HomeMy WebLinkAboutC-9659-1 - PSA for Expense Reduction and Recovery Services for Telecommunications1
PROFESSIONAL SERVICES AGREEMENT
CT WITH PROCURE AMERICA, LLC FOR
EXPENSE REDUCTION AND RECOVERY SERVICES FOR
Cl) TELECOMMUNICATIONS
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and
entered into as of this 1 st day of July, 2024 ("Effective Date"), by and between the CITY
OF NEWPORT BEACH, a California municipal corporation and charter city ("City"), and
PROCURE AMERICA, LLC, a Delaware limited liability company ("Consultant"), whose
principal address is 30900 Rancho Viejo Road, #265, San Juan Capistrano, CA 92675,
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 carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. Consultant, also known as ProcureAmerica, was previously formed as Procure
America Inc., a California corporation, and in June of 2023, converted into its
current form as a Delaware limited liability company.
C. City desires to engage Consultant to identify cost reduction opportunities through
a comprehensive analysis of the City's telecommunications (Voice, Data & Mobile)
costs and operations. ("Project").
D. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the professional services described in this Agreement.
E. 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:
1. TERM
The term of this Agreement shall commence on the Effective Date, and shall
terminate on June 30, 2029, 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 ("Services"
or "Work"). City may elect to delete certain Services within the Scope of Services at its
sole discretion.
3. TIME OF PERFORMANCE
3.1 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. In the absence of a specific schedule, the Services shall be performed to
completion in a diligent and timely manner. The failure by Consultant to strictly adhere to
the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely
manner may result in termination of this Agreement by City.
3.2 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 within two (2) calendar days of the occurrence causing the delay to the
other party so that all delays can be addressed.
3.3 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein 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.
3.4 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the circumstances, by
hand -delivery or mail.
4. COMPENSATION TO CONSULTANT
4.1 City shall pay Consultant for the Services on a contingency basis in
accordance with the provisions of this Section and the provisions of the Scope of Services
attached hereto as Exhibit A and the Schedule of Billing Rates attached hereto as Exhibit
B, 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 One Hundred Fifteen Thousand Dollars and 00/100
($115,000.00), 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.
4.2 Consultant shall submit reports and invoices to City to substantiate cost
savings to the City and documenting the corresponding contingency fee in accordance
with and as described in Exhibits A and B. City shall pay Consultant no later than thirty
(30) calendar days after approval of the reports and invoices by City staff.
4.3 City shall reimburse Consultant only for those costs or expenses specifically
identified in Exhibit B to this Agreement or specifically approved in writing in advance by
City.
4.4 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,
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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
5.1 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 Todd Main 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.
5.2 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.
5.3 If Consultant is performing inspection services for City, the Project Manager
and any other assigned staff shall be equipped with a cellular phone to communicate with
City staff. The Project Manager's cellular phone number shall be provided to City.
6. ADMINISTRATION
This Agreement will be administered by the Finance. City's Finance Director or
designee shall be the Project Administrator and shall have the authority to act for City
under this Agreement. The Project Administrator shall represent City in all matters
pertaining to the Services to be rendered pursuant to this Agreement.
7. CITY'S RESPONSIBILITIES
To assist Consultant in the execution of its responsibilities under this Agreement,
City agrees to 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.
8. 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
and with the ordinary degree of skill and care that would be used by other reasonably
competent practitioners of the same discipline under similar circumstances. All Services
shall be performed by qualified and experienced personnel who are not employed by City.
By delivery of completed Work, Consultant certifies that the Work conforms to the
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requirements of this Agreement, all applicable federal, state and local laws, and legally
recognized professional standards.
8.2 Consultant represents and warrants to City that it has, shall obtain, and shall
keep in full force and 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. Consultant shall maintain a City
of Newport Beach business license during the term of this Agreement.
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, acts of God, or the failure of City to furnish timely information or to
approve or disapprove Consultant's Work promptly, or delay or faulty performance by
City, contractors, or governmental agencies.
9. HOLD HARMLESS
9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers, employees and any person or entity owning or otherwise in legal control of
the property upon which Consultant performs the Project and/or Services contemplated
by this Agreement (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, attorneys'
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, reckless, and/or willful acts, errors and/or omissions
of Consultant, its principals, officers, agents, employees, vendors, suppliers, consultants,
subcontractors, anyone employed directly or indirectly by any of them or for whose acts
they may be liable, or any or all of them).
9.2 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 attorneys' 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 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
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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. No civil
service status or other right of employment shall accrue to Consultant or its employees.
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 of the Work 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
Consultant shall discuss and review all matters relating to policy and Project
direction with City's 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 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 or for other periods as specified in this Agreement, policies of insurance
of the type, amounts, terms and conditions described in the Insurance Requirements
attached hereto as Exhibit C, and incorporated herein by reference.
