HomeMy WebLinkAbout03/05/2013 05F Cable Communication System Franchise Renewal Consultant Services Agreement with Baller Herbst Law Group, PC w, hl d
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BUSINESS OF THE CITY COUNCIL
YAKIMA, WASHINGTON
AGENDA STATEMENT
Item No.
For Meeting of: March 5, 2013
ITEM TITLE: Resolution authorizing an agreement with the Bailer Herbst
Law Group, P.C. for cable communications system
franchise renewal consultant services.
SUBMITTED BY: Randy Beehler, Community Relations Manager
CONTACT
PERSON /TELEPHONE:
SUMMARY EXPLANATION:
In December 1993, the City of Yakima ( "City"') granted a non - exclusive cable
communications system franchise (the "franchise ") to ICI Cablevision of Yakima, Inc. In
1998, the franchise was transferred to Falcon Holding Group, L.P. In 1999, the franchise
was transferred to the current grantee, Charter Communications, Inc. ( "Charter "). The
franchise will expire in January 2014. The City conducted a Request for Qualifications and
Proposals ( "RFQP ") process and determined that the Bailer Herbst Law Group best
matches the City's preferred approach regarding the undertaking of the cable
communications system franchise renewal procedure. Under the proposed agreement, the
Bailer Herbst Law Group would provide consultant services to the City including 1.
Evaluating Charter's past performance, franchise compliance, and any franchise
requirements that may be in default;, 2. Conducting a technical review to make sure that
Charter's system will be comparable with current and future technological systems, service
developments, and systems of cities of comparable size; 3. Reviewing and making
recommendations about provisions that may need to be incorporated into a new franchise
should Charter's system require upgrades; 4. Providing assistance with the franchise
negotiations with Charter, as well as preparing subsequent ordinances, agreements, and
other necessary documents, 5. Identifying current and future community needs, specifically
by meeting the public participation requirements of the Federal Communications Act of
1934, as amended by the Cable Act of 1984, and; 6. Generally managing and guiding the
franchise negotiation process by working together with City personnel to complete two
separate phases of the renewal process and assuring that the City and its citizens receive
the best possible services from Charter as a result of the process and a new franchise.
Resolution X Ordinance Other
(specify)
Contract: X Mail to:
Contract Term: Amount: $50,860 Expiration Date:
Insurance Required? Yes
Funding
Cable Communications Fund Phone:
Source:
APPROVED FOR
SUBMITTAL:
City Manager
STAFF RECOMMENDATION:
Adopt resolution
BOARD/COMMISSION RECOMMENDATION:
N/A
ATTACHMENTS:
Click to download
Resolution
Ballet Herbst Agreement
Exhibit A - Scope of Work
Exhibit B - Fee and Cost Schedule
RESOLUTION NO. R -2013-
A RESOLUTION making an award for Request for Qualifications and Proposals
11229 -QP and authorizing the City manager to execute an
agreement between Bailer Herbst Law Group, P.C. and City of
Yakima for cable communications system franchise renewal
consultant services.
WHEREAS, the City of Yakima (City) requires a contract for cable communications
system franchise renewal consultant services and
WHEREAS, the City of Yakima has allocated funding for cable communications
system franchise renewal consultant services; and
WHEREAS, a Request for Qualifications and Proposals was developed for the
purpose of soliciting submittals from firms and individuals interested in providing such
services to the City; and
WHEREAS, the Purchasing Division, acting on behalf of the City Manager,
advertised a Request for Qualifications and Proposals, which were due on January 24
2013; and
WHEREAS, proposals were received from the following five (5) proposers:
• Bailer Herbst Law Group, P.C.
• The Buske Group
• Best Best & Krieger, LLP
• Kissinger & Fellman, P.C.
• Moss & Barnett, P.A.
WHEREAS, an Evaluation Process was completed and it is recommended by the
Evaluation Committee and the City Manager that the City proceed with a contract award
to the Bailer Herbst Law Group ; now, therefore,
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF YAKIMA:
The City Manager is hereby authorized to execute an agreement with the Bailer
Herbst Law Group for cable communications system franchise renewal consultant
services, a copy of the Agreement with all relevant attachments is attached hereto and by
reference made a part hereof, now, therefore,
ADOPTED BY THE CITY COUNCIL this 5 day of March, 2013.
ATTEST: Micah Cawley, Mayor
City Clerk
AGREEMENT
BETWEEN
CITY OF YAKIMA, WASHINGTON
AND
BALLER HERBST LAW GROUP, P.C.
FOR PROFESSIONAL SERVICES
THIS AGREEMENT, made and entered into on this day of , 2013, by and
between the City of Yakima, Washington, a municipal corporation with its principal office at 129 North
Second Street, Yakima, WA 98901, hereinafter referred to as "CITY ", and Bailer Herbst Law Group, P.C.,
a professional corporation with its principal office at 280N Grain Exchange Bldg, 301 Fourth Avenue
South, Minneapolis, MN 55415, hereinafter referred to as "CONSULTANT'; said corporation is licensed
and registered to do business in the State of Washington, and will provide professional cable
communications franchise renewal consultant services under this Agreement for Charter Cable franchise
renewal on behalf of the City of Yakima, herein referred to as the "PROJECT."
WITNESSETH:
RECITALS
WHEREAS, CITY desires to retain the CONSULTANT to provide consulting services for the
PROJECT, as described in this Agreement and subsequent Amendments thereto; and
WHEREAS, CONSULTANT represents that it has available and offers to provide personnel with
knowledge and experience necessary to satisfactorily accomplish the work within the required time and
that it has no conflicts of interest prohibited by law from entering into this Agreement;
NOW, THEREFORE, CITY and CONSULTANT agree as follows:
SECTION 1 INCORPORATION OF RECITALS
1.1 The above recitals are incorporated into these operative provisions of the Agreement.
SECTION 2 SCOPE OF SERVICES
2.0.1 CONSULTANT agrees to perform those services described below. Unless modified in
writing by both parties, duties of CONSULTANT shall not be construed to exceed those
services specifically set forth herein.
2.0.2 CONSULTANT shall use its best efforts to maintain continuity in personnel and shall
assign, Adrian E. Herbst as Project Manager throughout the term of this Agreement
unless other personnel are approved by the CITY.
2.1 Basic Services: CONSULTANT agrees to perform those tasks described in Exhibit A, entitled
"WORK PLAN" (WORK) which is attached hereto and made a part of this Agreement as if fully
set forth herein.
