HomeMy WebLinkAboutC-4743 - PSA for Animal Shelter Servicesg7g3
f`(1 PROFESSIONAL SERVICES AGREEMENT WITH
BAUERSFELD ENTERPRISES, LTD.
FOR ANIMAL SHELTER SERVICES
THIS AGREEMENT FOR PROFESSIONAL SERVICES ( "Agreement ") is made
and entered into as of this 1 st day of January, 2011, by and between the CITY OF
NEWPORT BEACH, a California Municipal Corporation ( "City"), and BAUERSFELD
ENTERPRISES, LTD., a California Corporation ( "Consultant"), whose address is 2075
Newport Boulevard, Costa Mesa, California 92627 and is made with reference to the
following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to cant' on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. In accordance with Chapter 7.16 of the Municipal code, all dogs, fowl or other
Animals found running at large on the streets, alleys, parks, beaches or other
public places in the City may be impounded.
C. City does not have facilities suitable for impounding and keeping fowl, dogs, cats
or other Animals.
D. City desires to engage Consultant to provide facilities for receiving and caring for
fowl and other animals that may be picked up running at large within the City
( "Project ").
E. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the services described in this Agreement.
F. The principal member[s] of Consultant for purposes of Project, shall be Dr. Bruce
C. Bauersfeld, DVM.
G. City has solicited and received a proposal from Consultant, has reviewed the
previous experience and evaluated the expertise of Consultant, and desires to
retain Consultant to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned
parties as follows:
TERM
The term of this Agreement shall commence on the above written date, and shall
terminate on April 30, 2011 unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of Services
attached hereto as Exhibit A and incorporated herein by reference ('Work!' or
"Services ").
3. TIME OF PERFORMANCE
Time is of the essence in the performance of Services under this Agreement and
Consultant shall perform the Services in accordance with the schedule included in
Exhibit A. The failure by Consultant to strictly adhere to the schedule may result in
termination of this Agreement by City.
Notwithstanding the foregoing, Consultant shall not be responsible for delays due to
causes beyond Consultant's reasonable control. However, in the case of any such
delay in the Services to be provided for the Project, each party hereby agrees to provide
notice to the other party so that all delays can be addressed.
3.1 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator not later than ten (10) calendar days
after the start of the condition that purportedly causes a delay. The Project
Administrator shall review all such requests and may grant reasonable
time extensions for unforeseeable delays that are beyond Consultant's
control.
3.2 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the
circumstances, by either telephone, fax, hand - delivery or mail.
4. COMPENSATION TO CONSULTANT
City shall pay Consultant for the Services on a time and expense not -to- exceed basis in
accordance with the provisions of this Section and the Schedule of Billing Rates
attached hereto as Exhibit B and incorporated herein by reference. Consultant's
compensation for all Work performed in accordance with this Agreement, including all
reimbursable items and subconsultant fees, shall not exceed Fifty Thousand Dollars
and no /100 ($50,000.00) without prior written authorization from City. No billing rate
changes shall be made during the term of this Agreement without the prior written
approval of City.
4.1 Consultant shall submit monthly invoices to City describing the Work
performed the preceding month. Consultant's bills shall include the name
of the person who performed the Work, a brief description of the Services
performed and /or the specific task in the Scope of Services to which it
relates, the date the Services were performed, the number of hours spent
on all Work billed on an hourly basis, and a description of any
reimbursable expenditures. City shall pay Consultant no later than thirty
(30) days after approval of the monthly invoice by City staff.
Professional Services Agreement — Animal Sheltering Page 2
4.2 City shall reimburse Consultant only for those costs or expenses
specifically approved in this Agreement, or specifically approved in writing
in advance by City. Unless otherwise approved, such costs shall be
limited and include nothing more than the following costs incurred by
Consultant:
A. The actual costs of subconsultants for performance of any of the
Services that Consultant agrees to render pursuant to this
Agreement, which have been approved in advance by City and. .
awarded in accordance with this Agreement.
B. Approved reproduction charges.
C. Actual costs and /or other costs and /or payments specifically
authorized in advance in writing and incurred by Consultant in the
performance of this Agreement.
4.3 Consultant shall not receive any compensation for Extra Work performed
without the prior written authorization of City. As used herein, "Extra
Work" means any Work that is determined by City to be necessary for the
proper completion of the Project, but which is not included within the
Scope of Services and which the parties did not reasonably anticipate
would be necessary at the execution of this Agreement. Compensation
for any authorized Extra Work shall be paid in accordance with the
Schedule of Billing Rates as set forth in Exhibit B.