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 co -tenancy, which shall result in changing the control of
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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 subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A. Consultant shall be fully responsible to City for all acts and
omissions of any subcontractor. Nothing in this Agreement shall create any contractual
relationship between City and any subcontractor nor shall it create any obligation on the
part of City to pay or to see to the payment of any monies due to any such subcontractor
other than as otherwise required by law. City is an intended beneficiary of any Work
performed by the subcontractor for purposes of establishing a duty of care between the
subcontractor and City. Except as specifically authorized herein, the Services to be
provided under this Agreement shall not be otherwise assigned, transferred, contracted
or subcontracted out without the prior written approval of City.
17. OWNERSHIP OF DOCUMENTS
17.1 Each and every report, draft, map, record, plan, document and other writing
produced, including but not limited to, websites, blogs, social media accounts and
applications (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. Additionally, all material posted in cyberspace 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, including all logins
and password information to City upon prior written request.
17.2 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.
17.3 All written documents shall be transmitted to City in formats compatible with
Microsoft Office and/or viewable with Adobe Acrobat.
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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 expressly authorizes in writing the release of information.
19. INTELLECTUAL PROPERTY INDEMNITY
Consultant shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement or alleged
infringement of any United States' letters patent, trademark, or copyright, including costs,
contained in Consultant's Documents provided under this Agreement.
20. RECORDS
Consultant shall keep records and invoices in connection with the Services 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.
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 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 borne by
Consultant. Nothing in this Section is intended to limit City's rights under the law or any
other sections of this Agreement.
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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
24.1 Consultant or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act") and/or Government Code §§ 1090 et
seq., which (1) require such persons to disclose any financial interest that may
foreseeably be materially affected by the Work performed under this Agreement, and (2)
prohibit such persons from making, or participating in making, decisions that will
foreseeably financially affect such interest.
24.2 If subject to the Act and/or Government Code §§ 1090 et seq., Consultant
shall conform to all requirements therein. 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
25.1 All notices, demands, requests or approvals, including any change in
mailing address, 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.
25.2 All notices, demands, requests or approvals from Consultant to City shall
be addressed to City at:
Attn: Finance Director/Treasurer
Finance Department
City of Newport Beach
100 Civic Center Drive
Newport Beach, CA 92660
25.3 All notices, demands, requests or approvals from City to Consultant shall
be addressed to Consultant at:
Attn: Alfredo C. Armendariz Jr.
Procure America, LLC
30900 Rancho Viejo Road, #265
San Juan Capistrano, CA 92675
26. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under this Agreement, Consultant shall submit to City, in writing,
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all claims for compensation under or arising out of this Agreement. Consultant's
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
identified by Consultant in writing as unsettled at the time of its final request for payment.
Consultant and City expressly agree that in addition to any claims filing requirements set
forth in the Agreement, Consultant shall be required to file any claim Consultant may have
against City in strict conformance with the Government Claims Act (Government Code
sections 900 et seq.).
27. TERMINATION
27.1 In the event that either party fails or refuses to perform any of the provisions
of this Agreement at the time and in the manner required, that party shall be deemed in
default in the performance of this Agreement. If such default is not cured within a period
of two (2) calendar days, or if more than two (2) calendar days are reasonably required
to cure the default and the defaulting party fails to give adequate assurance of due
performance within two (2) calendar days after receipt of written notice of default,
specifying the nature of such default and the steps necessary to cure such default, and
thereafter diligently take steps to cure the default, the non -defaulting party may terminate
the Agreement forthwith by giving to the defaulting party written notice thereof.
27.2 Notwithstanding the above provisions, City shall have the right, at its sole
and absolute discretion and without cause, of terminating this Agreement at any time by
giving no less than thirty (30) calendar days' prior written notice to Consultant. In the
event of termination under this Section, City shall pay Consultant for Services
satisfactorily performed and costs incurred up to the effective date of termination for which
Consultant has not been previously paid. On the effective date of termination, Consultant
shall deliver to City all reports, Documents and other information developed or
accumulated in the performance of this Agreement, whether in draft or final form.
28. STANDARD PROVISIONS
28.1 Recitals. City and Consultant acknowledge that the above Recitals are true
and correct and are hereby incorporated by reference into this Agreement.
28.2 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.
28.3 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.
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28.4 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.
28.5 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.
28.6 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.
28.7 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.
28.8 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.
28.9 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, State of California.
28.10 Equal Opportunity Employment. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because race, religious creed, color, national origin,
ancestry, physical handicap, medical condition, marital status, sex, sexual orientation,
age or any other impermissible basis under law.
