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Alyssa Gasca Consulting ~ C140013 City of Tigard 13125 SW Hall Blvd. CONTRACT CHANGE ORDER Tigard, Oregon 97223 AMENDMENT SUMMARY FORM 1 Phone- (503) 639-4171 r Fax- (503) 684-7297 www.tigard-or.gov Project: Strategic Planning &Facilitation Services Project Manager: Marty Wine Contractor: Alyssa Gasca Consulting Original Contract #: C140013 Effective Dates: February 20, 2014 -June 30, 2014 Change Order/Amendment Amount: $10,000 Accounting String: 600-1000-54001 Amendment Percentage Running Total: % AMENDMENT DETAILS Increasing the contractors pay from $51,000 to $61,000 covers two extra month of work on the project. CHANGE ORDER DETAILS UNIT QTY UNIT$ TOTAL$ $5,000 per month for consultant's assistance 2 $5,000 $10,000 REASONING FOR CHANGE ORDER/AMENDMENT Increase in contractor pay accounts for expanded scope of work for Strategic Planning services. This includes plan for all city communications, content of strategic communications plan and a plan for communicating Tigard's Strategic Plan progress to stakeholders. QUESTING PROJECT MANAGER APPROVING CI STAFF Signature i nature March 6, 2014 _ e . Date Date Contractor is hereby authorized by the City of Tigard to CONTRACTOR perform the additional work described below in accordance with the terms and conditions detailed in the original contract along with all applicable rules, regulations, and laws Signature that may be in effect for the work. The unit pricing in the original contract shall apply to all additional work. A copy of this form, once completed, is to be forwarded to the Purchasing Office to ensure all changes to the encumbrances Date are met. Remember - the cumulative total of Amendments cannot exceed theproject's FY budget. CITY OF TIGARD,OREGON AMENDMENT TO CONTRACT STRATEGIC PLANNING&FACILITATION SERVICES CONTRACT#C140013 AMENDMENT #2 The Agreement between the City of Tigard, a municipal corporation of the State of Oregon, hereinafter called City, and Alyssa Gasca Consulting, hereinafter referred to as Contractor, entered into on the 29th day of July,2013,is hereby amended as follows: COMPENSATION City agrees to pay Contractor an amount not to exceed Sixty One Thousand and No/100 Dollars ($61000.00 for performance of those services described in this Agreement, including attached Scope of Work. Payment will be made based on Contractor's invoice, subject to the approval of the City, and not more frequently than monthly. Payment shall be payable within thirty (30) days from the date of the Contractor's invoice. EXHIBIT A—SCOPE OF WORK The following shall be added to the scope of work for this Agreement: Project Outcomes: 1. Tigard Strategic Communications Plan (Scope: ALL City Communications) • Drafted by Comms Work Team • Reviewed&Agreed to by Executive Staff • Communicated to All Tigard Employees Content of Strategic Communications Plan includes: 1. Purpose of Tigard Strategic Communications Plan 2. Stakeholders/Audience Groups and Communication Goals for each Group 3. Communication Methods currently in place;purpose and guidelines for each method (Does NOT include e.%ploring neiv/dierent methods at this time) 4. Communication Method Owners and description of this "owner" role (e.g. coordinates getting the content&publishing it—does not own writing the content) 5. Content Owners for each content type and description of this role (e.g. Project Managers own gathering&writing content to be published for each project;Department Managers own gathering&writing content to be published for Department efforts, etc...) 6. Process and Templates for Content Owners to submit content to Communication Method Owners 7. Communications Calendar with all key communication events for the upcoming year 2. Plan to communicate Tigard Strategic Plan progress to Stakeholders • Key Messages drafted to communicate Progress of Tigard Strategic Plan to each stakeholder group • Timeline with Owners,Dates, and Methods to complete first round of communications about strategic plan progress Fees and Duration $5000/month for 2 months Includes: • 2 half-day work sessions/month • Work offline as needed with Liz Newton& Comms Team to coach/drive the work forward in between work sessions • Consult with Liz Newton/Comms team to ensure job description for Comms Coordinator is completed and filled to seamlessly move this work forward IN WITNESS WHEREOF, City has caused this Amendment to be executed by its duly authorized undersigned officer and Contractor has executed this Amendment upon signature and date listed below. CITY OF TIGARD ALYSSA OWSCA CONSULTING �/j ��, r \... !