5. PROJECT MANAGER
Consultant shall designate a Project Manager, who shall coordinate all phases of the
Project. This Project Manager shall be available to City at all reasonable times during
the Agreement term. Consultant has designated Dr. Bruce C. Bauersfeld, DVM to be its
Project Manager. Consultant shall not remove or reassign the Project Manager or any
personnel listed in Exhibit A or assign any new or replacement personnel to the Project
without the prior written consent of City. City's approval shall not be unreasonably
withheld with respect to the removal or assignment of non -key personnel.
Consultant, at the sole discretion of City, shall remove from the Project any of its
personnel assigned to the performance of Services upon written request of City.
Consultant warrants that it will continuously furnish the necessary personnel to
complete the Project on a timely basis as contemplated by this Agreement.
6. ADMINISTRATION
This Agreement will be administered by the City's Police Department. The Patrol /
Traffic Division Commander (currently Captain Dale Johnson) or his /her designee, shall
be the Project Administrator and shall have the authority to act for City under this
Agreement. The Project Administrator or his/her authorized representative shall
Professional Services Agreement — Animal Sheltering . Page 3
represent City in all matters pertaining to the Services to be rendered pursuant to this
Agreement.
7. CITY'S RESPONSIBILITIES
In order to assist Consultant in the execution of its responsibilities under this
Agreement, City agrees to, where applicable:
8.
9.
A. Provide access to, and upon request of Consultant, one copy of all
existing relevant information on file at City. City will provide all such
materials in a timely manner so as not to cause delays in Consultant's
Work schedule.
B. Provide blueprinting and other Services through City's reproduction
company for bid documents. Consultant will be required to coordinate the
required bid documents with City's reproduction company. All other
reproduction will be the responsibility of Consultant and as defined above.
C. Provide usable life of facilities criteria and information with regards to new
facilities or facilities to be rehabilitated.
STANDARD OF CARE
8.1 All of the Services shall be performed by Consultant or under Consultant's
supervision. Consultant represents that it possesses the professional and
technical personnel required to perform the Services required by this
Agreement, and that it will perform all Services in a manner
commensurate with community professional standards. All Services shall
be performed by qualified and experienced personnel who are not
employed by City, nor have any contractual relationship with City. By
delivery of completed Work, Consultant certifies that the Work conforms to
the requirements of this Agreement and all applicable federal, state and
local laws and the professional standard of care.
8.2 Consultant represents and warrants to City that it has, shall obtain, and
shall keep in full force in effect during the term hereof, at its sole cost and
expense, all licenses, permits, qualifications, insurance and approvals of
whatsoever nature that is legally required of Consultant to practice its
profession.
8.3 Consultant shall not be responsible for delay, nor shall Consultant be
responsible for damages or be in default or deemed to be in default by
reason of strikes, lockouts, accidents, or acts of God, or the failure of City
to furnish timely information
Work promptly, or delay or
governmental agencies.
HOLD HARMLESS
or to approve or disapprove Consultant's
faulty performance by City, contractors, or
Professional Services Agreement — Animal Sheltering Page 4
To the fullest extent permitted by law, Consultant shall indemnify, defend and hold
harmless City, its City Council, boards and commissions, officers, agents, volunteers,
and employees (collectively, the "Indemnified Parties ") from and against any and all
claims (including, without limitation, claims for bodily injury, .death or damage to
property), demands, obligations, damages, actions, causes of action, suits, losses,
judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
attorney's fees, disbursements and court costs) of every kind and nature whatsoever
(individually, a Claim; collectively, "Claims "), which may arise from or in any manner
relate (directly or indirectly) to any breach of the terms and conditions of this
Agreement, any Work performed or Services provided under this Agreement including,
without limitation, defects in workmanship or materials or Consultant's presence or
activities conducted on the Project (including the negligent and /or willful acts, errors
and/or omissions of Consultant, its principals, officers, agents, employees, vendors,
suppliers, subconsultants, subcontractors, anyone employed directly or indirectly by any
of them or for whose acts they may be liable or any or all of them).
