HomeMy WebLinkAbout2011-314 Contract - Pauly Rogers Contract for Municipal Audit Services
CITY OF CONSULTANT: Pauly Rogers and Co., P.C.
ASHLAND CONTACT: Kenneth Allen, CPA
20 East Main Street
Ashland, Oregon 97520 ADDRESS: 12700 SW 72nd , Tigard, OR 97223.
Telephone: 541/488-6002
Fax: .541/488-5311 TELEPHONE: 503-620-2632
DATE AGREEMENT PREPARED: November 16, 2011 FAX: 503-684-7523
BEGINNING DATE: January 1, 2012 COMPLETION DATE: November 30, 2014
COMPENSATION:
City agrees to pay the Contractor for the City audit and the Parks Commission audit as follows:
FY 2011-2012, the sum of$38,900.00 and $12.000.00 respectively for a total of$50,900.00.
FY 2012-2013, the sum of $39,450.00 and $12.350.00 respectively for a total of$51,800.00.
FY 2013-2014, the sum of $40,000.00 and $12.600.00 respectively for a total of$52,600.00
For a detailed list of the proposed fees, the Fee Arrangement Worksheet is attached as Exhibit C.
SERVICES TO BE PROVIDED: Contractor shall conduct an audit of the accounts and fiscal affairs of the City
and the Parks Commission, as well as, additional audits for Food & Beverage Tax and Transient Occupancy
Tax for the fiscal years ending June 30, 2012, 2013 and 2014, as set forth within the Request for Proposal
released September 26, 2011 for Municipal Audit Services.
ADDITIONAL TERMS: This contract may be extended annually, by mutual consent of both parties, for up to
two 2 additional years for a maximum period of five 5 ears.
FINDINGS:
Pursuant to AMC 2.50.120, after reasonable inquiry and evaluation, the undersigned Department Head finds and
determines that: (1) the services to be acquired are personal services; (2) the City does not have adequate personnel nor
resources to perform the services; (3) the statement of work represents the department's plan for utilization of such
personal services; (4) the undersigned consultant has specialized experience, education, training and capability sufficient
to perform the quality, quantity and type of work requested in the scope of work within the time and financial constraints
provided; (5) the consultant's proposal will best serve the needs of the City; and (6) the compensation negotiated herein
is fair and reasonable.
NOW THEREFORE, in consideration of the mutual covenants contained herein the CITY AND CONSULTANT AGREE as
follows:
1. Findings/Recitations. The findings and recitations set forth above are true and correct and are incorporated herein
by this reference.
2. All Costs by Consultant: Consultant shall, at its own risk and expense, perform the personal services described
above and, unless otherwise specified, furnish all labor, equipment and materials required for the proper performance
of such service.
3. Qualified Work: Consultant has represented, and by entering into this contract now represents, that all personnel
assigned to the work required under this contract are fully qualified to perform the service to which they will be
assigned in a skilled and worker-like manner and, if required to be registered, licensed or bonded by the State of
Oregon, are so registered, licensed and bonded.
4. Completion Date: Consultant shall start performing the service under this contract by the beginning date-indicated
above and complete the service by the completion date indicated above.
5. Compensation: City shall pay Consultant for service performed;including costs and expenses, the sum specified
above. Payments shall be made within 30 days of the date of the invoice. Should the contract be prematurely
terminated, payments will be made for work completed and accepted to date of termination.
6. Ownership of Documents: All documents prepared by Consultant pursuant to this contract shall be the property of
City.
7. Statutory Requirements: ORS 279C.505, 279C.515, 279C.520 and 279C.530 are made part of this contract.
8. Living Wage Requirements: If the amount of this contract is$18,890 or more, Consultant is required to comply with
chapter 3.12 of the Ashland Municipal Code by paying a living wage, as defined in this chapter, to all employees
performing work under this contract and to any Subcontractor who performs 50% or more of the service work under
this contract. Consultant is also required to post the notice attached hereto as Exhibit B predominantly in areas where
it will be seen by all employees.
9. Indemnification: Consultant agrees to defend, indemnify and save City, its officers, employees and agents harmless
from any and all losses, claims, actions, costs, expenses, judgments, subro ations, or other damages resulting from
Contract for Municipal Audit Services, Page 1 of 5
injury to any person (including injury resulting in death), or damage (including loss or destruction) to property, of
whatsoever nature arising out of or incident to the performance of this contract by Consultant(including but not
limited to, Consultant's employees, agents, and others designated by Consultant to perform work or services
attendant to this contract). Consultant shall not be held responsible for any losses, expenses, claims, subrogations,
actions, costs,judgments, or other damages, directly, solely, and proximately caused by the negligence of City.
10. Termination:
a. Mutual Consent. This contract may be terminated at any time by mutual consent of both parties.
b. City's Convenience. This contract may be terminated at any time by City upon 30 days' notice in writing
and delivered by certified mail or in person.
