open to the public,
except for the material that is proprietary or confidential. The City Clerk will not
disclose or make public any pages of a proposal on which the Proposer has stamped
or imprinted "proprietary" or "confidential" subject to the following requirements.
1.7.2 Proprietary or confidential data shall be readily separable from the proposal in order
to facilitate eventual public inspection of the non-confidential portion of the
proposal. Confidential data is normally restricted to confidential financial
information concerning the Proposer's organization and data that qualifies as a trade
secret. The cost of services proposed shall not be designated as proprietary or
confidential information.
1.7.3 if a request is received for disclosure of data for which a Proposer has made a
written request for confidentiality, the City Clerk shall examine the Proposer's
request and make a written determination that specifies which portions of the
proposal should be disclosed. Unless the Proposer takes legal action to prevent the
disclosure, the proposal will be so disclosed. The proposal shall be open to public
inspection subject to any continuing prohibition on the disclosure of confidential
data.
1.8. Proposal Validity Period
Submission of the proposal will indicate that the pricing, terms and conditions stated in the
Vendor's response remain valid for 90 days from the date of submittal of the proposal to the
City.
1.9 News Releases
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1.9.1 The Contractor shall not make news releases pertaining to an award resulting from
proposals made in response to the RIP without prior written approval of the City of -
West Covina Finance Director.
1.9.2 In addition, the successful service provider must agree not to release any advertising
copy mentioning the City or quoting the opinion of any City employee without
written approval by the City.
1.10 Award of Contract
1.10.1 Award of any contract arising from any proposal submitted as a result of this RIP
may require approval by the West Covina City Council as presented by City
Ordinances and Codes. City Council agendas are posted on
www.westcovina.org/agenda on the Wednesday prior to the first and third
Tuesdays each month.
1.10.2 The City's standard terms and conditions shall govern any contract awarded. If, after
award of contract, Proposer provides additional terms or conditions, such terms or
conditions shall be void.
1.10.3 The City reserves the right to award a contract for services described in this RFP in
part or in whole to a single bidder or to multiple bidders; whichever may be deemed
in the best interest of the City.
1.10.4 The award will be made in writing to the responsible bidder whose proposal is
determined to be the most advantageous for the City, taking into account all the
evaluation criteria set forth in this RIP.
1.11 Supplier Selection
Proposals will be evaluated to determine the consultant or firm best suited to complete the
project based on qualifications, experience and pricing including: qualifications and experience
as provided in a resume or statement of qualifications; ability to effectively communicate and
conduct presentations; cost of annual contract; and reference checks. All Proposers should
identify or affirm each of the following requirements:
• Have a minimum of three (3) similar projects within the last three (3) years providing the same
or similar services requested in this RFP.
• Have no outstanding or pending complaints as determined through the Better Business
Bureau or State of California Department of Consumer Affairs.
• Have the administrative and fiscal capability to provide and manage the proposed services.
Evaluation Criteria
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Staff will evaluate all responses to the RFP that meet the submittal requirements and deadline.
Submittals that do not meet the requirement or deadline will not be considered. The following is
the evaluation criteria:
• 25 Points - Approach to Development of Marketing Strategy
• 25 Points - Portfolio Demonstrating Innovativeness/Creativity
• 15 Points - Interviews
• 15 Points - Cost
• 10 Points - Firm Experience
• 10 Points - References
Factors to be considered in the selection process:
• Quality and thoroughness of the proposal
• Experience and past performance in completing projects of similar type, size and complexity
• The degree to which the consultant understands West Covina's unique social, geographic
and economic situation within the Los Angeles County area
• The quality of example materials and any presentation requested by involved city officials
• Demonstrate capacity to deliver high-quality work within a predetermined timeline and
budget
• Relevant experience with other city economic development branding projects
• Cost and budget proposal
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1.12 Conflict of Interest
Except for items that are clearly promotional in nature, mass produced, trivial in value and not
intended to invoke any form of reciprocation, employees of the City may not accept gratuities,
entertainment, meals or anything of value whatsoever from current or potential Consultants.
1.12.1 The offer of such gratuity to an employee of the City shall be cause for declaring such
supplier to be an irresponsible service provider and preventing him/her from
bidding.
1.12.2 Proposer must not have contributed to the campaigns of any local official serving
West Covina over the twelve months preceding the issuance of the RFP.
1.13 Permits and Licenses
The successful contractor and all of his/her employees or agents shall secure and maintain in
force such licenses and permits as are required by law, including a City Business License.
