HomeMy WebLinkAbout2003-037 John Wallace & Assoc CITY OF ATA�ADERO
CONTRACT# D03-O3 7
CITY OF ATASCADERO
CONSULTANT SERVICES AGREEMENT
This agreement is made upon the date of execution, as set forth below, by and
between John L. Wallace & Associates, hereinafter referred to as "Contractor," and the
City of Atascadero, California, a Municipal Corporation, hereinafter referred to as
"City." The parties hereto, in consideration of the mutual covenants contained herein,
hereby agree to the following terms and conditions:
1.00 GENERAL PROVISIONS
1.01 TERMS: This agreement will become effective on the date of execution
set forth below, and will continue in effect until terminated as provided herein.
1.02 SERVICES TO BE PERFORMED BY CONTRACTOR: Contractor
agrees to perform or provide the services specified in "Description of Services"
attached hereto as "Exhibit A" hereby incorporated herein.
Contractor shall determine the method, details and means of performing
the above-referenced services.
Contractor may, at Contractor's own expense, employ such assistants as
Contractor deems necessary to perform the services required of Contractor by
this agreement. City may not control, direct or supervise Contractor's assistants
or employees in the performance of those services.
1.03 COMPENSATION: In consideration for the services to be performed by
Contractor, City agrees to pay Contractor the consideration set forth in the
amounts and under the terms provided in "Exhibit B," hereby incorporated
herein. Phases I & II of the Contractors Services as listed in "Exhibit A" are in a
flat-fee, not to exceed amount as listed in "Exhibit B." The fee for Phase III will
be negotiated when the final scope of work is determined, after completion of
Phase II. The fee will be based on the anticipated number of hours required by
John L. Wallace & Associates to complete the Construction Documents for an
agreed upon portion of the Conceptual Design Plans. Previously submitted
billing rates will be used to calculate the fee for Phase III. Both the City of
Atascadero and John L. Wallace & Associates will have the right to terminate the
agreement prior to Phase III if a mutually agreed upon rate cannot be achieved.
2.00 OBLIGATIONS OF CONTRACTOR
2.01 MINIMUM AMOUNT OF SERVICE BY CONTRACTOR: Contractor
agrees to devote the hours necessary to perform the services set forth in this
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agreement in an efficient and effective manner. Contractor may represent,
perform services for and be employed by additional individuals or entities, in
Contractor's sole discretion, as long as the performance of these extra-
contractual services does not interfere with or present a conflict with City's
business.
2.02 TOOLS AND INSTRUMENTALITIES: Contractor shall provide all tools
and instrumentalities to perform the services under this agreement except those
listed in "Tools and Instrumentalities Provided by City" attached hereto as
"Exhibit C" and hereby incorporated herein.
2.03 WORKER'S COMPENSATION AND OTHER EMPLOYEE BENEFITS:
City and Contractor intend and agree that Contractor is an independent
contractor of City and agrees that Contractor and Contractor's employees and
agents have no right to Worker's Compensation and other employee benefits. If
any worker insurance protection is desired, Contractor agrees to provide
Worker's Compensation and other employee benefits, where required by law,
for Contractor's employees and agents. Contractor agrees to hold harmless and
indemnify City for any and all claims arising out of any claim for injury, disability,
or death of any of Contractor and Contractor's employees or agents.
2.04 INDEMNIFICATION: Contractor hereby agrees to, and shall, hold City, its
elective and appointive boards, officers, agents and employees, harmless and
shall reimburse the cost of defense, the same from any liability for damage or
claims for damage, or suits or actions at law or in equity which may arise from
Contractor's or any of Contractor's employees' or agents' negligent professional
services under this agreement, whether such negligent professional services be
by Contractor or by any one or more persons directly or indirectly employed by,
or acting as agent for, Contractor; provided as follows:
a. That the City does not, and shall not, waive any rights against Contractor
which it may have by reason of the aforesaid hold-harmless agreement,
because of the acceptance by City, or the deposit with City by Contractor,
of any of the insurance policies hereinafter described.
b. That the aforesaid hold-harmless agreement by Contractor shall apply to
all damages and claims for damages, by reason of any of the aforesaid
negligent professional services of Contractor or any agent or employee of
Contractor regardless of whether or not such insurance policies shall have
been determined to be applicable to any of such damages or claims for
damages.