Notwithstanding the foregoing, nothing herein shall be construed to require Consultant
to indemnify the Indemnified Parties from any Claim arising from the sole negligence or
willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be
construed as authorizing any award of attorney's fees in any action on or to enforce the
terms of this Agreement. This indemnity shall apply to all claims and liability regardless
of whether any insurance policies are applicable. The policy limits do not act as a
limitation upon the amount of indemnification to be provided by the Consultant.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Consultant on an independent contractor basis and
Consultant is not an agent or employee of City. The manner and means of conducting
the Work are under the control of Consultant, except to the extent they are limited by
statute, rule or regulation and the expressed terms of this Agreement. Nothing in this
Agreement shall be deemed to constitute approval for Consultant or any of Consultant's
employees or agents, to be the agents or employees of City. Consultant shall have the
responsibility for and control over the means of performing the Work, provided that
Consultant is in compliance with the terms of this Agreement. Anything in this
Agreement that may appear to give City the right to direct Consultant as to the details of
the performance or to exercise a measure of control over Consultant shall mean only
that Consultant shall follow the desires of City with respect to the results of the Services.
11. COOPERATION
Consultant agrees to work closely and cooperate fully with City's designated Project
Administrator and any other agencies that may have jurisdiction or interest in the Work
to be performed. City agrees to cooperate with the Consultant on the Project.
12. CITY POLICY
Professional Services Agreement — Animal Sheltering Page 5
Consultant shall discuss and review all matters relating to policy and Project direction with
Citys Project Administrator in advance of all critical decision points in order to ensure the
Project proceeds in a manner consistent with City goals and policies.
13. PROGRESS
Consultant is responsible for keeping the Project Administrator and /or his/her duly
authorized designee informed on a regular basis regarding the status and progress of the
Project, activities performed and planned, and any meetings that have been scheduled or
are desired.
14. INSURANCE
Without limiting Consultant's indemnification of City, and prior to commencement of
Work, Consultant shall obtain, provide and maintain at its own expense during the term
of this Agreement, policies of insurance of the type and amounts described below and in
a form satisfactory to City.
A. Proof of Insurance. Consultant shall provide certificates of insurance to
City as evidence of the insurance coverage required herein, along with a
waiver of subrogation endorsement for workers' compensation. Insurance
certificates and endorsement must be approved by City's Risk Manager
prior to commencement of performance. Current certification of insurance
shall be kept on file with City at all times during the term of this contract.
City reserves the right to require complete, certified copies of all required
insurance policies, at any time.
Consultant shall procure and maintain for the duration of the contract
insurance against claims for injuries to persons or damages to property,
which may arise from or in connection with the performance of the Work
hereunder by Consultant, his agents, representatives, employees or
subconsultants. The cost of such insurance shall be included in
Consultant's bid.
B. Acceptable Insurers. All insurance policies shall be issued by an
insurance company currently authorized by the Insurance Commissioner
to transact business of insurance in the State of California, with an
assigned policyholders' Rating of A- (or higher) and Financial Size
Category Class VII (or larger) in accordance with the latest edition of
Best's Key Rating Guide, unless otherwise approved by the City's Risk
Manager.
C. Coverage Requirements.
i. Workers' Compensation Coverage. Consultant shall maintain
Workers' Compensation Insurance (Statutory Limits) and
Employers Liability Insurance (with limits of at least one million
dollars ($1,000,000)) for Consultant's employees in accordance
with the laws of the State of California, Section 3700 of the Labor
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Code In addition, Consultant shall require each subconsultant to
similarly maintain Workers' Compensation Insurance and
Employer's Liability Insurance in accordance with the laws of the
State of California, Section 3700 for all of the subconsultant's
employees.
Any notice of cancellation or non - renewal of all Workers'
Compensation policies must be received by City at least thirty (30)
calendar days (ten (10) calendar days written notice of non-
payment of premium) prior to such change.
Consultant shall submit to City, along with the certificate of
insurance, a Waiver of Subrogation endorsement in favor of City, its
officers, agents, employees and volunteers.
ii. General Liability Coverage. Consultant shall maintain commercial
general liability insurance in an amount not less than one million
dollars ($1,000,000) per occurrence for bodily injury, personal
injury, and property damage, including without limitation, blanket
contractual liability.
ill. Automobile Liability Coverage. Consultant shall maintain
automobile insurance covering bodily injury and property damage
for all activities of the Consultant arising out of or in connection with
Work to be performed under this Agreement, including coverage for
any owned, hired, non -owned or rented vehicles, in an amount not
less than one million dollars ($1,000,000) combined single limit for
each accident.
iv. Professional Liability (Errors & Omissions) Coverage. Consultant
shall maintain professional liability insurance that covers the
Services to be performed in connection with this Agreement, in the
minimum amount of one million dollars ($1,000,000) limit per claim
and in the aggregate.