28.11 No Attorneys' Fees. In the event of any dispute or legal action arising under
this Agreement, the prevailing party shall not be entitled to attorneys' fees.
28.12 Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM: CITY OF NEWPORT BEACH,
CITY ATTORNEYS OFFICE a California municipal corporation
Date: Date: j12� 202�
By: 4C(-tt)By: 6-21�
on C. Harp ryj Gr e . Leung
C ty Attorney �� j C64anager
r
ATTEST: CONSULTANT: Procure America, LLC, a
Date: - Delaware limited liability company
Date:
Leila6i I. Bro" - `
City Cler PORT
Signed in Counterpart
By:
Alfredo C. Armendariz, Jr.
President, Chief Financial
Officer/Treasurer, Secretary
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
ProcureAmerica, LLC Page 11
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date:
By:e.n
� Harp Crney �/44 Y
ATTEST:
Date:
L'n
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Grace K. Leung
City Manager
CONSULTANT: Procure America, LLC, a
Delaware limited liability company
Date:
By:
Alfredo C. m-erdariz, Jr.
President, Chief Financial
Officer/Treasurer, Secretary
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
ProcureAmerica, LLC Page 11
EXHIBIT
SCOPE OF SERVICES
ProcureAmerica, LLC Page A-1
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P ROC U REAMERICA
BUSINESS INTELLIGENCE SERVICES
Statement of Work
1.) STATEMENT OF WORK: Procure America (PA) is pleased to provide the following cost reduction consulting services
to Client (as selected by Client) with the resolve and purpose of reducing or recovering costs.
❑ Waste & Recycle
❑ Print Management
0 Telecommunications
❑ Utilities
❑ Treasury Services
❑ Technology Optimization
PA shall use its best efforts to obtain cost savings for Client's benefit by analyzing Client's policies, procedures, supplier
contracts, past invoices and other pertinent information as it relates to the above selected expense categories set for
review. PA will gather information as to Client's needs (past, present and future) from Client's service providers so as to
build a solution that not only lowers cost, but also matches Client's operational and corporate requirements and
expectations. After analyzing Client's current spending patterns, PA shall provide Client with a findings report outlining
PA's observations. PA's report will include a review of operations, cost reduction recommendations and potential service
level enhancements. The report's recommendations will also include a comparison to the Client's historical cost or
"Established Rates" to clearly outline the cost savings generated by this project. It is understood that despite PA's
recommendations, the Client has the right not to proceed with any of PA's result findings or proposals.
2.) POST REVIEW PHASE: In the event that the Client wishes to proceed with PA's recommendations as set forth in PA's
findings report, for the entire balance of the relationship with Client, PA will continue to consult with Client in an effort to
continuously look for efficiencies in the chosen areas of focus. Periodically, the PA team will review Client's invoicing and
deliverables to ensure accountability by Client's service providers with respect to the spirit and intent of the agreement
between Client and the third -party service provider. This review will take into account service levels, cost controls and overall
client satisfaction. Further, PA will continuously consult with Client to anticipate changes in service needs to ensure that the
proper service provider, contract and procedures are in place to address Client's go forward requirements.
3.) REVENUE SHARE: Client has in place certain existing costs as it pertains to the requested expense categories selected
for review ("Established Rates"). PA's findings report will document the Established Rates and specific recommendations
for each service or product chosen for review and outline the methodology used to generate PA's report. Client and PA will
then discuss and agree on the Established Rates for the targeted service or product as outlined in PA's findings report. If
Client elects to proceed with any or all of the recommendations as set forth in PA's findings report, Client agrees to
compensate PA for the savings outlined with the findings report. The Revenue Share to PA is thirty percent (30%) of the
actual realized savings measured by the difference between the agreed upon Established Rates and Client's new costs as
set forth in PA's findings report and documented through actual realized savings.
In some cases, the PA staff may discover over billing, credits, rebates or other sources of revenue. This income is to be
considered expense reduction for purposes of this Agreement and will be accounted for in the same manner as the expense
reduction savings. This revenue shall be shared with PA after the refunds or other credits are realized by Client. In other
cases, PA may have the ability to recover rebates or other compensation by contractors or service providers. PA shall
disclose this compensation to Client and both parties shall share this revenue as savings at the time the revenue is received.
It may be necessary to institute cost reduction strategies within a specific expense category in stages. If this occurs, then
each stage of implementation will be viewed with its own billing cycle.