C. For Cause. City may terminate or modify this contract, in whole or in part, effective upon delivery of
written notice to Consultant, or at such later date as may be established by City under any of the following
conditions:
i. If City funding from federal, state, county or other sources is not obtained and continued at levels
sufficient to allow for the purchase of the indicated quantity of services;
ii. If federal or state regulations or guidelines are modified, changed, or interpreted in such a way
that the services are no longer allowable or appropriate for purchase under this contract or are
no longer eligible for the funding proposed for payments authorized by this contract; or
iii. If any license or certificate required by law or regulation to be held by Consultant to provide the
services required by this contract is for any reason denied, revoked, suspended, or not renewed.
d. For Default or Breach.
i. Either City or Consultant may terminate this contract in the event of a breach of the contract by
the other. Prior to such termination the party seeking termination shall give to the other party
written notice of the breach and intent to terminate. If the party committing the breach has not
entirely cured the breach within 15 days of the date of the notice, or within such other period as
the party giving the notice may authorize or require, then the contract may be terminated at any
time thereafter by a written notice of termination by the party giving notice.
ii. Time is of the essence for Consultant's performance of each and every obligation and duty under
this contract. City by written notice to Consultant of default or breach may at any time terminate
the whole or any part of this contract if Consultant fails to provide services called for by this
contract within the time specified herein or in any extension thereof.
iii. The rights and remedies of City provided in this subsection (d) are not exclusive and are in
addition to any other rights and remedies provided by law or under this contract.
e. Obligation/Liability of Parties. Termination or modification of this contract pursuant to subsections a, b, or
c above shall be without prejudice to any obligations or liabilities of either party already accrued prior to such
termination or modification. However, upon receiving a notice of termination (regardless whether such notice is
given pursuant to subsections a, b, c or d of this section, Consultant shall immediately cease all activities under
this contract, unless expressly directed otherwise by City in the notice of termination. Further, upon termination,
Consultant shall deliver to City all contract documents, information, works-in-progress and other property that are
or would be deliverables had the contract been completed. City shall pay Consultant for work performed prior to
the termination date if such work was performed in accordance with the Contract.
11. Independent Contractor Status: Consultant is an independent contractor and not an employee of the City.
Consultant shall have the complete responsibility for the performance of this contract. Consultant shall provide
workers'compensation coverage as required in ORS Ch 656 for all persons employed to perform work pursuant to
this contract. Consultant is a subject employer that will comply with ORS 656.017.
12. Assignment and Subcontracts: Consultant shall not assign this contract or subcontract any portion of the work
without the written consent of City. Any attempted assignment or subcontract without written consent of City shall be
void. Consultant shall be fully responsible for the acts or omissions of any assigns or Subcontractors and of all
persons employed by them, and the approval by City of any assignment or subcontract shall not create any
contractual relation between the assignee or subcontractor and City.
13. Default. The Consultant shall be in default of this agreement if Consultant: commits any material breach or default
of any covenant, warranty, certification, or obligation it owes under the Contract; its QRF status pursuant to the QRF
Rules or loses any license, certificate or certification that is required to perform the Services or to qualify as a QRF if
consultant has qualified as a QRF for this agreement; institutes an action for relief in bankruptcy or has instituted
against it an action for insolvency; makes a general assignment for the benefit of creditors; or ceases doing business
on a regular basis of the type identified in its obligations under the Contract; or attempts to assign rights in, or
delegate duties under, the Contract.
14. Insurance. Consultant shall at its own expense provide the following insurance:
a. Workers Compensation insurance in compliance with ORS 656.017, which requires subject employers to
provide Oregon workers' compensation coverage for all their subject workers
b. Professional Liability insurance with ?combined single limit, or the equivalent, of not less than Enter one:
$200,000, $500,000, $1,000,000, $2,000,000 or Not Applicable for each claim, incident or occurrence. This is to
cover damages caused by error, omission or negligent acts related to the professional services to be provided
under this contract.
Contract for Municipal Audit Services, Page 2 of 5
C. General Liabilitv insurance with a combined single limit, or the equivalent, of not less than Enter one:
$200,000, $500,000, $1,000,000, $2,000,000 or Not Applicable for each occurrence for Bodily Injury and Property
Damage. It shall include contractual liability coverage for the indemnity provided under this contract.
d. Automobile Liability insurance with a combined single limit, or the equivalent, of not less than Enter one:
$200,000, $500,000, $1,000,000, or Not Applicable for each accident for Bodily Injury and Property Damage,
including coverage for owned, hired or non-owned vehicles, as applicable.
e. Notice of cancellation or change. There shall be no cancellation, material change, reduction of limits or
intent not to renew the insurance coverage(s)without 30 days' written notice from the Consultant or its insurer(s)to
the City.
f. Additional Insured/Certificates of Insurance. Consultant shall name The City of Ashland, Oregon, and its
elected officials, officers and employees as Additional Insureds on any insurance policies required herein but only
with respect to Consultant's services to be provided under this Contract. The consultant's insurance is primary and
non-contributory. As evidence of the insurance coverages required by this Contract, the Consultant shall furnish
acceptable insurance certificates prior to commencing work under this contract. The certificate will specify all of
the parties who are Additional Insureds. Insuring companies or entities are subject to the City's acceptance. If
requested, complete copies of insurance policies; trust agreements, etc. shall be provided to the City. The
Consultant shall be financially responsible for all pertinent deductibles, self-insured retentions and/or self-
insurance.
15. Governing Law; Jurisdiction; Venue: This contract shall be governed and construed in accordance with the laws
of the State of Oregon without resort to any jurisdiction's conflict of laws, rules or doctrines. Any claim, action, suit or
proceeding (collectively, "the claim") between the City (and/or any other or department of the State of Oregon) and
the Consultant that arises from or relates to this contract shall be brought and conducted solely and exclusively within
the Circuit Court of Jackson County for the State of Oregon. If, however, the claim must be brought in a federal
forum, then it shall be brought and conducted solely and exclusively within the United States District Court for the
District of Oregon filed in Jackson County, Oregon. Consultant, by the signature herein of its authorized
representative, hereby consents to the in personam jurisdiction of said courts. In no event shall this section be
construed as a waiver by City of any form of defense or immunity, based on the Eleventh Amendment to the United
States Constitution, or otherwise, from any claim or from the jurisdiction.