2.2 Additional Services: CITY and CONSULTANT agree that perhaps not all WORK to be performed
by CONSULTANT can be identified in detail at the time this Agreement is executed, and that
additional WORK related to the Project and not covered in Exhibit A may be needed during
performance of this Agreement. CITY may, at any time, by written order, direct the
CONSULTANT to revise portions of the PROJECT WORK previously completed in a satisfactory
manner, delete portions of the PROJECT, or request that the CONSULTANT perform additional
WORK beyond the scope of the specified PROJECT WORK. Such changes hereinafter shall be
referred to as "Additional Services."
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2.2.1 If such Additional Services cause an increase or decrease in the CONSULTANT'S cost
of, or time required for, performance of any services under this Agreement, a contract
price and /or completion time adjustment pursuant to this Agreement shall be made and
this Agreement shall be modified in writing accordingly.
2.2.2 Compensation for each such request for Additional Services shall be negotiated by the
CITY and the CONSULTANT according to the provisions set forth in the FEE AND COST
SCHEDULE, Exhibit B, attached hereto and incorporated herein by this reference, and if
so authorized, shall be considered part of the PROJECT WORK. The CONSULTANT
shall not perform any Additional Services until so authorized by CITY and agreed to by
the CONSULTANT in writing.
2.3 The CONSULTANT must assert any claim for adjustment in writing within thirty (30) days from
the date of the CONSULTANT's receipt of the written notification of change.
SECTION 3 CITY'S RESPONSIBILITIES
3.1 CITY - FURNISHED DATA: The CITY will provide to the CONSULTANT all technical data in the
CITY'S possession relating to the CONSULTANT'S services on the PROJECT.
3.2 ACCESS TO FACILITIES AND PROPERTY: The CITY will make its facilities reasonably
accessible to CONSULTANT as required for CONSULTANT'S performance of its services.
3.3 TIMELY REVIEW: The CITY will examine the CONSULTANT'S studies, reports, proposals, and
other documents; obtain advice of an attorney, accountant, auditor and other consultants as CITY
deems appropriate; and render in writing decisions required of CITY in a timely manner. Such
examinations and decisions, however, shall not relieve the CONSULTANT of any contractual
obligations nor of its duty to render professional services meeting the standards of care for its
profession.
3.4 CITY shall appoint a CITY'S Representative with respect to WORK to be performed under this
Agreement. CITY'S Representative shall have complete authority to transmit instructions and
receive information. CONSULTANT shall be entitled to reasonably rely on such instructions
made by the CITY'S Representative unless otherwise directed in writing by the CITY, but
CONSULTANT shall be responsible for bringing to the attention of the CITY'S Representative any
instructions which the CONSULTANT believes are inadequate, incomplete, or inaccurate based
upon the CONSULTANT'S knowledge.
3.5 Any documents, services, and reports provided by the CITY to the CONSULTANT are available
solely as additional information to the CONSULTANT and will not relieve the CONSULTANT of its
duties and obligations under this Agreement or at law. The CONSULTANT shall be entitled to
reasonably rely upon the accuracy and the completeness of such documents, services and
reports, but shall be responsible for exercising customary professional care in using and
reviewing such documents, services, and reports and drawing conclusions there from.
SECTION 4 AUTHORIZATION, PROGRESS, AND COMPLETION
4.1 In signing this Agreement, CITY grants CONSULTANT specific authorization to proceed with
WORK described in Exhibit A. The time for completion of all aspects of the WORK described in
Exhibit A, including the submission of a completed Franchise Renewal Agreement, shall be on or
December 15, 2013.
SECTION 5 COMPENSATION
5.1 COMPENSATION ON A TIME SPENT BASIS AT SPECIFIC HOURLY RATES: For the services
described in Exhibit A, compensation shall be according to Exhibit B — Fee and Cost Schedule,
attached hereto and incorporated herein by this reference, on a time spent basis plus
reimbursement for direct non - salary expenses.
5.1.1 DIRECT NON - SALARY EXPENSES: Direct Non - Salary Expenses are those costs
incurred on or directly for the PROJECT including, but not limited to, necessary
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transportation costs, including current rates for CONSULTANT'S vehicles; meals and
lodging; and other similar costs. Reimbursement for Direct Non - Salary Expenses will be
on the basis of actual charges and on the basis of current rates when furnished by
CONSULTANT.
5.1.1.1 Travel costs, including transportation, lodging, subsistence, and incidental
expenses incurred by CONSULTANT in connection with PROJECT WORK;
provided, as follows:
• That a maximum of U.S. INTERNAL REVENUE SERVICE allowed cents
per mile will be paid for the operation, maintenance, and depreciation
costs of company or individually owned vehicles for that portion of time
they are used for PROJECT WORK. CONSULTANT, whenever
possible, will use the least expensive form of ground transportation.
• That reimbursement for meals inclusive of tips shall not exceed a
maximum of forty dollars ($40) per day per person.
• That accommodation shall be at a reasonably priced hotel /motel.
• That air travel shall be by coach class, and shall be used only when
absolutely necessary.
5.2 Unless specifically authorized in writing by the CITY, the total budgetary amount for this
PROJECT shall not exceed Fifty Thousand Eight Hundred Sixty and no /100 Dollars ($50,860.00).
The CONSULTANT will make reasonable efforts to complete the WORK within the budget and
will keep CITY informed of progress toward that end so that the budget or WORK effort can be
adjusted if found necessary. The CONSULTANT is not obligated to incur costs beyond the
indicated budget, as may be adjusted, nor is the CITY obligated to pay the CONSULTANT
beyond these limits. When any budget has been increased, the CONSULTANT'S excess costs
expended prior to such increase will be allowable to the same extent as if such costs had been
incurred after the approved increase, and provided that the City was informed in writing at the
time such costs were incurred.
5.3 The CONSULTANT shall submit to the City's Representative an invoice each month for payment
for PROJECT services completed through the accounting cut -off day of the previous month.
Such invoices shall be for PROJECT services and WORK performed and costs incurred prior to
the date of the invoice and not covered by previously submitted invoices. The CONSULTANT
shall submit with each invoice a summary of time expended on the PROJECT for the current
billing period and any other supporting materials determined by the City necessary to substantiate
the costs incurred. CITY will use its best efforts to pay such invoices within thirty (30) days of
receipt and upon approval of the WORK done and amount billed. CITY will notify the
CONSULTANT promptly if any problems are noted with the invoice. CITY may question any item
in an invoice, noting to CONSULTANT the questionable item(s) and withholding payment for such
item(s). The CONSULTANT may resubmit such item(s) in a subsequent invoice together with
additional supporting information required.
