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Project Sentinel Agreement Amendmentowx MEETING DATE: 08/05/14 ITEM NO. X08 rtoe COUNCIL AGENDA REPORT DATE: JULY 31, 2014 TO: MAYOR AND TOWN COUNCIL FROM: GREG CARSON, TOWN MANAGER SUBJECT: AUTHORIZE THE TOWN MANAGER TO EXECUTE A SECOND AMENDMENT TO AGREEMENT FOR CONSULTANT SERVICES WITH PROJECT SENTINEL FOR TENANT /LANDLORD RENTAL DISPUTE RESOLUTION SERVICES IN AN AMOUNT NOT TO EXCEED $33,089 RECOMMENDATION: Authorize the Town Manager to execute a Second Amendment to Agreement for Consultant Services with Project Sentinel for tenant/landlord rental dispute resolution services in an amount not to exceed $33,089. BACKGROUND: The Town contracts with Project Sentinel to administer its rental dispute resolution program. Project Sentinel provides services to both tenants and landlords, including information, referral, conciliation, mediation, and arbitration. These services are provided under a service agreement, with annual amendments to extend the agreement. The Town collects a fee on rental developments with two or more units to fund these services based on the Rental Dispute Ordinance 2128 adopted on March 1, 2004. DISCUSSION: The original 2010 Agreement was for a 3 -year term at $32,600 per year, totaling $97,800 and requiring Council approval. The First Amendment added another $32,600 to the Agreement. This Second Amendment will add another $33,089, for a total of $163,489 (for the five -year period), also requiring Council approval. The attached Second Amendment to the Agreement dated June 2010 will extend the term of the Agreement with Project Sentinel to the end of the FY 2014/15. The Town is agreeing to a 1.5% COLA as part of this Amendment, not to exceed $33,089. PREPARED BY: LAUREL R. PREVETTI Vt4W PALWA Assistant Town Manager/Director of Community Development Reviewed by: N/A Assistant Town Manager Town Attorney N:\DEV \TC REPORTS\2014\Project Seminel Second Amendment.doex Reformatted: 5/30/02 Revised: 7 /31/14 10:01 AM PAGE MAYOR AND TOWN COUNCIL SUBJECT: SECOND AMENDMENT WITH PROJECT SENTINEL July 31, 2014 CONCLUSION: Staff recommends that the Town Manager execute this Second Amendment to the Agreement with Project Sentinel. ENVIRONMENTAL ASSESSMENT: This action is not a project defined under CEQA, and no further action is required. FISCAL IMPACT: These services are budgeted for $30,600 in the adopted FY2014/15 Operating Budget, program 1201 (Non - Departmental). A Budget adjustment will be suggested at mid -year. Revenue collected to offset this billing is in the range of $40,000 to $45,000. Attachments: Second Amendment to Agreement includes: Exhibit A Original Agreement Exhibit B First Amendment to Agreement Exhibit C Letter dated June 30, 2014 from Project Sentinel LRP:EO:Imi N:\DEV\TC REP0RTS\2014\Project Sentinel Second Amendment.docz SECOND AMENDMENT TO AGREEMENT FOR CONSULTANT SERVICES THIS SECOND AMENDMENT TO AGREEMENT is entered into this 1st day of July, 2014, by and between the Town of Los Gatos, State of California, herein called the "Town," and Project Sentinel, herein called the "Consultant." RECITALS A. The Town and Consultant entered into an Agreement dated June 4, 2010 to provide tenant/landlord rental dispute resolution services (Exhibit A). B. Town and Consultant entered into a First Amendment to Agreement on July 1, 2013, a copy of which is attached hereto as Exhibit B and incorporated herein by reference. C. Town desires to renew the Agreement for an additional one (1) year period through June 30, 2015. 03V va 0-03 TO F" Zr 1. 2.2 Time of Performance. The services of the Consultant are to commence upon the execution of this Second Amendment to Agreement with completion by June 30, 2015. 2. 2.6 Compensation. Compensation shall be increased by a 1.5% COLA to $33,089 (Exhibit C). 3. All other terns and conditions of the Agreement dated June 4, 2010, remain in full force and effect. IN WITNESS WHEREOF, the Town and Consultant have executed this First Amendment to Agreement as of the date indicated on page one (1). Town of Los Gatos: 0 Greg Larson Town Manager Department Approval: Laurel Prevetti Assist. Town Manager /Comm. Dev. Director NADEVWgr a mts\Pmject Sentiel 2nd Ammdment.doc 1 Consultant: Project Sentinel M Anne Marquart Executive Director Approved as to Form: Robert Schultz Town Attorney CLERK DEPARTMENT AGR i i. i t IHH �Q•u AGREEMENT FOR CONSULTANT SERVICES THIS AGREEMENT is dated for identification June 4, 2010 and is mad ffl% n TOWN OF LOS GATOS, a California municipal corporation, ( "Town ") and PROJECT SENTINEL, ("Consultant "), whose address is 525 Middlefield Road #200, Redwood City, CA 94063. This Agreement will remain in effect until June 30, 2013. I. RECITALS 1.1 The Town desires to engage the Consultant to provide tenant/landlord rental dispute resolution services because of the Contractor's experience and qualifications to perform the desired work. 1.2 Consultant represents and affirms that it is qualified and willing to perform the desired work pursuant to this Agreement, II. AGREEMENTS 2.1 ScQM of Services. The Consultant shall provide the services listed in Exhibit A, Scope of Services, which is attached hereto and incorporated by reference. 