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Dubuque Regional Humane Society Agreement Amendment Copyrighted September 17, 2018 City of Dubuque Consent Items # 12. ITEM TITLE: Dubuque Regional Humane SocietyAgreement Amendment SUMMARY: City Manager recommending an amendment to the current five-year agreement with the Dubuque Regional Humane Society that began July 1, 2015. SUGGESTED DISPOSITION: Suggested Disposition: Receive and File; Approve ATTACHMENTS: Description Type Humane Society Contract Renewal-NNM Memo City Manager Memo Memo Staff Memo Amendment Supporting Documentation THE CITY OF Dubuque � AIFA�erlwGh UB E '�� III► Masterpiece on the Mississippi Z°°'�w'2 7A13 2017 TO: The Honorable Mayor and City Council Members FROM: Michael C. Van Milligen, City Manager SUBJECT: Humane Society Contract Renewal Recommendation DATE: September 11 , 2018 Public Health Specialist Mary Rose Corrigan recommends an amendment to the current five-year agreement with the Dubuque Regional Humane Society which began July 1 , 2015. The following changes are recommended: • Remove the requirement for an annual audit. This is a significant expense for the Dubuque Regional Humane Society and because of the other financial reports now being submitted to the City, this is no longer necessary. • Eliminate the expense payments by vendor report. • Add a provision that if the Humane Society wishes to change the format of the quarterly compilation report, the methodology must be prepared by a neutral third-party and approved by the City. The City would then pay the expenses for the report format preparation. • Revenue, financials, and expense allocation reports will be submitted quarterly, rather than monthly. • The fourth compilation report due by the eighth Thursday (rather than the fifth Thursday that the other compilation reports are due) following December 31 . This allows more time for Dubuque Regional Humane Society to complete the end of year report. • Allow Animal Control to be provided animal and owner information they may need for investigative work, licensing, etc. • Update the holding time for a licensed impounded cat to five days to be consistent with the City and State codes. • Add City requests for "on demand" or additional reports. If a third party is required to prepare the report, the City will reimburse those costs or the City can obtain the data/information and prepare the reports. I concur with the recommendation and respectfully request Mayor and City Council approval. �L;� 1��, ���,�� Mic ael C. Van Milligen �� � MCVM:jh Attachment cc: Crenna Brumwell, City Attorney Teri Goodmann, Assistant City Manager Cori Burbach, Assistant City Manager Mary Rose Corrigan, Public Health Specialist 2 THE CTTY OF Dubuque �' uh�oeneoWry DUB E 'il��i;' Masterpiece on the Mississippi Z°°' Z°'Z 2013 2017 TO: Mike Van Milligen, City Manager FROM: Mary Rose Corrigan, Public Health Specialist SUBJECT: Humane Society Contract Renewal Recommendation DATE: September 10, 2018 INTRODUCTION This memo recommends an amendment to the current five-year agreement with the Dubuque Regional Humane Society (DRHS) which began July 1 , 2015. BACKGROUND The current agreement between the City and the Dubuque Regional Humane Society began July 1 , 2015 and expires June 30, 2020. Due to a number of factors, including staff turnover, the Humane Society did not fulfill all of the reporting requirements from June 2017 through November 2017, as required by the agreement. In October 2017, I discussed the missing reports with DRHS Board members. They subsequently completed the required reports and corrected past reports by January 2018. At that time, City staff inet with DRHS Board President Peter Arling and Treasurer Kathy Sigman to discuss the agreemenYs reporting requirements. We agreed to pay back the 10% per month penalty clause that was invoked due to reports being submitted late, if the Humane Society fulfilled all aspects of the agreement through June 2018. The DRHS submitted timely, accurate reports from January through June 2018. Therefore, the city reimbursed the 10% penalty clause which totaled $56,853.96, in addition to the regular monthly payments. DISCUSSION Recently, the DRHS requested adjustments to the current agreement since they now had stabilized their reporting system, and had a better understanding of the contractual requirements, along with board and staff oversight of the reporting. Through our discussions, we agreed to the following changes: • Remove the requirement for an annual audit. This is a significant expense for the DRHS and