1.14 Assignment
The contractor shall, under no circumstances, assign any contract issued as a result of this
proposal by any means whatsoever, or any part thereof to another party without express written
permission of the governing board for the City. • 13 1 Page
1.15 Independent Contractor Status
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It is expressly understood that the proposer named in any contract entered into by the City is
acting as an independent contractor and not as an agent or employee of the City.
1.16 References
The Proposer/Contractor shall submit with his/her proposal a list of at least three (31 clients
using or have used similar services being proposed, with names, addresses, and telephone
numbers. A survey of references will be made to determine, among other things, the supplier's
success in meeting the needs of the contracting agency in a timely manner.
1.17 Agreement to Conditions alid Additional Requirements
Proposals submitted without comment to the specified terms and conditions are deemed to
agree with those conditions. Proposers acknowledge that due to the type of service requested
a formal contract may be required. The attached "Statement of Non-Collusion by Contractor"
(Attachment A) form must be filled out and returned with the proposal. The City reserves the
right to reject any or all proposals. •
1.18 Cancellation
The City may terminate its agreement with the supplier at any time by giving at least 30 days'
notice in writing. If the City terminates the agreement, the supplier will be paid for the time
provided and expenses incurred up to the termination date. The City shall assume no additional
liability.
1.19 Oral Presentations
An oral presentation by the Proposers in final contention for award of an Agreement for Services
may be required as a regular part of the bid process. The purpose of the oral presentation would
be twofold: first, to allow the proposer to demonstrate capabilities of the firm and to clarify
Proposer's responses to the RFP; second, to allow the City staff to meet the Proposer's key
personnel who would be assigned to this project. Attendance at such a presentation shall be at
the proposer's expense. Oral presentations will be scheduled for Tuesday, March 13, 2018.
INSURANCE
14 IPage
• Insurance requirements are included in the attached Professional Services Agreement in section
5.0.
ATTACHED FORMS
1.1 Attachment A: Noncollusion Declaration to be Executed by Bidder and Submitted with BID
1.2 Attachment B: Fee Schedule
1.3 Attachment C: Professional Seryfces Agreement
1.4 Attachment D: Subcontractor Campaign Contribution Acknowledgement Form
•
15 'Page
• Attachment A
NONCOLLUSION DECLARATION TO BE EXECUTED BY
BIDDER AND SUBMITTED WITH BID
The undersigned declares:
I am the of , the party making the foregoing
bid.
The bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company,
association, organization, or corporation. The bid is genuine and not collusive or sham. The bidder has not
directly or indirectly induced or solicited any other bidder to put in a false or sham bid. The bidder has not
directly or indirectly colluded, conspired, connived, or agreed with any bidder or anyone else to put in a
sham bid, or to refrain from bidding. The bidder has not in any manner, directly or indirectly, sought by
agreement, communication, or conference with anyone to fix the bid price of the bidder or any other bidder,
or to fix any overhead, profit, or cost element of the bid price, or of that of any other bidder. All statements
contained in the bid are true. The bidder has not, directly or indirectly, submitted his or her bid price or any
breakdown thereof, or the contents thereof, or divulged information or data relative thereto, to any
corporation, partnership, company, association, organization, bid depository, or to any member or agent
thereof, to effectuate a collusive or sham bid, and has not paid, and will not pay, any person or entity for
such purpose.
Any person executing this declaration on behalf of a bidder that is a corporation, partnership, joint venture,
limited liability company. limited liability partnership, or any other entity, hereby represents that he or she
has full power to execute, and does execute, this declaration on behalf of the bidder.
I declare under penalty of perjury under the laws of the State of California that the foregoing is true and
correct and that this declaration is executed on
[city], [state]."
[date], at
Firm
(Signature)
Street
(Print Name & Title)
City State Zip
•
16 1Page •
•
Attachment B
Fee Schedule
Please use the table below as a template for the fee schedule. Per each phase, please provide a detail
scope of the services that will be provided as a result of the branding and marketing strategy
Phase Description Project Fee Timeframe
1 Strategic Research and Analysis
• Key Stakeholder Interviews
• Community Group Meetings
• Online Survey
$XX
2 Development of Competitive Identity and a
New Tagline
$XX
3 Brand Strategy $XX
4 Marketing Strategy $XX
Total (range) $30,000-$40,000
The project fee(s) shall include all labor, equipment, materials, transportation, overhead, travel,
insurance, sales and other taxes, licenses, incidentals, and all other related cost necessary to meet the
work requirements.
