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HomeMy WebLinkAboutRes2021-006Sponsored by: Regis Amended: January 11, 2021 Postponed: January 11, 2021 Substitute Resolution CITY OF SEWARD, ALASKA RESOLUTION 2021-006 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA, AUTHORIZING THE CITY MANAGER TO ENTER INTO AN HOURLY CONSULTING SERVICES CONTRACT WITH CORY BORGESON FOR ELECTRIC MANAGEMENT SERVICES IN AN AMOUNT NOT TO EXCEED $37,500, AND APPROPRIATING FUNDS WHEREAS, the new, permanent Electric Utility Director has been hired and started on January 19, 2021; and WHEREAS, Cory Borgeson's Independent Contractor Agreement will end on January 28, 2021; and WHEREAS, Bergeson is willing to provide support with appropriate projects for the Seward Electric Utility on an hourly basis as directed by the Electric Utility Director under a ' Consulting Services Contract; and WHEREAS, both the City and Borgeson desire to continue Borgeson's efforts, as needed by the department; and WHEREAS, the amount of $37,500 will cover the hourly rate of $245 per hour at 150 hours and $750 costs as set out in the Independent Consulting Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA that: Section 1. The city manager is authorized to enter into a Consulting Services Contract with Cory Borgeson, as Borgeson & Associates, with funding being approved for calendar year 2021. Section 2. Funding for this contract is hereby appropriated from Electric reserves account no. 15000-0000-3400to contracted services account no. 15000-3000-7009. Section 3. This resolution shall take effect immediately upon adoption. PASSED AND APPROVED by the City Council of the City of Seward, Alaska, this 25"' day of January, 2021. CITY OF SEWARD, ALASKA RESOLUTION 2021-006 AYES: Osenga, McClure, Casagranda, DeMoss, Seese, Baclaan, Terry NOES: None ABSENT: None ABSTAIN: None ATTEST: ren a J. Ba louAmc City Clerk .. (City SEAL OF k SUBSTITUTE Agenda Statement Meeting Date: January 25, 2021 To: City Council From: Norm Regis, Acting City Manager Stephen Sowell, Assistant City Manager Agenda Item: A Resolution of the City Council of The City of Seward, Alaska, to enter into a Consulting Services Agreement with Cory Borgeson to continue work for calendar year 2021 on an hourly basis as needed by the Seward Electric Department, and appropriating funds. BACKGROUND & JUSTIFICATION: Since June 23, 2020, Borgeson has been the Manager of the Seward Electric Department, and has been successful in carrying out the goals and objectives of the department. The Electric Manager position has been filled by Robin Montgomery who will be starting January 19, 2021. There is a desire to have Borgeson assist in a smooth transition and to work on special projects. These services include any necessary work to finish the ongoing rate case, negotiation of a Power Sales Agreement, obtaining the permit renewal for the right-of-way for the transmission line thru the Chugach National Forest and implementation of the new right-of-way clearing policy. Borgeson will also be able to provide general assistanceµto the Electric Utility while continuing his work in the area of safety and reliability. Under the terms of the contract„ Borgeson will provide services as directed by the Electric Department Director limited to 150 hours per year. These services will be compensated at $245 per hour. The 150 hours may be increased with the consent of the City Manager. The requested funding of $37,500 will allow for 150 hours to be funded thru calendar year 2021 leaving $750 for expenses. The contract is attached to this Agenda Statement. INTENT: To authorize the Acting City Manager to enter into a Consulting Services Agreement with Cory Borgeson that is identical with the agreement included with this statement. CONSISTENCY CHECKLIST: Yes No NIA 1. Comprehensive Plan: 2. Strategic Plan: 3. Other: FISCAL NOTE: Funding for this contract will be appropriated from reserves to the contracted services account no. 15000-3001-7009. Approved by Finance Department: ATTORNEY REVIEW: Yes No Not Applicable RECOMMENDATION: For City Council to approve Resolution 2021- authorizing the Acting City Manager to enter into a Consulting Services Agreement with Cory Borgeson, to provide services to the Electric Department for an amount not -to -exceed $37,500. CONSULTING SERVICES CONTRACT RECITALS WHEREAS, the Manager position of the Electric Utility of the City was vacant in June of 2020 and Cory R. Borgeson ("Borgeson") had experience managing an electric utility in Alaska having been the Chief Executive Officer of Golden Valley Electric Association ("GVEA") in Fairbanks, Alaska since June 2012, and before that represented GVEA as legal counsel since 1989; and WHEREAS, Borgeson