16. THIS CONTRACT AND ATTACHED EXHIBITS CONSTITUTE THE ENTIRE AGREEMENT BETWEEN THE
PARTIES. NO WAIVER, CONSENT, MODIFICATION OR CHANGE OF TERMS OF THIS CONTRACT 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 THE SPECIFIC INSTANCE AND FOR
THE SPECIFIC PURPOSE GIVEN. THERE ARE NO UNDERSTANDINGS, AGREEMENTS, OR
REPRESENTATIONS, ORAL OR WRITTEN, NOT SPECIFIED HEREIN REGARDING THIS CONTRACT.
CONSULTANT, BY SIGNATURE OF ITS AUTHORIZED REPRESENTATIVE, HEREBY ACKNOWLEDGES THAT
HE/SHE HAS READ THIS CONTRACT, UNDERSTANDS IT, AND AGREES TO BE BOUND BY ITS TERMS AND
CONDITIONS.
17. Nonappropriations Clause. Funds Available and Authorized: City has sufficient funds currently available and
authorized for expenditure to finance the costs of this contract within the City's fiscal year budget. Consultant
understands and agrees that City's payment of amounts under this contract attributable to work performed after the
last day of the current fiscal year is contingent on City appropriations, or other expenditure authority sufficient to allow
City in the exercise of its reasonable administrative discretion, to continue to make payments under this contract. In
the event City has insufficient appropriations, limitations or other expenditure authority, City may terminate this
contract without penalty or liability to City, effective upon the delivery of written notice to Consultant, with no further
liability to Consultant.
Certification. Consultant shall sign the certification attached hereto as Exhibit A and herein incorporated by reference.
Consultant: City of Ashland
By By oy<
Signature Department He d
LE.k. %url�r3.f C G
n
Print Name Print Name
S/1�iYc/G/ / L /7/zo i/
r Title Date
W-9 One copy of a W-9 is to be submitted with /
the signed contract. Purchase Order No.
&to
Contract for Municipal Audit Services, Page 3 of 5
EXHIBIT A
CERTIFICATIONS/REPRESENTATIONS: Contractor, under penalty of perjury, certifies that (a) the
number shown on the attached W-9 form is its correct taxpayer ID (or is waiting for the number to be
issued to it and (b) Contractor is not subject to backup withholding because (i) it is exempt from
backup withholding or (ii) it has not been notified by the Internal Revenue Service (IRS) that it is
subject to backup withholding as a result of a failure to report all interest or dividends, or (iii) the IRS
has notified it that it is no longer subject to backup withholding. Contractor further represents and
warrants to City that (a) it has the power and authority to enter into and perform the work, (b) the
Contract, when executed and delivered, shall be a valid and binding obligation of Contractor
enforceable in accordance with its terms, (c) the work under the Contract shall be performed in
accordance with the highest professional standards, and (d) Contractor is qualified, professionally
competent and duly licensed to perform the work. Contractor also certifies under penalty of perjury
that its business is not in violation of any Oregon tax laws, and it is a corporation authorized to act on
behalf of the entity designated above and authorized to do business in Oregon or is an independent
Contractor as defined in the contract documents, and has checked four or more of the following
criteria:
6e!!:� (1) 1 carry out the labor or services at a location separate from my residence or is in a
specific portion of my residence, set aside as the location of the business.
(2) Commercial advertising or business cards or a trade association membership are
purchased for the business.
r/ (3) Telephone listing is used for the business separate from the personal residence listing.
(4) Labor or services are performed only pursuant to written contracts.
(5) Labor or services are performed for two or more different persons within a period of one
year.
y (6) 1 assume financial responsibility for defective workmanship or for service not provided
as evidenced by the ownership of performance bonds, warranties, errors and omission
insurance or liability insurance relating to the labor or services to be provided.
Contractor (Date)
Contract for Municipal Audit Services, Page 4 of 5
CITY OF ASHLAND , OREGON
EXHIBIT B
City of Ashland
LIVING.
below must ALL employers described
comply with City
of Ashland laws regulating
payment of a living wage.
per hour effective June 30, 2011
►�► ,
(Increases!annually every.June 30 by the`
Consumer Price Index)
portion of business of their cafeteria plans(including
- employer, if the employer has childcare) benefits to the
ten or more employees, and amount of wages received by
has received financial the employee.
assistance for the project or
➢ For all hours worked under a business from the City of ➢ Note: "Employee"does not
service contract between their Ashland in excess of$18,890. include temporary or part-time
employer and.the City of employees hired for less than
Ashland if the contract ➢ If their employer is the City of 1040 hours in any twelve-
exceeds $18,890 or more. Ashland including the Parks month period. For more
and Recreation Department. details on applicability of this
➢ For all hours worked in a policy, please see Ashland
month if the employee spends ➢ In calculating the living wage, Municipal Code Section
50%or more of the employers may add the value 3.12.020.
employee's time in that month of health care, retirement,
working on a project or 401 K and IRS eligible
additional For
Call the Ashland City Administrator's office at 541-488-6002 or write to the City Administrator, City Hall, '
20 East Main Street, Ashland, OR 97520 or visit the city's website at www.ashland.or.us.
Notice to Employers: This notice must be posted predominantly in areas where it can be seen by.all
employees.
CITY OF
ASHLAND
Contract for Municipal Audit Services, Page 5 of 5
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CITY OF
ASHLAND
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SUBMITTED BY .
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12700 SW 721D AYE.