•
17 IPage
Attachment C
•
Professional Service Agreement
•
•
•
CITY OF WEST COVINA
PROFESSIONAL SERVICES AGREEMENT
WITH
FOR
RFP FOR BRANDING AND MARKETING STRATEGY
THIS AGREEMENT is made and entered into this 71 day of 1- 2018 ("Effective Date"), by
and between the CITY OF WEST COVINA, a municipal corporation ("City"), and 1 I, a
state where incorporation ocurred] [type of corporation] ("Consultant").
WITNESSETH:
A. WHEREAS, City proposes to utilize the services of Consultant as an independent
contractor to City, as more fully described herein; and
B. WHEREAS, Consultant represents that it has that degree of specialized expertise
contemplated within California Government Code Section 37103, and holds all necessary licenses to
practice and perform the services herein contemplated, except that if Consultant is required to but does
not yet hold a City business license, it will promptly obtain a business license and will not provide services
to the City until it has done so; and
C. WHEREAS, City and Consultant desire to contract for the specific services described in
Exhibit "A" and desire to set forth their rights, duties and liabilities in connection with the services to be
performed; and
D. WHEREAS, no official or employee of City has a financial interest, within the provisions
of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement.
E. WHEREAS, Consultant responded to the City's Request for Proposals dated 1-
incorporated via this reference as if fully set forth herein, and Consultant's response to the Request for
Proposals was a material inducement to the City ultimately entering into this agreement.
NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained
herein, the parties hereby agree as follows:
1.0. SERVICES PROVIDED BY CONSULTANT
1.1. Scope of Services. Consultant shall provide the professional services described in the
Scope of Services attached hereto as Exhibit "A," incorporated herein by this reference.
- 19 IPage
•
1.2. Professional Practices. All professional services to be provided by Consultant pursuant to
this Agreement shall be provided by personnel experienced in their respective fields and in a manner
consistent with the standards of care, diligence and skill ordinarily exercised by professional consultants in
similar fields and circumstances in accordance with sound professional practices. Consultant also warrants
that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of
any changes in any laws that may affect Consultant's performance of this Agreement. Consultant shall keep
itself informed of 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. City Officers and employees shall not be
liable at law or in equity for any claims or damages occurring as a result of failure of the Consultant to
comply with this section.
1.3. Performance to Satisfaction of City. Consultant agrees to perform all the work to the
reasonable satisfaction of the City. Evaluations of the work will be conducted by the City Manager or his
or her designee. If the quality of work is not satisfactory, City in its discretion has the right to:
(a) Meet with Consultant to review the quality of the work and resolve the matters of
concern;
(b) Require Consultant to repeat the work at no additional fee until it is satisfactory;
and/or
(c) Terminate the Agreement as hereinafter set forth.
1.4. Warranty. Consultant warrants that it shall perform the services required by this
Agreement in compliance with all applicable Federal and California employment laws, including, but not
limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment
and employment practices; workers' compensation; and all other Federal, State and local laws and
ordinances applicable to the services required under this Agreement.
1.5. Non-discrimination. In performing this Agreement, Consultant shall not engage in, nor
permit its agents to engage in, discrimination in employment of persons because of their race, religion,
color, national origin, ancestry, age, physical or intellectual disability, medical condition, genetic
information, pregnancy, marital status, sex, gender, gender identity, gender expression, or sexual
orientation, except as permitted pursuant to Section 12940 of the Government Code.
•
1.6. Non-Exclusive Agreement. Consultant acknowledges that City may enter into agreements
with other consultants for services similar to the services that are subject to this Agreement or may have its
20 'Page •
own employees perform services similar to those services contemplated by this Agreement.
1.7. Confidentiality. Employees of Consultant in the course of their duties may have access to
financial, accounting, statistical, and Personnel data of private individuals and employees of City.
Consultant covenants that all data, documents, discussion, or other information developed or received by
Consultant or provided for performance of this Agreement are deemed confidential and shall not be
disclosed by Consultant without written authorization by City. City shall grant such authorization if
disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement.
Consultant's covenant under this Section shall survive the termination of this Agreement.