5.4 If payment is not made within sixty (60) days following receipt of approved invoices, interest on
the unpaid balance shall accrue beginning with the sixty -first (61) day at the rate of 1.0% per
month or the maximum interest rate permitted by law, whichever is less; provided, however, that
no interest shall accrue when before the date of timely payment a notice of dispute is issued in
good faith by the CITY to the CONSULTANT.
5.5 Final payment of any balance due the CONSULTANT for PROJECT services will be made within
forty -five (45) days after satisfactory completion of the services required by this Agreement as
evidenced by written acceptance by CITY and after such audit or verification as CITY may deem
necessary and execution and delivery by the CONSULTANT of a release of all known payment
claims against CITY arising under or by virtue of this Agreement.
5.6 Payment for any PROJECT services and WORK shall not constitute a waiver or release by CITY
of any claims, right, or remedy it may have against the CONSULTANT under this Agreement or
by law, nor shall such payment constitute a waiver, remission, or discharge by CITY of any failure
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or fault of the CONSULTANT to satisfactorily perform the PROJECT WORK as required under
this Agreement.
SECTION 6 RESPONSIBILITY OF CONSULTANT
6.1 The CONSULTANT shall be responsible for the professional quality, technical adequacy and
accuracy, timely completion, and the coordination of all reports, and other services furnished by
the CONSULTANT under this Agreement. The CONSULTANT shall, without additional
compensation, correct or review any errors, omissions, or other deficiencies in its reports, and
other services. The CONSULTANT shall perform its WORK according to generally accepted
standards of care and consistent with achieving the PROJECT WORK within budget, on time,
and in compliance with applicable laws, and regulations.
6.2 CITY'S review or approval of, or payment for, any reports, and incidental WORK or services
furnished hereunder shall not in any way relieve the CONSULTANT of responsibility for the
technical adequacy, completeness, or accuracy of the PROJECT WORK. CITY'S review,
approval, or payment for any of the services shall not be construed to operate as a waiver of any
rights under this Agreement or at law or any cause of action arising out of the performance of this
Agreement.
6.3 In performing WORK and services hereunder, the CONSULTANT and its subconsultants,
employees, agents, and representatives shall be acting as independent contractors and shall not
be deemed or construed to be employees or agents of CITY in any manner whatsoever. The
CONSULTANT shall not hold itself out as, nor claim to be, an officer or employee of CITY by
reason hereof and will not make any claim, demand, or application to or for any right or privilege
applicable to an officer or employee of CITY. The CONSULTANT shall be solely responsible for
any claims for wages or compensation by CONSULTANT employees, agents, and
representatives, including subconsultants, and shall save and hold CITY harmless therefrom.
6.4 INDEMNIFICATION:
(a) CONSULTANT agrees to defend, indemnify, and hold harmless the CITY, its elected
officials, agents, officers, employees, agents and volunteers (hereinafter "parties
protected ") from (1) claims, demands, liens, lawsuits, administrative and other
proceedings,(including reasonable costs and attorneys fees) and (2) judgments,
awards, losses, liabilities, damages, penalties, fines, costs and expenses of any kind
claimed by third parties arising out of, or related to any death, injury, damage or
destruction to any person or any property to the extent caused by any negligent act,
action, default, error or omission or willful misconduct arising out of the
CONSULTANT's performance under this Agreement. In the event that any lien is
placed upon the City's property or any of the City's officers, employees or agents as
a result of the negligence or willful misconduct of the CONSULTANT, the
CONSULTANT shall at once cause the same to be dissolved and discharged by
giving bond or otherwise.
(b) Nothing contained in this Section or this Agreement shall be construed to create a liability
or a right of indemnification in any third party.
6.5 In any and all claims by an employee of the CONSULTANT, any subconsultant, anyone directly
or indirectly employed by any of them, or anyone for whose acts any of them may be liable, the
indemnification obligations under this Agreement shall not be limited in any way by any limitation
on the amount or types of damages, compensation, or benefits payable by or for the
CONSULTANT or a subcontractor under workers' or workmens' compensation acts, disability
benefit acts, or other employee benefit acts. The CONSULTANT specifically and expressly
waives its immunity under the Industrial Insurance Act, Title 51, RCW. Such waiver has been
mutually negotiated by the CONSULTANT and the CITY.
SECTION 7 PROJECT SCHEDULE AND BUDGET
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7.1 The general PROJECT schedule and the budget for both the entire PROJECT and its component
tasks shall be as set forth in this Agreement and attachments. The project schedule and
performance dates for the individual tasks shall be mutually agreed to by the CITY and the
CONSULTANT within fifteen (15) days after execution of this Agreement. The performance dates
and budgets for tasks may be modified only upon written agreement of the parties hereto. The
performance date for tasks and the completion date for the entire PROJECT shall not be
extended, nor the budget increased because of any unwarranted delays attributable to the
CONSULTANT, but may be extended or increased by the CITY in the event of a delay caused by
special services requested by the CITY or because of unavoidable delay caused by any
governmental action or other conditions beyond the control of the CONSULTANT which could not
be reasonably anticipated.
SECTION 8 REUSE OF DOCUMENTS
8.1 All internal WORK products of the CONSULTANT are instruments or service of this PROJECT.
There shall be no reuse, change, or alteration by the CITY or others acting through or on behalf
of the CITY without written permission of the CONSULTANT, which shall not be unreasonably
withheld and will be at the CITY's sole risk. The CITY agrees to indemnify the CONSULTANT
and its officers, employees, subcontractors, and affiliated corporations from all claims, damages,
losses, and costs including, but not limited to, litigation expenses and attorney's fees arising out
of or related to such unauthorized reuse, change, or alteration; provided, however, that the
CONSULTANT will not be indemnified for such claims, damages, losses, and costs including,
without limitation, litigation expenses and attorney fees were caused by the CONSULTANT's own
negligent acts or omissions.
8.2 The CONSULTANT agrees that ownership of any reports, computer programs, technical reports,
calculations, notes, and other WORK submitted or which are specified to be delivered under this
Agreement or which are developed or produced and paid for under this Agreement, whether or
not complete, shall be vested in the CITY.
8.3 All rights to patents, trademarks, copyrights, and trade secrets owned by CONSULTANT
(hereinafter "Intellectual Property ") as well as any modifications, updates or enhancements to said
Intellectual Property during the performance of the WORK remain the property of CONSULTANT,
and CONSULTANT does not grant CITY any right or license to such Intellectual Property.
SECTION 9 AUDIT AND ACCESS TO RECORDS
9.1 The CONSULTANT, including its subconsultants, shall maintain books, records, documents and
other evidence directly pertinent to performance of the WORK under this Agreement in
accordance with generally accepted accounting principles and practices consistently applied.
