03.07 Amendment Tax Audit and Information Services pF O
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*� '�a AGENDA ITEM
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May 14, 2019
TO: Honorable Mayor and Members of the City Council �
THRU: Rick Otto, City Manager
FROM: Will Kolbow, Administrative Services Director �✓� >��t�
REVIEW: City Manag � Finance �Y��
1. SUBJECT
First Amendment to agreement with Hinderliter, de Llamas and Associates for Sales, Use
and Transactions Tax Audit and Information Services.
2. SUMMARY
The City's agreement with Hinderliter, de Llamas and Associates for sales, use and
transaction audit and information services expires on July 10, 2019. The contract provides
for an option to extend the term of the agreement for an additional five years upon the
same terms and conditions, with 45 days written notice from the City.
3. RECOMMENDED ACTION
Approve the First Amendment to the agreement with Hinderliter, de Llamas and
Associates and authorize the Mayor and City Clerk to execute the agreement on behalf
of the City.
4. FISCAL IMPACT ,
This agreement will be funded through the General Fund (100). The total amount of the
agreement is dependent upon the dollar value of funds recovered through HdL's audit
services.
5. STRATEGIC PLAN GOALS
Goal 2: Be a fiscally healthy community.
d: Effectively manage and develop City assets.
6. DISCUSSION AND BACKGROUND
In 2014, the City contracted with Hinderliter, de Llamas and Associates (HdL) for sales,
use and transaction tax audit and information services. This contract will expire on July
10, 2019. During the past years, HdL has provided exceptional service to the City. The
agreement had an original fixed fee of$700 per month for the first year with a Consumer
Price Index (CPI) increase annually for the remaining four-year term. The current charge
ITEM 31 � 05/14/2019
is $766 per month. Under this extension, the price will continue to adjust annually by CPI.
In addition, sales tax recovery is charged at 15% of any monies found. Staffis
recommending that the agreement be extended for a term of five years upon the same
terms and conditions as the current agreement.
7. ATTACHMENT �
• First Amendment to the Agreement for Sales, Use and Transactions Tax Audit
and Information Services
ITEM 2 05/14/2019
FIRST AMENDMENT
TO
AGREEMENT FOR SALES,USE AND TRANSACTIONS TAX AUDIT AND
INFORMATION SERVICES�
THIS FIRST AMENDMENT TO AGREEMENT FOR SALES, USE AND
TRANSACTIONS TAX AUDIT AND INFORMATION SERVICES (the "First Amendment") is
made and entered into as of , 2019, by and between the CITY OF ORANGE, a
municipal corporation ("City"), and HINDERLITER, DE LLAMAS AND ASSOCIATES, a
California corporation("Contractor"), with reference to the following:
A. City and Contractor entered into that certain Agreement for Sales, Use and
Transaction Tax Audit and Information Services (Agreement No. 3090.C) dated as of July 10, 2014,
which is incorporated herein by this reference (the "Original Agreement"); and
B. City and the Contractor desire to amend the Original Agreement to modify, amend
and supplement certain portions of the Original Agreement.
NOW,THEREFORE,the parties hereby agree as follows:
Section l. Defined Terms. Except as otherwise defined herein, all capitalized terms
used herein shall have the meanings set forth for such terms in the Original Agreement.
Section 2. Cross-References. The City and Contractor agree that all references in this
First Amendment are deemed and construed to refer to the Original Agreement, as implemented by
this First Amendment.
Section 3 Extension of Term. Pursuant to Article VI.A, City exercises its option to
renew the Agreement under the same terms and conditions for an additional five (5) years,until June
30, 2024.
Section 4. Inte�ration. This First Amendment, the agreements specifically referred to
herein, and all attachments hereto (if any) integrate all of the terms and conditions mentioned herein,
and supersede all negotiations with respect to the subject matter hereof. This First Amendment
amends, as set forth herein, the Original Agreement and, except as specifically amended hereby, the
Original Agreement shall remain in full force and effect. To the extent that there is any conflict or
inconsistency between the terms and provisions of this First Amendment and the terms and
provisions of the Original Agreement, the terins and provisions of this First Amendinent shall
control and govern the rights and obligations of the parties.
IN WITNESS of this Agreement, the parties enter into this Agreement on the year and day
first above written.
"CONSULTANT" "CITY"
HINDERLITER, DE LLAMAS AND CITY OF ORANGE, a municipal corporation
ASSOCIATES, a California corporation
*By: By:
Printed Name: Mark A. Murphy, Mayor
Title:
*By: ATTEST:
Printed Name:
Title:
Pamela Coleman, City Clerk
APPROVED AS TO FORM:
Gary A. Sheatz, City Attorney
*NOTEr If CONSULTANT is a corpoYation, the City requires the following signature(s):
�-- (1) the Chai�man of the Boa�d, the President or a Vice President,AND (2) the SecNetary,
the Chief Financial Officer, the Treasurer, an Assistant Secretary or an Assistant
Treasurer If only one corporate officer exists o� one corporate officer holds more than
one corporate office,please so indicate. OR
-- The corporate officer named in a corporate Yesolution as authorized to enteY into
this Agreement. A copy of the coYporate�^esolution, certified by the Secretary close
in tiine to the execution of the Agreement, must be provided to the City.
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