4.) CLIENT PARTICIPATION: Client shall give its full cooperation to PA in providing all required documents, invoices,
contracts and staff consultation time to PA's evaluation team in order to conduct the expense reduction review. During the
review process, Client agrees not to renegotiate, amend or extend in place contracts or introduce operational
procedures/changes that will effect cost/pricing and or contractual obligations of the Client to the supplier. Any cost reduction
made during the assessment process will be credited to PA's presence and is therefore treated as such and factored into
the shared revenue structure. During the course of the relationship between PA and Client, Client and PA understand that
despite PA's recommendations, suggestions, potential suppliers and other proposals, Client has the right not to proceed
with said proposals. However, if Client does pursue any or all of the documented review recommendations (with or without
PA's further assistance), PA is entitled to the appropriate revenue share as outlined in Section 3 above. Client agrees to
grant PA the right to review any materials (books, records, invoices, contracts or other information) related to the review
category selected by Client in Section 1 above. PA is authorized to obtain information relating to the provider accounts
directly from the providers personnel and provider websites. Any additional Client request or engagements, written or
otherwise, to review supplementary expenses or income streams will also be governed by this Agreement.
Performance shall commence with the Client's first PA invoice per expense category and will continue for an initial 60
month term. Each expense reduction category carries its own 60 month term/billing cycle commencing on the first invoice
for that particular practice group. If the savings is implemented in stages, each stage will carry its own 60 month term.
5.) CONFIDENTIALITY: Each party shall maintain in strict confidence all information received from the other party in the
performance of this Agreement, except as disclosure may be required by law. Client acknowledges and agrees that any
intellectual property developed or used by PA shall be the property of PA.
100
PROCUREAMERICA
Procure America 31103 Rancho Viejo Road #D2102 San Juan Capistrano CA 92675
2
Prepared by:
N/®
MocuREAMERICA
BUSINESS INTELLIGENCE SERVICES
ProcureAmerica, Inc.
31103 Rancho Viejo Rd., #D2102
San Juan Capistrano, CA 92675
Contact: Todd Main
Office: 949-388-2686
February 26, 2024
Mr. Jason AI -Imam
Finance Director
City of Newport Beach
100 Civic Center Dr. Bay 2C
Newport Beach, CA 92660
Re: Project Outline for Telecommunications Cost Analysis
Dear Mr. AI -Imam:
P ROCU REAMERICA
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Thank you for the opportunity of working with the City of Newport Beach to identify cost
reduction opportunities through a comprehensive analysis of the city's Telecommunications
(Voice, Data & Mobile) costs and operations. We would find it an honor to have an opportunity
to provide business intelligence services to your organization.
The analysis provided through this project would include an Enterprise Strategic Plan that will
address and support the city's objective of a proactive approach to cost reduction and service
transparency, as it pertains to telecommunication expenses. ProcureAmerica's teams have
conducted many similar types of reviews generating substantial savings and are certain we can
be of assistance in this regard. ProcureAmerica's cost reviews are conducted by industry experts
with decades of experience, analytics and regulatory insight that delivers results. This project is
presented on a shared -in -savings platform and is 100% self -funded with no obligation to move
forward upon completion.
Thank you for the opportunity of presenting the following outline and I look forward to hearing
your thoughts.
Best Regards,
Todd Main
Executive Vice President
COMPANY OVERVIEW
ProcureAmerica is the Country's leading business intelligence firm supporting private and public
sector organizations with Enterprise Strategic Plans (ESP) specifically designed to deliver expense
reduction and operational efficiency. With over 5 billion dollars of client expenses under
management, our expertise and track record are second to none in this space. Each of the firm's
6 practice groups: Utilities, Telecommunications, Waste Services, Print Management, Technology
Optimization and Treasury is staffed with highly experienced professionals who come directly
from the industry in which they practice and deliver insight, innovation and intelligence that
deliver results.
ProcureAmerica provides state and local government agencies with strategic expense reduction
services on a shared -in -savings platform as outlined in the included Regional Cooperative
Agreement (RCA-017-19010018). Through a partnership with California State Association of
Counties (CSAC), these services are provided to local government to assist with operational
efficiency, fiscal responsibility, and transparency.
OBJECTIVE
QTelecommunications (Wireline & Wireless)
The Telecommunication's Expense Reduction Review mission focus is to reduce the city's landline
voice, data and wireless costs while maintaining or improving service level deliverables. The study
includes a detailed report of all services, cost structures, equipment inventories, carrier
agreements, and industry best practice benchmarking. In addition, the review will include an
invoice to contract audit to ensure historical billing compliance. Once the initial audit is complete,
the telecommunications team will incorporate the review data into the design of an Enterprise
Strategic Plan (ESP) tailored to the client's operational needs and cultural input. The ESP report
will support the city's executive team in its efforts to manage the city's telecommunications
services for budget and oversight purposes. The report will include a detailed inventory of all
telecom services in use at each facility including costs, contract details and function.