2.05 INSURANCE: Contractor shall not commence work under this contract
until they have obtained all insurance required under this section and such
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insurance shall have been approved by City as to form, amount and carrier:
a. Public Liability and Property Damage Insurance. Contractor shall take out
and maintain during the life of this contract such public liability and
property damage insurance as shall protect City, its elective and
appointive boards, officers, agents and employees, and Contractor and
any agents and employees performing work covered by this contract from
claims for damages for personal injury, including death, as well as from
claims for property damage which may arise from Contractor's or any
subcontractor's professional services under this contract, whether such
professional services be by Contractor or by anyone directly or indirectly
employed by contractor and the amounts of such insurance shall be as
follows:
(1) Public Liability Insurance.
In an amount not less than $ 1,000,000.00 for injuries, including,
but not limited to death to any one person and, subject to the
same limit for each person, in an amount not less than
$500,000.00 on account of any one occurrence;
(2) Property Damage Insurance.
In an amount of not less than $ 1,000,000.00 for damage to the
property of each person on account of any one occurrence.
(3) Comprehensive Automobile Liability.
Bodily injury liability coverage of $ 1,000,000.00 for each person
in any one accident and $500,000.00 for injuries sustained by two
or more persons in any one accident. Property damage liability of
$500,000.00 for each accident.
(4) Worker's Compensation Insurance.
In the amounts required by law as set forth in Section 2.03 above.
b. Proof of Insurance.
Contractor shall furnish City, concurrently with the execution hereof, with
satisfactory proof of carriage of the insurance required, and assurance
that each carrier will give City at least thirty (30) days' prior notice of the
cancellation of any policy during the effective period of this contract. The
certificate or policy of liability of insurance shall name City as an additional
insured with the Contractor, except for Worker's Compensation and
Professional Liability Insurance.
3.00 OBLIGATIONS OF CITY
3.01 COOPERATION: City agrees to comply with all reasonable requests of
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Contractor necessary to the performance of Contractor's duties under this
agreement.
3.02 PLACE OF WORK: City agrees to furnish space for use by the
Contractor while performing the services described in this agreement only as
set forth in "Exhibit D," hereby incorporated herein. Any work space
requirements not set forth in "Exhibit Y shall be the responsibility of Contractor,
and Contractor may use alternate space for performing described services.
4.00 TERMINATION OF AGREEMENT
4.01 TERMINATION OF NOTICE: Notwithstanding any other provision of this
agreement, any party hereto may terminate this agreement, at any time,
without cause by giving at least 30 days prior written notice to the other parties
to this agreement.
4.02 TERMINATION ON OCCURRENCE OF STATED EVENTS: This
agreement shall terminate automatically on the occurrence of any of the
following events:
(1) Bankruptcy or insolvency of any party;
(2) Sale of the business of any party;
(3) Death of any party;
(4) The end of the (30) days as set forth in Section 4.01;
(5) End of the contract to which Contractor's services were necessary; or
(6) Assignment of this agreement by Contractor without the consent of the
City.
4.03 TERMINATION BY ANY PARTY FOR DEFAULT OF CONTRACTOR:
Should any party default in the performance of this agreement or materially
breach any of its provisions, a non-breaching party, at their option, may
terminate this agreement, immediately, by giving written notice of termination to
the breaching party.
4.04. TERMINATION: This agreement shall terminate on
unless extended as set forth in this Section. The City, with the agreement of the
Contractor, is authorized to extend the term of this agreement beyond the
termination date, as needed, under the same terms and conditions set forth in
this agreement. Any such extension shall be in writing and be an amendment to
this agreement.
5.00 SPECIAL PROVISIONS
None.
6.00 MISCELLANEOUS
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6.00 REMEDIES: The remedies set forth in this agreement shall not be
exclusive but shall be cumulative with, and in addition to, all remedies now or
hereafter allowed by law or equity.
6.01 NO WAIVER: The waiver of any breach by any party of any provision of
this agreement shall not constitute a continuing waiver or a waiver of any
subsequent breach of this agreement.
6.02 ASSIGNMENT: This agreement is specifically not assignable by
Contractor to any person or entity. Any assignment or attempt to assign by
Contractor, whether it be voluntary or involuntary, by operation of law or
otherwise, is void and is a material breach of this agreement giving rise to a right
to terminate as set forth in Section 4.03.
6.03 ATTORNEY FEES: In the event of any controversy, claim or dispute
between the parties hereto, arising out of or relating to this agreement, or the
breach thereof, the prevailing party shall be entitled, in addition to other such
relief as may be granted, to a reasonable sum as and for attorney fees.