/ v Signature ignature CL A Printed Name Printed _ C z/200 Date Date City of Tigard 13125 SW Hall Blvd. - CONTRACT CHANGE ORDER/ Tigard, Oregon 97223 .AMENDMENT SUMMARY FORM Phone - (503) 639-4171 Fax- (503) 684-7297 www.tigard-or.gov Project Title: Strategic Planning Project Manager: Marty Wine Contractor: Alyssa Gasca Consulting Original Contract #: C140013 Effective Dates: Januar 1 -June 30, 2014 Change Order/Amendment Amount: $51,000 Accounting String: 600-1000-54001 Amendment Percentage Running Total: AMENDMENT DETAILS CHANGE ORDER DETAILS UNIT QTY UNIT$ TOTAL$ Contract extended six (6) months to assist Strategic 6 $8,500 $51,000 Plan implementation REASONING FOR CHANGE ORDER/AMENDMENT Contract extended to assist staff with roll-out and implementation of citywide Strategic Plan. REQUESTING PROJEqfMANAGER AVVAL0yfVG CIJ711 STAFF ;L S I krfature _ VS nature 2-01 � • � _ _ Date Date Contractor is hereby authorized by the City of Tigard to CONTRACTOR perform the additional work described below in accordance with the terms and conditions detailed in the original contract along with all applicable rules, regulations, and laws Signature that may be in effect for the work. The unit pricing in the original contract shall apply to all additional work. A copy of this form, once completed, is to be forwarded to the Purchasing Office to ensure all changes to the encumbrances Date are met. Remember - the cumulative total of Amendments cannot exceed theproject's FY budget. CITY OF TIGARD,OREGON AMENDMENT TO CONTRACT STRATEGIC PLANNING&FACILITATION SERVICES, No.C140013 AMENDMENT#1 The Agreement between the City of Tigard, a municipal corporation of the State of Oregon, hereinafter called City, and Alyssa Gasca Consulting, hereinafter referred to as Contractor, entered into on the 29`h day of July,2013 is hereby amended as follows: EFFECTIVE DATE AND DURATION This Agreement shall become effective upon signature by both parties and shall expire, unless otherwise terminated or extended, on Deeember-31, 29133 June 30; 2014. All work under this Agreement shall be completed prior to the expiration of this Agreement. COMPENSATION City agrees to pay Contractor an amount not to exceed Fifty — One thousand and 00/100 Dollars ($22651,000) for performance of those services described in this Agreement. Payment will be made based on Contractor's invoice, subject to the approval of the City, and not more frequently than monthly. Payment shall be payable within thirty (30) days from the date of the Contractor's invoice. IN WITNESS WHEREOF, City has caused this Amendment to be executed by its duly authorized undersigned officer and Contractor has executed this Amendment upon signature and date listed below. CITY OF TIGARD ALYSS ASCA CONSULTING Signature e MARTY WINE. City Manager Printed Name Printed Name Date Date CITY OF TIGARD, OREGON CONTRACT SUMMARY FORM (FORMMUST ACCOMPANYEACH CONTRACT FOR AUTHORiZAmN) Contract Title: Strategic Planning & Facilitation Services Number: (2, 00/3 Contractor: Alyssa Gasca Consulting Contract Total: (0,000 Contract Overview: Design and facilitate a strategic planning process to assist Tigard's Executive Staff and City Council in developing a citywide Strategic Plan. Type: ❑ Purchase Agreement Start Date: July 29, 2013 End Date: December 31, 2013 ® Personal Service ❑ Public Improvement LCRB Award: Department: City Mgmt ❑ IGA ❑ Other: Contract Manager: Marty Wine, City Manager Quotes/Bids/Proposal: FIRM AMOUNT/SCORE Account String: Fund-Division-Account Work Order - Activity Ty_pe Amount Year 1 600-1000-54001 Monthly billing, contract not to exceed$26,000 Year 2 Year 3 Year 4 Year 5 Approvals Department Comments: �YJ Gl/l �� /1- S-6f Department Signature: Purchasing Comments: Purchasing Signature: City Manager Comments: City Manager Signature: After securing all required approvals,forward original copy to the Contracting and Purchasing Office along with a completed Contract Checklist. Contract Zlgzz�:� CITY OF TIGARD,OREGON PERSONAL SERVICES AGREEMENT STRATEGIC PLANNING&FACILITATION SERVICES THIS AGREEMENT made and entered into this July 29,2013 by and between the City of Tigard, a municipal corporation of the State of Oregon,hereinafter called City, and Alyssa Gasca Consulting, hereinafter called Contractor. RECITALS WHEREAS,City has need for the services of a company with a particular training,ability,knowledge, and experience possessed by Contractor,and WHEREAS, City has determined that Contractor is qualified and capable of performing the professional services as City does hereinafter require,under those terms and conditions set forth: THEREFORE, the parties agree as follows: SCOPE OF WORK Contractor shall initiate services upon receipt of City's notice to proceed together with an executed copy of this Agreement. Contractor agrees to complete work that is detailed in Exhibit A—Scope of Work and by this reference made a part hereof. EFFECTIVE DATE AND DURATION This Agreement shall become effective upon signature by both parties and shall expire, unless otherwise terminated or extended, on December 31, 2013. All work under this Agreement shall be completed prior to the expiration of this Agreement. COMPENSATION City agrees to pay Contractor an amount not to exceed Twenty six thousand and 00/100 Dollars ($26,000) for performance of those services described in this Agreement. Payment will be made based on Contractor's invoice, subject to the approval of the City, and not more frequently than monthly. Payment shall be payable within thirty (30) days from the date of the Contractor's invoice. CONTACT INFORMATION All notices, bills, and payments shall be made in writing