KELLY ASSOCIATES MANAGEMENT GROUP LLC (KAMG) 1 - 2013

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INSURANCE NOT ON FILE N- 2013 -102 WORK MAY NOT PROCEED CLERK OF COUNCIL DATE: ?—A '13 CONSULTANT AGREEMENT g= PAS (2) R� COY %z� THIS AGREEMENT, made and entered into this July , 2013 by and between KELLY ASSOCIATES MANAGEMENT GROUP LLC (KAMG), a California corporation (hereinafter "Consultant "), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of public sector management consulting services. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall review the operations of the Community Development Agency ( "CDA ") and provide an organization audit of the CDA, including assessments of the existing organizational structure, budgetary and finance operations, management/supervisory span of control, and client services. The full Scope of Work is set forth in Consultant's Proposal dated July 8, 2013, attached as Exhibit A to this Agreement, and incorporated by reference 2. REPRESENTATIVES For purposes of implementing this Agreement, the representative of City shall be the City Manager, or his designated representative, and the representative of the Consultant shall be William R. Kelly or his designated representative. Except as may be otherwise stated herein, such representatives shall have the authority to act on behalf of their respective parties in carrying out the terms of this Agreement. 3. DELIVERY OF WORK PRODUCT - OWNERSHIP Consultant warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. Consultant's contribution to City projects, including works to be produced by Consultant hereunder, will not infringe or misappropriate the proprietary or personal rights of any third person or party. Consultant shall deliver to City any work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with City's information systems, as agreed between the City Manager and Consultant's representative.