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HomeMy WebLinkAboutCC Resolution 10899 (Pickleweed Center Expansion)RESOLUTION NO. 10899 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL APPROVING THE CONCEPTUAL PLAN FOR THE EXPANSION OF THE PICKLEWEED COMMUNITY CENTER AND THE AGREEMENT FOR PROFESSIONAL SERVICES WITH THE PARTNERSHIP RESOURCES GROUP FOR FUND DEVELOPMENT SERVICES WHEREAS the community use of the Pickleweed Community Center has increased beyond the capacity of the existing facility; and WHEREAS the Canal community has identified needs unmet by the existing facility; and WHEREAS these needs have been incorporated into a Conceptual Design for the expansion of the Pickleweed Community Center; and WHEREAS the City desires the professional services of Partnership Resources Group to identify, pursue funding for the Expansion; NOW THEREFORE BE IT RESOLVED that the City Council of the City of San Rafael Approves the Conceptual Plan for the Expansion of the Pickleweed Community Center and the Agreement for Professional Services with the Partnership Resources Group for Fund Development Services, and authorizes the City Manager to execute said agreement. I, JEANNE M. LEONCINI, Clerk of the City of San Rafael, hereby certify that the foregoing Resolution was duly and regularly introduced and adopted at a reg lar meeting of the City Council of said City held on Monday, the 6th day of August, 2001 by the following vote, to wit: AYES: COUNCILMEMBERS: Heller, Miller, Phillips and Mayor Boro NOES: COUNCILMEMBERS: None ABSENT: COUNCILMEMBERS: Cohen JE E M. LEONCINr, City Clerk GRIGINAt a°� AGREEMENT FOR PROFESSIONAL SERVICES WITH THE PARTNERSHIP RESOURCES GROUP FOR FUND DEVELOPMENT SERVICES This Agreement is made and entered into this 6th day of August, 2001, by and between the CITY OF SAN RAFAEL (hereinafter" CITY"), and The Partnership Resources Group, (hereinafter "CONTRACTOR"). RECITALS WHEREAS, the CITY requires professional services to assist in the fund development for the Pickleweed Community Center Expansion campaign and; WHEREAS, The Partnership Resources Group has the ability to provide such professional services. NOW, THEREFORE, the parties agree as follows: 1. PROJECT COORDINATION. A. CITY. The San Rafael City Manager shall be the representative of the CITY for all purposes under this Agreement. The Director of Community Services is hereby designated the PROJECT MANAGER for the CITY, and said PROJECT MANAGER shall supervise all aspects of the progress and execution of this Agreement. B. CONTRACTOR. CONTRACTOR shall assign a single PROJECT DIRECTOR to have overall responsibility for the progress and execution of this Agreement for CONTRACTOR. Elliot M. Levin, President, is hereby designated as the PROJECT DIRECTOR for CONTRACTOR. Should circumstances or conditions subsequent to the execution of this Agreement require a substitute PROJECT DIRECTOR for any reason, the CONTRACTOR shall notify the CITY within ten (10) business days of the substitution. 2. DUTIES OF CONTRACTOR. CONTRACTOR shall perform the duties and/or provide services as follows: A. Provide Elliot M. Levin as Senior Counsel to the Pickleweed Community Center Fundraising Campaign and supervisor of any PRG associates that may be used to conduct select components of the program. B. Create the strategy to raise approximately $2,500,000 with a focus on Major Donor prospects rated at no less that $100,000 capacity. C. Research and assess opportunities for corporate, foundation and institutional giving and 4 help to develop the City's capacity to submit proposals to these funding bodies. D. Work with a committee (referred to as the Campaign Cabinet) to provide leadership to the campaign and guidance to the work of the consultants. CONTRACTOR will assist the City in recruiting member of this committee. E. Identify and recommend appropriate naming opportunities in order to recognize donations at higher levels. F. Maintain, coordinate and adjust the project calendar. G. Initiate the implementation stages of the campaign at higher donor levels, through activity including but not exclusive to, cultivation meetings with top prospects, creation of a donor database and other systems necessary to track fundraising activity, solicitor training, creation of project collateral materials and public relations elements of the campaign. H. Provide status reports on a bi-monthly basis for distribution to the Campaign Cabinet and others as selected by the City. I. Convene all meetings of the Campaign Cabinet and be present at other meetings deemed relevant by the City to the campaign. J. Conduct work within the parameters of the project budget and secure approval for expenditures that exceed those specified. K. DUTIES OF CITY. Upon execution of this Agreement, CITY shall A. Appoint a committee of manageable size and appropriate mix of staff and volunteers to guide the