and may be given by personal delivery,mail, or fax. Payments may be delivered by personal delivery, mail, or electronic transfer. The following addresses and contacts shall be used to transmit notices,bills,payments, and other information: CITY OF TIGARD ALYSSA GASCA CONSULTING Attn: Marty Wine Attn: Alyssa Gasca Address: 13125 SW Hall Boulevard Address: 2038 NE Davis Street Tigard, Oregon 97223 Portland, OR 97232 Phone: 503 718-2486 Phone: 503.810.7661 Fax: 503 684-7297 Fax: Email: m d-or. ov Email: Wyssa@glyssagasca.com CONTRACTOR AS INDEPENDENT CONTRACTOR Contractor acknowledges that for all purposes related to this Agreement, Contractor is and shall be deemed to be an independent contractor as defined by ORS 670.600 and not an employee of City, shall not be entitled to benefits of any kind to which an employee of City is entitled and shall be solely responsible for all payments and taxes required by law. Furthermore, in the event that Contractor is found by a court of law or any administrative agency to be an employee of City for any purpose,City shall be entitled to offset compensation due, or to demand repayment of any amounts paid to Contractor under the terms of this Agreement, to the full extent of any benefits or other remuneration Contractor receives (from City or third parry) as a result of said finding and to the full extent of any payments that City is required to make (to Contractor or to a third party)as a result of said finding. Contractor acknowledges that for all purposes related to this Agreement, Contractor is not an officer, employee,or agent of the City as those terms are used in ORS 30.265. INDEMNIFICATION City has relied upon the professional ability and training of Contractor as a material inducement to enter into this Agreement. Contractor warrants that all its work will be performed in accordance with generally accepted professional practices and standards as well as the requirements of applicable federal, state and local laws,it being understood that acceptance of a contractor's work by City shall not operate as a waiver or release. Contractor and City agree to indemnify and defend the other, and the other's officers, agents and employees and hold them harmless from any and all liability, causes of action, claims, losses, damages, judgments or other costs or expenses including attorney's fees and witness costs and (at both trial and appeal level, whether or not a trial or appeal ever takes place) incurred by the parry being indemnified resulting from the indemnifying party's acts (or failure to act when action is appropriate) that may be asserted by any person or entity which in any way arise from or relate to this Agreement or the performance of obligations under this agreement,except liability arising out of the sole negligence of the party being indemnified. The indemnification by Contractor of the City shall also cover claims brought against the City under state or federal worker's compensation laws. If any aspect of this indemnity shall be found to be illegal or invalid for any reason whatsoever,such illegality or invalidity shall not affect the validity of the remainder of this indemnification. INSURANCE Contractor shall maintain insurance acceptable to City in full force and effect throughout the term of this contract. Such insurance shall cover all risks arising directly or indirectly out of Contractor's activities or work hereunder. The policy or policies of insurance maintained by the Contractor shall provide at least the following limits and coverages: 1. Commercial General Liability Insurance Contractor shall obtain, at Contractor's expense, and keep in effect during the term of this contract, Comprehensive General Liability Insurance covering Bodily Injury and Property Damage on an "occurrence" form (1996 ISO or equivalent). This coverage shall include Contractual Liability insurance for the indemnity provided under this contract. The following insurance will be carried: Coverage Limit Personal Services Agreement—Short Form 2 1 P a g e Revision Date: 12/20/2012 General Aggregate 1,000,000 Products-Completed Operations Aggregate 500,000 Each Occurrence 500,000 Fire Damage (any one fire) 50,000 Medical Expense (any one person) 5,000 2. Business Automobile Liability Insurance Contractor shall also obtain, at contractor's expense, and keep in effect during the term of the contract,Commercial Automobile Liability coverage including coverage for all owned,hired,and non-owned vehicles. The Combined Single Limit per occurrence shall not be less than$500,000. Said insurance shall name City as an additional insured. If Contractor hires a carrier to make delivery,Contractor shall ensure that said carrier complies with this paragraph. 3. Workers' Compensation Insurance The Contractor and all employers providing work,labor or materials under this Contract that are either subject employers under the Oregon Workers'Compensation Law and shall comply with ORS 656.017, which requires them to provide workers' compensation coverage that satisfies Oregon law for all their subject workers or employers that are exempt under ORS 656.126. Out- of-state employers must provide Oregon workers'compensation coverage for their workers who work at a single location within Oregon for more than 30 days in a calendar year. Contractors who perform work without the assistance or labor of any employee need not obtain such coverage. This shall include Employer's Liability Insurance with coverage limits of not less than $500,000 each accident. 