The CITY, or the CITY'S duly authorized representative, shall have access to such books,
records, documents, and other evidence for inspection, audit, and copying for a period of three
years after completion of the PROJECT. The CITY shall also have access to such books,
records, and documents during the performance of the PROJECT WORK, if deemed necessary
by the CITY, to verify the CONSULTANT'S WORK and invoices.
9.2 Audits conducted pursuant to this section shall be in accordance with generally accepted auditing
standards and established procedures and guidelines of the reviewing or auditing agency.
9.3 The CONSULTANT agrees to the disclosure of all information and reports resulting from access
to records pursuant to this section provided that the CONSULTANT is afforded the opportunity for
an audit exit conference and an opportunity to comment and submit any supporting
documentation on the pertinent portions of the draft audit report and that the final audit report will
include written comments, if any, of the CONSULTANT.
9.4 The CONSULTANT shall ensure that the foregoing paragraphs are included in each subcontract
for WORK on the Project.
9.5 Any charges of the CONSULTANT paid by the CITY which are found by an audit to be
inadequately substantiated shall be reimbursed to the CITY.
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SECTION 10 INSURANCE
10.1 At all times during performance of the Services, CONSULTANT shall secure and maintain in
effect insurance to protect the City and the CONSULTANT from and against all claims, damages,
losses, and expenses arising out of or resulting from the performance of this Contract.
CONSULTANT shall provide and maintain in force insurance in limits no less than that stated
below, as applicable. The City reserves the rights to require higher limits should it deem it
necessary in the best interest of the public.
10.1.1 Commercial General Liability Insurance. Before this Contract is fully executed by
the parties, CONSULTANT shall provide the City with a certificate of insurance as proof
of commercial liability insurance and commercial umbrella liability insurance with a total
minimum liability limit of Two Million Dollars ($2,000,000.00) per occurrence combined
single limit bodily injury and property damage, and Two Million Dollars ($2,000,000.00)
general aggregate. The certificate shall clearly state who the provider is, the coverage
amount, the policy number, and when the policy and provisions provided are in effect.
Said policy shall be in effect for the duration of this Contract. The policy shall name the
City, its elected officials, officers, agents, employees, and volunteers as additional
insureds, and the insured shall not cancel or change the insurance without first giving
the City thirty (30) calendar days prior written notice. The insurance shall be with an
insurance company or companies rated A -VII or higher in Best's Guide and admitted in
the State of Washington.
10.1.2. Commercial Automobile Liability Insurance.
a. If CONSULTANT owns any vehicles, before this Contract is fully executed by the
parties, CONSULTANT shall provide the City with a certificate of insurance as proof of
commercial automobile liability insurance and commercial umbrella liability insurance
with a total minimum liability limit of Two Million Dollars ($2,000,000.00) per occurrence
combined single limit bodily injury and property damage. Automobile liability will apply
to "Any Auto" and be shown on the certificate.
b. If CONSULTANT does not own any vehicles, only "Non -owned and Hired
Automobile Liability" will be required and may be added to the commercial liability
coverage at the same limits as required in that section of this Contract, which is
Section 10.1.1 entitled "Commercial General Liability Insurance ".
c. Under either situation described above in Section 10.1.2.a and Section 10.1.2.b,
the required certificate of insurance shall clearly state who the provider is, the
coverage amount, the policy number, and when the policy and provisions provided are
in effect. Said policy shall be in effect for the duration of this Contract. The policy shall
name the City, its elected officials, officers, agents, employees, and volunteers as
additional insureds, and the insured shall not cancel or change the insurance without
first giving the City thirty (30) calendar days prior written notice. The insurance shall be
with an insurance company or companies rated A -VII or higher in Best's Guide and
admitted in the State of Washington.
10.1.3. Statutory workers' compensation and employer's liability insurance as required by state
law.
10.1.4. Professional Liability Coverage. Before this Contract is fully executed by the parties,
CONSULTANT shall provide the City with a certificate of insurance as proof of
professional liability coverage with a total minimum liability limit of Two Million Dollars
($2,000,000.00) per claim combined single limit bodily injury and property damage, and
Two Million Dollars ($2,000,000.00) aggregate. The certificate shall clearly state who
the provider is, the coverage amount, the policy number, and when the policy and
provisions provided are in effect. Said policy shall be in effect for the duration of this
Contract. The insured will not cancel or change the insurance without first giving the
City thirty (30) calendar days prior written notice. The insurance shall be with an
insurance company or companies rated A -VII or higher in Best's Guide. If the policy is
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written on a claims made basis the coverage will continue in force for an additional two
years after the completion of this contract.
Failure of either or all of the additional insureds to report a claim under such insurance
shall not prejudice the rights of the CITY, its officers, employees, agents, and
representatives there under. The CITY and the CITY'S elected officials, officers,
principals, employees, representatives, and agents shall have no obligation for
payment of premiums because of being named as additional insureds under such
insurance. None of the policies issued pursuant to the requirements contained herein
shall be canceled, allowed to expire, or changed in any manner that affects the rights of
the City until thirty (30) days after written notice to the CITY of such intended
cancellation, expiration or change.
SECTION 11 SUBCONTRACTS
11.1 CONSULTANT shall not be entitled to subcontract any portion of the WORK to be performed
under this Agreement without the express written authorization of the CITY..
11.2 Any subconsultants to the CONSULTANT utilized on this PROJECT, including any substitutions
thereof, will be subject to prior written approval by CITY, which approval shall not be
unreasonably withheld. Each subconsultant contract shall be subject to review by the CITY'S
Representative, if requested, prior to the subconsultant proceeding with the WORK. Such review
shall not constitute an approval as to the legal form or content of such subconsultant contract.
The CONSULTANT shall be responsible for all persons and firms performing subconsultant
WORK.
11.3 CITY does not anticipate CONSULTANT contracting with any additional persons or firms for the
purpose of completing this Agreement.
11.4 The CONSULTANT shall submit, along with its monthly invoices, a description of all WORK
completed by subconsultants during the preceding month and copies of all invoices thereto.
SECTION 12 ASSIGNMENT
12.1 This Agreement is binding on the heirs, successors and assigns of the parties hereto. This
Agreement may not be assigned by CITY or CONSULTANT without prior written consent of the
other, which consent will not be unreasonably withheld. It is expressly intended and agreed that
no third party beneficiaries are created by this Agreement, and that the rights and remedies
provided herein shall inure only to the benefit of the parties to this Agreement.
SECTION 13 INTEGRATION
13.1 This Agreement represents the entire understanding of CITY and CONSULTANT as to those
matters contained herein. No prior oral or written understanding shall be of any force or effect
with respect to those matters covered herein. This Agreement may not be modified or altered
except in writing signed by both parties.