filled in as the Acting Interim Utility Manager from June of 2020 through January of 2021 but is willing to do work on a consulting basis from time to time payable hourly; and WHEREAS, the City of Seward desires to contract with Borgeson for the purposes set out below. NOW, THEREFORE, this Agreement is entered into this day of January 2021, by and between Cory Borgeson d/b/a Borgeson and Associates ("Consultant") and the City of Seward ("City"). For good and valuable consideration, the receipt whereof is hereby acknowledged, Consultant and City agree as follows: 1. Employment of Consultant. Consultant shall perform the following profession- al services ("the Work") in accordance with the provisions of this Agreement upon request of the Electric Department Director ("Director"): A. Completion of ongoing rate study. B. Negotiation of a long-term power sales agreement including solicitation of bids. C. Complete work on Chugach National Forest transmission line permit re- newal D. Work on safety and reliability projects. E. Other duties as assigned by the Director. 2. Term of Performance. This Agreement shall commence February 1, 2021 and shall terminate December 31, 2021 unless earlier terminated. This Agreement may be extended by mutual agreement of City and Consultant. Consulting services contract Page 1 of 5 3. Fee. City shall pay Consultant as compensation for the services rendered under this Agreement at an hourly rate of two hundred forty-five dollars ($245) per hour plus reimbursement of all actual expenses incurred, for a total of $750, a sum not to exceed: Thirty -Seven Thousand Five Hundred Dollars ($37,500) inclusive of all meeting/travel costs and miscellaneous expenses. Direct out-of-pocket expenses shall be charged at actual costs. Consultant will not charge for travel time to Seward if travel is necessary but will be reim- bursed the costs of travel, hotel and meals provided he has obtained prior approval for the travel. The amounts payable to Consultant shall not exceed the sums identified in this paragraph without the prior written approval of the City. Any duties assigned pursuant to paragraph 1(D) above shall be requested in writing by the Director. 4. Payments. City agrees to make payments to Consultant as services are performed and costs are incurred, provided Consultant submits a proper invoice for each payment, in such form accompanied by such evidence in support thereof as may be reasonably required by the City. 5. Services Supplied by City. City shall cooperate with Consultant and will make available information reasonably available to the City and relevant to the Work. 6. Independent Contractor Status. In performing under this Agreement, Consult- ant acts as an independent contractor and shall have responsibility for and control over the details and means for performing the services required hereunder. 7. Indemnification. Consultant shall defend and save harmless City or any employee or other representative thereof from and against losses, damages, liabilities, expenses, claims and demands arising out of any negligent act or negligent omission of Consultant while performing under the terms of this Agreement. 8. Assignment. Consultant shall not assign this Agreement or any part of it. 9. Subcontracting. Consultant may not subcontract any portion of its performance under this Agreement without prior written consent of City. 10. Designation of Representatives. The parties agree, for the purposes of this Agreement, that the City shall be represented by and may act only through the Director or such other person as he may designate in writing. Cory Borgeson shall have authority to act for and bind Consultant in connection with this Agreement. 11. Termination. City may terminate this Agreement, with or without cause, at any time upon written notice to Consultant. Upon terminating this Agreement, the City agrees to reimburse Consultant for all work completed up to and including the date the City Consulting services contract Page 2 of 5 mailed notification of termination. Consultant may terminate this Agreement upon thirty (30) days written notice to City of his intent to terminate the Agreement. 12. Insurance. Consultant shall, at all times, at its own expense, keep in force the following described insurance for protection against the claims of employees or other persons, insuring both the Consultant and the City against liability that may accrue against them or either of them in connection with the performance of Consultant under this Agreement: (a) Automobile liability covering all vehicles used in Contract work with combined single limits not less than $300, 000 per occurrence. 