1.8 Public Records Act Disclosure. Consultant has been advised and is aware that this
Agreement and all reports, documents, information and data, including, but not limited to, computer tapes,
discs or files furnished or prepared by Consultant, or any of its subcontractors, pursuant to this Agreement
and provided to City may be subject to public disclosure as required by the California Public Records Act
(California Government Code Section 6250 et seq.). Exceptions to public disclosure may be those
documents or information that qualify as trade secrets, as that term is defined in the California Government
Code Section 6254.7, and of which Consultant informs City of such trade secret. The City will endeavor to
maintain as confidential all information obtained by it that is designated as a trade secret. The City shall
not, in any way, be liable or responsible for the disclosure of any trade secret including, without limitation,
those records so marked if disclosure is deemed to be required by law or by order of the Court. •
2.0. COMPENSATION AND BILLING
2.1. Compensation. Consultant shall be paid in accordance with the fee schedule set forth in
Exhibit "B," attached hereto and made a part of this Agreement (the "Fee Schedule"). Consultant's total
compensation shall not exceed T 1Dollars ($
2.2. Additional Services. Consultant shall not receive compensation for any services
provided outside the scope of services specified in the Consultant's Proposal unless the City, prior to
Consultant performing the additional services, approves such additional services in writing. It is
specifically understood that oral requests and/or approvals of such additional services or additional
compensation shall be barred and are unenforceable. Should the City request in writing additional
services that increase the hereinabove described "SCOPE OF SERVICES", an additional fee based upon
the Consultant's standard hourly rates shall be paid to the Consultant for such additional services. Such
increase in additional fees shall be limited to 25% of the total contract sum or to the maximum total
contract amount of $25,000, whichever is greater. The Department Head or City Manager is authorized
to approve a Change Order for such additional services.
2.3. Method of Billing. Consultant may submit invoices to the City for approval on a progress
basis, but no more often than once a month. Said invoice shall be based on the total of all Consultant's
services which have been completed to City's sole satisfaction. City shall pay Consultant's invoice within • 21 IPage
forty-five (45) days from the date City receives said invoice. Each invoice shall describe in detail the
services performed, the date of performance, and the associated time for completion. Any additional
services approved and performed pursuant to this Agreement shall be designated as "Additional Services"
and shall identify the number of the authorized change order, where applicable, on all invoices.
•
2.4. Records and Audits. Records of Consultant's services relating to this Agreement shall be
maintained in accordance with generally recognized accounting principles and shall be made available to
City for inspection and/or audit at mutually convenient times for a period of three (3) years from the
Effective Date.
3.0. TIME OF PERFORMANCE
3.1. Commencement and Completion of Work. The professional services to be performed
pursuant to this Agreement shall commence within five (5) days from the Effective Date of this Agreement.
Said services shall be performed in strict compliance with the Project Schedule approved by City as set
forth in Exhibit "C," attached hereto and incorporated herein by this reference. The Project Schedule may
be amended by mutual agreement of the parties. Failure to commence work in a timely manner and/or
diligently pursue work to completion may be grounds for termination of this Agreement.
3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance
resulting from acts beyond the reasonable control of the party or parties. Such acts shall include, but not
be limited to, acts of God, fire, strikes, material shortages, compliance with laws or regulations, riots, acts
of war, or any other conditions beyond the reasonable control of a party. If a delay beyond the control of
the Consultant is encountered, a time extension may be mutually agreed upon in writing by the City and
the Consultant. The Consultant shall present documentation satisfactory to the City to substantiate any
request for a time extension.
4.0. TERM AND TERMINATION
4.1. Term. This Agreement shall commence on the Effective Date and continue for a period of
I I I months, ending on r 1, 26-1,, unless previously terminated as provided herein or as
otherwise agreed to in writing by the parties. [Optional language if extensions permitted: Thereafter,
this AGREEMENT may be renewed for a maximum of successive one (1) year terms not to exceed I
r(7) years. Such renewal will be evidenced by a written Amendment upon written notice of City given to
Consultant at any time prior to the expiration date of the AGREEMENT.]
•
4.2. Notice of Termination. The City reserves and has the right and privilege of canceling,
22IPage •
suspending or abandoning the execution of all or any part of the work contemplated by this Agreement,
with or without cause, at any time, by providing at least fifteen (15) days prior written notice to Consultant.
In the event of such termination, Consultant shall immediately stop rendering services under this Agreement
unless directed otherwise by the City. If the City suspends, terminates or abandons a portion of this
Agreement such suspension, termination or abandonment shall not make void or invalidate the remainder
of this Agreement.
•
If the Consultant defaults in the performance of any of the terms or conditions of this Agreement,
it shall have ten (10) days after service upon it of written notice of such default 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 to at law, in equity, or under this Agreement.