2.2 Time of Performance. Consultant's services are to commence on July 1, 2010 and continue through June 30, 2013, This time of performance may be extended upon mutual agreement of the parties, as evidenced by written amendment, approved in the same manner as this Agreement. 23 Compliance with Laws, The Consultant shall comply with all applicable laws, codes, ordinances, and regulations of governing federal, state and local laws, Consultant represents and warrants to Town that it has all licenses, permits, qualifications and approvals of whatsoever nature which are legally required for Consultant to practice its profession. Consultant shall maintain a Town of Los Gatos business license pursuant to Chapter 14 of the Code of the Town of Los Gatos. 2.4 Sole Responsibility. Consultant shall be responsible for employing or engaging all persons necessary to perform the services under this Agreement, 2.5 laformationaMort Handling. All documents furnished to Consultant by the Town and all reports and supportive data prepared by the Consultant under this Agreement are the Town's property and shall be delivered to the Town upon the completion of Consultant's services or at the Town's written request. All reports, information, data, and exhibits prepared or assembled by Consultant in connection with the performance of its services pursuant to this Agreement are confidential until released by the Town to the public, and the Consultant shall not make any of the these documents or information available to any individual or organization not employed by the Consultant or the Town without the written consent of the Town before such release; The Town acknowledges that the reports to be prepared by the Consultant pursuant to this Agreement are for the purpose of evaluating a defined project, and Town's use of the information contained in the reports prepared by the Page 1 of 9 Exhibit A Consultant in connection with other projects shall be solely at Town's risk, unless Consultant expressly consents to such use in writing, Town further agrees that it will not appropriate any methodology or technique of Consultant which is and has been confirmed In writhig by Consultant to be a trade secret of Consultant. 2.6 Compensation. Consultant's compensation shall be according to the terms of Exhibit B, Payment Schedule, which is attached hereto and incorporated herein by reference. Consultant's compensation shall not exceed $32,600 per fiscal year, inclusive of all costs. Consultant shall submit a quarterly invoice for services performed, accompanied by a detailed explanation of the work performed by whom at what rate and on what date, as applicable. Payment by the Town shall be net thirty (30) days. 2.7 Billing. Billing shall be accompanied by a detailed explanation of who performed what work on what date and at what rate. Payment shall be net thirty (30) days. All invoices and statements to the Town shall be addressed as follows: Invoices: Town of Los Gatos Attn: Accounts Payable 110 E. Main Street Los Gatos, CA 95031 2.8 Availability of Records. Consultant shall maintain the records supporting this billing for not less than three years following completion of the work under this Agreement. Consultant shall make these records available to authorized personnel of the Town at the Consultant's offices during business hours upon written request of the Town, 2.9 Assignability and Subcontracting. The services to be performed under this Agreement are unique and personal to the Consultant, No portion of these services shall be assigned or subcontracted without the written consent of the Town. 2.10 Independent Contractor. It is understood that the Consultant, in the performance of the work and services agreed to be performed, shall act as and be an independent contractor and not an agent or employee of the Town, As on Independent contractor he /she shall not obtain any rights to retirement benefits or other benefits which accrue to Town employee(s). With prior written consent, the Consultant may perform some obligations under this Agreement by subcontracting, but may not delegate ultimate responsibility for performance or