The review is conducted by telecom industry veterans that draw on decades of experience in the
design and subsequent implementation of the ESP. ProcureAmerica's team will review each
phone line, circuit, and wireless device to identify services that are not on the most appropriate
plan offered by the carrier (optimization). Legacy services that can be replaced by more efficient
technologies will be identified along with specific recommendations to remedy any other
possible issues. The ProcureAmerica telecommunications team has extensive knowledge of
public sector telecom purchasing contracts, programs and services and will apply this expertise
to identify available contracting vehicles that will benefit the Newport Beach from both an
operational and cost perspective. Additionally, the city will gain vendor and expense
transparency as well as a go forward strategy to ensure future invoice compliance and service
level optimization.
ENTERPRISE STRATEGIC PLAN (ESP)
Process:
1. Gathering Historical Data — ProcureAmerica will gather and organize historical billing
information for all the city's accounts under review. Where data is not readily available,
ProcureAmerica will dedicate staff to work with the client and service providers to gather
the needed billing information. This process would require limited time (several hours)
from client staff with the vast majority of the required information available directly
through online access with the providers.
2. Benchmarking and Analysis — Utilizing the billing data, as well as carrier Customer Service
Records, ProcureAmerica will identify and catalog a detailed inventory of all telecom
services, by location and document the Established Rates for those services. All
telecommunications accounts will be reviewed to determine whether they are being
billed correctly and whether they have been billed appropriately in the past. The review
includes investigation of billing calculations, inappropriate rate schedules and the
applicability of taxes and surcharges.
ProcureAmerica will review usage reports, billing data, circuit utilization studies and client
phone directories, as well as conducting dial studies to identify phone lines, circuits and
wireless devices that appear to have no usage in the most recent six months.
Utilizing proprietary pricing databases developed through thousands of
telecommunications studies along with our industry knowledge and clout,
ProcureAmerica will identify and negotiate opportunities to improve pricing with the
city's incumbent carriers. Available government telecommunications contracts will be
identified and analyzed to determine the most efficient method of procuring these
services.
3. Report Submission —The ESP report will summarize the results of the cost review. The
report will contain an explanation of legal grounds for all refunds and expense reduction
opportunities identified for each account and service provider; including calculations of
the estimated savings and refunds expected to be achieved.
4. ESP Implementation of Changes/Recovery of Refunds — ProcureAmerica takes all
necessary steps to implement the city's approved recommended rate or operational
changes and collect refunds for past billing errors. This work includes the submission of
all necessary work orders and documentation supporting ProcureAmerica's requests for
rate improvements, plan changes and service disconnects. No involvement is required
from city staff other than in an advisory capacity and for final approval.
5. Compensation— ProcureAmerica's compensation proposal to Newport Beach is a shared -
in -savings Program and comes to the city with no obligation to move forward on any
recommendations documented in the ESP - results report.
a. Refunds or Credits — One-time credits or refunds (identified and recovered
through ProcureAmerica's analysis) ProcureAmerica's shared savings would be
30% of the amount refunded or credited to the city.
b. ESP — Go forward savings: For ongoing cost reduction strategies outlined in the
ESP (IE alternative rate improvements, exemptions, calculations, programs...),
should the city elect to pursue the specific ESP report recommendations, the go
forward savings would be 30% of the actual savings that accrue during the 60-
month contract term.
As noted, the city retains complete autonomy in pursuing part, none, or all the review findings
under this program.
References
County of Orange
Maria Agrusa
County Procurement Officer
Maria.agrusa@ocgov.com
City of Montebello
Michael Solorza
Director of Finance
msolorza@montebelloca.gov
Metropolitan Water District of Southern California
Dave Schomaker
Information Technology
dschomaker@mwdh2o.com
City of Irvine
Julie Bott
Senior Management Analyst
Jbott@cityofirvine.com
EXHIBIT B
SCHEDULE OF BILLING RATES
ProcureAmerica, LLC Page B-1
EXHIBIT B
SCHEDULE OF BILLING RATES
Consultant shall provide the City with a findings report outlining a review of
telecommunications operations, cost reduction recommendations, and potential service
level enhancements. In the event that the City wishes to proceed with Consultant's
recommendations as set forth in the findings report, Consultant shall be paid thirty percent
(30%) of actual savings realized over a 60-month billing cycle, which shall not exceed
$115,000. Consultant shall not be entitled to any compensation for time, materials, travel,
milage, or any other cost or expense, other than the aforementioned thirty percent.
Invoices shall be substantially similar to the example invoice attached hereto.