The City also shall have the right, notwithstanding any other provisions of this Agreement, to
terminate this Agreement, at its option and without prejudice to any other remedy to which it may be entitled
to at law, in equity, or under this Agreement, immediately upon service of written notice of termination on
the Consultant, if the latter should:
a. Be adjudged a bankrupt;
b. Become insolvent or have a receiver of its assets or property appointed because of
insolvency;
C. Make a general assignment for the benefit of creditors;
d. Default in the performance of any obligation or payment of any indebtedness under
this Agreement;
e. Suffer any judgment against it to remain unsatisfied or unbonded of record for
thirty (30) days or longer; or
f. Institute or suffer to be instituted any procedures for reorganization or
rearrangement of its affairs.
23 1 Page
4.3. Compensation. In the event of termination, City shall pay Consultant for reasonable costs
incurred and professional services satisfactorily performed up to and including the effective date of the
City's written notice of termination, within forty-five (45) days after the effective date of the notice of
termination or the final invoice of the Consultant, whichever occurs last. Compensation for work in
progress shall be prorated based on the percentage of work completed as of the effective date of termination
in accordance with the fees set forth herein.
•
4.4. Documents. In the event of termination of this Agreement, all documents prepared by
Consultant in its performance of this Agreement including, but not limited to, finished or unfinished design,
development and construction documents, data studies, drawings, maps and reports, shall be delivered to
the City within ten (10) days of the effective date of the notice of termination, at no cost to City.
5.0. INSURANCE
Contractor shall procure and maintain for the duration of the contract insurance against claims for injuries
to persons or damages to property which may arise from or in connection with the performance of the work
hereunder and the results of that work by the Contractor, his agents, representatives, employees or
subcontractors.
5.1 Minimum Scope and Limits of Insurance. Coverage shall be at least as broad as:
(a) Commercial General Liability (CGL): Insurance Services Office Form CG 00
01 covering CGL on an "occurrence" basis, including products and completed
operations, property damage, bodily injury and personal & advertising injury with
limits no less than $2,000,000 per occurrence. If a general aggregate limit applies,
either the general aggregate limit shall apply separately to this project/location
(ISO CG 25 03 or 2504) or the general aggregate limit shall be twice the required
occurrence limit.
(b) Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1),
or if Contractor has no owned autos, hired, (Code 8) and non-owned autos (Code
9), with limit no less than $1,000,000 per accident for bodily injury and property
damage.
(C) Workers' Compensation: as required by the State of California, with Statutory
Limits, and Employer's Liability Insurance with limit of no less than $1,000,000
per accident for bodily injury or disease.
(d) Professional Liability (Errors and Omissions) Insurance appropriates to the
Consultant's profession, with limit no less than $1,000,000 per occurrence or
claim, $2,000,000 aggregate.
If the Contractor maintains broader coverage and/or higher limits than the minimums shown above, the City
requires and shall be entitled to the broader coverage and/or the higher limits maintained by the contractor.
24 !Page •
Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall
• be available to the City. •
•
5.2. Other Insurance Provisions. The insurance policies are to contain, or be endorsed to
contain, the following provisions:
(a) Additional Insured Status: The City, its officers, officials, employees, and
volunteers are to be covered as additional insureds on the CGL policy with respect
to liability arising out of work or operations performed by or on behalf of the
Contractor including materials, parts, or equipment furnished in connection with
such work or operations. General liability coverage can be provided in the form of
an endorsement to the Contractor's insurance (at least as broad as ISO Form CG
20 10 11 85 or if not available, through the addition of both CG 20 10, CG 20 26,
CG 20 33, or CG 2038; and CG 20 37 if a later edition is used).
(b) Primary Coverage: For any claims related to this contract, the Contractor's
insurance coverage shall be primary coverage at least as broad as ISO CG 20 01
04 13 as respects the City, its officers, officials, employees, and volunteers. Any
insurance or self-insurance maintained by the City, its officers, officials,
employees, or volunteers shall be excess of the Contractor's insurance and shall
not contribute with it.
(c) Notice of Cancellation: Each insurance policy required above shall provide that
coverage shall not be canceled, except with notice to the City.
(d) Waiver of Subrogation: Contractor hereby grants to City a waiver of any right to
subrogation which any insurer of said Contractor may acquire against the City by
virtue of the payment of any loss under such insurance. Contractor agrees to obtain
any endorsement that may be necessary to affect this waiver of subrogation, but
this provision applies regardless of whether or not the City has received a waiver
of subrogation endorsement from the insurer.
(e) Self-Insured Retentions: Self-insured retentions must be declared to and approved
by the City. The City may require the Contractor to purchase coverage with a lower
retention or provide proof of ability to pay losses and related investigations, claim
administration, and defense expenses within the retention. The policy language
shall provide, or be endorsed to provide, that the self-insured retention may be
satisfied by either the named insured or City.