assign or transfer Interests under this Agreement. Consultant agrees to testify hr any litigation brought regarding the subject of the work to be performed under this Agreement, Consultant shall be, compensated for its costs and expenses in preparing for, traveling to, and testifying in such matters at its then current hourly rates of compensation, unless such litigation is brought by Consultant or is based on allegations of Consultant's negligent performance or wrongdoing, Page 2 of 9 2,11 Conflict of Interest. Consultant understands that its professional responsibilities are solely to the Town, The Consultant has and shall not obtain any holding or interest within the Town of Los Gatos, Consultant has no business holdings or agreements with any individual member of the Staff or management of the Town or its representatives nor shall it enter into any such holdings or agreements, In addition, Consultant warrants that it does not presently and shall not acquire any direct or indirect interest adverse to those of the Town in the subject of this Agreement, and it shall immediately disassociate itself from such an interest, should it discover it has done so and shall, at the Town's sole discretion, divest itself of such interest. Consultant shall not knowingly and shall take reasonable steps to ensure that it does not employ a person having such an interest in this performance of this Agreement. If after employment of a person, Consultant discovers it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Consultant shall promptly notify Town of this employment relationship, and shall, at the Town's sole discretion, sever any such employment relationship. 2.12 Bona] Bmployment Opportunity. Consultant warrants that It is an equal opportunity employer and shall comply with applicable regulations governing equal employment opportunity, Neither Consultant nor its subcontractors do and neither shall discriminate against persons employed or seeking employment with them on the basis of age, sex, color, race, marital status, sexual orientation, ancestry, physical or mental disability, national origin, religion, or medical condition, unless based upon a bona fide occupational qualification pursuant to the California Fair employment & Housing Act. III. INSURANCE AND INDEMVINMCATION 3,1 Minimum Scope of Insurance: Consultant agrees to have and maintain, for the duration of the contract, General Liability insurance policies Insuring him/her and his/her firm to an amount not less than: one million dollars ($1,000,000) combined single limit per occurrence for bodily injury, personal injury and property damage. ii. Consultant agrees to have and maintain for the duration of the contract, an Automobile Liability insurance policy ensuring him/her and Irislher staff to an amount not less than one million dollars ($1,000,000) combined single limit per accident for bodily injury and property damage. lit. Consultant shall provide to the Town all certificates of insurance, with original endorsements effecting coverage, Consultant agrees that all certificates and endorsements are to be received and approved by the Town before work commences. iv. Consultant agrees to have and maintain, for the duration of the contract, professional liability insurance in amounts not less than $1,000,000 which is sufficient to insure Consultant for professional orrors or omissions in the performance of the particular scope of work under this agreement. Page 3 of 9 General Liability: The Town, its officers, officials, employees and volunteers are to be covered as insured as respects: liability arising out of activities performed by or on behalf of the Consultant, products and completed operations of Consultant, premises owned or used by the Consultant, This requirement does not apply to the professional liability insurance required for professional errors and omissions. if. The Consultants insurance coverage shall be primary insurance as respects the Town, its officers, officials, employees and volunteers. Any insurance or self - insurances maintained by the Town, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. iii. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Town, its officers., officials, employees or volunteers. iv, The Consultanfs insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer's liability. 3.2 All Coverages. Each insurance policy required in this item shall be, endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to the Town, Current certification of such insurance shalt be kept on file at all times during the term of this agreement with the Town Clerk, 33 Workers' Compensation. In addition to these policies, Consultant shall have and maintain Workers' Compensation insurance as required by California law and shall provide evidence of such policy to the Town before beginning services under this Agreement. Further, Consultant shall ensure that all subcontractors employed by Consultant provide the required Workers' Compensation insurance for ]heir respective employees. 