D. Other Insurance Provisions or Requirements.
The policies are to contain, or be endorsed to contain, the following provisions:
I. Waiver of Subrogation. All insurance coverage maintained or
procured pursuant to this agreement shall be endorsed to waive
subrogation against City, its elected or appointed officers, agents,
officials, employees and volunteers or shall specifically allow
Consultant or others providing insurance evidence in compliance
with these requirements to waive their right of recovery prior to a
loss. Consultant hereby waives its own right of recovery against
City, and shall require similar written express waivers and
insurance clauses from each of its subconsultants.
Professional Services Agreement — Animal Sheltering Page 7
ii. Enforcement of Contract Provisions. Consultant acknowledges and
agrees that any actual or alleged failure on the part of the City to
inform Consultant of non - compliance with any requirement imposes
no additional obligations on the City nor does it waive any rights
hereunder.
iii. Requirements not Limiting. Requirements of specific coverage
features or limits contained in this Section are not intended as a
limitation on coverage, limits or other requirements, or a waiver of
any coverage normally provided by any insurance. Specific
reference to a given coverage feature is for purposes of clarification
only as it pertains to a given issue and is not intended by any party
or insured to be all inclusive, or to the exclusion of other coverage,
or a waiver of any type.
iv. Notice of Cancellation. Consultant agrees to oblige its insurance
agent or broker and insurers to provide to City with thirty (30) days
notice of cancellation (except for nonpayment for which ten (10)
days notice is required) or nonrenewal of coverage for each
required coverage.
E. Timely Notice of Claims. Consultant shall give City prompt and timely
notice of claims made or suits instituted that arise out of or result from
Consultant's performance under this Agreement.
F. Additional Insurance. Consultant shall also procure and maintain, at its
own cost and expense, any additional kinds of insurance, which in its own
judgment may be necessary for its proper protection and prosecution of
the Work.
15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the Services to be provided
under this Agreement shall not be assigned, transferred contracted or subcontracted out
without the prior written approval of City. Any of the following shall be construed as an
assignment: The sale, assignment, transfer or other disposition of any of the issued
and outstanding capital stock of Consultant, or of the interest of any general partner or
joint venturer or syndicate member or cotenant if Consultant is a partnership or joint -
venture or syndicate or cotenancy, which shall result in changing the control of
Consultant. Control means fifty percent (50 %) or more of the voting power, or twenty -
five percent (25 %) or more of the assets of the corporation, partnership or joint- venture.
16. SUBCONTRACTING
The parties recognize that a substantial inducement to City for entering into this
Agreement is the professional reputation, experience and competence of Consultant.
Assignments of any or all rights, duties or obligations of the Consultant under this
Agreement will be permitted only with the express written consent of City. Consultant shall
Professional Services Agreement — Animal Sheltering Page 8
not subcontract any portion of the Work to be performed under this Agreement without the
prior written authorization of City.
17. OWNERSHIP OF DOCUMENTS
Each and every report, draft, map, record, plan, document and other writing produced
(hereinafter "Documents "), prepared or caused to be prepared by Consultant, its
officers, employees, agents and subcontractors, in the course of implementing this
Agreement, shall become the exclusive property of City, and City shall have the sole
right to use such materials in its discretion without further compensation to Consultant
or any other party. Consultant shall, at Consultant's expense, provide such Documents
to City upon prior written request.
Documents, including drawings and specifications, prepared by Consultant pursuant to
this Agreement are not intended or represented to be suitable for reuse by City or
others on any other project. Any use of completed Documents for other projects and
any use of incomplete Documents without specific written authorization from Consultant
will be at City's sole risk and without liability to Consultant. Further, any and all liability
arising out of changes made to Consultant's deliverables under this Agreement by City
or persons other than Consultant is waived against Consultant and City assumes full
responsibility for such changes unless City has given Consultant prior notice and has
received from Consultant written consent for such changes.
18. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and communications
that result from the Services in this Agreement, shall be kept confidential unless City
authorizes in writing the release of information.