TI6flRD, OR 97223
(503) 620-2632
(503) 684-7523 FAX
CONTACT PERSON: HEHHETH Amm, CPA
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OCTOBER 27TH, 2011
CITY OF ASHLAND AUDIT SERVICES FEES
Audit Fees
Our not-to-exceed fees for the years ending June 30, 2012, 2013 and 2014 for the City of
Ashland are listed below. The fees are based on the anticipated cooperation of the City's staff, and
on the assumption that the books will be closed, balanced and all appropriate accounts reconciled to
the detail and that financial statements will have been prepared and made available to us before we
begin our final fieldwork. It also includes the auditing standards in effect for this year, but not changes
in standards or potential scope of work changes that might occur in future years. These fees are
inclusive of all staff time, all services outlined below and all of our out-of-pocket expenses for travel
and supplies.
City of Ashland
Request for Proposal
Municipal Audit Services
Exhibit"A"
Fee Arrangement Worksheet
Fee Categories C Parks Total
Audit Fee $ 30,500.00 $ 9,000.00 $ 39,500.00
Financial Statement Preparation $ 900.00 $ 500.00 $ 1,400.00
Single Audit $ 2,500.00 $ 2,500.00 $ 5,000.00
Other Related Services:
GFOA.Certificate of Achievement $ $ - $ -
Other Technical Assistance $ $ - $ -
Additiono(AudiW
Additional Audits-Food and Beverage (6-Annually) $ 2,600.00 $ 2,600.00
Additional Audits-Transient Occupancy Tax'(4-Annually) $ 2,400.00 $ 2,400.00
Sum for Year One $ 50,900.00
Sum for Year Two $ 51;800.00
Sum for YearThree $ 52,600.00
Estimated number of hours to be spent annually on the audit:
Partner 110 24 134
Manager 20 8 28
Accountant 210 56 266
Support 12 4 16
Others 0 0 0
Sum of Hours 3521 92 444
Additional Services by the hour: Hourly Rate:
Partner $140
Manager $110
Accountant $100
Support $50
PAULY, BOGEBS AND CO., P.C. OCTOBER 27, 2011
CITY OF ASHLAND AUDIT SERVICES PEES
Telephone calls from the City seeking advice or assistance are welcomed anytime during the
year, and such calls are anticipated as part of the total proposed fee. Our willingness to provide
minor technical assistance throughout the year without billing for additional services has been one of
the trademarks of Pauly, Rogers and Co., P.C. A great deal of discussion is expected to occur during
the year, all of which helps the auditors, as well as the City, properly deal with issues as they arise.
Rates for Additional Professional Services
Pauly, Rogers and Co., P.C. can provide the City with a variety of services in addition to the annual
audit. Special reports, projects or other work undertaken at the client's request is billed at the following
hourly rates for 2011: Partner $120, In-Charge and Manager $110, Staff Accountant $100 and
Support Staff $50. At the time of the request, we would estimate the fee to be charged and seek
written approval of that fee. Special projects could be unit-priced or receive a reduced fee if they were
scheduled at times when we are less busy with audit work.
PAULY, ROGERS AND CO., P.C. OCTOBER 27, 2011
2012-13
City Parks Total
Audit fee 30,900.00 9,250.00 40,150.00
financial statement prep 900.00 500.00 1,400.00
Single audit 2,600.00 2,600.00 5,200.00
Additional audit-food and beverage 2,625.00 2,625.00
Additional audit-transient 2,425.00 2,425.00
51,800.00
2013-14
City Parks Total
Audit fee 31,300.00 9,400.00 40,700.00
financial statement prep 900.00 500.00 1,400.00
Single audit 2,700.00 2,700.00 5,400.00
Additional audit-food and beverage 2,650.00 2,650.00
Additional audit-transient 2,450.00 2,450.00
52,600.00
Kris Bechtold
From: Kris Bechtold [bechtoldk @ashland.or.us]
Sent: Thursday, December 01, 20114:36 PM
To: Kari Olson
Subject: PaulyRogersanddocpas
Attachments: eDSC9F.pdf
Kariann. . .Dave asked me to let you know that "no additional insured" coverage is needed on
the attached matter. . .Have a good eve!
Kris Bechtold
Paralegal to City Attorney
City of Ashland / Legal Dept.
20 East Main Street, Ashland, OR 97520
541-488-5350
TTY 1-800-735-2900
551-552-2092 fax
bechtoldkoashland.or.us
This email transmission is official business of the City of Ashland, and it is subject to
Oregon Public Records Law for disclosure and retention. If you have received this message in
error, please contact me at (541) 488-5350.
r
This document was sent using eCopy Desktop. For more information about how you can eCopy
paper documents, visit www.eCooy.com.
1
Karl Olson
From: Kenny Allen [KennyA @RASCPAS.com)
Sent: Wednesday, November 30, 2011 4:17 PM
To: olsonk@ashland.or.us
Subject: Insurance
Attachments: 100 Professional Liability Insurance.pdf; 200 General Liability Insurance.pdf; 300 Worker's
Compensation Insurance.pdf; Insurance- professional insurance naming client.pdf
Ka ri,
Attached is our insurance requirements as detailed in the contract. Also, like last time we normally don't add people
onto our professional liability as additional insured (see attached letter on the matter). I think last time the City was fine
with this, if not please let me know. I've signed the contracts and they are in the mail....thanks!
Kenny Allen, CPA
Shareholder-in-Charge
(503) 620-2632
www.paulyrogersandcocpas.com
The information contained in this e-mail is confidential and may include privileged information. It is intended
only for the use of the individual or entity to whom it is addressed. If you are not the intended recipient or the
employee or agent responsible for delivering it to the intended recipient, you are hereby notified that any use,
dissemination, distribution or copying of this communication is strictly prohibited.
t
WORKERS COMPENSATION ND .___ LOYERS LIABILITY INSURANCE POLIC'h WC 00 00 02
013903T07WC (Ed 1-04)
RENEWAL AGREEMENT-INFORMATION PAGE
This information page supersedes any previous information pages
ATTACH TO YOUR CURRENT POLICY
Entity Type: CORPORATION FEIN: 931060676
Risk ID No.: 360903576
Policy No.: WC4-1NC-013903-011
Suffix: T07
Prior Policy No.: WC4-1NC-013903-010
1. The Insured: RAS OPERATING CO. , INC.
Mailing Address: PO BOX 23684
TIGARD OR 97281
Other workplaces not shown above:
12700 SW 72ND AVE,TIGARD OR 97223
2. The policy period is from 10/01/2 01 1 to 10/01/2012 12:01 a.m.standard time atthe address of the insured as
stated above.