because of the other financial reports now being submitted to the City, this is no longer necessary. • Eliminate the expense payments by vendor report. • Add a provision that if the Humane Society wishes to change the format of the quarterly compilation report, the methodology must be prepared by a neutral third-party and approved by the City. The City would then pay the expenses for the report format preparation. • Revenue, financials, and expense allocation reports will be submitted quarterly, rather than monthly. • The fourth compilation report due by the eighth Thursday (rather than the fifth Thursday that the other compilation reports are due) following December 31 . This allows more time for DRHS to complete the end of year report. • Allow Animal Control to be provided animal and owner information they may need for investigative work, licensing, etc. • Update the holding time for a licensed impounded cat to 5 days to be consistent with the City and State codes. • Add City requests for "on demand" or additional reports. If a third party is required to prepare the report, the City will reimburse those costs OR the City can obtain the data/information and prepare the reports ourselves. RECOMMENDATION I recommend that the City Council approve the amendment to the current Purchase of Service Agreement between the City of Dubuque and the Dubuque Humane Society. BUDGETIMPACT The amendment does not change the amount paid to the DRHS; therefore, there is no budget impact. COUNCIL ACTION Authorize the Mayor to sign the attached amendment agreement between the City of Dubuque and the Dubuque Regional Humane Society on behalf of the City of Dubuque. cc Maureen Quan, Assistant City Attorney Cori Burbach, Assistant City Manager Jenny Larson, Budget Director 2 AMENDMENT TO AGREEMENT BETWEEN THE CITY OF DUBUQUE, IOWA AND DUBUQUE REGIONAL HUMANE SOCIETY This Amendment to the Agreement between the City of Dubuque, Iowa and the Dubuque Regional .Humane Society (Amendment) is dated for reference purposes the qday of F'17;A , 2018. Whereas, the City of Dubuque (City) and Dubuque Regional Humane Society (DRHS) are parties to a Facility Management Agreement (Agreement) dated for reference purposes the 1St day of July, 2015; and Whereas, the parties now desire to amend the Agreement as set forth herein: 1. Section 6.1 is amended to read as follows: DRHS must provide City with quarterly reports on a form approved by City detailing the number of animals taken in under the terms of this Agreement and the amount of revenue paid to DRHS for any service provided by DRHS for each such animal. The report must include the number of animals brought in by City Animal Control, City Police, and citizen finders. Such reports must be rendered quarterly not later than the third Thursday of the following quarter. For the fourth quarter of the year, such report must be rendered not later than the sixth Thursday of the following quarter. 2. Section 6.2 is amended to read as follows: DRHS must provide quarterly financial statements from its internal accounting system, including a statement of activities and a balance sheet. Such reports must be rendered quarterly not later than the third Thursday of the following quarter for the first, second, and third quarters of the year. For the fourth quarter of the year, such report must be rendered not later than the sixth Thursday of the •following quarter. Section 6.3 is amended to read as follows: DRHS must update and provide the internally developed spreadsheet called "Allocation of Expenses to the City of Dubuque, IA" which is based on the expense allocation calculated by Honkamp Krueger & Co., P.C. This report was first provided in the report issued by DRHS March 2, 2015. The "Allocation of Expenses to the City of Dubuque, IA" report must include cumulative columns for total expenses and expenses allocated to City. DRHS must render the 09112018MAQ "Allocation of Expenses to the City of Dubuque, IA" report quarterly no later than the third Thursday of the following quarter for the first, second, and third quarters of the year. For the fourth quarter of the year, such report must be rendered not later than the sixth Thursday of the following quarter. If DRHS wishes to change the methodology used to prepare the "Allocation of Expenses to the City of Dubuque, IA," the City must first approve the methodology, and the report must still be prepared by a neutral third party, whether that third party is Honkamp Krueger & Co., P.C. or another certified public accounting firm. If a new methodology is approved by the City and used, the City will pay for the one-time expense of a report explaining the new methodology, provided that competitive bids or quotes are obtained for this new methodology, and the lowest responsive, responsible bidder is chosen. 