(0 Acceptability of Insurers: Insurance is to be placed with insurers with a current
A.M. Best's rating of no less than A-:VI, unless otherwise acceptable to the City.
(g) Verification of Coverage: Contractor shall furnish the City with original
certificates and amendatory endorsements or copies of the applicable policy
language effecting coverage required by this clause. All certificates and
endorsements are to be received and approved by the City before work
commences. However, failure to obtain the required documents prior to the work
251 Page
beginning shall not waive the Contractor's obligation to provide them. The City
reserves the right to require complete, certified copies of all required insurance
policies, including endorsements required by these specifications, at any time.
(h) Subcontractors: Consultant shall require and verify that all subcontractors maintain
insurance meeting all the requirements stated herein, and Contractor shall ensure
that City is an additional insured on insurance required from subcontractors.
5.3. Deductible or Self Insured Retention. If any of such policies provide for a deductible or
self-insured retention to provide such coverage, the amount of such deductible or self-insured retention
shall be approved in advance by City.
5.4. Certificates of Insurance. Consultant shall provide to City certificates of insurance
showing the insurance coverages and required endorsements described above, in a form and content
approved by City, prior to performing any services under this Agreement.
5.5. Non-limiting. Nothing in this Section shall be construed as limiting in any way the
indemnification provision contained in this Agreement.
6.0. GENERAL PROVISIONS
6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties
with respect to any matter referenced herein and supersedes any and all other prior writings and oral
negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at
the time of such modification.
6.2. Representatives. The City Manager or his or her designee shall be the representative of
City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on
behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement.
Consultant shall designate a representative for purposes of this Agreement who shall be
authorized to issue all consents, approvals, directives and agreements on behalf of Consultant called for
by this Agreement, except as otherwise expressly provided in this Agreement.
6.3. Key Personnel. It is the intent of both parties to this Agreement that Consultant shall
make available the professional services of rriame, title who shall coordinate directly with City. Any
substitution of key personnel must be approved in advance by City's Representative and the Agreement
shall be amended to reflect the changes.
6.4. Notices. Any notices, documents, correspondence or other communications concerning
this Agreement or the work hereunder may be provided by personal delivery, facsimile, Email or by U.S.
mail. If by U.S. mail, it shall be addressed as set forth below and placed in a sealed envelope, postage
prepaid, and deposited in the United States Postal Service. Such communication shall be deemed served
or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of
transmission if such communication is sent by facsimile or by Email; and c) 72 hours after deposit in the
26 1 Page 6
U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United
• States mail.
IF TO CONSULTANT: IF TO CITY:
City of West Covina
1444 West Garvey Ave. South
West Covina, CA 91790
Fax: 1
Email:
Fax:
Email:
rik-ttn: _
6.5. Attorneys' Fees. If litigation is brought by any party in connection with this Agreement
against another party, the prevailing party shall be entitled to recover from the opposing party all costs
and expenses, including reasonable attorneys' fees, incurred by the prevailing party in the exercise of any
of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof.
6.5 Attorneys' Fees. If litigation is brought by any party in connection with this Agreement,
each party shall be responsible for its own costs and expenses, including attorney fees.
6.6. Governing Law. This Agreement shall be governed by and construed under the laws of
the State of California without giving effect to that body of laws pertaining to conflict of laws. In the
event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and
exclusive venue shall be a court of competent jurisdiction located in Los Angeles County, California.
6.7. Assignment. Consultant shall not voluntarily or by operation of law assign, transfer,
sublet or encumber all or any part of Consultant's interest in this Agreement without City's prior written
consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute
a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no
subletting or assignment shall release Consultant of Consultant's obligation to perform all other
obligations to be performed by Consultant hereunder for the term of this Agreement.