Procure America
31103 Rancho Viejo Rd #D2102
San Juan Capistrano, CA 92675 949-388-2686
j.ripley@procureamerica.org
www.procureamerica.org
BILL TO
Any City
123 Main Street
Anytown, CA 12345
BILLING PERIOD
Jan - Mar 2022
ACCT# / LOCATION
SDG&E ACCOUNT #: 1578436555 --- Electricity Service to
117 Elm Street, Anytown
P ROCU REAMERICA
b II SI ifS IN I EI.I I,-' I C' SE k11K F't
Invoice 3-2201 U
DATEPLEASE
PAI
06/21 /22
CUMULATIVE
SAVINGS
$18,013.30
REV SHARE %
SAVINGS
0.30
$15,295.01
DUE DATE
06/21/2022
REV SHARE
$4,588.50
SDG&E ACCOUNT #: 2396578452 --- Electricity Service to
20039 Main Street, Anytown 0.30 $2,718.29 $815.49
TOTAL DUE $ 18,013.30 $ 5,403.99
THANK YOU.
Page 1 of 3
June 21, 2022
Any City
123 Main Street
Anytown, CA 12345
SDG&E ELECTRICITY SERVICE
SAVINGS DURING THE INITIAL THREE-MONTH PERIOD THAT SERVICE TO TWO
ANY CITY ACCOUNTS WAS PROVIDED ON ALTERNATIVE SDG&E RATES
SAVINGS FOR PERIOD:
SDG&E ACCOUNT #: 1578436555 -- 117 Elm Street (See Page 2) $15,295.01
SDG&E ACCOUNT #: 2396578452 -- 20039 Main Street (See Page 3) 2,718.29
TOTAL SAVINGS
$18,013.30
30%
AMOUNT DUE $5,403.99
June 21, 2022
Any City
123 Main Street
Anytown, CA 92212
FOR BILLING PERIOD: December 21 to March 26
SDG&E ACCOUNT #: 1578436555 --- Electricity Service to 117 Elm Street, Anytown
ACTUAL SDG&E CHARGES FOR PERIOD (RATE TOU-X-55)
December 21 to
January 23
January 23 to
February 24
February 24 to
March 26
Total
SDG&E CHARGES HAD ANY CITY REMAINED ON RATE TOU-13-19:
December 21 to
January 23
Delivery Charges
(109,489
kwh X
Generation Charges
(109,489
kwh X
Facilities Rel Demand
(290
kw X
Summer On Demand
(0
kw X
Summer Mid Demand
(0
kw X
Customer Charge
($441.68
per month)
January 23 to
February 24
Delivery Charges
(106,623
kwh X
Generation Charges
(106,623
kwh X
Facilities Rel Demand
(289
kw X
Summer On Demand
(0
kw X
Summer Mid Demand
(0
kw X
Customer Charge
($444.79
per month)
February 24 to
March 26
Delivery Charges
(95,105
kwh X
Generation Charges
(95,105
kwh X
Facilities Rel Demand
(292
kw X
Summer On Demand
(0
kw X
Summer Mid Demand
(0
kw X
Customer Charge
($444.79
per month)
Power Factor Adj & RCS Credits
State Regulatory Tax
(311,217
kwh X
Total
Page 2 of 3
$7,255.69
6,898.45
7,011.33
$21,165.47
$0.02326
per kwh)
$2,546.71
$0.04329
perkwh)
4,739.65
$15.98
per kw)
4,634.20
$17.33
per kw)
0.00
$5.08
per kw)
0.00
441.68
$0.02332
per kwh)
2,486.45
$0.04306
per kwh)
4,591.07
$16.14
per kw)
4,664.46
$17.13
per kw)
0.00
$5.02
per kw)
0.00
444.79
$0.02332
per kwh)
2,217.85
$0.04378
per kwh)
4,163.25
$16.14
per kw)
4,712.88
$17.13
per kw)
0.00
$5.02
per kw)
0.00
444.79
282.45
$0.00029
per kwh)
90.25
$36,460.48
SAVINGS FOR PERIOD ($36,460.48 — $21,165.47 ) $15,295.01
June 21, 2022
Any City
123 Main Street
Anytown, CA 92212
FOR BILLING PERIOD: December 27 to March 31
SDG&E ACCOUNT M 2396578452 --- Electricity Service to 20039 Main Street, Anytown
ACTUAL SDG&E CHARGES FOR PERIOD (RATE TOU-A):
December 27 to January 28
January 28 to February 27
February 27 to March 31
Total
SDG&E CHARGES HAD ANY CITY REMAINED ON RATE TOU-X-45:
December 27 to
January 28
Delivery Charges
(6,888
kwh X
Generation Charges
(6,888
kwh X
Facilities Rel Demand
(14
kw X
Customer Charge
($199.41
per month)
January 28 to
February 27
Delivery Charges
(7,869
kwh X
Generation Charges
(7,869
kwh X
Facilities Rel Demand
(17
kw X
Customer Charge
($200.07
per month)
February 27 to
March 31
Delivery Charges
(960
kwh X
Generation Charges
(960
kwh X
Facilities Rel Demand
(5
kw X
Customer Charge
($200.07
per month)
State Regulatory Tax
(2,831
kwh X
Total
$0.04522
per kwh)
$0.06985
per kwh)
$20.88
per kw)
$0.04522
per kwh)
$0.06985
per kwh)
$20.88
per kw)
$0.04712 per kwh)
$0.06986 per kwh)
$21.04 per kw)
$0.00029 per kwh)
Page 3 of 3
$146.72
143.16
'P"'.. ,
$311.48
481.13
292.32
199.41
355.84
549.65
354.96
200.07
45.24
67.07
105.20
200.07
.pJ, , V--
SAVINGS FOR PERIOD ($3,163.26 — $444.97) $2,718.29
EXHIBIT C
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
1. Provision of 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 Contract, policies of
insurance of the type and amounts described below and in a form satisfactory
to City. Consultant agrees to provide insurance in accordance with
requirements set forth here. If Consultant uses existing coverage to comply and
that coverage does not meet these requirements, Consultant agrees to amend,
supplement or endorse the existing coverage.