SECTION 14 JURISDICTION AND VENUE
14.1 This Agreement shall be administered and interpreted under the laws of the State of Washington.
Jurisdiction of litigation arising from this Agreement shall be in Washington State. If any part of
this Agreement is found to conflict with applicable laws, such part shall be inoperative, null, and
void insofar as it conflicts with said laws, but the remainder of this Agreement shall be in full force
and effect. Venue of all disputes arising under this Agreement shall be Yakima County, State of
Washington.
SECTION 15 EQUAL EMPLOYMENT and NONDISCRIMINATION
15.1 During the performance of this Agreement, CONSULTANT and CONSULTANT'S subconsultants
shall not discriminate in violation of any applicable federal, state and /or local law or regulation on
the basis of age, sex, race, creed, religion, color, national origin, marital status, disability,
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honorably discharged veteran or military status, pregnancy, sexual orientation, and any other
classification protected under federal, state, or local law. This provision shall include but not be
limited to the following: employment, upgrading, demotion, transfer, recruitment, advertising,
layoff or termination, rates of pay or other forms of compensation, selection for training, and the
provision of services under this Agreement. CONSULTANT agrees to comply with the applicable
provisions of State and Federal Equal Employment Opportunity and Nondiscrimination statutes
and regulations.
SECTION 16 SUSPENSION OF WORK
16.1 CITY may suspend, in writing by certified mail, all or a portion of the WORK under this Agreement
if unforeseen circumstances beyond CITY'S control are interfering with normal progress of the
WORK. CONSULTANT may suspend, in writing by certified mail, all or a portion of the WORK
under this Agreement if unforeseen circumstances beyond CONSULTANT'S control are
interfering with normal progress of the WORK. CONSULTANT may suspend WORK on
PROJECT in the event CITY does not pay invoices when due, except where otherwise provided
by this Agreement. The time for completion of the WORK shall be extended by the number of
days WORK is suspended. If the period of suspension exceeds ninety (90) days, the terms of
this Agreement are subject to renegotiation, and both parties are granted the option to terminate
WORK on the suspended portion of Project in accordance with SECTION 17.
SECTION 17 TERMINATION OF WORK
17.1 Either party may terminate this Agreement, in whole or in part, if the other party materially
breaches its obligations under this Agreement and is in default through no fault of the terminating
party. However, no such termination may be effected unless the other party is given: (1) not less
than fifteen (15) calendar days written notice delivered by certified mail, return receipt requested,
of intent to terminate; and (2) an opportunity for consultation and for cure with the terminating
party before termination. Notice shall be considered issued within seventy -two (72) hours of
mailing by certified mail to the place of business of either party as set forth in this Agreement.
17.2 In addition to termination under subsection 17.1 of this Section, CITY may terminate this
Agreement for its convenience, in whole or in part, provided the CONSULTANT is given: (1) not
less than fifteen (15) calendar days written notice delivered by certified mail, return receipt
requested, of intent to terminate; and (2) an opportunity for consultation with CITY before
termination.
17.3 If CITY terminates for default on the part of the CONSULTANT, an adjustment in the contract
price pursuant to the Agreement shall be made, but (1) no amount shall be allowed for anticipated
profit on unperformed services or other WORK, and (2) any payment due to the CONSULTANT
at the time of termination may be adjusted to the extent of any additional costs or damages CITY
has incurred, or is likely to incur, because of the CONSULTANT'S breach. In such event, CITY
shall consider the amount of WORK originally required which was satisfactorily completed to date
of termination, whether that WORK is in a form or of a type which is usable and suitable to CITY
at the date of termination and the cost to CITY of completing the WORK itself or of employing
another firm to complete it. Under no circumstances shall payments made under this provision
exceed the contract price. In the event of default, the CONSULTANT agrees to pay CITY for any
and all damages, costs, and expenses whether directly, indirectly, or consequentially caused by
said default. This provision shall not preclude CITY from filing claims and /or commencing
litigation to secure compensation for damages incurred beyond that covered by contract
retainage or other withheld payments.
17.4 If the CONSULTANT terminates for default on the part of CITY or if CITY terminates for
convenience, the adjustment pursuant to the Agreement shall include payment for services
satisfactorily performed to the date of termination, in addition to termination settlement costs the
CONSULTANT reasonably incurs relating to commitments which had become firm before the
termination, unless CITY determines to assume said commitments.
17.5 Upon receipt of a termination notice under subsections 17.1 or 17.2 above, the CONSULTANT
shall (1) promptly discontinue all services affected (unless the notice directs otherwise), and (2)
deliver or otherwise make available to CITY all originals of data, reports, summaries, and such
Page 8
other information, documents, and materials as the CONSULTANT or its subconsultants may
have accumulated or prepared in performing this Agreement, whether completed or in progress,
with the CONSULTANT retaining copies of the same.
17.6 Upon termination under any subparagraph above, CITY reserves the right to prosecute the
WORK to completion utilizing other qualified firms or individuals; provided, the CONSULTANT
shall have no responsibility to prosecute further WORK thereon.
17.7 If, after termination for failure of the CONSULTANT to fulfill contractual obligations, it is
determined that the CONSULTANT has not so failed, the termination shall be deemed to have
been effected for the convenience of CITY. In such event, the adjustment pursuant to the
Agreement shall be determined as set forth in subparagraph 17.4 of this Section.
17.8 If, because of death, unavailability or any other occurrence, it becomes impossible for any key
personnel employed by the CONSULTANT in PROJECT WORK or for any corporate officer of
the CONSULTANT to render his services to the PROJECT, the CONSULTANT shall not be
relieved of its obligations to complete performance under this Agreement without the concurrence
and written approval of CITY. If CITY agrees to termination of this Agreement under this
provision, payment shall be made as set forth in subparagraph 17.3 of this Section.
SECTION 18 DISPUTE RESOLUTION
18.1 In the event that any dispute shall arise as to the interpretation of this agreement, or in the event
of a notice of default as to whether such default does constitute a breach of the contract, and if
the parties hereto cannot mutually settle such differences, then the parties shall first pursue
mediation as a means to resolve the dispute. If the afore mentioned methods are either not
successful then any dispute relating to this Agreement shall be decided in the courts of Yakima
County, in accordance with the laws of Washington. If both parties consent in writing, other
available means of dispute resolution may be implemented.
SECTION 19 NOTICE
19.1 Any notice required to be given under the terms of this Agreement shall be directed to the party at
the address set forth below. Notice shall be considered issued and effective upon receipt thereof
by the addressee - party, or seventy -two (72) hours after mailing by certified mail to the place of
business set forth below, whichever is earlier.