6.04 TIME FOR PERFORMANCE: Except as otherwise expressly provided for
in this agreement, should the performance of any act required by this agreement
to be performed by either party be prevented or delayed by reason by any act of
God, strike, lockout, labor trouble, inability to secure materials, or any other
cause except financial inability not the fault of the party required to perform the
act, the time for performance of the act will be extended for a period of time
equivalent to the period of delay and performance of the act during the period of
delay will be excused; provided, however, that nothing contained in this Section
shall exclude the prompt payment by either party as required by this agreement
or the performance of any act rendered difficult or impossible solely because of
the financial condition of the party required to perform the act.
6.05 NOTICES: Except as otherwise expressly provided by law, any and all
notices or other communications required or permitted by this agreement or by
law to be served on or given to any party to this agreement shall be in writing and
shall be deemed duly served and given when personally delivered or in lieu of
such personal service when deposited in the United States mail, first-class
postage prepaid to the following address for each respective party:
PARTY ADDRESS
A. CITY OF ATASCADERO 6500 Palma Avenue
Atascadero, CA 93422
Attention: (Department)
B. John L. Wallace & Associates 4115 Broad Street, Suite B-5
San Luis Obispo CA 93401
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6.06 GOVERNING LAW: This agreement and all matters relating to this
agreement shall be governed by the laws of the State of California in force at the
time any need for the interpretation of this agreement or any decision or holding
concerning this agreement arises.
6.07 BINDING EFFECT: This agreement shall be binding on and shall inure
to the benefit of the heirs, executors, administrators, successors and assigns of
the parties hereto, but nothing in this Section shall be construed as a consent by
City to any assignment of this agreement or any interest in this agreement.
6.08 SEVERABILITY: Should any provision of this agreement be held by a
court of competent jurisdiction or by a legislative or rulemaking act to be either
invalid, void or unenforceable, the remaining provisions of this agreement shall
remain in full force and effect, unimpaired by the holding, legislation or rule.
6.09 SOLE AND ENTIRE AGREEMENT: This agreement constitutes the sole
and entire agreement between the parties with respect to the subject matter
hereof. This agreement correctly sets forth the obligations of the parties hereto
to each other as of the date of this agreement. All agreements or
representations respecting the subject matter of this agreement not expressly set
forth or referred to in this agreement are null and void.
6.10 TIME: Time is expressly declared to be of the essence of this
agreement.
6.11 DUE AUTHORITY: The parties hereby represent that the individuals
executing this agreement are expressly authorized to do so on and in behalf of
the parties.
6.12 CONSTRUCTION: The parties agree that each has had an opportunity
to have their counsel review this agreement and that any rule of construction
to the effect that ambiguities are to be resolved against the drafting party shall
not apply in the interpretation of this agreement or any amendments or exhibits
thereto. The captions of the sections are for convenience and reference only,
and are not intended to be construed to define or limit the provisions to which
they relate.
6.13 AMENDMENTS: Amendments to this agreement shall be in writing
and shall be made only with the mutual written consent of all of the parties
to this agreement.
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Executed on November 25, 2003, at Atascadero,
ATTEST: CITY OF ATASCADERO
0U-R,kh :1--hAAf1- By: 6,06�
Marcia Torgerson We McKinney
'4
City Clerk City Manager
APP VED AST FORM:
By.
R y Hanley Contractor
City orney
APPROVED AS TO FORM:
R chelle Rickard
Administrative Services Director
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EXHIBIT A
PROFESSIONAL SERVICES TO BE
PERFORMED BY THE (CONTRACTOR) (CONSULTANT)
Contractor shall provide consultation and professional management services to
City as follows:
PHASE I: SURVEYING & TOPOGRAPHIC MAPPING
The first step in this project will be to map the topography of the Zoo site. Prior to the
commencement of the surveying, JLWA will meet with the Zoo staff to map out the
approximate locations of all known existing underground utilities. JLWA will map out
these underground utility locations and perform a topographic survey of the entire 5-
acre Zoo site, which will include limits of surface pavement, edge of exhibits, fences,
gates and trees.
In this phase all available documents, if any, provided by the City of Atascadero (City)
will be reviewed and included in the base mapping. The Project Team will also meet
with Zoo and Facilities Maintenance Personnel to determine the closest approximate
location of existing utilities; noting the size, type and depth of all underground facilities
to as close an approximation as possible. Services within the exhibits themselves will
not be included in this task.
The next step in this phase will be to take the topographic map provided by survey and
create a base map exhibit for the water, wastewater, electrical power, lighting, tele-
communications, data communications, natural gas and drainage facilities.
Calculations and analysis of the existing wastewater capacities, water usage and
electrical load requirements and availability will be performed during this phase.