3. A. Workers Compensation Insurance: Part One of the policy applies to the Workers Compensation Law of the
states listed here: OR
B. Employers Liability Insurance: Part Two of the policy applies to work in each state listed in Item 3.A.
The limits of our liability under Part Two are:
Bodily Injury by Accident $500,000 each accident
Bodily Injury by Disease $500.000 policy limit
Bodily Injury by Disease $500,000 each employee
C. Other States Insurance: Part Three of the policy applies to the states,if any,listed here:
All states except Ohio, New York , North Dakota , Washington, Wyoming
D. This policy includes these endorsements and schedules: (See Extension of Information Page-Item 3D)
4. The premium for this policy will be determined by our Manuals of Rules,Classifications,Rates,and Rating Plans. All
information shown on the attached Extension of Information Page-Item 4 is subject to verification and change by audit.
Minimum Premium: 447
Deposit Premium:
Total Estimated Policy Premium: $2,367
Reporting Frequency: Ou a r t a r I y
Servicing/Issuing Office: AGENCY-OREGON
Producer: PROPEL INS/9990 PDX
Countersigned.By: d/
Liberty Northwest Insurance Corporation Dexter Legg,
1257-30 Vice President and Secretary
cc: PROPEL INS 19990 PDX
888 SW 6TH AVE STE 1170
PORTLAND OR 97204-2025 Liberty
Northwest.
000002 NembcrvrllCC[r MWmlGmup
a/25/2011 EFS : Iv
Policy Number DECLARATIONS PAGE AMENDED AUG 30 2011
97-C8-7622-6
STATE FARM FIRE AND CASUALTY COMPANY
PO BOX 5000, DUPONT WA 98327-5000
A STOCK COMPANY WITH HOME OFFICES IN BLOOMINGTON,ILLINOIS
Named Insured and Melling Address
15-94A8-F4941
PAULY,ROGERS&CO PC
PO BOX 23684
TIGARDOR 97281-3684
Cov A-Inflation Coverage Index:N/A
BUSINESS POLICY-SPECIAL FORM 3 Cov B-Consumer Price Index: 223.5
AUTOMATIC RENEWAL - If the POLICY PERIOD is shown as 12 MONTHS, this policy will be renewed.automatically
sub�ect to the remiums, rules and forms in effect for each succeedingp policy period. If this policy is terminated,we will
gtv you and t ie Mortgagee/Lienhoider written notice in compliance wllh the policy provisions or as required by law.
Policy Period: 12 Months The policy period begins and ends at 12:01 am standard time at the
Effective Date: JUL 20 2011 premises location.
Expiration Date: JUL 20 2012
Named Insured:Corporation
Your policy is amended AUG 30 2011 .
ADDITIONAL INSURED ADDED
Location of Covered Premises: PREMIUM ADJUSTMENT -
12700 SW 72ND AVE ENDORSEMENT FE-6609 ADDED
TIGARD OR 97223-8335
Coverages & Property Limits of Insurance
Section I
A Buildings Excluded
B Business Personal Property $ 358 100
C Loss of Income-12 Months $ Actual foss
Section II Deductibles-Section
L Business Liability 2,000 000
M Medical Payments 5,000 . $ 1,000 Basic
Products-Completed Operations 4,000,000
(PCO)Aggregate
General Aggggregate(Other $ 4,000,000
Than PCO) In case of loss under this policy, the deductible will be
applied to each occurrence and will be deducted from the
amount of the loss. Other deductibles may apply- refer to
policy.
