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HomeMy WebLinkAbout25J - TRAINING SERVICESREQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: JUNE 2, 2008 TITLE: AGREEMENT WITH WILLDAN HOMELAND SOLUTIONS FOR TRAINING SERVICES '0' G/ J CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ^ As Recommended ^ As Amended ^ Ordinance on 1S` Reading ^ Ordinance on 2nd Reading ^ Implementing Resolution ^ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and the Clerk of the Council to execute the attached agreement with Willdan Homeland Solutions, an operating division of Willdan Group, Inc., to provide training and exercise services in an amount not to exceed $700,000, subject to non-substantive changes approved by the City Manager and City Attorney. DISCUSSION The United States Department of Homeland Security, Office of Grants and Training has developed the Urban Areas Security Initiative (UASI) funding program. UASI provides funds to local emergency first responders to enhance security and overall preparedness to prevent, respond to, and recover from acts of terrorism. The grant specifically provides funding for anti-terrorism equipment, planning, training, and exercises. Santa Ana has been designated as an Urban Area Core City for the fifth year. The City of Santa Ana has fiscal responsibility for the FY07 UASI grant for the Santa Ana / Anaheim Urban Area which encompasses the 34 jurisdictions in Orange County. In March 2008, requests for proposals (RFP) were sent to vendors for homeland security related training and exercise consulting services. Three proposals were received and evaluated for compliance with minimum requirements, overall responsiveness to the RFP, experience, references, and total project cost. Willdan Homeland Solutions met all of the listed specifications for this mandated training. It is anticipated that the current scope of services developed by the consultant will differ or expand as the consultant coordinates planning meetings that seek stakeholder input from the 34 jurisdictions in the Santa Ana / Anaheim Urban Area. The final determination of training and exercise consulting services may be adjusted in writing, and executed by the City Manager and Chief of Police, and by Willdan Homeland Solutions. 25J-1 Agreement with Willdan Homeland Solutions June 2, 2008 Page 2 FISCAL IMPACT Funds are available in the FY 2007 UASI Grant fund account (no.125-337- 6291) . APPROVED AS TO FUNDS AND ACCOUNTS: ~u~ M. b4alters Chief of Police Police Department Francisco Gutierrez ~i/ Executive Director Finance & Mgmt. Services Agency 25J-2 CONSULTANT AGREEMENT THIS AGREEMENT, made and entered into this 2nd day of June, 2008 by and between WILLDAN HOMELAND SOLUTIONS, 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. City, acting through the Santa Ana Police Department in its capacity as a Core City and lead agency for the Anaheim /Santa Ana Urban Area under the FY07 Urban Areas Security Initiative ("UASI"), has applied for, received and accepted a grant from the federal Department of Homeland Security, Office of Domestic Preparedness, through the State of California, Office of Homeland Security, to enhance countywide emergency preparedness, hereinafter referred to as "the Grant". B. The City desires to conduct a Homeland Security Training and Exercise Program, collectively "Training and Exercises". C. Consultant represents that they have the necessary skills and experience to provide assistance in designing, planning and conducting the Training and Exercises. D. Consultant has submitted a Proposal which identifies the scope, tasks and general time lines for providing the services and the costs thereof. D. 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 design, plan and conduct Training and Exercises for the Anaheim / Santa Ana Urban Area, in accordance with Consultant's Proposal, attached hereto as Exhibit A, and incorporated by reference. All services required hereunder shall conform in all respects to standards for such Training and Exercises issued by the U.S. Department of Homeland Security. The Parties anticipate that the exercises developed by Consultant as a result of the Training and Exercise Planning Workshop may differ from or expand the training and exercises anticipated at this time. The final determination of workshops and training/exercises provided pursuant to this Agreement may be adjusted, in writing executed by the City Manager and Chief of Police, for City, and by Consultant. The parties anticipate that additional training and exercises will be planned and executed during the term of this Agreement. The City Manager and Chief of Police for the City of Santa Ana are hereby authorized to approve such additional training and exercises, in writing, as they determine will fulfill the objectives of the Grant. Page 1 of 11 25J-3 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit A. The total sum to be expended under this Agreement shall not exceed $700,000 during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing the completion of milestones as set forth in Exhibit A, subject to City accounting procedures. Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals that may reasonably be expected by City. 3. USE AND OWNERSHIP OF DOCUMENTS It is understood by and agreed to between the parties that all documents, outlines, materials distributed during classes, and any other written papers or materials prepared for the presentations hereunder, paid for with Grant funds, or composed utilizing information provided by Santa Ana, shall be the property of Santa Ana and shall be delivered to Santa Ana upon completion of the services hereunder. Santa Ana shall grant Consultant a license to utilize such property for its own business purposes so long as such use is not contrary to the interests of Santa Ana. 4. TERM This Agreement shall commence on the date first written above and terminate on satisfactory completion of all training and exercises and submission of required evaluation and After Action Reports to the City, which the parties agree should be substantially complete on or before March 1, 2010. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create anemployer-employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, agents, volunteers, and employees as Page 2 of 11 25J-4 additional insureds) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting there from and damage to property, resulting from any covered act or occurrence arising out of Consultant's operations in the performance of this Agreement. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting there from, and property damage, in the total amount of $1,000,000 per occurrence. Consultant shall supply City with a fully executed additional insured endorsement to be approved in form by the City Attorney. b. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. c. Professional Liability Insurance. If Consultant is or employs a licensed professional such as an architect or engineer, Consultant shall provide professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim and not less than $2,000,000 annual aggregate. d. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled without thirty (30) days prior written notice to the City. Ten (10) days notice if cancellation is due to non-payment of premium. e. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, and special counsel from liability for personal injury, or just compensation, arising out of claims for personal injury, including health, and claims for property damage, to the extent they arise from the negligent or willful misconduct in the performance of operations or errors or omissions of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement. Page 3 of 11 25J-5 Inasmuch as measures to prevent or mitigate the effect of any act or terrorism are unique to the act, and the actions that may be taken in controlling, preventing or suppressing acts of terrorism are unique to the act, Consultant is not responsible to City for designing or advising on or otherwise taking measures to prevent or mitigate the effect of any act of terrorism or any action which may be taken in controlling, preventing, suppressing or in any way relating to an act of terrorism. 8. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 10. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Telefacsimile (714) 647-6956 With courtesy copies to: Santa Ana Police Department UASI /Homeland Security Division Page 4 of 11 25J-6 60 Civic Center Plaza P.O. Box 1981 (M-97) Santa Ana, California 92702 Telefacsimile (714) 245-8745 Attn: Brian Whitley and City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Telefacsimile (714) 647-6515 To Consultant: Jim Bailey Willdan Homeland Solutions 2401 East Katella Avenue, Suite 220 Anaheim, California 92806 telefacsimile (714) 940-4930 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, that terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any parry, which are not embodied herein. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without Page 5 of 11 25J-7 the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 13. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work that fails to meet the standard of performance specified in the Recitals of this Agreement. 14. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. JURISDICTION -VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 16. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ma and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 17. CONSULTANT CERTIFICATIONS Page 6 of 11 25J-8 a. Audit Records -With respect to all matters covered by this agreement all records shall be made available for audit and inspection by the City, the grant agency and/or their duly authorized representatives for a period of three (3) years from the termination of this Agreement. For a period of three years after final delivery hereunder or until all claims related to this Agreement are finally settled, whichever is later, Consultant shall preserve and maintain all documents, papers and records relevant to the services provided in accordance with this Agreement, including the Attachments hereto. For the same time period, Consultant shall make said documents, papers and records available to City and the agency from which City received grant funds or their duly authorized representative(s), for examination, copying, or mechanical reproduction on or off the premises of Consultant, upon request during usual working hours. b. Consultant shall provide to City all records and information requested by City for inclusion in quarterly reports and such other reports or records as City may be required to provide to the agency from which City received grant funds or other persons or agencies. c. Section 504 of the Rehabilitation Act of 1973 (Handicapped) -All recipients of federal funds must comply with Section 504 of the Rehabilitation Act of 1973 (The Act). Therefore, the federal funds recipient pursuant to the requirements of The Act hereby gives assurance that no otherwise qualified handicapped person shall, solely by reason of handicap be excluded from the participation in, be denied the benefits of or be subject to discrimination, including discrimination in employment, in any program or activity that receives or benefits from federal financial assistance. The Consultant agrees it will ensure that requirements of The Act shall be included in the agreements with and be binding on all of its contractors, subcontractors, assignees or successors. d. Americans with Disabilities Act of 1990 - (ADA) Consultant must comply with all requirements of the Americans with Disabilities Act of 1990 (ADA), as applicable. e. Political Activity -None of the funds, materials, property, or services provided directly or indirectly under this agreement shall be used for any partisan political activity, or to further the election or defeat of any candidate for public office, or otherwise in violation of the provisions of the "Hatch Act". f.. Civil Rights Compliance and Notification of Findings -Consultant will comply, and all its contractors (or subrecipients) will comply, with the nondiscrimination requirements of the Omnibus Crime Control and Safe Streets Act of 1968, as amended, 42 USC 3789 (d), or Victims of Crime Act (as appropriate); Title VI of the Civil Rights At of 1964, as amended; Section 504 of the Rehabilitation Act of 1964, as amended; Subtitle A, Title II of the Americans with Disabilities Act (ADA) (1990); Title IX of the Education Amendments of 1972; the Age Discrimination Act of 1975; Department of Justice Non-Discrimination Regulations, 28 CFR Part 42, Subparts C, D, E, and G; and Department of Justice regulations on disability discrimination, 28 CFR Part 35 and 39. In the event a Federal or State court, Federal or State administrative agency, or the Consultant makes a finding of discrimination after a due process hearing on the grounds of race, color, religion, national origin, sex, or disability against a recipient of funds, the Consultant will forward a copy of the findings to the City which will, in Page 7 of 11 25J-9 turn, submit the findings to the Office of Civil Rights, Office of Justice Programs, U.S. Department of Justice. 18. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. CITY OF SANTA ANA, a municipal Corporation of the State of California ATTEST: Patricia E. Healy Clerk of the Council DAVID N. REAM City Manager APPROVED AS TO FORM: WILLDAN HOMELAND SOLUTIONS JOSEPH W.FLETCHER City Attorney By: Laura Sheedy Assistant City Attorney JIM BAILEY Vice President Tax ID# Page 8 of 11 25J-10 EXHIBIT A PROPOSED ACTIONS Willdan is committed to providing the Anaheim/Santa Ana Urban Area (ASAUA) homeland security exercise program with the same outstanding level of practical, responsive, and forward -looking support it has received in the past. We can make this assertion, in part, because our proposed Program Manager, Jim Bailey, and his core team staff-including Wendy Kleinman, Mike Hooper, and Alberto Martinez-have served as the primary contractor support staff to the ASAUA homeland security exercise program for the past 3 years. Their insights into the ASAUA's needs, objectives, and operating procedures are unrivaled, and their ability to advise and support the ASAUA matchless in its degree of practicality and quality. The ASAUA Multi-Year Training and Exercise Plan is a three-year plan that incorporates training and exercise evnets. The scheduling of training and exercise events incorporates the building block approach and synchronizes the related homeland security training events with their respective exercises. The Willdan team will provide the following services in support of the Anaheim/Santa Ana Urban Area Training and Exercise Program during FY 2008/09: A. Improvement Plan (IP) Workshop. The IP Workshop will be the commencement of the Multi-Year Training and Exercise Program. This workshop will gather Improvement Plan data, specifically areas of improvement and corrective actions, from previous exercises and real-world events for the follow- on Training & Exercise Planning Workshop. The IP Workshop will be a one-day (8 hour) exercise and will include approximately 50 participants, selected by City, from the region's USAR, forensics/coroner, public information, hospitals, and the private sector. The Willdan team will be responsible for logistical considerations, including food and beverages, exercise materials (badges, signage, and handouts) and providing an experienced facilitator. Cost: $4,860.00 B. Training 8~ Exercise Planning Workshop (TEPW). This workshop will help lay the groundwork for many of the activities that take place in Year 1 and beyond. The TEPW is a strategy session that will solicit input from all stakeholders and draft the Three-Year Training and Exercise schedule. The goal of the 8-hour workshop will be to coordinate training and exercises among partners, thereby avoiding duplication and pooling resources. The TEPW should include many, if not all, of the same 50 participants that attended the IP Workshop. We will be responsible for logistical considerations during the TEPW, including food and beverages, exercise materials (badges, signage, and handouts) and providing a facilitator and adequate support staff. Cost: $4,860.00 C. Basic Emergency Operations Center (EOC) Training Course. The Basic EOC Training Course will be the first instructor-led educational opportunity for the ASAUA, during Year 1 activities. The 24-hour course will be delivered four (4) Page 9 of 11 25J-11 times to the Urban Area, allowing more than 160 personnel to be trained during the first year of the program. Willdan will supply the course materials, instructor(s), food and beverages, and miscellaneous items (badges, name tents, signage). The course is approved through both P.O.S.T and the California Office of Homeland Security. This introductory course provides participants with the necessary instruction to function in local government EOCs using NIMS/BEMs procedures and guidelines. Topics include: The essential elements related to an EOC and how the local EOC coordinates with regional, state and federal entities. The principles associated with disaster management, role of the EOC and goals of emergency/disaster management. • Principles for an effective EOC operation. • Multi-Agency Coordination System principles of NIMS and the application to an EOC. The functions, responsibilities and procedure for EOCs including activation, operations and demobilization phases. • The coordination and support roles of the EOC to the Field Incident Command System. Cost: $106,992.00 D. Tabletop Exercise Series. The tabletop series proposed for Year 1 will utilize a common scenario (TBD) but will be tailored for each region and/or jurisdiction. There will be nine (9) deliveries of the tabletop exercise with each running eight (8) hours in duration. Approximately 120 participants may attend each of the deliveries, allowing ample representation from traditional (law enforcement, fire services, emergency management) and non-traditional first responders (public works, public health, private sector). This tabletop exercise will be the first step in the Urban Area's building block approach, with future exercises utilizing similar components. The Willdan team will be responsible for providing facilitators, support staff, sufficient amounts of exercise materials (situation manuals, evaluation forms, badges, registration materials) and providing food and refreshments. Cost: $342,788 E. Forensic Mutual Aid Plan Workshop. The Forensic Mutual Aid Plan Workshop will be a one-day exercise (8 hours) that will build upon the success of the 2007 exercise series. The workshop goal is to continue discussions and development of a regional or statewide forensics mutual aid plan. The Forensic Mutual Aid Plan Workshop will be delivered once and will include the participation of approximately 60 stakeholders. During the workshop, Willdan will provide all logistical needs to include exercise materials (workshop manual, evaluation forms), identification (badges, name tents) and will be responsible for food and beverages. The After Action Report from this exercise will provide a blueprint for the continued development of the plan, or possibly a draft forensic mutual aid plan. Cost: $22,500 Page 10 of 11 25J-12 COMPENSATION Compensation will be paid on a milestone basis as follows: Milestone Payment 1. Completion of Improvement Plan Workshop and 50,000 Training and Exercise Planning Workshop $ 2. Completion of all Initial Planning Conferences for Each of the exercises in the Tabletop Exercise Series $150,000 3. Delivery of the four (4) EOC Training Courses $150,000 4. Delivery of the After Action Reports for the Tabletop Exercise Series and the Forensic Mutual Aid Plan $132,000 Workshop Total $482,000 Additional exercises may be provided upon the mutual agreement of the parties. Such additional services will be compensated as set forth in a written agreement executed by the parties prior to the commencement of such additional services. Page 11 of 11 25J-13 25J-14