creation and execution of the Pickleweed Community Center Expansion campaign. B. Appoint the Community Services Department Director to serve as project coordinator and the primary point of contact with CONTRACTOR. C. Provide CONTRACTOR with access to relevant records, donor lists and background materials on a timely basis. D. Coordinate administrative aspects of campaign development including scheduling of meetings, arrangements for meeting space and distribution of project materials. E. Assume responsibility for out-of-pocket costs related to the campaign as approved by the Project Manager for the City or their designate. Costs include production of campaign materials for distribution, packaging of grant proposals, printing and distribution of project reports, and express deliver. 3. COMPENSATION. For the full performance of the services described herein by CONTRACTOR, CITY shall pay CONTRACTOR $55,000. Payment will be monthly upon receipt by CITY Project Manager of itemized invoices submitted by CONTRACTOR. 4. TERMS OF AGREEMENT. The terms of this Agreement shall be August 24, 2001 to October 1, 2002. 5. TERMINATION. A. Discretionary. Either party may terminate this Agreement without cause upon thirty (30) days written notice mailed or personally delivered to the other party. B. Cause. Either party may terminate this Agreement for cause upon fifteen (15) days written notice mailed or personally delivered to the other party, and the notified party's failure to cure or correct the caused of the termination notice, to the reasonable satisfaction of the party giving such notice, within thirty (30) days of the receipt of said notice. C. Effect of Termination. Upon receipt of notice of termination, neither party shall incur additional obligations under any provision of this Agreement without the prior written consent of the other party. D. Return of Documents. Upon termination, any and all CITY documents or material provided to CONTRACTOR and any and all of CONTRACTOR'S documents and materials prepared for or relating to the performance of its duties under this Agreement, shall be delivered to CITY as soon as possible, but not later than thirty (30) days after termination. 6. OWNERSHIP OF DOCUMENTS. The written documents and materials prepared by CONTRACTOR in connection with the performance of its duties under this Agreement, shall be the sole property of CITY. CITY may use said property for any purpose, including projects not contemplated by this Agreement. 8. INSPECTION AND AUDIT. Upon reasonable notice, CONTRACTOR shall make available to CITY, or its agent, for inspection and audit, all documents and materials maintained by CONTRACTOR in connection with its performance of its duties under this Agreement. CONTRACTOR shall fully cooperate with CITY or its agent in any such audit or inspection. 9. ASSIGNABILITY. The parties agree, except as allowed herein, that they shall not assign or transfer any interest in this Agreement nor the performance of any of their respective obligations hereunder, without the prior written consent of the other party, and any attempt to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect. 3 10. INSURANCE A. If it employs any person, CONTRACTOR shall maintain worker's compensation and employer's liability insurance, as required by the State Labor Code and other applicable laws and regulations, and as necessary to protect both CONTRACTOR and CITY against all liability for injuries to CONTRACTOR'S officers and employees. B. Any deductibles or self-insured retentions in CONTRACTOR'S insurance policies must be declared to and approved by the PROJECT MANAGER and the City Attorney. At CITY'S option, the deductibles or self-insured retentions with respect to CITY shall be reduced or eliminated to CITY'S satisfaction, or CONTRACTOR shall procure a bond guaranteeing payment of losses and related investigations, claims administration, attorney's fees and defense expenses. 11. INDEMNIFICATION. CONTRACTOR shall indemnify, release, defend and hold harmless AGENCY, its officers, agents, employees, and volunteers, against any claim, demand, suit, judgment, loss, liability or expense of any kind, including attorney's fees and administrative costs, arising out of or resulting in any way, in whole or in part, from any acts or omissions, intentional or negligent, of CONTRACTOR or CONTRACTOR'S officers, agents and employees in the performance of their duties and obligations under this Agreement. 12. NONDISCREMNATION. CONTRACTOR shall not discriminate, in any way, against any person on the basis of age, sex, race, color, religion, ancestry, national origin or disability in connection with or related to the performance of its duties and obligations under this agreement. 