13. Insurance Certificate. All insurance shall be placed with an insurance carrier or carriers satisfactory to the City and shall not be subject to cancellation or any material change except after thirty (30) days written notice to the City and shall provide that no failure of Consultant to comply with any condition or provision of this Agreement or other conduct of Consultant or those for whose conduct it is responsible, shall void or otherwise affect the protection under the policy afforded to the City. A Certificate of Insurance reflecting full compliance with these requirements shall, at all times during the term of this Agreement, be kept on deposit at the general offices of the City. 14. Claims Recovery. Claims by the City resulting from Consultant' s failure to comply with the terms of and specifications of this Agreement and/or default hereunder may be recovered by City by withholding the amount of such claims from compensation otherwise due Consultant for work performed or to be performed. City shall notify Consultant of any such failure, default or damage therefrom as soon as practicable after discovery of such event by written notice. Nothing provided herein shall be deemed as constituting an exclusive remedy on behalf of City, nor a waiver of any other rights hereunder at law or in equity. 15. Compliance with Applicable Laws. Consultant shall, in the performance of this Agreement, comply with all applicable federal, state and local laws, ordinances, orders, rules and regulations applicable to its performance hereunder, including, without limitation, all such legal provisions pertaining to social security, income tax withholding, medical aid, industrial insurance, worker's compensation, and other employee benefit laws. Consultant also agrees to comply with all contract provisions pertaining to grant or other funding assistance which City may choose to utilize to perform work under this Agreement. 16. Records and Audit. Consultant agrees to maintain sufficient and accurate records and books of account, including detailed time records, showing all direct labor hours expended and all reimbursable costs incurred and the same shall be subject to inspection and audit by City at all reasonable times. Consulting services contract Page 3 of 5 17. Severability. Wherever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this Agreement shall be prohibited by or invalid under applicable law, such provision shall be ineffective to the extent of such prohibition or invalidity, without invalidat- ing the remainder of such provision or the remaining provisions of this Agreement. 18. Notices. Any official notice that either party hereto desires to give the other shall be delivered through the United States mail by certified mail, return receipt requested, with postage thereon full prepaid and addressed as follows: To Ci Stephen Sowell Acting City Manager City of Seward P.O. Box 167 Seward, AK 99664 To Consultant: Cory Borgeson Box 74046 Fairbanks, Alaska 99707 19. Venue and Applicable Law. Any controversy or claim arising out of or related to this Agreement or the breach thereof shall be governed by the laws of the State of Alaska, and the venue for any legal proceedings thereon shall be the Superior Court for the State of Alaska, Third Judicial District, at Seward, Alaska. 20. Attorney's Fees. In the event either party institutes any suit or action to enforce its right hereunder, the prevailing party shall be entitled to recover from the other party its reasonable attorney' s fees and costs in such suit or action and on any appeal there- from. 21. Voluntary Execution. Both parties represent and acknowledge that prior to signing this Agreement, they have read the Agreement, understands its terms, conditions and provisions, and has voluntarily executed this Agreement without coercion. 22. Entire Agreement. This Agreement supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to the performance of services by Consultant, and contains all of the covenants and agreements between the parties with respect to the rendering of such services in any manner whatsoever. 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 party, which are not embodied herein, and that no other agreement, statement, or promise not contained in this Agreement shall be valid or binding. Any modification of this Agreement will be effective only if it is in writing signed by the party to be charged. Consulting services contract Page 4 of 5 IN WITNESS WHEREOF, the parties hereto have executed, or caused to be executed by their duly authorized officials, this Agreement on the respective date indicated below. Dated: Dated: By: ATTEST: Dated: By: CITY OF SEWARD Cory Borgeson d/b/a Borgeson and Associates Stephen Sowell Acting City Manager Brenda J. Ballou, MMC City Clerk