Endorsement Premium
Forms Options, and Endorsements Increase $ 35.52
Speci2 Form 3 FP-6103
`Section II Additional Insured FE-6609
Amendatory Endorsement FE-6237.1 Discounts Applied:
Tree Debris Removal FE-6451 Renewal Year
Business Policy Endorsement FE-6464 Years in Business
Glass Deductible Deletion FE-6538.1 Protective Devices
Amendatory Collapse FE-6573.1 Sprinkler
`New Form Attached Claim Record
Continued on Reverse Side of Page
Prepared OTHER LIMITS AND EXCLUSIONS MAY APPLY-REFER TO YOUR POLICY
SEP 08 2011 Countersigned
FP-8030.2C ACB1 By_ Agent
06/1993
Your policy consists of this page,any endorsements PAT HEALEY INS AND FIN SVS INC(503)595.9200
and the policy form.PLEASE KEEP THESE TOGETHER. (u V2172b)
Policy Number
97-C8-7622-6
CONTINUED FROM FRONT SIDE
BUSINESS POLICY-SPECIAL FORM 3
Forms,Options,and Endorsements
Fungus (Including Mold)Excl FE-6566
Off Premises Coverage , FE-6486
Additional Insured Endorsement FE-6491
Inc Cost and Demolition Cov FE-6587
Policy Endorsement-Business FE-6610
Loss Payable Endorsement FE-6309
Terrorism Insurance Cov Notice FE-6999.1
Dist Mat Violat Statues Excl FE-6655
Policy Endorsement FE-6656
Policy Endorsement-Business FE-6851
Registered Domestic Partnrship FE-6858
Building Coverage for Tenants FE-6859
Mandatory Reportng Endorsement FE-5801
Emp Dishonesty$5,000 Option ED
Accounts Receivable Option AR
$100,000
Exterior Signs$2,500 Option ES
Valuable Paper$150,000 Option VP
Money/Securities Option MO
$1,000/$1,000
Prepared
SEP 08 2011
(0112175a)
ACCOUNTANTS kDZESSIONAL LIABILITY OLICY
JAMES RIVER INSURANCE COMPANY
6641 WEST BROAD STREET,SUITE 300
Service Fee-$750 RICHMOND,VA 23230
State Tax-$539 DECLARATIONS
SLSC Fee-$15 5
POLICY NUMBER:00036969-2
ITEM 1. NAMED INSURED AND MAILING ADDRESS: PRODUCER:
Pauly Rogers and Co„PC Swett&Crawford(Seattle)
12700 SW 72nd Avenue 720 Olive Way, 18th Floor
Tigard,OR 97223 Seattle, WA 98101
THIS POLICY PROVIDES CLAIMS-MADE COVERAGE.CLAIMS MUST FIRST BE MADE AGAINST
THE INSURED DURING THE POLICY PERIOD AND MUST BE REPORTED IN WRITING TO THE
COMPANY DURING THE POLICY PERIOD OR THE EXTENDED REPORTING PERIOD,IF,
EXERCISED.THE PAYMENT OF CLAIM EXPENSES REDUCES THE LIMITS OF INSURANCE.
PLEASE READ THE ENTIRE POLICY CAREFULLY.
ITEM 2. POLICY PERIOD: From:0 3/1 91201 1 To:03119/2012
12.01 A.M.Standard Time at your mailing address
ITEM 3. PROFESSIONAL SERVICES: Accounting Services
ITEM 4. LIMITS OF INSURANCE:
A. Each Claim Limit of Liability...................................................................$1,000,000
B. Annual Aggregate ..................................................................................$1,000,000
ITEM S. RETROACTIVE DATE:3/1912009
REM 6. DEDUCTIBLE: $ 1 D,000 each"Claim'
ITEM 7- PREMIUM $ 26,200.00
ITEM 8. COMPANY FEE: $ D
ITEM 9.TOTAL AMOUNT DUE AT INCEPTION: $ 26,200.00
ITEM 10. EMENDED REPORTING PERIOD: 12 months at 1000/6 of the total annual premium.
ITEM 11. ENDORSEMENTS ATTACHED TO THE POLICY AT INCEPTION:
See attached Schedule A—Schedule of Forms
This is evidence of insurance procured and developed under the Oregon surplus lines laws. It is
NOT covered by provisions of ORS 734.510 to 734.710 relating to the Oregon Insurance Guaranty
Association. If the insurer Issuing this insurance becomes Insolvent, the Oregon Insurance
Guaranty Association has no obligation to pay claims under this evidence of insurance.
PL0024US 03-05 Page 1 of 1
Kibble & Prentice 601 UnI.Str�t.aAOIODJ
Seattle,NA 98f 01-40.41 LY: BCO.i67.065e
A 1151 COMPANY tiwx.kpccm,cizn Tr: 877.678.58"
A/E Risk Review
The Name Game: When Your Client Asks to Be a.Named Insured,
Thefollowing material is provided for informational purposes only. Before taking any action that could
have,legal or other important consequences, speak with a qualified professional who can provide
guidance that considers your own unique circumstances..
It is neither uncommon nor unreasonable for a client to demand that a design firm carries adequate
professional liability insurance. However,when a client goes one step fufther and asks to be a "named
insured" on that policy, it's time for a little.client education.
We know of many cases where a'client or a client's risk manager or attorney requests an architect or
engineer to make the:client;(or the client's client)a,named insured on the design professional's
professional liability policy. They mistakenly believe that having the client named as an insured provides
an added measure of:protection. But these clients, risk managers and attorneys are ill informed, since
obliging the request could actually cause client protection to evaporate should he or she file a claim on
the policy.
Why You Should Not Make Your Client a Named Insured
Professional liability coverage is typically issued to a design firm and it specifically covers the firm's
registered professionals who sign and seal instruments of service. This type of coverage was created.to
give design,professionals adequate financial resources in the event that their errors, omissions; or
negligent professional acts damaged a client.
Professional liability insurance is not like other policies-that compensate insureds who are damaged by
their own negligence. For example, drivers who negligently wreck their cars and are injured receive
compensation from their own insurance company. If a homeowner smokes in bed and his:house bums
down, his insurance will compensate the negligent owner for the self-inflicted,damages.
than the insured iofes oval in the is ifferent. It is'designed solely to make payments to people other
But rofessional liability insurance is
p event the insured's negligent act, error orromission.causes damage to
a second parry.
The clients' failure'to understand how professional liability insurance works is the crux of the problem.
They don't understand that being named an insured on the policy does not provide added protection
against a design firm's negligent acts. And they need prompt, patient explanations as to why being a
named insured.is a bad idea.
Why is it a bad idea?Because should.a client%become a named insured under,your policy,the'client
would be;c.,overed taahe same;extent as;yo. firm. In other words,the policy would "kick in" to protect
your firm and the client ifi the.event either was accused of an error,omission or negligent professional
act. As such, were a named insured client to file.a claim against.you, that client=- from,an insurer's
viewpoint — would be filing a negligence claim against itself. Such coverage is not afforded by a
professional liability.policy. For that reason in particular, most professional liability insurers will not
permit a client to become a named insured.