13. COMPLIANCE WITH ALL LAWS. CONTRACTOR shall observe and comply with all applicable federal, state and local laws, ordinances, codes and regulations, in the performance of its duties and obligations under this Agreement. CONTRACTOR shall perform all services under this agreement in accordance with these laws, ordinances, codes and regulations. CONTRACTOR shall release, defend, indemnify and hold harmless Agency, its officers, agents and employees from any and all damages, liabilities, penalties, fines and all other consequences from any noncompliance or violation of any laws, ordinances, codes or regulations. 13. NO THIRD PARTY BENEFICIARIES. CITY and CONTRACTOR do not intend, by any provision of this Agreement, to create in any third party, any benefit or right owned by one party, under the terms and conditions of this Agreement, to the other party. 4 14. NOTICES. All notices and other communications required or permitted to be given under this Agreement, including any notice of change of address, shall be in writing and given by personal delivery, or deposited with the United States Postal Service, postage prepaid, addressed to the parties intended to be notified. Notice shall be deemed given as of the date of personal delivery, or if mailed, upon the date of deposit with the United States Postal Service. Notice shall be given as follows: TO CITY: Carlene McCart, Director, San Rafael Community Services (Project Manager) City of San Rafael 618 B Street P.O. Box 151560 San Rafael, CA 94915-1560 TO CONTRACTOR: Elliot M. Levin, President The Partnership Resources Group 1104 Lincoln Avenue San Rafael, CA 94903 16. INDEPENDENT CONTRACTOR. For the purposes, and for the duration of this Agreement, CONTRACTOR, it's officers, agents and employees shall act in the capacity of an Independent Contractor, and not as employees of the CITY. CONTRACTOR and CITY expressly intend and agree that the status of CONTRACTOR, its officers, agents and employees be that of an independent contractor and not that of an employee of CITY. 17. ENTIRE AGREEMENT -- AMENDMENTS. A. The terms and conditions of this Agreement, all exhibits attached, and all documents expressly incorporated by reference, represent the entire Agreement of the parties with respect to the subject matter of this Agreement. B. This written Agreement shall supersede any and all prior agreements, oral or written, regarding the subject matter between the CONTRACTOR and the CITY. C. No other agreement, promise or statement, written or oral, relating to the subject matter of this Agreement, shall be valid or binding, except by way of a written amendment to this Agreement. D. The terms and conditions of this Agreement shall not be altered or modified except by a 5 written amendment to this Agreement signed by CONTRACTOR and the CITY. E. If any conflicts arise between the terms and conditions of this Agreement, and the terms and conditions of the attached exhibits or the documents expressly incorporated by reference, the terms and conditions of this Agreement shall control. 18. SET-OFF AGAINST DEBTS. CONTRACTOR agrees that CITY may deduct from any payment due to CONTRACTOR under this Agreement, any monies which CONTRACTOR owes CITY under any ordinance, agreement, contract or resolution for any unpaid taxes, fees, licenses, assessments, unpaid checks or other amounts. 19. WAIVERS. The waiver by either party of any breach or violation of any term, covenant or condition of this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of any other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or violation of the same or other term, covenant, condition, ordinance, law or regulation. The subsequent acceptance by either party of any fee, performance, or other consideration which may become due or owing under this Agreement, shall not be deemed to be a waiver of any preceding breach or violation by the other party of any term, condition, covenant of this Agreement or any applicable law, ordinance or regulation. 20. COSTS AND ATTORNEY'S FEES. The prevailing party in any action brought to enforce the terms and conditions of this Agreement, or arising out of the performance of this Agreement, may recover its reasonable costs (including claims administration) and attorney's fees expended in connection with such action. 21. CITY BUSINESS LICENSE / OTHER TAXES. CONTRACTOR shall obtain and maintain during the duration of this Agreement, a city business license as required by the San Rafael Municipal Code. CONTRACTOR shall pay any and all state and federal taxes and any other applicable taxes. CONTRACTOR'S taxpayer identification number is , and CONTRACTOR certifies under penalty of perjury that said taxpayer identification number is correct. 22. APPLICABLE LAW. The laws of the State of California shall govern this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month and year first above written. G CITY OF SAN RAFAEL City Manager ATTEST Manne Leoncini City Clerk CONTRACTOR By: Elliott M. Levin Title: President, The Partneship luary T. Ra City AtoU. FORM v