4. Section 6.4 is amended to read as follows: DRHS must furnish to City the quarterly "Accountant's Compilation Report" prepared by an independent accounting firm quarterly no later than the fifth Thursday of the following month after the quarter ends. For the 4th quarter, the quarterly "Accountant's Compilation Report" must be furnished to the City by the eighth Thursday following December 31 of each year. 5. Section 6.6 is amended to read as follows: Upon the City's request, DRHS must provide to the City, via telephone or in writing, pet owner information and animal information, including but not limited to information related to surrenders, impoundments, adoptions, quarantined animals and alleged bites. If the City needs copies of the information, DRHS will provide the City with, or allow the City to, copy as needed to support its enforcement efforts and recordkeeping related to ownership, licensing, vaccination status and other animal control related issues. 6. Section 10.1 is amended to read as follows: DRHS may not dispose of any impounded, licensed cat until at least five (5) days after the notice to the owner, and any impounded, licensed dog until at least seven (7) days after the notice to the owner required by Title 7 of the City of Dubuque Code of Ordinances has been made. DRHS may not dispose of any impounded, unlicensed dogs or cats until at least three (3) days after the date of the impoundment. 7. A new Section 6.7 is added to read as follows: The City may request other reports from DRHS. If a third party is required to prepare the other reports requested by the City, the City will reimburse DRHS for 2 the costs of the reports, the report itself. 8. Insurance Schedule A is or the City will request the data/information and prepare replaced with Insurance Schedule J, attached hereto. 9. These Amendments are subject to the approval of the City Council of the City of Dubuque, Iowa. Roy D. Buoy .yor z // Kevin Firnstahl, City Clerk Date: /7/7e DUBUQg- 10"/ H M E SOCIETY Arling, airperso , Board of Directors By: Pet Date: f 3 1. City of Dubuque Insurance Requirements for Professional Services INSURANCE SCHEDULE J shall furnish a signed certificate of insurance to the City of Dubuque, Iowa for the coverage required in Exhibit I prior to commencing work and at the end of the project if the term of work is longer than 60 days. Contractors presenting annual certificates shall present a certificate at the end of each project with the final billing. Each certificate shall be prepared on the most current ACORD form approved by the Iowa Department of Insurance or an equivalent approved by the Finance Director. Each certificate shall include a statement under Description of Operations as to why the certificate was issued. Eg: Project # or Project Location at or construction of 2. All policies of insurance required hereunder shall be with an insurer authorized to do business in Iowa and all insurers shall have a rating of A or better in the current A.M. Best's Rating Guide. 3. Each certificate shall be furnished to the Department of the City of Dubuque. 4. Failure to provide coverage required by this Insurance Schedule shall not be deemed a waiver of these requirements by the City of Dubuque. Failure to obtain or maintain the required insurance shall be considered a material breach of this agreement. 5. Contractors shall require all subconsultants and sub-subconsultants to obtain and maintain during the performance of work insurance for the coverages described in this Insurance Schedule and shall obtain certificates of insurances from all such subconsultants and sub-subconsultants. Contractors agree that they shall be liable for the failure of a subconsultant and sub- subconsultant to obtain and maintain such coverages. The City may request a copy of such certificates from the Contractor. 6. All required endorsements shall be attached to certificate of insurance. 