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Kibble c& Prentice NJI UNcn III T. ,
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There is a second reason why it is'disadvantageous for your elientto be a named insured..Ifa.third party
files a professional liability claim against your firm, your client could be jointly liable:for your acts. Your
client could find itself having to defend a claim involving design activities it had absolutely nothing to do
with. And it could get even worse. A claim against the client might be'denied by.the insurer since the
client has voluntarily assumed a contractual liability it would not otherwise Have under common law. The
client would likely have to pay for its own legal counsel to extricate itself from a situation and pay any
damages assessed against the firm.
Now, consider the situation where your client has one or more registered design professionals on staff:
Were the client to become a named,insured, its design professionals might be7 automatically covered by
your policy, too. Your policy might be called upon to pay for claims against your client or the client's
design professionals even though those claims have nothing to do with the project you are working on,
This can be unfortunate for your client as well,.for two reasons:
1. Suppose the client's on-staff architect performs moonlighting.design work for a disabled elderly
homeowner on a fixed income, The architect makes several serious eirois and omissions,' causing
expensive damages. Through discovery, the homeowner's attorney learns that the architect lacks the
assets to defend a suit, let alone pay damages. Counsel then decides to move on the theory that the ability
to moonlight was a salary supplementing benefit provided by the architect's employer and, accordingly:
your client shares some liability. The counsel assumes,with good reason,.thai a judge will permit this
approach due to the plaintiffs wretched situation. Given the green light, counsel then files suit against
your client and, through discovery, learns that the client is a named insured under your policy, thus
creating professional liability protection for the defendant archtect. Assuming your insurer agrees to
defend and indemnify'its newfound insured,.and settles the matter for the full arnount,of coverage
available; the aggregate amount left in the policy to protect-the client becomes zero!
2. Suppose your client has its own coverage for professional liability exposures. In that case; given the
same hypothetical circumstance of the moonlighting staff architect, a'question would arise about.which
insurer should provide protection. Because the situation would be such a complex mess, your
professional liability insurer would probably decline to=provide coverage -- and the other provider may
do the same. As such;your client would probably have to sue both insurers in order to get either to cover.
And here's yet.another potential problem. Suppose.you agree to a client's contractual request to be a
named insured on your professional liability policy: You later discover that your insurer iefuses to cover
the client. If you do not advise your client that your insurer has declined coverage,you have now
breached your contract with your client.Now consider that the client has uninsured design professionals
on staff. Such a client could state that you failed to provide coverage to the client's design.professionals,
something the client bargained for and was counting on. You and/or your firm could.wind up having to
defend a claim from your client and.possibly having to defend the client's design professional, most likely
without the help of your professional liability insurer. (Neither professional no commercial general
liability insurance covers contractual liabilities except for those that are tantamountto covered
conditions.)
02010 Kibble&Prepuce Holding Company,Proprietary&Confidential A®Compmty
Kbble & Prentice 601 UnlcnSVeet.Si, 67U441_63C0 m.7;7.oesc
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Dealing with a Client Request
Sooner or later you will be presented with an onerous contract condition like this:
The Design Pra.fessional shall carry professional liability insurance of a type and in an amount
acceptable to the Client, and the Design Professional shall make the Client a named insured under said
policy. What do you do?
The first course of action is to educate the client. Explain why the request is not in the client's best
interest. The client may only half hear you, however, and say something along the lines of "So& So,
Associates accepts this provision all the time." To that remark,your best response may be, "They may
accept it, but I doubt they can insure it. Do you have anything on file indicating that the condition has
been accepted by So & So's.insurer?"
Also, given the liability exposures that a firm can create for itself by accepting this request, you might
wish to add, "A firm that apparently is unconcerned about its own liability exposures can hardly be
expected to care about yours."
Suppose that a professional liability insurer actually agrees to accept your client as a named insured.
Does that mean your client has extra protection?.Absolutely not. Remind your client that a professional
liability insurance policy has,a stated amount of capacity -the policy limits. Being anained insured does
not increase that amount. However, a possibility exists that, should a client make a claim against the
insured architect or engineer, the insurer that permitted the client to be named on the policy could deny
coverage. "Why,"ask your client, "should you take that chance?"
Assume you get the.client's attention, but the client still wants some contractual langua&'that ensures the
project is protected by insurance. While it is foolhardy and indeed impossible to guarantee that you will
always have insurance,you can include language that demonstrates your intent to be insured under
reasonable circumstances. Consider offering the client the.following language:
INSURANCE
The Consultant agrees to attempt to maintain professionalliability insurance coverage for a period of
design and construction of the Project, and for a period of_years following substantial completion, if
such coverage is reasonably available at commercially affordable premiums. For the purposes of this
Agreement, "reasonably available"and "commercially affordable"shall"lean that more than half the
consultants practicing the same professional discipline in the state where the project is located are able
to obtain such coverage.
Winning the "Named" Game
Your client may request to.be a named insured on your professional liability policy in the mistaken belief
that it provides "extra" protection: In such instances it is your duty to educate your client and explain that
being a named insured only muddies the waters and may actually decrease the protection your client
desires.
If your client or its attorney balks at yourexplanation; schedule a meeting with.your client, its legal
counsel, your firm and your professional liability agent to explain the facts about professional liability
insurance:
02010 Kibble&Prendco Holding Company,Proprietary 8 Confdendal A rM Company
Kibble & Prentice
Seanle,'NA98101.JOU T+e; BCO.767.065r
A U51 COMPANY wxx.kP`cm 877.678.58J
• Being a named insured in no way provides added protection- it can only decrease protection or,
at.the least,muddy the waters.
• Many professional liability insurers will not allow the client to be a named insured on the policy.
• .If the client.is added as a named.insured, the.insurer may deny an owner's claim against the
designer.