2. 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.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Consultant shall maintain Workers'
Compensation Insurance providing statutory benefits and Employer's
Liability Insurance with limits of at least one million dollars ($1,000,000)
each employee for bodily injury by accident and each employee for
bodily injury by disease in accordance with the laws of the State of
California.
Consultant shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its City Council,
boards and commissions, officers, agents, volunteers and employees.
B. General Liability Insurance. Consultant shall maintain commercial
general liability insurance, and if necessary excess/umbrella liability
insurance, with coverage at least as broad as provided by Insurance
Services Office form CG 00 01, in an amount not less than two million
dollars ($2,000,000) per occurrence, four million dollars ($4,000,000)
general aggregate. The policy shall cover liability arising from premises,
operations, personal and advertising injury, and liability assumed under
an insured contract (including the tort liability of another assumed in a
business contract).
C. Automobile Liability Insurance. Consultant shall maintain automobile
insurance at least as broad as Insurance Services Office form CA 00 01
covering bodily injury and property damage for all activities of Consultant
arising out of or in connection with Work to be performed under this
Contract, including coverage for any owned, hired, non -owned or rented
ProcureAmerica, LLC Page C-1
vehicles, in an amount not less than one million dollars ($1,000,000)
combined single limit for each accident.
D. Professional Liability (Errors & Omissions) Insurance. Consultant shall
maintain professional liability insurance that covers the Services to be
performed in connection with this Agreement, in the minimum amount
of two million dollars ($2,000,000) per claim and four million dollars
($4,000,000) in the aggregate. Any policy inception date, continuity
date, or retroactive date must be before the Effective Date of this
Agreement and Consultant agrees to maintain continuous coverage
through a period no less than three years after completion of the
Services required by this Agreement.
E. Cyber Liability Insurance. Consultant shall maintain cyber liability
insurance in an amount not less than two million dollars ($2,000,000)
per claim and annual aggregate, covering (1) all acts, errors, omissions,
negligence, infringement of intellectual property; (2) network security
and privacy risks, including but not limited to unauthorized access,
failure of security, breach of privacy perils, wrongful disclosure,
collection, or negligence in the handling of confidential information,
privacy perils, including coverage for related regulatory defense and
penalties; (3) data breach expenses payable whether incurred by City
or Consultant, including but not limited to consumer notification, whether
or not required by law, computer forensic investigations, public relations
and crisis management firm fees, credit file or identity monitoring or
remediation services in the performance of services for City or on behalf
of City hereunder.
F. Excess/Umbrella Liability Insurance. If any Excess or Umbrella Liability
policies are used to meet the limits of liability required by this contract,
then said policies shall be "following form" of the underlying policy
coverage, terms, conditions, and provisions and shall meet all of the
insurance requirements stated in this contract, including, but not limited
to, the additional insured and primary & non-contributory insurance
requirements stated herein. No insurance policies maintained by the
City, whether primary or excess, and which also apply to a loss covered
hereunder, shall be called upon to contribute to a loss until the
Consultant's primary and excess/umbrella liability policies are
exhausted.
4. Other Insurance Requirements. The policies are to contain, or be endorsed
to contain, the following provisions:
A. Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this Contract shall be endorsed to waive subrogation against
City, its City Council, boards and commissions, officers, agents,
volunteers and employees, or shall specifically allow Consultant or
others providing insurance evidence in compliance with these
ProcureAmerica, LLC Page C-2
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
subcontractors.