4. Insurance Carrier Rating Coverages provided by the Contractor must be underwritten by an insurance company deemed acceptable by the City. The City reserves the right to reject all or any insurance carrier(s)with an unacceptable financial rating. 5. Certificates of Insurance or Copies of Auto Insurance Coverage As evidence of the insurance coverage required by the contract,the Contractor shall furnish a Certificate of Insurance or copies of their auto insurance to the City. No contract shall be effected until the required certificates have been received and approved by the City. The procuring of such required insurance shall not be construed to limit contractor's liability hereunder. Notwithstanding said insurance,Contractor shall be obligated for the total amount of any damage,injury, or loss caused by negligence or neglect connected with this contract. TERMINATION The parties agree that any decision by either party to terminate this Agreement before either before the work is completed or the December 31, 2013 shall be accompanied by thirty (30) days written notice to the other party prior to the date termination would take effect. There shall be no penalty for early termination. If City terminates the contract pursuant to this paragraph,it shall pay Contractor for services rendered prorated to the date of termination. AGREEMENT MODIFICATIONS Modifications to this Agreement are valid only if made in writing and signed by all parties. Personal Services agreement—Short Form 3 1 P a g e Revision Date: 12/20/2012 OWNERSHIP OF WORK PRODUCT City shall be the owner of and shall be entitled to possession of any and all work products of Contractor which result from this Agreement,including any computations,plans,correspondence or pertinent data and information gathered by or computed by Contractor prior to termination of this Agreement by Contractor or upon completion of the work pursuant to this Agreement. GOVERNING LAw Contractor shall comply with all applicable federal, state and local laws; and rules and regulations on non-discrimination in employment because of race, color, ancestry, national origin, religion, sex, marital status,age,medical condition or disability. The provisions of this Agreement shall be construed in accordance with the provisions of the laws of the State of Oregon. All provisions required by ORS Chapters 279A, 279B, and 279C to be included in a contract of this type are incorporated into this Agreement as though fully set forth herein. Any action or suits involving any question arising under this Agreement must be brought in the appropriate court of the State of Oregon. CONDITIONS OF SUPPLYING A PUBLIC AGENCY Where applicable, Contractor must make payment promptly as due to persons supplying Contractor labor or materials for the execution of the work provided by this order. Contractor must pay all contributions or amounts due from Contractor to the Industrial Accident Fund incurred in the performance of this order. Contractor shall not permit any lien or claim to be filed or prosecuted against Buyer or any subdivision of City on account of any labor or material to be furnished. Contractor further agrees to pay to the Department of Revenue all sums withheld from employees pursuant to ORS 316.167. COMPLETE AGREEMENT This Agreement and attached exhibit constitutes the entire Agreement between the parties. No waiver, consent,modification,or change of terms of this Agreement shall bind either party unless in writing and signed by both parties. Such waiver, consent,modification,or change if made,shall be effective only in specific instances and for the specific purpose given. There are no understandings, agreements, or representations, oral or written, not specified herein regarding this Agreement. Contractor, by the signature of its authorized representative, hereby acknowledges that they have read this Agreement, understands it and agrees to be bound by its terms and conditions. IN WITNESS WHEREOF, City has caused this Agreement to be executed by its duly authorized undersigned officer and Contractor has executed this Agreement on the date hereinabove first written. CITY OF TIGARD gy: ASCA CONSULTING staff By: Authorized City orized Agent of Contractor Date Date Personal Services Agreement—Short Form 4 1 P a g e Revision Date: 12/20/2012 EXHIBIT A- SCOPE OF WORK July 15, 2013 CLIENT: Marty Wine, City Manager City of Tigard 13125 SW Hall Blvd Tigard, OR 97223 Phone: 503-718-2486/ Mobile: 206-419-8081 Email: marty(cbtigard-or.gov PROJECT: City of Tigard Strategic Plan Facilitation OBJECTIVE Design and facilitate a strategic planning process to assist the City of Tigard's Executive Staff and City Council in developing a citywide Strategic Plan. The purpose