CITY: City of Yakima
Attn. Randy Beehler, Community Relations Manager
129 North Second Street
Yakima, WA 98901
Attn:
CONSULTANT: The Bailer Herbst Law Group, P.C.
280N Grain Exchange Building
301 Fourth Avenue South
Minneapolis, MN 55415
Attn: Adrian Herbst
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed by their
respective authorized officers or representatives as of the day and year first above written.
CITY OF YAKIMA BALLER HERBST LAW GROUP, P.C.
Page 9
Tony O'Rourke Signature
Printed Name:. Printed Name:
Title: City Manager Title:
Date: Date:
Attest
City Clerk
City Contract No. 2013 -
Resolution No. R -2013-
Page 10
STATE OF WASHINGTON
) ss.
COUNTY OF YAKIMA
I certify that I know or have satisfactory evidence that is the person who appeared
before me, and said person acknowledged that he signed this instrument, on oath stated that he was
authorized to execute the instrument, and acknowledged it as the CITY MANAGER of the CITY OF
YAKIMA, to be the free and voluntary act of such party for the uses and purposes mentioned in the
instrument.
Dated:
Seal or Stamp
(Signature)
Title
Printed Name
My commission expires:
Page 11
STATE OF
) ss.
COUNTY OF
I certify that I know or have satisfactory evidence that Adrian Herbst is the person who appeared before
me, and said person acknowledged that he /she signed this instrument, on oath stated that he /she was
authorized to execute the instrument, and acknowledged it as the Vice President of The Bailer Herbst
Law Group, P.C., to be the free and voluntary act of such party for the uses and purposes mentioned in
the instrument.
Dated:
Seal or Stamp
(Signature)
Title
Printed Name
My commission expires:
Page 12
EXHIBIT A
SCOPE OF WORK
Page 13
EXHIBIT B
Professional Fees
Page 14
Page 15
Exhibit A
Work Plan
The Bailer Herbst Law Group, P.C.
4. SCOPE OF WORK
I. Understanding of the City of Yakimals Requirements for Consulting and
Legal Assistance Relating to the Franchise Renewal Requested by Charter
We understand that the City of Yakima's cable franchise is due to expire in January
2014, As a result, the City is seeking experienced consulting assistance in the
frarichiw renewal process. As requested by the CW, we will divide the process into two
phases. As outlined by the City, Phase ',wolves providing the information to the City
staff necessary to understand the franchise renewal procws, and Undertake a
background analysis of the City's franchise needs and requirentents including
recommendations about Charter's responsiveness to consumer related information and
identification of current trends and technological changes to be considered in the
renewal options, It also involves coIRMing irfforniation, completing a comprehensive
analysis of as performance and franchise compliance, a legal review, a technical and
operational review and a franchise fee payment compliance review, and identification of
the City's current and future needs, Phase would conclude with the development of a
Franchise Renewal Report including a draft Franchise R'' awe Ordinance and
preparation of guidelines for review of Charter s response to the CiR's Proposal. W
understand Phase includes evaluation of Charteds response to the City's draft
Franchise Renewal Ordinance, preparing recommendations for the ti in negotiations
with Charter and assistirw or taking the lead negotiation of a new Franchise Renewal
Ordinance for consideration and approval by the City and, if needed, revisions to current
cable services regulatory ordinancejst Phase I also includes coordination and
participation in the public, hearirig and finalization of a renewed franchise. We believe
our Proposal will provide the CW with the professional services it needs in order to
successfully accomplish its relleWal. Our experience and qualifications of working with
cities throughout the United States on similar processes will ensure that we can provide
knowledgeable, experienced, and cost effective service,
We will begin our services promptly for the City after approval of our Proposal by the
City. VVe will complete all necessary tasks in a timely manner working together and
coordirtating with CW representatives throughout the entire process Our work plan
reflects that MI phases of the project can be completed on a timely basis, We believe,
based on experience that the project completion will be well within the time provided or
by the CabR AM and dates as agreed to with the City A final tai ad timeline will be
prepared after the Orientation meeting with the City, We have described below our
appocach and methodology We anticipaR that with the aid of the City staff the project
tasks will be defined to identify clearly all of our services and the requirements for City
participation,
U Approach
We recrimmend the City consider four objectives for franchise renewal,.
6
Exhibit A
Work Plan
The Batter Herbst Law Group, R.C,i
1, Develop a Franchise Renewal Report with findings and recommendations for
franchise requirements that are consistent with the City's needs and interests
and reflect the status of Charter's current franchise performance, including
services to the City and its constituents, and legal, technMal arid financial
performance.
Create a reefed tfiat will support the City's process, requests and decisions and
requirements Mr negotiation, It is our intent to approach this franchise renewal
as an informal process, but in the event that it becomes necessary to invoke the
formal process, we will create a record that will support the City in a Nadal
proceeding,
3. Put the City in a position to effectively negotiate, with our assistanoe, a renewed
Franchise Ordinance that includes requirements determined by the City and
complies with the federal Cable Ad fenewal requirements and any state or local
legal requirements that may apply,
4, Assist the City with the approval process and public proceedings and information
gathering,
M. Work Plan
PHASE I — CURRENT ASSESSMENT AND FINANCIAL AND TECHNICAL REVIEW
The timeline wilt be developed based on the assistance of the City staff to accommodate
the City's needs. These tasks am possible only with a timely response of information
from both Charter and the City as we as from any respondents to surveys, etc.,
undertaken by the City We will make every effort possibM to deliver the preliminary
and final Franchise Renewal Report and Franchise Renewal Ordinance en the dates
and within the timeframe desired by the City.
TASK ORGANIZATIONAL PHASE
To start the process after authorization from the City our Fi
fi
including Adrian Herbst, Sean Stok n. and Carol Ogden, will combine
together to organize the process and develop an agenda for orneite
meetings in Yakima. The Organizational Phase of the ren al process
is comprised of the following, three days onwite:
Prepare any necemary notices to Charter regarding renewal procem.
Request initial information arid documents fro the City,
Conduct Comprehensive Information Review.
Initial meeting with Yakima CID Attorneys Office, the City Council
Staff and of City representatives.
7
Exhibit A
Work Plan
The Bailer Herbst Law Group, P.C.
Provide education workshop of important considerations in franchise
renewals and applicable federal cable law.
We would like M arrange with the Charter representatives to provide at
the Charter facilities, a tour and description of their operations, send -
and plans.
Detielop pro outline and time schedule.