B. Additional Insured Status. All liability policies including general liability,
products and completed operations, excess/umbrella liability, pollution
liability, and automobile liability, if required, but not including professional
liability, shall provide or be endorsed to provide that City, its City Council,
boards and commissions, officers, agents, volunteers and employees
shall be included as additional insureds under such policies.
C. Primary and Non -Contributory. Consultant's insurance coverage shall
be primary insurance and/or the primary source of recovery with respect
to the City, its City Council, boards and commissions, officers, agents,
volunteers and employees. All liability coverage shall apply on a primary
basis and shall not require contribution from any insurance or self-
insurance maintained by City.
D. Notice of Cancellation. All policies shall provide City with thirty (30)
calendar days' notice of cancellation or nonrenewal of coverage (except
for nonpayment for which ten (10) calendar days' notice is required) for
each required coverage.
5. Additional Agreements Between the Parties. The parties hereby agree to
the following:
A. Evidence 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
and other endorsements as specified herein for each coverage. All of
the executed documents referenced in this Contract must be returned
to City within ten (10) regular City business days after the date on the
"Notification of Award". Insurance certificates and endorsements 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. The certificates and
endorsements for each insurance policy shall be signed by a person
authorized by that insurer to bind coverage on its behalf. At least fifteen
(15) days prior to the expiration of any such policy, evidence of
insurance showing that such insurance coverage has been renewed or
extended shall be filed with the City. If such coverage is cancelled or
reduced, Consultant shall, within ten (10) days after receipt of written
notice of such cancellation or reduction of coverage, file with the City
evidence of insurance showing that the required insurance has been
reinstated or has been provided through another insurance company or
companies. City reserves the right to require complete, certified copies
of all required insurance policies, at any time.
ProcureAmerica, LLC Page C-3
B. City's Right to Revise Requirements. The City reserves the right at any
time during the term of the Contract to change the amounts and types
of insurance required by giving Consultant ninety (90) calendar days'
advance written notice of such change. If such change results in
substantial additional cost to Consultant, City and Consultant may
renegotiate Consultant's compensation.
C. Right to Review Subcontracts. Consultant agrees that upon request, all
agreements with subcontractors or others with whom Consultant enters
into contracts with on behalf of City will be submitted to City for review.
Failure of City to request copies of such agreements will not impose any
liability on City, or its employees. Consultant shall require and verify that
all subcontractors maintain insurance meeting all the requirements
stated herein, and Consultant shall ensure that City is an additional
insured on insurance required from subcontractors. For CGL coverage,
subcontractors shall provide coverage with a format at least as broad as
CG 20 38 04 13.
D. Enforcement of Agreement Provisions. Consultant acknowledges and
agrees that any actual or alleged failure on the part of City to inform
Consultant of non-compliance with any requirement imposes no
additional obligations on City nor does it waive any rights hereunder.
E. 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. If the
Consultant maintains higher limits than the minimums shown above, the
City requires and shall be entitled to coverage for higher limits
maintained by the Consultant. Any available proceeds in excess of
specified minimum limits of insurance and coverage shall be available
to the City.
F. Self -Insured Retentions. Any self -insured retentions must be declared
to and approved by City. City reserves the right to require that self -
insured retentions be eliminated, lowered, or replaced by a deductible.
Self-insurance will not be considered to comply with these requirements
unless approved by City.
G. City Remedies for Non -Compliance. If Consultant or any subconsultant
fails to provide and maintain insurance as required herein, then City
shall have the right but not the obligation, to purchase such insurance, to
terminate this Agreement, or to suspend Consultant's right to proceed
ProcureAmerica, LLC Page C-4
until proper evidence of insurance is provided. Any amounts paid by
City shall, at City's sole option, be deducted from amounts payable to
Consultant or reimbursed by Consultant upon demand.
H. 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 Contract, and that involve or may
involve coverage under any of the required liability policies. City
assumes no obligation or liability by such notice, but has the right (but
not the duty) to monitor the handling of any such claim or claims if they
are likely to involve City.
I. Consultant's 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.
ProcureAmerica, LLC Page C-5
jL Insured
'1
Name ProcureAmerica LLC
Ac,ounf Number FV00001206
Address 30900 Rancho rlejo Road 9265 San Juan Capisbann CA 52675
Slaws Cunandy in Comphanca
Atcdnm inbrmadon
A—unl Number 6V00001?05
Risk 'ype Professional Ser•;ices Agreement
Do Not Call Add—., Updaled
Address lofdrmaNdn
Mailing Address PhYsi[al Address
Insured
Plocu—Ninarica LLC
Address 1
30900 Rancho Viejo Road g265
Add,., 2
City
Sal, han `:apisuam;
Slap
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Zip
M175
Count,,
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Conlracl Number