of the plan is to articulate a clear focus for the direction of the city over the next five years and direction for city decisions, actions and investments. SCOPE OF SERVICES Services requested include the design and facilitation of a strategic planning process, to include: • Identify desired outcomes, timelines, and stakeholder roles for the planning process • Facilitate meetings and drive the Strategic Planning Team to complete the following outcomes: o A Shared Vision for the city's future o A Current State and Gap Analysis (i.e. SWOT, environmental scan, trends, financial/competitive analyses) to develop a common understanding of today's reality and barriers and enablers for success o Strategic Goals and Initiatives to move the city from current to future state o Creation of a Draft Strategic Plan to review with City Council and the Community, along with a process to gather their input&revise the plan accordingly o Develop a Tactical Plan for the next 2+ years that includes Measurable Outcomes with Assigned Owners,Teams/Resources, and Dates o Develop a process to implement,track,and measure progress to the tactical and strategic plan and ensure follow up, execution and accountability ESTIMATED TIMING Work will begin immediately upon signing of this agreement, with an estimated completion date of December 31, 2013, the following estimated time frames for completion: • July/Aug Finalize Goals &Outcomes • August o Mayor approve Strategic Plan approach o Coordinate with Solid Ground Consulting regarding Council goals • Sept 0 Middle Council Goals Set, Council/Exec Staff Workshop to Finalize/Agree Goals, o End Draft Plan • Oct Council &Community Review, Community Survey • Nov Tactical Plan i STANDARD TERMS AND CONDITIONS Scope of Representation Thank you for selecting Alyssa Gasca Consulting to provide services. The scope of our initial services will be as described in the accompanying proposal. The scope of our services may expand as specifically agreed in writing, to the extent of the work actually rendered and billed, or if we are engaged for additional projects and/or matters. Nature of Services We reserve the right to determine the method, manner, and means by which the services will be performed. Our employees and agents are not required to perform the services during a fixed hourly or daily time and if the services are performed at your premises, then our time spent at the premises is to be at our discretion; subject to your normal business hours and security requirements. You will not be required to furnish or provide any training to our employees to enable them to perform the services required. Our employees and agents shall not be required to devote their full time to the performance of the services required, and it is acknowledged that we have and offer services to other clients. The order or sequence in which the work is to be performed shall be under our control. Except to the extent that our work must be performed on or with your computer or existing software, all materials used in providing the services shall be provided by us. We are not in a partnership or joint venture with you and there are no third party beneficiaries to our agreement. Our Fees and Billing Policy Unless otherwise agreed upon in writing, we bill on a monthly basis and our statements are due and payable upon receipt. Should you have any questions or comments about services, billing practices,work performed, or expenses incurred, please contact us promptly. Invoices for fees and costs remaining unpaid after 30 days from the date of the invoice will accrue interest at the rate of 1% per month, but only to the extent that such rate does not exceed the maximum rate permitted by state law. Indemnification; Limitation of Liability You agree to indemnify, defend, and hold harmless Alyssa Gasca Consulting and its employees, agents, representatives, and affiliates from and against any claim, suit, demand, liability, cause of action, damage or cost(including reasonable attorney fees)arising from the performance of services under this Agreement, except to the extent of our willful misconduct or negligence. In no event shall the aggregate liability of Alyssa Gasca Consulting and its employees, agents, representatives, and affiliates exceed the amount of fees charged by Alyssa Gasca Consulting for performance of services for you. In no event shall either party or their employees,agents, representatives,and affiliates be liable for incidental or consequential damages. Legal Disputes,Venue Governing Law In the unlikely event that we are required to institute legal proceedings to collect fees and costs owed to us by you or for any other reason, the prevailing party in such an action would be entitled to reasonable attorney fees and other costs of collection. Venue for any legal action would be Hillsboro, Washington County, Oregon. Our relationship with you and the provisions of this Standard Terms of Conditions and the accompanying Engagement Letter shall be construed and interpreted according to the laws of the State of Oregon, without giving effect to its conflict or choice of law rules.