3.4 Indemnification The Consultant shall save, keep, hold harmless and indemnify and defend the Town its officers, agent, employees and volunteers from all damages, liabilities, penalties, costs, or expenses in law or equity that may at any time arise or be set up because of damages to property or personal Injury received by reason of, or in the course of performing work which may be occasioned by a willful or negligent act or omissions of the Consultant, or any of the Consultant's officers, employees, or agents or any subeonsultaut. Page 4 of 9 IV. GENERAL TERMS 4.1 Wal ver. No failure on the part of either party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder, nor does waiver of a breach or default under this Agreement constitute a continuing waiver of a subsequent breach of the same or any other provision of this Agreement. 4.2 Governing Law. This Agreement, regardless of where executed, shall be governed by and construed to the laws of the State of California, Venue for any action regarding this Agreement shall be in the Superior Court of the County of Santa Clara. 4.3 Termination of Agreement, The Town and the Consultant shall have the right to terminate this agreement with or without cause by giving not less than fifteen days (15) written notice of termination. In the event of termination, the Consultant shall deliver to the Town all plans, files, documents, reports, performed to date by the Consultant. In the event of such termination, Town shall pay Consultant an amount that bears the same ratio to the maximum contract price as the work delivered to the Town bears to completed services contemplated under this Agreement, unless such termination is made for cause, in which event, compensation, if any, shall be adjusted in light of the particular facts and circumstances involved in such termination. 4.4 Amendment. No modification, waiver, mutual termination, or amendment of this Agreement is effective unless made in writing and signed by the Town and the Consultant. 4.5 Disputo, In any dispute over any aspect of this Agreement, the prevailing party shall be entitled to reasonable attorney's fees, including costs of appeal. 4.6 Notices. Any notice required to be given shall be deemed to be duly and properly given if mailed postage prepaid, and addressed to: Town of Los Gatos Project Sentinel Attn: Regina Falkner Attn: Anne Marquart, Executive Director P.O. Box 655 525 Middlefield Road #200 Los Gatos, CA 95030 Redwood City, CA 94063 or personally delivered to Consultant to such address or such other address as Consultant designates in writing to Town. 4,7 Entire Agreement. This Agreement constitutes the complete and exclusive statement of the Agreement between the Town slid Consultant. No terms, conditions, understandings or agreements purporting to modify or vary this Agreement, unless hereafter made in writing and signed by the party to be bound, shall be binding on either party. Page 5 of 9 IN WITNESS WHEREOF, the Town and Consultant have executed this Agreement. Town of Los Gatos by: A=� Greg 4,a n, Town Manage Recommended by: Regina F it er, Community Serincos Director Approved as to Form: Mike Martello, Interim Town Attorney ATTEST: Iacl 'e Rose, Town Clerk Adm istrator 14:KSIAKE IT.MSD1AgramnenleU'rolecl Senilnel comwt 201 p.doo Consultant, by: Tie -��✓�� Page 6 of 9 EXHIBIT A SCOPE OF SERVICES Rental Dispute Resolution Serpices Under the terms of this Agreement, Consultant shall: 1, Implement Town Code Article Vlll, Rental and Other Landlord/Tenant Disputes, Sections 14.80.010 through 14.80,315; Article VIII.V. Mobilo Home Rental and Other Tenant/Landlord Disputes, Sections 14.85,010 through 14.85.415. Implementation of these sections shall be called hereinafter the "Program," 2. Maintain and staff at least one telephone line between the hours of 9:00 a.m. to 4:00 p.m. every business day to: • provide information to persons with questions regarding landlord and tenant relations concerning property located in the Town; • refer such persons to appropriate agencies, persons, or groups; and/or advise them of Program services, • Send Program information upon request. Upon request, Town shall be allowed to observe Consultant's employees handling phone calls from Town residents. Upon receiving a petition describing a conflict situation deemed to be appropriate for the dispute resolution process: 3.1, provide conciliation services via telephone and /or email; 3,2. coordinate mediation when conciliation is not sufficient; 3.3. coordinate an arbitration hearing when the dispute is not resolved at the mediation level. 