Select information gathering tools to be used during the process.
Agree on the role of City representatives and staft and our Firm and
other needed technical and financial consultants during the process
TASK INFORMATION GATHERING
The Viewing will be performed to gather information =teeming the past
performance of the cable operators and the future neteds of the City.
Prepare Request for Information for cornpletion by City
Review current Franchise Agreement and Regulatory Ordinance for
compliance,
Revieyy reports, records and information concerning the cable system
operations.
Prepare Request for Information for corripletbn by Charter
Prepare Information Questionnaires for completion by the City Staff.
COnduet a legal review of federal, state and local applicable legal
obligations,
Conduct Community Needs Assessment, including designing a
survey instrument(s) for the City M measure ouStoMer satisfaction
and community needs, Analyze the City's tabulated results of the
survey and prepare findings and recommendations.
Analyze Charter's Response to the City's Request for Information
Make additional Request for Information as necessary.
identify and if recomniendations regarding Charters
responsiveness M consumer related information,
Create presenMtion materials regarding franchise renewal for the City
to use in public workshops and other merinos,
Discuss with City the completion of other information gathering needs
identified during performance of these tasks.
TASK TECHNICAL AND FINANCIAL REVIEWS
Technical & Operations Review, Perform a Technical and
Operational Review to determine weedier's. with the current franchee,
8
Exhibit A
Work Plan
The Bader Herbst Law Group, PC.
applicable codes, and best practices, and to assess system repaw and
capacity, Further, the technical review will evaluate and provide
recommendations to upgrade the system, evaluate its customer service
performance indicators and determine if Charter's system's capabilities
rrieet the needs of the City into the future, The review will also
determine if the Cites system is consistent and comparabet e cities of
a Sereat sire if required, the retention of a technical expert will be
discussed with the City.
Emerging Technology Review. We will identify current and future
technological systems and service developments including emerging
technologies, and the potential future uses of a cable
communications system, and provide assistance in the incorporation
of such current and future technologies in the frnal franchise
documents.
Financial Review. Conduct a franchise fee payment compliance
review by comparing the definition of "Gross Revenues" in the
Franchise to the information provided by it regarding the revenues
included and excluded in its computation of the franchise fee payments
arid conducting a revix of revenue and other financial records of
Charter to verK. the accuracy of franchise fee payments and prepare a
Franchise Fee Payment Report.. If required, a financial expert will
review the financial information provided by Charter and, if it is
determined that an independent franchise Me payment audit is
required, we are prepared to assist the City in the selection of a
qualified franchise fee payment auditor to provide this as an
additional service,
TASK DEVELOPMENT OF REPORTS AND DRAFT FRANCHISE ORDINANCE
At the completion of information gathering, a preliminary Franchise
Renewal Report will be prepared in plain language explaining the
information gathering pr* -se analyzing the data and presenting the
findings and recommendations of the consultants relating to the cable
franchise renewal process.
We will provide summaries and reports of our findings from our
COmphance review, including legal, technical, technology and
financiai reeieWe These summaries and reports will be incorporated
into the Franchise Renewal Report.
We will work with the City to establish priorities and preHrences and
requirements for the new franchise documents to - on the
recomMendatiens of the FrariehHe Renewal Report and our analysis of
Charters response to the City requests as completed in Phase I.
9
Exhibit A
Work Plan
The Ballet Herbst Law Group, P.C.
We will develop a draft Franchise Renewal Ordinance to be included
in the Franchise Renewal Report based on the findings and
recommendations of the Franchise Renewal Report.
After review by the City and its direction t US, a final Franchise
Renewal Report including the draft Franchise Renewal Ordinance will
be competed and presented to the City.
TASK DEVELOPMENT OF GUIDELINES AND NEGOTIATION STRATEGY
We Mil work with the City to develop guidelines for the review of
Charter's response to the Franchise Renewal Report, including the
draft Franchise Renewal Ordinance and develop a negotiation strategy
based on our experience with Charter
A decision will he made by the City with regard to needed modifications
and changes to its cable services regulatory ordinance and Re
negotiatiorts with Charter.
TASK TRANSMITTAL OF REPORTS
Working together with the City, we will create a transmittal to Charter of
the information that has # sn gathered and the Franchise Renewal
Report, including the draft Franchise Renewal Ordinance. This will
serve as an invitation to Charter to regotiate with the City on the
develop de of a rem ed Franchise Renewal Ordinance and, if
needed, cable service regulatory ordinance amendrnents.
ft is anticipated that a timeframe for Charter review and response to the
City's Report will be identified during this phase.
PHASE II — FRANCHISE NEGOTIATION, PUBLIC PROCEEDINGS AND APPROVAL
TASK NEGOTIATION
Conduct a thorough examination and analysis of Charter's response to
the City's pr po -# Franchise Renewal Ordinance and, if needed, cable
sewice regulatory ordinance changes,
Work with the City to identify and determine the specific issues with
Charter.
Negotiation options and strategies will be developed for each issue with
Charter.
10
Exhibit A
Work Plan
The Bader Herbst Law Group, PC,
Arrange onwite or conference call negotiations as deemed necessary, ft
is anticipated that - w coordinate with members of the City staff, the
City Attorney, and others as may be designated by the City for
participation in this process, We will lead or assist in negotiations as
required.
Subsequent to review by the City and our participation in explaining the
recomrsended modifications and changes, Charter Mil be afforded
opportunities to review the proposed Franchise Renewal Ordinance,
advise the City of any required mixlifications or changes that need to be
made, front their standpoint, and working together with the City, - will
develop into a final draft the rtew Franchise Renewal Oidinance and any
cable service regulatory ordinance amendmenM as may be required for
consideration by the City's governing body.
TASK PUBLIC PROCEEDINGS AND ACTION ON THE REQUEST FOR
RENEWAL AND ADOPTION OF THE RENEWED F CHISE
DOCUMENTS
We will coordinate with the designated City personnel, the City Aftorney,
and others as may be required to ensure that notices as may be required
of the public proceedings or hearings are completed in a timely manner
and a public hearing and approval prot -ss initiated.
We will assist the City in the public omit- - sings and, ft requested by the
City, be available ondite to outline the new Franchise Ren- ai
Ordinance, the recommendations that have been developed through the
entire renewal process that are incorporated into the new Franchise
Renewal Ordinance and requirements of Um CW for approval and
adoption.
or adoption, we will provide the communication necessary to Charter
for its approval and written a -ptance and all requiremerds essential for
its acceptarme, including payment of fees, insurance, written
acknowledgement of acceptance, and other matters that rimy be
essential for finalization of its acceptance of the City's new Franchise
Renewal Ordinance as acted by the City's governing body,
The above is intended to provide. by task, our anticipated semices, steps for selection
and identification of technical and financial assistance, as may be required, our
participation and coordination with the CiW working together with us to compiete a
franchise renewal in a timely n-manner and within the time outlined for approval and
completion.. We fuliy expect that upon the initial Undertaking tw our Firm to work
together with the co, the tasks that have been outlined for both Phase and Phase II
will be developed further and in a timeframe for completion of the tasks that are created
by us with the Citys concurrence.