Tasks and/or Deliverables for this phase will be as follows:
Pre-Survey Site Review (Utility marking by Zoo or City Personnel)
Topographic Survey of the Zoo
Base Map of the Zoo showing existing utilities based on information provided by
the Zoo Staff and surface features picked up in the survey.
PHASE II: CONCEPTUAL UTILITY/DRAINAGE PLAN
Next, the Consulting Team will meet with the City and Zoo Staff to identify the major
components of the existing facilities necessary for upgrading. This may also include
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incremental phasing options for the improvements. Once the limits of the upgrade have
been identified with the help of the City and Zoo Staff and recommendations of the
Consulting Team, a preliminary Engineer's Opinion of Probable Cost for the proposed
upgrade improvements will be provided and the conceptual plan updated for the City
and Zoo Personnel's review and approval.
Since the existing project drainage is surface flow to the Atascadero Creek, a detailed
analysis of the site's storm water runoff will be included in this phase and a solution
developed to bring the site drainage into NPDES compliance for storm water discharge.
Coordination with those various governing agencies will be included within this phase
and the master planning for the utility/drainage improvements presented to them for
their review and comments.
Deliverables for this phase will be as follows:
1. Existing Drainage Map
2. Proposed Infrastructure Improvements
3. Phased Infrastructure Improvement Plan
4. Phased Scope of Work for Improvements with Opinion of Probable Cost Estimates
(Letter Report with Exhibits.)
PHASE III: CONSTRUCTION DOCUMENTS
During this phase of the project a refined Scope-of-Work for Construction
Improvements will be developed at a project meeting with the City and Zoo Personnel.
Construction Drawings and Specifications will be prepared for utility and drainage
improvements and submitted for City, utility company and agency review and comment
at the 50% complete and 90% complete target points. A refined Engineer's Opinion of
Probable Cost will be prepared and submitted to the City at the 90% target, with a final
Cost Opinion submitted upon completion of the Contract Documents.
Final Contract Documents in the form specified in the RFP will be presented to the City
for their processing. The consultant team will remain at the City's disposal should
assistance be required in presenting the Project to the public for bid.
According to our meeting with City and Zoo staff, it is not anticipated at this time the
need for any easements since the City is the Owner of both the Zoo and adjoining Park
properties, where all the points of connections for the Zoo utilities are tied.
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EXHIBIT B
CONSIDERATION FOR SERVICES
Contractor shall be paid as follows:
Phase I. Surveying and Topographic Mapping 10,200
1. Surveying and Topographic Mapping
2. Inventory Existing Utility/Drainage Facilities
3 Interview Zoo and Facilities Maintenance Personnel
4. Existing Infrastructure Base Map
I
Phase II: Conceptual Utility/Drainage Plan 25,950
I
5. 1 Identify Major Components for Upgrade - - -
6. Provide Cost Estimate for Improvements
7. Provide Incremental Phasing Options for Improvements
8.---- Zoo and City Review and Comment - --- -
9. Conceptual Utility/Drainage Plan & Report
Phase III: Construction Documents*
jThis fee will be negotiated when the final scope of work is determined,
after completion of Phase 11. The fee will be based on the anticipated number of
hours required by John L. Wallace & Associates to complete the Construction
Documents for an agreed upon portion of the Conceptual Design Plans.
Previously submitted billing rates will be used to calculate the fee for Phase lll.
Both the City of Atascadero and John L. Wallace & Associates will have the right
to terminate the agreement prior to Phase 111 if a mutually agreed upon rate
cannot be achieved.
;Construction �0%) p
10 Zoo and Cit Evaluate Scope of Construction Im rovements
_
11 Documents
12 _; Utility Coordination
13 Citv-Review and Comment
14. Construction Documents 90%))
15. City Review and Comment
16. Construction Documents 100%
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Schedule of Fees
Engineering Services
Personnel Hourly Compensation:
Principal $130.00
Principal Civil Engineer $120.00
Director of Water Resources $110.00
Senior Civil Engineer I - II $ 95.00 - $100.00
Civil Engineer I - II $ 85.00 - $ 90.00
Senior Operations Consultant $ 80.00
Engineering Associate I - V $ 65.00 - $ 90.00
Engineering Intern $ 45.00
Contract Administration Assistant 1 $ 45.00
Clerical I - III $ 40.00 - $ 50.00
Direct Expenses:
Reimbursement of direct expenses incurred in connection with the project scope of
work will be invoiced to the client. A handling charge of 15% may be added to the
direct expenses listed below. Direct expenses include, but are not limited to the
following:
travel expenses (automobile/ lodging/ meals)
professional sub-consultants
county/city fees
document copies
long distance phone/fax
postage/delivery service
special materials
blueprints
photographs
Invoicing and Interest Charges:
Invoices are submitted monthly on an accrued cost basis in accordance with this Fee
Schedule. A finance charge of 1.5% per month (18% per annum) will be assessed on
all balances that are thirty days past due.