4. Keep complete and accurate records regarding requests for landlord /tenant rental dispute resolution services under the terms of this Agreement 5. Compile quarterly statistics in a format approved by the Town's Community Services Director. Statistics shall includo, but not be limited to, the number, resolution, and the outcome of the petitions filed. These statistics shall be sent to the Town's Community Services Department each quarter, 6. Advise the Town from time to time and at its request as to the status of the Program and the progress made in easing tensions in the Los Gatos rental housing community, 7. Provide an adequate number of trained mediators. Supervise and monitor their performance, including but not limitedto time spent per case. Maintain an accurate list of trained mediators, including their telephone numbers, addresses, trod other relevant data. Page 7 of 9 8. Provide all forms, documents, and other materials required for the proper keeping of Program records. The Town shall at all times have access to Program records maintained by Consultant. 9. Obtain advance written Town approval of all advertising, publicity, and other materials describing the Program to the general public. 10. Coordinate community education efforts with Town staff. 11. Attend Rent Advisory Committee meetings, participate In policy discussions, and make policy and administrative recommendations. 12. At the beginning of each contract year, provide the Town with written notice of holidays for the fiscal year, At least two (2) working days prior to any holiday, Consultant shall provide a recorded message informing all callers that the office will be closed, and the date it will reopen, 13. Prepare and submit to the Town an Annual Report that includes, but is not limited to, a summary of all data and statistics required in Paragraph 4, above, no later than August 15 of each year. 14. Coordinate with and assist the Town Attorney's office in any litigation arising out of any petition processed pursuant to this Agreement. Meritator/ArbArator Services 1, Provide for mediation and arbitration services. These services will be reimbursed at the mediator or arbitrator's flat rate. Pago 8 of 9 EXHIBIT B PAYMI;NTSCAEDULE Service Fee Per UnU Units Total Fee Rental Dispute Resolution Services, as listed in Exhibit A, Scope of Services $2,550,00 per month 12 $30,600.00 per fiscal year Mediator /Arbitrator Services, as listed Exhibit A, Scope of Services Reimbursement n/a Not to exceed $2,000,00 per fiscal year Total payment not to exceed $32,600 per fiscal year Page 9 of 9 CLERK DEPARTMENT AGR (3_ 09 111H ORD REC FIRST AMENDMENT TO AGREEMENT FOR CONSULTANRUAkMWXS THIS FIRST AMENDMENT TO AGREEMENT is entered into this lst day of July, 2013, by and between the Town of Los Gatos, State of California, herein called the "Town," and Project Sentinel, herein called the "Consultant." RECITALS A. The Town and Consultant entered into an Agreement dated June 4, 2010 to provide tenantllandlord rental dispute resolution services, (Exhibit A) B. Town desires to renew the Agreement for an additional one (1) year period through June 30, 2014. AMENDMENT 1. 2.2 Time of Performance. The services of the Consultant are to commence upon the execution of this First Amendment to Agreement with completion by June 30, 2014. 2. 2.6 Compensation. Compensation shall remain the same as indicated in Letter dated May 21, 2013. (Exhibit B) 4.6 Notices. Any notice required to be given shall be deemed to be duly and properly given if mailed postage prepaid, and addressed to: Town of Los Gatos Project Sentinel Attn: Town Clerk Attn; Anne Marquart, Executive Director 110 E. Main Street 1490 El Camino Real Los Gatos, CA 95030 Santa Clara, CA 95050 All other terms and conditions of the Agreement dated June 4, 2010, remain in full force and effect. IN WITNESS WHEREOF, the Town and Consultant have executed this First Amendment to Agreement as of the date indicated on page one (1). Town of Los Gatos: By: Greg Town Manager ��� ` ,, ;� /emu• Consultant: Project Sentinel By: a <� Anne Marquart It First Amendment to Agreement Project Sentinel Department Approval: c, C andy L. Baily Community Development Director Approved as to Form: Judith J. Propp Town Attorney NADEVIAgreemonls\?rojw Sen[iel Amendmenl.doc (S► -D ,I 0(."Iws W41) 2 Erwin Ordonez, AICP, EDFP Senior Planner Town of Los Gatos 110 E. Main Street Los Gatos, CA 95030 Re: Contract Renewal for