19. INTELLECTUAL PROPERTY INDEMNITY
The Consultant shall defend and indemnify City, its agents, officers, representatives and
employees against any and all liability, including costs, for infringement of any United
States' letters patent, trademark, or copyright infringement, including costs, contained in
Consultant's drawings and specifications provided under this Agreement.
20. RECORDS
Consultant shall keep records and invoices in connection with the Work to be performed
under this Agreement. Consultant shall maintain complete and accurate records with
respect to the costs incurred under this Agreement and any Services, expenditures and
disbursements charged to City, for a minimum period of three (3) years, or for any
longer period required by law, from the date of final payment to Consultant under this
Agreement. All such records and invoices shall be clearly identifiable. Consultant shall
allow a representative of City to examine, audit and make transcripts or copies of such
records and invoices during regular business hours. Consultant shall allow inspection
of all Work, data, Documents, proceedings and activities related to the Agreement for a
period of three (3) years from the date of final payment to Consultant under this
Agreement.
Professional Services Agreement — Animal Sheltering Page 9
21. WITHHOLDINGS
City may withhold payment to Consultant of any disputed sums until satisfaction of the
dispute with respect to such payment. Such withholding shall not be deemed to
constitute a failure to pay according to the terms of this Agreement. Consultant shall
not discontinue Work as a result of such withholding. Consultant shall have an
immediate right to appeal to the City Manager or his/her designee with respect to such
disputed sums. Consultant shall be entitled to receive interest on any withheld sums at
the rate of return that City earned on its investments during the time period, from the
date of withholding of any amounts found to have been improperly withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Consultant which result in expense to City greater than what would
have resulted if there were not errors or omissions in the Work accomplished by
Consultant, the additional design, construction and /or restoration expense shall be
bome by Consultant. Nothing in this paragraph is intended to limit City's rights under the
law or any other sections of this Agreement.
23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS
City reserves the right to employ other Consultants in connection with the Project.
24. CONFLICTS OF INTEREST
The Consultant or its employees may, be subject to the .provisions of the California
Political Reform Act of 1974 (the "Act"), which (1) requires such persons to disclose any
financial interest that may foreseeably be materially affected by the Work performed
under this Agreement, and (2) prohibits such persons from making, or participating in
making, decisions that will foreseeably financially affect such interest.
If subject to the Act, Consultant shall conform to all requirements of the Act. Failure to
do so constitutes a material breach and is grounds for immediate termination of this
Agreement by City. Consultant shall indemnify and hold harmless City for any and all
claims for damages resulting from Consultant's violation of this Section.
25. NOTICES
All notices, demands, requests or approvals to be given under the terms of this Agreement
shall be given in writing, and conclusively shall be deemed served when delivered
personally, or on the third business day after the deposit thereof in the United States mail,
postage prepaid, first -class mail, addressed as hereinafter provided. All notices, demands,
requests or approvals from Consultant to City shall be addressed to City at:
Attn: Captain Dale Johnson
Police Department
Professional Services Agreement — Animal Sheltering Page 10
City of Newport Beach
870 Santa Babara Drive
Newport Beach, CA 92660
Phone: 949 - 644 -3681
Fax: 949 - 644 -3794
All notices, demands, requests or approvals from CITY to Consultant shall be addressed
to Consultant at:
Attention: Dr. Bruce C. Bauersfeld, DVM
BAUERSFELD ENTERPRISES, LTD.
2075 Newport Boulevard
Costa Mesa, CA 92627
Phone: 949 - 722 -7387
Fax: 949 - 722 -7388
26. CLAIMS
The Consultant and the City expressly agree that in addition to any claims filing
requirements set forth in this Agreement and any attachments, exhibits or referenced
documents, the Consultant shall be required to file any claim the Consultant may have
against the City in strict conformance with the Government Claims Act (Government
Code sections 900 at seg.).
27. TERMINATION
If the event the Consultant fails or refuses to timely perform in accordance with the
Agreement or if Consultant violates any provisions of the Agreement, the Consultant
shall be deemed in default. If such default is not cured within a period of five (5) working
days, or if more than five (5) working days are reasonably required to cure the default
and Consultant fails to give adequate assurance of due performance within five (5)
working days after Consultant receives written notice of default from City, City may
terminate the Agreement forthwith by giving written notice. City may, in addition to the
other remedies provided in the Agreement or authorized by law, terminate the
Agreement by giving written notice of termination.