11
Exhibit A
Work Plan
The Bailer Herbst Law Group, P„C.
It is difficult to describe all the resources that the City will be asked to provide in order to
complete this protect Certainly, at a minimum, the CiW will provide adequate City Staff
to work with our Firm on the variOUS tasks and the City will provide coo as of all
information and documenW as required, The CW will need to designate a staff person to
b the primaw contact with our Firm. With regard to such tasks as a Needs
Assessment Survey, the City may wish to undertake the copying and mailing of all
surveys andior the City may wish to do the receipt and tabulaton of all surveys. We
have found that each CW is different in its participat on and resources devoted to the
franchise renewal process. It is our expectation that we would discuss each task and
decide with the City staff, the most cost effective manner to compleW the task.
We fully believe that a franchise renewal process is a coordinated effort between our
Firm and representatives from the CW and other technical or fir consultants a
may be identified. It is essential that we have a Mil appreciation of all of the City's
needs and interests. We want the CW M know thM we am open and flexible t
changes a the prcwess, the requirements Mr the process, and the manner of
undertaking all the tasks necessary for completing both Phase I and Phase 1$ that will
result in t best possibW new franchise arrangement for the City and for the benefit of
all the City's C0115tituencies.
12
Exhibit B
Fee and Cost Schedule
The Beller Herbst Law Group. P.C.
5. FEES AND COST PROPOSAL
Phase 1
Prelim Mary Information Review (Notice Requirements Current Franchise), Preparation
(sf Agenda and Materials for the Orientation Meeting
Adrian Herbst 6 $28D/hr, 61,680
Carol Ogden 12 $ 80/hr. $ 960
Total Fees $2,640
On-Site Meetings
Adrian Herbst 1 day (daily rate $2,240) $2,240
Adrian Herbst Travel time* One daily rate $1,120
Total Fees $3,360
*Travel expenses will be itemized and invoiced in addition to the costs above
Option: Conference Call
Adrian Herbst 1 day (daily rate $2,240) $2,240
13
Exhibit B
Fee and Cost Schedule
The Bailer Herbst Law Group, P.C.
Information Gathering, Prepare and Analyze Requests for Information, ,Prebare ard
Aimlyze Information Questirmithires
Adrian Herbst 5 CO $280/hr„ $1,400
Carol Ogden 15 8$ 80/hr, $1,200
Total Fees $2,600
Irdommtion Gathering, Review current Franchise and Regulatory Ordinance for
Comsliance
Adrian Herb 8 $280/hr, $ 840
Carol Ogden 12 $ 80 /hr, $ 960
Total Fees $1,800
Community and PEG Needs Assessment (Draft Sunreys, Tabulations, and Analysis)
Adrian Herbst 10 8 280/hr. $2,800
Carol Ogden 60 d$8 $4,800
Total Fees $7,600
Conduct Technical and Operational Review
Adrian Herbst 10 ci $280/hr, $2,800
Carol Ogden 5 ru $ 80 /hr. $ 400
Total Fees 83,200
Conduct Emerge Technical Review
Adrian Herbst 5 $280the $1,400
Carol Ogden 5 $ 80/hr. $ 400
Total Fees 31,800
Development of Franchise Renewal Reboil and Renewai Franchise, Needed Technical
Consultant and Financial Consultant Service Estimation
Adrian Herbst 20 @ $280 Mr. $5,600
Carol Ogden 30 $ 8Oh n $2,400
Total F $8,000
14
Exhibit B
Fee and Cost Schedule
The Bailer Herbst Law Group, P.C.
Conference Call Preparation, Presentation of Franchise Renewal Report and Draft
Renewal Franchise
Adrian Herbst 4 c8 $280/hr, $1,120
Carol Ogden 4c$ 50/hr. $ 320
Total Fees $1,440
Miscellaneous, Conference Call Meetirids, etc, Throughout Phase I
Adrian Herbst 8 $2801hr. $2,240
Carol Ogden 6 @ $ 8 $ 480
Total Fees $2,720
Document Preparation arid Transmittal to Charter
Adrian Herbst 4 @ $280/hr. $1,120
Carol Ogden 4 @ $ 80Ihr. $ 320
Total Fees $1,440
TOTAL FOR PHASE I: $3880000
Phase II
Analysis of Charter Response and Preseritation of Phase II Negotiation
Recommendations
Adrian Herbst 10 $280/hr. $2,800
Carol Ogden 2 $ 80/hr. $1,600
Total Fees $4,400
Negotiation: Includes Preparation Assistance
This is difficult to estimate without knowledge of City and Charter issues. We are
assuming that the negotiatioris can all be corktucted via conference calls.
Adrian Herbst 20 @ $280/hr. $5,600
Sean Stokes 5 @ $250/hr. $1,250
Carol Ogden* 12 @ $ IF $ 960
*Preparation and assistance
Total Fees $7,810
15
Exhibit B
Fee and Cost Schedule
The Beller Herbst Law Group,
Public Prodeedinds and Adoption of Franchise Renewal Ordinance
Adrian Herbst. 4 d $280 thr, $1,120
Carol Ogden. 8 @ $ 60/1e. $ 640
Total Fees $1,760
To for Phase $13,970.00
Note: Cost era expenses, including travel, lodging, and federal express will be billed at
our actual out-of-pocket cost. Cost estimate $5,300
Project Total: $50,860.00
Note: The protect total assumes an Informal' process. In the event the City determines
to invoke a "formal" process, such a process will be determined by agreement with the
City with cost modificat on required to complete the process based on the formal
renewal requirements.
Technical and Operational Review with Written Report of Recommendations
Our technical and operational review may be sufficient, however if a Technical
Consultant needs to be retained the costs for such work, if necessary, would be in the
range of $12,000 to $16,000,
Franchise F; it Financial Review Audit
Amounts based on City requirements for number of years to be included in audit if and
is required and as recommended by our Firm in consultation with City. Our review of
requested financial data and franchise fee payment, verificabon may be sufficient and a
specialized financial audit not required, if required, we estimate a fee from an
experienced financial firm will be in the range of $8,500 to $10,000.
16