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HomeMy WebLinkAboutContracts & Agreements_92-2018EA 7 2 (4/18) AGREEMENT FOR THE PROVISION OF PROFESSIONAL PLANNING CONSULTING SERVICES This agreement for the provision of professional planning consulting services ("Agreement") is made and entered into this 5t' day of June, 2018 (the "Effective Date"), by and between the City of Redlands, a municipal corporation ("City") and Architectural Resources Group, Inc ("Consultant"), who are sometimes individually referred to herein as a 'Party" and, together, as the 'Parties " In consideration of the mutual promises contained herein, City and Consultant agree as follows ARTICLE 1 — ENGAGEMENT OF CONSULTANT 1 1 City hereby engages Consultant to provide preparation of the "Historic Architectural Design Guidelines" services for City (the "Services") 12 The Services shall be performed by Consultant in a professional manner, and Consultant represents that it has the skill and the professional expertise necessary to provide the Services to City at a level of competency presently maintained by other practicing professional consultants in the industry providing like and similar types of Services ARTICLE 2 — SERVICES OF CONSULTANT 21 The Services that Consultant shall perform are more particularly described in Exhibit "A," entitled "Scope of Services," which is attached hereto and incorporated herein by reference 22 Consultant shall comply with applicable federal, state and local laws and regulations in the performance of this Agreement including, but not limited to State prevailing wage laws ARTICLE 3 — RESPONSIBILITIES OF CITY 3 1 City shall make available to Consultant information in its possession that may assist Consultant in performing the Services 32 City designates Mi Brian Desatnik, City's Development Services Director, or his designee, as City's representative with respect to performance of the Services, and such person shall have the authority to transmit instructions, receive information, interpret and define City's policies and decisions with respect to performance of the Services ARTICLE 4 — PERFORMANCE OF SERVICES 41 Consultant shall perform and complete the Services in a prompt and diligent manner The Services shall commence on the Effective Date of this Agreement and be completed on of before August 30, 2019 I IcaNdtm\Agreementsldrafi Agreement ARG Historic Arch Design G uidehnes.doc EA 7 2 (4118) 42 If Consultant's Services include deliverable electronic visual presentation materials, such materials shall be delivered in a form, and made available to the City, consistent with City Council adopted policy for the same It shall be the obligation of Consultant to obtain a copy of such policy from City Staff ARTICLE 5 — PAYMENTS TO CONSULTANT 5 1 The total compensation for Consultant's performance of the Services shall not exceed the amount of Seventy Three Thousand Eight Hundred Forty Dollars ($73,840 00) City shall pay Consultant on a time and materials basis up to the not to exceed amount, in accordance with Exhibit "B," entitled "Project Costs and Hourly Rates," which is attached hereto and incorporated herein by this reference 52 Consultant shall submit an invoice to City describing the Services performed, the dates the Services were performed, and the number of hours spent and by whom, upon completion of the Services City shall pay Consultant no later than thirty (30) days after receipt and approval by City of Consultant's invoice 5 3 Any notice or other communication required, or which may be given, pursuant to this Agreement, shall be in writing Any such notice shall be deemed delivered (i) on the date of delivery in person, (n) five (5) days after deposit in first class registered marl, with return receipt requested, (rn) on the actual delivery date if deposited with an overnight courier, or (iv) on the date sent by facsimile, if confirmed with a copy sent contemporaneously by first class, certified, registered of express marl, in each case properly posted and fully prepaid to the appropriate address set forth below, of such other address as a Party may provide notice in accordance with this section CAYL Consultant City Clerk Katie E Horak, Principal City of Redlands Architectural Resources Group, Inc 35 Capon Street, Suite 200 360 E 2nd Street, Suite 225 P O Box 3005 (marling) Los Angeles, CA 90012 Redlands, CA 92373 ARTICLE 6 — INSURANCE AND INDEMNIFICATION 61 The following insurance coverage required by this Agreement shall be maintained by Consultant for the duration of its performance of the Services Consultant shall not perforin any Services unless and until the required insurance listed below is obtained by Consultant Consultant shall provide City with certificates of insurance and endorsements evidencing such insurance prior to commencement of the Services Insurance policies shall include a provision prohibiting cancellation or modification of the policy except upon thirty (30) days prior written notice to City A Workers' Compensation and Employer's Liability insurance in the amount that meets 11cu%djm\Agreementsldraft Agreement ARG Historic Arch Design Guidelines.doc EA 7 2 (4118) statutory requirements with an insurance camei acceptable to City, or certification to City that Consultant is self-insured or exempt from the workers' compensation laws of the State of California Consultant shall execute and provide City with Exhibit "C" entitled "Workers' Compensation Insurance Certification," which is attached hereto and incorporated herein by this reference prior to performance of the Services B Comprehensive General Liability insurance with tamers acceptable to City in the minimum amount of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) aggregate, for public liability, property damage and personal injury is required City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance of self-insurance maintained by City C Business Auto Liability coverage, with minimum limits of One Million Dollars ($1,000,000) per occurrence, combined single limit bodily injury liability and property damage liability This coverage shall include all Consultant owned vehicles used in connection with Consultant's