Upon termination, City will pay to Consultant that portion of compensation specified in
the Agreement that is earned and unpaid prior to the effective date of termination. The
Consultant may only terminate the agreement in the event of nonpayment by the City.
28. COMPLIANCE WITH ALL LAWS
Consultant shall at its own cost and expense comply with all statutes, ordinances,
regulations and requirements of all governmental entities, including federal, state, county
or municipal, whether now in force or hereinafter enacted. In addition, all Work prepared
by Consultant shall conform to applicable City, county, state and federal laws, rules,
regulations and permit requirements and be subject to approval of the Project
Administrator and City.
Professional Services Agreement — Animal Sheltering Page 11
29. WAIVER
A waiver by either party of any breach, of any term, covenant or condition contained
herein shall not be deemed to be a waiver of any subsequent breach of the same or any
other term, covenant or condition contained herein, whether of the same or a different
character.
30. INTEGRATED CONTRACT
This Agreement represents the full and complete understanding of every kind or nature
whatsoever between the parties hereto, and all preliminary negotiations and agreements
of whatsoever kind or nature are merged herein. No verbal agreement or implied
covenant shall be held to vary the provisions herein.
31. CONFLICTS OR INCONSISTENCIES
In the event there are any conflicts or inconsistencies between this Agreement and the
Scope of Services or any other attachments attached hereto, the terms of this
Agreement shall govern.
32. INTERPRETATION
The terms of this Agreement shall be construed in accordance with the meaning of the
language used and shall not be construed for or against either party by reason of the
authorship of the Agreement or any other rule of construction which might otherwise
apply.
33. AMENDMENTS
This Agreement may be modified or amended only by a written document executed by
both Consultant and City and approved as to form by the City Attorney.
34. SEVERABILITY
If any term or portion of this Agreement is held to be invalid, illegal, or otherwise
unenforceable by a court of competent jurisdiction, the remaining provisions of this
Agreement shall continue in full force and effect.
35. CONTROLLING LAW AND VENUE
The laws of the State of California shall govern this Agreement and all matters relating
to it and any action brought relating to this Agreement shall be adjudicated in a court of
competent jurisdiction in the County of Orange.
36. EQUAL OPPORTUNITY EMPLOYMENT
Professional Services Agreement — Animal Sheltering Page 12
Consultant represents that it is an equal opportunity employer and it shall not
discriminate against any subcontractor, employee or applicant for employment because
of race, religion, color, national origin, handicap, ancestry, sex or age.
IN WITNESS WHEREOF, the parties have caused this Agreement to be
executed on the dates written below.
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
Date: --j2 2 Z- v
By:
Msis"tant
ette ea . p
City Attor e
ATTEST:
Date:
By:
1.4
City Clerk
Attachments
CITY OF NEWPORT BEACH,
A California municipal corporation
Date: 42 ZZ lD
By: G�
Dave Kiff, City Ma ager'000r/ VC
CONSULTANT:BAUERSFELD
ENTERPRISES, LTD., a California
corporation
Date:/ l- - 1 —/
By: . /Dr. Bruce Bruce C auersfeld, DVM.
Director
Date: i� " >--I-
B :
y
By:
r. Br, ce Cetauersfela, DVM
President
Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Professional Services Agreement — Animal Sheltering Page 13
EXHIBIT A — SCOPE OF SERVICES
1. Animal Care. Consultant agrees to receive and care for any dog, cat, bird, fowl,
or Animal other than a horse, cow, or Animal too large to be cared for in his
facilities (hereinafter referred to collectively as "Animal "), that is delivered to him
by the City.
2. Inspection Hours. Visitors shall be permitted to view all impounded Animals
during normal inspection hours. Normal inspection hours shall include either a
Saturday or one evening a week (except weeks with holidays). Shelter shall
permit visitor viewing of impounded Animals at least thirty -five (35) hours a week
(except weeks with holidays). Inspection hours shall be posted so as to be easily
observable at the front exterior of the Shelter premises.
a. The Shelter shall be closed on the following holidays and their extensions:
Holiday Holiday Description
Independence Day
July 4
Labor Day
15r Monday in September
Veteran's Day
November 11
Thanksgiving Day
0 Thursday in November
Christmas Eve
Yz Day
Christmas Day
December 25
New Year's Eve
Y2 Day
New Year's Day
January 1
President's Day
3`d Monday in February
Memorial Day
Last Monday in May
Those holidays occurring on a Sunday shall be observed the following
Monday.
b. The normal Animal inspection hours shall be:
Tuesday through Friday: 10:00 AM to 5:00 PM
Monday and Saturday: 10:00 AM to 3:00 PM
Sunday: Closed
c. Consultant may change the specific times of the normal inspection hours
with the written consent of the Patrol Traffic Division Commander of the
City of Newport Beach Police Department, as long as the minimum
viewing hours requirement as stated above in Section 2 ( "Inspection
Hours ") is met.
