Contract - CBIZ Accounting - 2007-01-17 •
PROFESSIONAL SERVICES AGREEMENT FOR
COSTA MESA SANITARY DISTRICT
THIS AGREEMENT is made and entered into this 17th day of January, 2007, by and between
the COSTA MESA SANITARY DISTRICT, a California Sanitary District, hereinafter referred to
as "DISTRICT" and CBIZ Accounting, Tax and Advisory of Orange County, LLC, hereinafter
referred to as "CONTRACTOR".
WITNESSETH
WHEREAS, CONTRACTOR is a professional accounting and consulting firm and is
knowledgeable and competent to perform the services described in this AGREEMENT;
WHEREAS, CONTRACTOR has been providing services to the DISTRICT under a
professional services agreement dated May 7, 2004; and
WHEREAS, DISTRICT desires to utilize the services of CONTRACTOR to serve as
District Treasurer;
NOW, THEREFORE, the parties agree as follows:
1. Scope of the Work
CONTRACTOR shall act as District Treasurer as described below:
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a. Long-term financial planning.
b. Ensuring financial statements are GASB 34 compliant.
c. Placing and tracking District investments.
d. Prepare monthly Treasurer's report.
e. Prepare the annual Statement of Investment Policy.
f. Preparation of the District budget.
g. Attend Board meetings
h. Attend Investment Oversight Committee meetings.
i. Oversight of accounting personnel.
j. Other duties as assigned.
2. Services Provided
a. CONTRACTOR shall provide all labor and supervision required to perform
said services to meet the approval of the Board of Directors and the
Manager/District Engineer.
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b. The DISTRICT shall authorize any additional work in writing prior to
CONTRACTOR beginning the extra work.
3. Supplies and Equipment
DISTRICT owns all computer hardware and software. CONTRACTOR assumes the risk
of damage to any and all equipment furnished for use under this AGREEMENT including, but
not limited to, computer equipment.
4. Compensation
CONTRACTOR fees shown shall be billed hourly, at the following hourly rates:
Name Classification Hourly Rate
Marc Davis Managing Director $112
Wendy Davis Senior Consultant 80
Alison Smidt Senior Associate 80
CONTRACTOR shall invoice the DISTRICT monthly. CONTRACTOR shall be paid after
services are provided. Approval of payments are made monthly on the DISTRICT's register of
warrants, approved at the DISTRICT Board meeting.
5. Business License
CONTRACTOR shall, within five (5) days of executing this AGREEMENT, obtain a
current CITY OF COSTA MESA business license during the term of this AGREEMENT or any
extension thereto.
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6. Independent Contractor
The parties agree that CONTRACTOR is an independent contractor who is being paid to
produce a result. CONTRACTOR is in no way'an employee of DISTRICT. CONTRACTOR
controls the means of accomplishing the work. CONTRACTOR shall pay all Federal and State
payroll taxes for employees of CONTRACTOR and said employees shall in no way be deemed
or construed to be employees of DISTRICT for any purpose.
7. Term
The period of performance begins December 1, 2006 with no expiration date.
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8. Assignment
No assignment of this AGREEMENT may be made without the express written consent of
DISTRICT.
9. Termination
Either party shall have the right to terminate this AGREEMENT at a date earlier than
specified in paragraph 7 without cause, by giving 10 days written notice.
10. Notice
The parties may give notice under this AGREEMENT by sending such notice certified
mail addressed as follows:
TO DISTRICT: COSTA MESA SANITARY DISTRICT
Mr. Rob Hamers, Manager/District Engineer
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628 West 19th Street
Costa Mesa, CA 92627
TO CONTRACTOR: CBIZ ATA of Orange County, LLC.
Mr. Marcus D. Davis, Managing Director
2301 Dupont Dr., Suite 200
Irvine, CA 92612
Such notice shall be deemed received five (5) days after mailing whether signed for or not.
11. Integration
This AGREEMENT constitutes the entire AGREEMENT and understanding between the
parties hereto, and it shall not be considered modified, altered, changed or amended in any
respect unless in writing and signed by the parties hereto.
12. No Waiver
The failure of the DISTRICT at the time to require performance by the CONTRACTOR of
any provisions hereof shall in no way affect the right of the DISTRICT thereafter to enforce
same. Nor shall waiver by the DISTRICT of any breach of any provisions hereof be taken or
held to be a waiver of any succeeding breach of such provision or as a waiver of any provision
itself.
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13. Indemnity
CONTRACTOR agrees to indemnify, defend and hold harmless the DISTRICT, its
officers, agents, employees and volunteers from any claims or liability arising out of the
performance of this AGREEMENT, save and except that caused by DISTRICT's sole active
negligence.
14. Insurance
Throughout the performance of this AGREEMENT, DISTRICT shall be required to have
and maintain insurance in the form of a fidelity bond.
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15. Attorney's Fees
The parties agree that should any dispute arise concerning the interpretation of this
AGREEMENT, or regarding the performance or non-performance of this AGREEMENT, that the
prevailing party shall be entitled to reasonable attorney's fees.
WITNESS WHEREOF, the parties hereto have set their hands and seals the day and
year first above written.
COSTA MESA SANITARY DISTRICT
By:
P esiden?
,
By: ':r , �_�.._C7
• 7 Secretary
CBIZ ATA of Orange County, LLC
By:
Title: 11.. J5 %s
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