FY 2013 -2014 Dear Erwin: Project Sentinel RECEIVED MAY 2 4 2013 TOWN OF LOS GATOS PLANNING DIVISION May 21, 2013 We are writing to follow on your recent telephone with Martin Eichner. Project Sentinel has contracted with the Town of Los Gatos for more than 13 years to administer the Town's Rental Dispute Program. We believe our agency has an excellent record of positive service, resulting from our expertise with the Rental Dispute Ordinance and our commitment to serving the residents of Los Gatos. This year, we project that the program will handle more than 200 requests for information and assistance from both tenants and landlords. By the end of this fiscal year, the program will send more than 50 information packets to parties who wish to consider further action or who just request more information about the program. Our agency will open more than 40 dispute resolution cases, 90% of which will be resolved. We also have generated a consistent record of timely, complete reporting to Town staff, and we have been available to support Town staff, who deals with rental housing issues. We also partner with our own fair housing staff when fair housing issues arise. In today's very difficult rental market, the importance of a rental dispute program, competently administered, is greater than ever. It should come as no surprise that the vast majority of program contacts and opened cases focus on disputed rent increases. At the same time, the program's positive reputation with most housing providers encourages them to seek guidance from our agency, resulting in compliance with the ordinance and state law. The recent Los Gatos Gardens rent increase cases represent our typical workload. For that property, we have successfully mediated rent increase modifications for five tenants and conciliated a sixth case. Four more cases are now pending mediation. Exhibit C 1490 El Camino Real, Santa Clara, CA95050 Phone (650) 960 -0495 avandeursen @housing.org w w.nousmg.org Our most recent contract covered a period of two years. Since our compensation is based on the fees collected from housing providers by the town, we are willing to renew at the same level of compensation established by our prior contracts. We are proud of our long- running relationship and we look forward to continuing the same positive relationship in the future. Please feel free to contact me if you have any questions or if you would like any further input. Sincerely, Anky van Deursen Director of Dispute Resolution Programs And Landlord/Tenant Counseling 1490 El Camino Real, Santa Clara, CA95050 Phone (650) 960 -0495 avandeursen @housing.org www.housing.org Los Gatos Dispute resolution Program Project Sentinel 1490 El Camino Real, Santa Clara, CA 95050 (408) 402 -0307 mediate4us(cz�housing.org www.housing.org Erwin Ordonez, AICP, EDFP Senior Planner Town of Los Gatos 110 E. Main Street Los Gatos, CA 95030 June 30, 2014 Re: Contract Renewal for FY 2014 -2015 Project Sentinel has contracted with the Town of Los Gatos for more than 14 years to administer the Town's Rental Dispute Program. We believe our agency has a continued excellent record of positive service, resulting from our expertise with the Rental Dispute Ordinance and our commitment to serving the residents of Los Gatos. This year, we project that the program will handle a similar case load as previous years, with more than 200 requests for information and assistance from both tenants and landlords. We also have generated a consistent record of timely, complete reporting to Town staff, and we have been available to support Town staff, who deals with rental housing issues. We also partner with our own fair housing staff when fair housing issues arise. In today's very difficult rental market, the importance of a rental dispute program, competently administered, is greater than ever. It should come as no surprise that the vast majority of program contacts and opened cases focus on disputed rent increases. At the same time, the program's positive reputation with most housing providers encourages them to seek guidance from our agency, resulting in compliance with the ordinance and state law. Since our compensation is based on the fees collected from housing providers by the town, we are willing to renew at the same level of compensation established by our prior contracts with an added COLA of 1.5 %. We are proud of our long- running relationship and we look forward to continuing the same positive relationship in the future. Please feel free to contact me if you have any questions or if you would like any further input. Sincerely, Anky van Deursen Director Dispute Resolution Programs THIS PAGE INTENTIONALLY LEFT BLANK