3. Holding Period. Unless claimed by the owner sooner, Consultant will hold any
Animal delivered to him for the following periods:
a. All Animals shall be held a minimum of four (4) days. Said holding period
does not include the day of impoundment. At the discretion of the Animal
Control Officer, if any Animal bears identification, said Animal shall be held
Professional Services Agreement — Animal Sheltering Page 14
for six (6) days. This six (6) day period shall not include any day the
Shelter is closed.
b. Sundays, holidays, or any other day the Shelter is closed shall not accrue
to the holding period.
c. The holding period shall not apply if the Consultant or Animal Control
Officer determines the individual circumstance to be extraordinary (e.g.
suffering irremediably, wild, vicious, dangerous to humans, rabid, etc.)
d. For purposes of the "Holding Period," the term "Animal" is defined as any
dog, cat, rabbit, guinea pig, hamster, pot - bellied pig, bird, lizard, snake,
turtle, or tortoise legally allowed as personal property.
4. Disposition of Impounded Animals. After the holding period, Consultant may
dispose of an Animal by either selling it in accordance with the terms of Section
1208.5 of the Code of Civil Procedure, or by destroying it in accordance with
Sections 7.16.020 and 7.16.060 of the Newport Beach Municipal Code, and any
applicable State Law. Alternatively, following the holding period Consultant may
place the Animal in Consultant's 'Pals for Pets' adoption program, and attempt to
provide adoption for said Animal on a best -effort basis. Animals that are
scheduled for euthanasia, which are not considered extraordinary circumstances,
may, at the request of any 501 (c) (3) Internal Revenue Code Animal rescue or
adoption organization, be released to said organization subject to standard fees.
5. Fees for Services. Upon redeeming an Animal, the owner must pay all fees
accrued, including boarding, medical treatment, vaccination, safekeeping, and /or
quarantine fees. Consultant shall collect from owner the impound fees and dog
license fees established by Resolution of the Newport Beach City Council.
a. Boarding Fees. Consultant shall retain a boarding fee for each day, or
part thereof, an Animal is in his care. Boarding fees shall be established
by Resolution of the Newport Beach City Council. Consultant shall collect
from owner said Boarding Fees for all impounded Animals when they are
claimed.
L Consultant shall bill the City monthly for the boarding fees of all
Animals delivered to him by the City, which were not claimed by
their owners.
b. Safekeeping Fees. Safekeeping fees shall be established by Resolution
of the Newport Beach City Council.
c. Quarantine Fees. Quarantine Fees shall be established by Resolution of
the Newport Beach City Council.
d. Rabies Vaccination Fee. In the event Consultantis required to dispense
an inoculation against rabies to any Animal delivered by City, Consultant
shall charge a fee established by Resolution of the Newport Beach City
Professional Services Agreement — Animal Sheltering Page 15
Council for the inoculation. The fee shall be collected from the owner or
any other person to whom the Animal is sold or delivered.
6. Adoptions. Consultant shall, on a best -effort basis, attempt to provide adoption
for all Animals in his care that are suitable for adoption. During the holding
period, if an Animal is adopted by a person or organization that had no previous
interest in the Animal, Consultant will collect from said person or organization an
adoption fee established by Resolution of the Newport Beach City Council.
a. Said adoptions for dogs and cats shall include one (1) set of basic health
vaccinations ( (dogs- DHLPP) (cats- FVRCPC) ], rabies vaccination,
physical examination, and spaying, neutering, or a certificate of sterility as
appropriate.