6.8. Indemnification and Hold Harmless. Consultant agrees to defend, indemnify, hold free
and harmless the City, its elected and appointed officials, officers, agents and employees, at Consultant's
sole expense, from and against any and all claims, demands, actions, suits or other legal proceedings
brought against the City, its elected and appointed officials, officers, agents and employees arising out of,
pertaining to, or relating to the negligence, recklessness, or willful misconduct of the Consultant, its
employees, and/or authorized subcontractors, in performing this Agreement. The defense obligation
provided for hereunder shall apply without any advance showing of negligence, recklessness or willful
misconduct of the Consultant, its employees, and/or authorized subcontractors, but shall be required
whenever any claim, action, complaint, or suit asserts as its basis the negligence, recklessness, or willful
27 I Page
misconduct of the Consultant, its employees, and/or authorized subcontractors; and/or whenever any
claim, action, complaint or suit asserts liability against the City, its elected and appointed officials,
officers, agents and employees based upon such negligence, recklessness, or willful misconduct, whether
or not the Consultant, its employees, and/or authorized subcontractors are specifically named or otherwise
asserted to be liable. Notwithstanding the foregoing, the Consultant shall not be liable for the defense or
indemnification of the City for claims, actions, complaints or suits arising out of the sole active negligence
or willful misconduct of the City. This provision shall supersede and replace all other indemnity
provisions contained either in the City's specifications or Consultant's Proposal, which shall be of no
force and effect.
6.9. Independent Contractor. Consultant is and shall be acting at all times as an independent
contractor and not as an employee of City. Consultant shall have no power to incur any debt, obligation,
or liability on behalf of City or otherwise act on behalf of City as an agent. Neither City nor any of its
agents shall have control over the conduct of Consultant or any of Consultant's employees, except as set
forth in this Agreement. Consultant shall not, at any time, or in any manner, represent that it or any of its
or employees are in any manner agents or employees of City. Consultant shall secure, at its sole expense,
and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance
Compensation, Unemployment Compensation, and other payroll deductions for Consultant and its
officers, agents, and employees, and all business licenses, if any are required, in connection with the
services to be performed hereunder. Consultant shall indemnify and hold City harmless from any and all
taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor
relationship created by this Agreement. Consultant further agrees to indemnify and hold City harmless
from any failure of Consultant to comply with the applicable worker's compensation laws. City shall have
the right to offset against the amount of any fees due to Consultant under this Agreement any amount due
to City from Consultant as a result of Consultant's failure to promptly pay to City any reimbursement or
indemnification arising under this paragraph.
6.10. PERS Eligibility Indemnification. In the event that Consultant or any employee, agent, or
subcontractor of Consultant providing services under this Agreement claims or is determined by a court of
competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for
enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless
City for the payment of any employee and/or employer contributions for PERS benefits on behalf of
Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and
interest on such contributions, which would otherwise be the responsibility of City.
Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the
contrary, Consultant and any of its employees, agents, and subcontractors providing service under this
Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any
compensation, benefit, or any incident of employment by City, including but not limited to eligibility to
enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer
contribution and/or employee contributions for PERS benefits.
6.11. Cooperation. In the event any claim or action is brought against City relating to
Consultant's performance or services rendered under this Agreement, Consultant shall render any
reasonable assistance and cooperation which City might require.
•
•
28 1 Page
•
•
6.12. Ownership of Documents.
All findings, reports, documents, information and data including, but not limited to, computer tapes
or discs, files and tapes, working files, graphics, or other materials furnished or prepared by Consultant or
any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole
property of City. Consultant agrees that any such documents or information shall not be made available to
any individual or organization without the prior consent of City. Any use of such documents for other
projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole
risk of City and without liability or legal exposure to Consultant. City shall indemnify and hold harmless
Consultant from all claims, damages, losses, and expenses, including attorneys' fees, arising out of or
resulting from City's use of such documents for other projects not contemplated by this Agreement or use
of incomplete documents furnished by Consultant. Consultant shall deliver to City any findings, reports,
documents, information, data, in any form, including but not limited to, computer tapes, discs, files audio
tapes or any other Project related items as requested by City or its authorized representative, at no additional
cost to the City. Consultant or Consultant's agents shall execute such documents as may be necessary from
time to time to confirm City's ownership of the copyright in such documents.
6.13. Electronic Safeguards. Contractor shall identify reasonably foreseeable internal and
external risks to the privacy and security of personal information that could result in the unauthorized
disclosure, misuse, alteration, destruction or other compromise of the information. Contractor shall
regularly assess the sufficiency of any safeguards and information security awareness training in place to
control reasonably foreseeable internal and external risks, and evaluate and adjust those safeguards in light
of the assessment.
6.14. Economic Interest Statement. Consultant hereby acknowledges that pursuant to
Government Code Section 87300 and the Conflict of Interest Code adopted by City hereunder, Consultant
is designated in said Conflict of Interest Code and is therefore required to file an Economic Interest
Statement (Form 700) with the City Clerk, for each employee providing advice under this Agreement,
prior to the commencement of work, unless waived by the City Manager.