7. Whenever a specific ISO form is listed, required the current edition of the form must be used, or an equivalent form may be substituted if approved by the Finance Director and subject to the contractor identifying and listing in writing all deviations and exclusions from the ISO form. 8. Contractors shall be required to carry the minimum coverage/limits, or greater if required by law or other legal agreement, in Exhibit I. If the contractors limits of liability are higher than the required minimum limits then the provider's limits shall be this agreement's required limits. Page 1 of 4 Schedule J Professional Services November 2017 4 City of Dubuque Insurance Requirements for Professional Services INSURANCE SCHEDULE J (continued) Exhibit I A) COMMERCIAL GENERAL LIABILITY General Aggregate Limit $2,000,000 Products -Completed Operations Aggregate Limit $1,000,000 Personal and Advertising Injury Limit $1,000,000 Each Occurrence $1,000,000 Fire Damage Limit (any one occurrence) $50,000 Medical Payments $5,000 1) Coverage shall be written on an occurrence, not claims made, form. The general liability coverage shall be written in accord with ISO form CG0001 or business owners form BP0002. All deviations from the standard ISO commercial general liability form CG 0001, or business owners form BP 0002, shall be clearly identified. 2) Include ISO endorsement form CG 25 04 "Designated Location(s) General Aggregate Limit" or CG 25 03 "Designated Construction Project (s) General Aggregate Limit" as appropriate. 3) Include endorsement indicating that coverage is primary and non-contributory. 4) Include Preservation of Governmental Immunities Endorsement. (Sample attached). 5) Include additional insured endorsement for: The City of Dubuque, including all its elected and appointed officials, all its employees and volunteers, all its boards, commissions and/or authorities and their board members, employees and volunteers. Use ISO form CG 2026. 6) Policy shall include Waiver of Right to Recover from Others endorsement. B) AUTOMOBILE LIABILITY Combined Single Limit $1,000,000 C) WORKERS' COMPENSATION & EMPLOYERS LIABILITY Statutory benefits covering all employees injured on the job by accident or disease as prescribed by Iowa Code Chapter 85 as amended. Coverage A Statutory—State of Iowa Coverage B Employers Liability Each Accident $100,000 Each Employee -Disease $100,000 Policy Limit -Disease $500,000 Policy shall include Waiver of Right to Recover from Others endorsement. Nonelection of Workers' Compensation or Employers' Liability Coverage under Iowa Code sec. 87.22 yes _ form attached Page 2 of 4 Schedule J Professional Services November 2017 5 City of Dubuque Insurance Requirements for Professional Services INSURANCE SCHEDULE J (continued) D) UMBRELLA/EXCESS LIABILITY $1,000,000 Umbrella/excess liability coverage must be at least following form with the underlying policies included herein. E) PRONAL LIABILI 1,000,000 ide evidence of verage for 5 year after completion • .roject. F) CYBER LIABILITY 51,000,000 yes no Coverage for First and Third Party liability including but not limited to lost data and restoration, loss of income and cyber breach of information. Page 3 of 4 Schedule J Professional Services November 2017 6 City of Dubuque Insurance Requirements for Professional Services PRESERVATION OF GOVERNMENTAL IMMUNITIES ENDORSEMENT 1. Nonwaiver of Governmental Immunity. The insurer expressly agrees and states that the purchase of this policy and the including of the City of Dubuque, Iowa as an Additional Insured does not waive any of the defenses of governmental immunity available to the City of Dubuque, Iowa under Code of Iowa Section 670.4 as it is now exists and as it may be amended from time to time. 2. Claims Coverage. The insurer further agrees that this policy of insurance shall cover only those claims not subject to the defense of governmental immunity under the Code of Iowa Section 670.4 as it now exists and as it may be amended from time to time. Those claims not subject to Code of Iowa Section 670.4 shall be covered by the terms and conditions of this insurance policy. 3. Assertion of Government Immunity. The City of Dubuque, Iowa shall be responsible for asserting any defense of governmental immunity, and may do so at any time and shall do so upon the timely written request of the insurer. 4. Non -Denial of Coveraae. The insurer shall not deny coverage under this policy and the insurer shall not deny any of the rights and benefits accruing to the City of Dubuque, Iowa under this policy for reasons of governmental immunity unless and until a court of competent jurisdiction has ruled in favor of the defense(s) of governmental immunity asserted by the City of Dubuque, Iowa. No Other Change in Policy. The above preservation of governmental immunities shall not otherwise change or alter the coverage available under the policy. SPECIMEN (DEPARTMENT MANAGER: FILL IN ALL BLANKS AND CHECK BOXES) Page 4 of 4 Schedule J Professional Services November 2017 7