7. Spay and Neuter. All dogs and cats adopted during the holding period shall be
spayed or neutered as required by applicable State law. Surgery shall be
performed at the sole discretion of the Consultant in compliance with the
California Veterinary Practice Act. If a dog or cat is unable to be spayed or
neutered for medical reasons at the time of adoption, Consultant shall collect a
refundable deposit:
a. Spay /Neuter Deposits. if a dog or cat is adopted from the Shelter by a
person who had no previous interest in said Animal, Consultant shall
collect from said person a spay /neuter deposit as provided by, and in
compliance with, Sections 30503 and 31751 of the Food and Agriculture
Code. The spay/neuter deposit shall be a maximum of seventy -five
dollars ($75.00) for dogs and thirty dollars ($30.00) for cats.
b. Spay /Neuter Deposit Refunds. Pet owners may reclaim their deposit from
Consultant by presenting a certificate of sterilization, along with a receipt
for the surgery, within the prescribed period. An accounting of
spay /neuter deposit collections and refunds shall be made to the City of
Newport Beach Revenue Manager monthly.
Special Handling. in the course of providing Animal control services, both parties
acknowledge that situations arise that are neither predictable nor routine.
Consultantshall, on a best -effort basis, provide any and all services that the City
requests of him. Fees for these services shall be determined by Consultant on
an individual basis and will be billed to the City monthly subject to approval by
the Animal Control Officer. Said services shall include but not be limited to the
following: long term hold for trial, boarding and /or treating exotic and/or unusual
pets, Penal Code Section 597 necropsies, Penal Code Section 597 abuse, and
other forensic issues.
9. Emergency Medical Treatment. In the event Consultantis required to perform
emergency services and /or medical treatment for any injured Animal delivered to
Consultant by City, the fee for said services shall be collected from the owner to
whom said Animal is delivered. However, in the case of an adopted Animal or an
unclaimed Animal destroyed or disposed of by Consultantpursuant to this
Professional Services Agreement — Animal Sheltering Page 16
Agreement, City shall pay such fee. Notwithstanding the above, Consultant shall
not charge the City a fee that exceeds one hundred ninety dollars ($190.00) for
emergency care, or ninety -six dollars ($96.00) in the case of non - emergency
medical treatment.
10.Shelter Coordinator. Consultant shall provide a designated Shelter Coordinator
whose duties shall be dedicated to the operations of the Shelter a minimum of
twenty (20) hours per week. Said duties shall include: public information, public
relations, coordinating Shelter activities with the veterinary hospital, coordinating
Shelter activities with the City, facilitating information exchange between the
Shelter and the City, and presentation of monthly reports and statistics regarding
Shelter operations.
11. Fees. Fees applicable to this Agreement can be found in Exhibit B ( "Schedule of
Billing Rates ") of this Agreement.
12. Record Keeping. Consultant shall keep records to show the date each Animal is
delivered to him by City, the time it is kept, the disposition of it, the amount of
fees or charges collected from the owner or person to whom it is sold or
delivered. These records shall be open and available for inspection by City. All
revenues from City dog licensing, the unclaimed spay /neuter deposits, and fifty
percent (50%) of impound fees, collected by Consultant shall be remitted to City
monthly. All other fees shall be retained by Consultant. Consultant understands
City can claim reimbursement for certain costs from the State of California under
SB -90 and agrees to collect and keep all records identified by the Revenue
Manager necessary for filing such claims during the normal course of business.
Consultant also agrees to provide copies of identified records within ten (10)
working days of request. City agrees to compensate Consultant for reasonable
costs associated with recreating records Consultant was not previously directed
to maintain.
13. Monthly Billing. At the end of each month, Consultant shall bill the City for the
charges that have accrued during such month pursuant to this Agreement.
These shall include the base contract fee, boarding fees (less those boarding
fees already collected from owners who have claimed impounded Animals),
special handling fees, emergency and /or medical treatment, fees for
spaying /neutering dogs and cats, and other expenditures including, but not
limited to, medical supplies for City, Shelter equipment, printing forms, etc. as
approved by the Animal Control Officer.
14. Standard of Practice. Both parties acknowledge that Dr. Bruce C. Bauersfeld,
DVM, Consultant and the facility (Dover Shores Pet Care Center) engaged for
use under this Agreement are fully licensed and regulated by the authority given
the California Department of Consumer Affairs' State Board of Veterinary
Medicine under the Veterinary Practice Act. Consultant shall be required to
ensure that both the facility, and the standard of veterinary medicine practiced at
said facility, are in full compliance with the California Veterinary Practice Act.
Professional Services Agreement — Animal Sheltering Page 17
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