• Being a named insured may make the owner liable for claims filed by third parties.
• This increased exposure may lead to„third-party claims that exhaust the policy limits.- thus
stripping away the client's protection.
To simply play the "riariied” game and agree by contract to add Your client as a named insured only
creates risks for you and your client that are wholly unnecessary. This is simply a game where you and
your client are both likely the losers:
Can We Be of Assistance?
We may be able to help you by providing referrals to consultants, and by providing guidhncerelative 16
insurance issues, and even to certain preventives,from construction observation through the
development and application ofsound human resources management policies and procedures. Please
call on us for assistance. Were a member of the Professional Liability Agents Network (PLAN). We're
here to help
Morgan West,:JR. Marguerite King
Executive Vice.President, Practice Leader Professional Liability Specialist
Property & Casualty 206.695:3123 Direct
206.695.3115 Direct marguerite king @kpcom.com
morgan.west @kpcom.com
Mike Olson
Ryan Schultz Account Executive, Professional Liability
Seles.Ezecutive, Professional Liability 206.695.3164 Direct
206.577.5590 Direct mike:olson @kpcom.com
ryan.schLiltz@kpcom.com
Sheri Huntington
Maurice Thornton. Account Manager, Professional Liability
Account Manager, Professional Liability 206.695.3128 Direct
206.695.3121 Direct sheri.huntington @kpcom:'com
maurice.thornton @kpcom.com
Mark Bangcaya
Assistant Account Manager, Professional Liability
206.676.7457 Direct
mark.bangcaya@kpcom.com
PROFESSIONAL LIABILITY TEAM
Kibble&Prentice, a usl comany
206-441=6300
800- 767-0650 Toll Free.
610-362=8527 Fax
601 Union St., Suite 1000
Seattle, WA 98101
email: professional.liability @kpcom.com
02010 Kibble&Prendce Holding Company,Proprlem,ry&Con6dendal A®Company
O 1 t RECOri-�DER Page 1 / 1
�Z
Ashland Park Commission DATE ' I - �-PO:NUMBER. .3
20 E MAIN ST. 12/7/2011 00070
ASHLAND, OR 97520
(541)488-5300
VENDOR: 000632 SHIP TO:
PAULY, ROGERS AND CO., P.C.
12700 SW 72ND AVENUE
TIGARD, OR 97223
FOB Point: Req.No.:
Terms: net Dept.:
Req.Del.Date: Contact: Cindy Hanks
Special]net: Confirming? No .
Quantii . ,"Urilt` #�: .:e '.' 'DescrtUon Unit Pnce' :£ztsP�icet:3C'
Municipal Audit Services (Parks) 12,000.00
FY 2011-2012
Contract for Municipal Audit Services
Beginning date: January 1, 2012
Completion date: November 30, 2044
Insurance required/On file
Contract may be extended annually for
up to two(2) additional years for a
total of five (5)years.
SUBTOTAL 12 000.00
BILL TO: TAX 0.00
FREIGHT 0.00
TOTAL 12,000.00
s - —6—. - . . : ..
t `, , F ..,, ..-
'Account! urn , . . . ProJectNumer„ - Amount':: Account Number ,:..-P,roject;Number , ;�_ _`�.;Ainoint ,...1k
E 211.12.02.01.604120 12 000.00
Autho zed Signature VENDOR COPY
FORM #3 CITY OF
A request for a Purchase Order ASHLAND
REQUISITION Date of request:
Required date for delivery:
Vendor Name ��-
Address,City,State,Zip
Contact Name&Telephone Number
Fax Number
SOLICITATION PROCESS
❑ Exempt from Competitive Bidding ❑ Ememencv
❑ Written Findings(Form attached) ❑ Invitation to Bid (Copies on file) ❑ Written findings attached
❑ Quote or Proposal attached Date approved by Council: ❑ Quote or Proposal attached
❑ Small Procurement Cooperative Procurement
Less than$5,000 Request for Proposal (Copies on file) ❑ State of Oregon
Note:Total contract amount,including any Date approved by Council:l/ -�S— // Contract#
amendments may not exceed$6,000 ❑ State of Washington
Intermediate Procurement ❑ Sole Source Contract#
GOODS&SERVICES ❑ Written Findings(Form attached) ❑ Other government agency contract
$5;000 to$100,000 ❑ Quote or Proposal attached Agency
❑ (3)Written quotes attached Contract#
PERSONAL SERVICES ❑ Special Procurement ❑ Intergovernmental Agreement
$5,000 to$75.000 ❑ Written Findings(Form attached) Agency
❑ Less than$35,000,by direct appointment ❑ Quote or Proposal attached Contract#
❑ 3 Written proposals attached Date approved by Council: Date approved by Council:
Description of SERVICES_ Total Cost
t
Item # Quantity Unit Description of MATERIALS Unit Price Total Cost
TOTALgCJd*
❑ Per attached quotelproposal $ ';
Project Number
—_—_--•___ Account Number -__-_ -— -______
i
Account Number—_--__-_ -_---_— Account Number -__-__- -
'Expenditure must be charged to the appropriate account numbers for the financials to accurately reflect the actual expenditures.
I
IT Director in collaboration with department to approve all hardware and software purchases:
IT Director Date
By signing this requisition tom,I certify that the information provided above satisfies the City's public contracting requirements,and the documentation can be
provided upon request.
Employee Signature: Department Head Signature:
Additional signatures(if applicable): `J
Funds appropriated for current fiscal year )t S / NO AQ IV- / la
7 r�
Finance Director Date
Comments:
G:FinanceRocedurelAPIForms/Form#3-Requisidon.doc Updated on:12/612011