6.15. Conflict of Interest. Consultant and its officers, employees, associates and
subconsultants, if any, will comply with all conflict of interest statutes of the State of California applicable
to Consultant's services under this agreement, including, but not limited to, the Political Reform Act of
1974 (Government Code Section 81000, et seq.) and Government Code Sections 1090-1092. Consultant
covenants that none of Consultant's officers or principals have any interest in, or shall acquire any interest,
directly or indirectly, which will conflict in any manner or degree with the performance of the services
hereunder, including in any manner in violation of the Political Reform Act. Consultant further covenants
that in the performance of this Agreement, no person having such interest shall be used by Consultant 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 any developer(s) and/or
property owner(s) and/or firm(s) and/or partnership(s) owning property in the City and further covenants
and agrees that Consultant and/or its subconsultants shall provide no service or enter into any agreement
or agreements with a/any developer(s) and/or property owner(s) and/or firm(s) and/or partnership(s)
owning property in the City prior to the completion of the work under this Agreement.
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6.16. Prohibited Employment. Consultant will not employ any regular employee of City while
this Agreement is in effect.
6.17. Order of Precedence. In the event of an inconsistency in this Agreement and any of the
attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement
incorporates by reference any provision of any document, such provision shall be deemed a part of this
Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and
those of any such provision or provisions so incorporated by reference, this Agreement shall govern over
the document referenced.
6.18. Costs. Each party shall bear its own costs and fees incurred in the preparation and
negotiation of this Agreement and in the performance of its obligations hereunder except as expressly
provided herein.
6.19. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit
of City and Consultant and no other parties are intended to be direct or incidental beneficiaries of this
Agreement and no third party shall have any right in, under or to this Agreement.
6.20. Headings. Paragraphs and subparagraph headings contained in this Agreement are
included solely for convenience and are not intended to modify, explain or to be a full or accurate
description of the content thereof and shall not in any way affect the meaning or interpretation of this
Agreement.
6.21. Amendments. Only a writing executed by the parties hereto or their respective successors
and assigns may amend this Agreement.
6.22. Waiver. The delay or failure of either party at any time to require performance or
compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of
those rights to require such performance or compliance. No waiver of any provision of this Agreement
shall be effective unless in writing and signed by a duly authorized representative of the party against
whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence
or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event,
nor shall any waiver constitute a continuing waiver.
6.23. Severability. If any provision of this Agreement is determined by a court of competent
jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or
enforceability of the remaining terms and provisions hereof or of the offending provision in any other
circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial
benefit of the bargain for any party, is materially impaired, which determination made by the presiding
court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such
provision(s) through good faith negotiations.
6.24. Counterparts and Electronic Signatures. This Agreement may be executed in one or more
counterparts, each of which shall be deemed an original. All counterparts shall be construed together and
shall constitute one agreement. Counterpart written signatures may be transmitted by facsimile, email or
other electronic means and have the same legal effect as if they were original signatures.
6.25. Corporate Authority. The persons executing this Agreement on behalf of the parties
hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that
by doing so the parties hereto are formally bound to the provisions of this Agreement.
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• 6.26 Taxpayer Identification Number. Consultant shall provide City with a complete Request
for Taxpayer Identification Number and Certification, Form W9, as issued by the Internal Revenue
Service.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through
their respective authorized officers, as of the date first above written.
CITY OF WEST COVINA,
A municipal corporation
Date:
[Mayor or City Manager]
CONSULTANT
Date:
Signature
Name and Title
Date:
Signature
Name and Title
ATTEST:
•
•
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Assistant City Clerk of the
City of West Covina
APPROVED AS TO FORM:
Date:
Kimberly Hall Barlow, City Attorney
APPROVED AS TO INSURANCE:
Date:
Risk Management
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Attachment D
SUBCONTRACTOR CAMPAIGN CONTRIBUTION
ACKNOWLEDGMENT FORM
•
Proposer for Consultant] is required to identify any known subcontractor who will provide
goods or services with an anticipated or actual value of $15,000 or more in connection
with any contract which may be awarded pursuant to this Request for Proposal if the
proposed contract with the Proposer [or Consultant] has an anticipated or actual value of
$30,000 or more.
By my signature below I certify that as a subcontractor I reviewed and am in compliance
with the City of West Covina Municipal Code section 2-405.50, in reference to campaign
contributions to any individual holding City elective office.
0 CONTRACTOR:
Company:
By:
Title:
Date:
SUBCONTRACTOR:
Company:
By:
Title:
Date:
33 I Page