Fee Revisions:
JLWA reserves the right to revise our Schedule of Fees on a semi-annual basis, and
also to adjust hourly prevailing wage rates (up or down) as the State establishes rate
changes.
Personnel Classifications: JLWA may find it necessary to occasionally add
new personnel classifications to our Schedule of Fees.
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Schedule of Fees
Planning Services
Personnel Hourly Compensation:
Director of Planning $120.00
Senior Planner $ 95.00
Associate Planner I - II $ 70.00 - $ 75.00
Assistant Planner I - II $ 60.00 - $ 65.00
Planning Intern $ 40.00
Clerical I - III $ 40.00 - $ 50.00
Direct Expenses:
Reimbursement of direct expenses incurred in connection with the project scope of
work will be invoiced to the client. A handling charge of 15% may be added to the
direct expenses listed below. Direct expenses include, but are not limited to the
following:
travel expenses (automobile/ lodging/ meals)
professional sub-consultants
county/city fees
document copies
long distance phone/fax
postage/delivery service
special materials
blueprints
photographs
Invoicing and Interest Charges:
Invoices are submitted monthly on an accrued cost basis in accordance with this Fee
Schedule. A finance charge of 1.5% per month (18% per annum) will be assessed on
all balances that are thirty days past due.
Fee Revisions:
JLWA reserves the right to revise our Schedule of Fees on a semi-annual basis, and
also to adjust hourly prevailing wage rates (up or down) as the State establishes rate
changes.
Personnel Classifications:
JLWA may find it necessary to occasionally add new personnel classifications to our
Schedule of Fees.
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Schedule of Fees
Surveying Services
Personnel Hourly Compensation: Prevailing Wage
Director of Surveying $105.00
Senior Land Surveyor I - II $ 90.00 - $ 95.00
Land Surveyor I - II $ 80.00 - $ 85.00
Survey Technician I - III $ 50.00 - $ 70.00
GIS Specialist $85.00
Two-Man Survey Crew $135.00 - $170.00
Two-Man GPS Survey Crew $165.00 - $200.00
One-Man GPS/Robot Survey Crew $135.00 - $155.00
Clerical 1 -III $ 40.00 - $ 50.00
Direct Expenses:
Reimbursement of direct expenses incurred in connection with the project scope of
work will be invoiced to the client. A handling charge of 15% may be added to the
direct expenses listed below. Direct expenses include, but are not limited to the
following:
travel expenses (automobile/lodging/ meals)
professional sub-consultants
county/city fees
document copies
long distance phone/fax
postage/delivery service
special materials
blueprints
photographs
Invoicing and Interest Charges:
Invoices are submitted monthly on an accrued cost basis in accordance with this Fee
Schedule. A finance charge of 1.5% per month (18% per annum) will be assessed on
all balances that are thirty days past due.
Fee Revisions:
JLWA reserves the right to revise our Schedule of Fees on a semi-annual basis, and
also to adjust hourly prevailing wage rates (up or down) as the State establishes rate
changes.
Personnel Classifications:
JLWA may find it necessary to occasionally add new personnel classifications to our
Schedule of Fees.
Prevailing Wage:
If this project is determined to be publicly funded and requiring that prevailing wage
rates be paid, we reserve the right to retroactively bill prevailing wage rates and
increase our estimate accordingly.
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Schedule of Fees
Electrical Engineering Services
Thoma Electric, Inc.
Personnel Hourly Compensation:
PrincipalEngineer.................................................................................................$120.00
Designers..............................................................................................................$100.00
Draftsperson ..........................................................................................................$ 65.00
Clerical...................................................................................................................$ 65.00
Additional work that is not specifically included or described in the proposal will
be performed on an hourly basis for the above amounts, as well as other direct
expenses associated with the additional work.
Billing for the work will be submitted on a progressive monthly cycle an will be die
net 30 days. If special billing arrangements or cut off dates are to be enforced,
we must be notified in writing of those dates, prior to commencement of the
work. Delinquent payments will be assessed at 1-1/2% per month finance
charge beyond the 30-day period.
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1rr *400
EXHIBIT C
TOOLS AND INSTRUMENTALITIES
PROVIDED BY THE CITY
Not Applicable
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EXHIBIT D
PLACE OF WORK
Not Applicable
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