provision of the Services, hired and non -owned vehicles, and employee non -ownership vehicles City shall be named as an additional insured and such insurance shall be primary and non-contributing to any insurance or self-insurance maintained by City 62 Consultant shall defend, indemnify and hold harmless City and its elected officials, employees and agents from and against any and all claims, losses or liability, including attorneys' fees, arising from injury or death to persons or damage to property occasioned by any negligent act or omission by, or the willful misconduct of, Consultant, or its officers, employees and agents in performing the Services ARTICLE 7 -- CONFLICTS OF INTEREST 71 Consultant covenants and represents that it does not have any investment or interest in any real property that may be the subject of this Agreement or any other source of income, interest in real property of investment that would be affected in any manner or degree by the performance of Consultant's Services Consultant further covenants and represents that in the performance of its duties hereunder, no person having any such interest shall perform any Services under this Agreement 72 Consultant agrees it is not a designated employee within the meaning of the Political Reform Act because Consultant A Does not make a governmental decision whether to (1) approve a rate, rule or regulation, or adopt or enforce a City law, (u) issue, deny, suspend of revoke any City permit, license, application, certification, approval, order or similar authorization of entitlement, (iii) authorize City to enter into, modify or renew a contract, (1v) grant City approval to a contract that requires City approval and to which City is a party, or to the specifications for such a contract, I lcaldjm\Agreementsldrnft Agreement ARG Historic Amb Design G3 delines.doe EA 7 2 (4/18) (v) grant City approval to a plan, design, report, study or similai item, (vi) adopt, or grant City approval of, policies, standards or guidelines fol City or for any subdivision thereof B Does not serve in a staff capacity with City and in that capacity, participate in making a governmental decision or otherwise perform the same or substantially the same duties for City that would otherwise be performed by an individual holding a position specified in City's Conflict of Interest Code under Government Code section 87302 73 In the event City determines that Consultant must disclose its financial interests, Consultant shall complete and file a Fair Political Practices Commission Form 700, Statement of Economic Interests, with the City Clerk's office pursuant to the written instructions provided by the City Clerk ARTICLE 8 — GENERAL CONSIDERATIONS 8 1 In the event any action is commenced to enforce of interpret any of the terms or conditions of this Agreement the prevailing Party shall, in addition to any costs and other relief, be entitled to the recovery of its reasonable attorneys' fees, including fees for the use of in-house counsel by a Party 82 Consultant shall not assign any of the Services, except with the prior written approval of City and in strict compliance with the terms and conditions of this Agreement 83 Consultant is for all purposes under this Agreement an independent contractor and shall perform the Services as an independent contractor Neither City nor its agents shall have control over the conduct of Consultant or Consultant's employees, except as herein set forth Consultant shall supply all necessary tools and instrumentalities required to perform the Services Assigned personnel employed by Consultant are for its account only, and in no event shall Consultant or personnel retained by it be deemed to have been employed by City or engaged by City for the account of, of on behalf of City Consultant shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent, not shall Consultant have any authority, express or implied, to bind City to any obligation 84 This Agreement may be terminated by City, in its sole discretion, by providing not less than five (5) days prior written notice to Consultant of City's intent to terminate, if this Agreement is terminated by City, an adjustment to Consultant's compensation shall be made, but (1) no amount shall be allowed for anticipated profit or unperformed Services, and (2) any payment due Consultant at the time of termination may be adjusted to the extent of any additional costs to City occasioned by any default by Consultant Upon receipt of a termination notice, Consultant shall immediately discontinue its provision of the Services and, within five (5) days of the date of the termination notice, deliver or otherwise make available to City, copies (in both hard copy and electronic form, where applicable) of project related data, design calculations, drawings, specifications, reports, 11ca\dJm\Agreementsldrafl Agreement ARG Histonc Arch Design Guidelmes.doc EA 7.2 (4118) estimates, summaries and such other information and materials as may have been accumulated by Consultant in performing the Services Consultant shall be compensated on a pro -rata basis for Services completed up to the date of termination 85 Consultant shall maintain books, ledgers, invoices, accounts and other records and documents evidencing costs and expenses related to the Services for a period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant pursuant to this Agreement Such books shall be available at reasonable times for examination by City at the office of Consultant 86 This Agreement, including the Exhibits incorporated herein by reference, represents the entire agreement and understanding between the Parties as to the matters contained herein, and any prior negotiations, written proposals or verbal agreements relating to such matters are superseded by this Agreement Except as otherwise provided for herein, any amendment to this Agreement shall be in writing, approved by City and signed by City and Consultant 87 This Agreement shall be governed by and construed in accordance with the laws of the State of California 8 8 If one or more of the sentences, clauses, paragraphs or sections contained in this Agreement is declared invalid, void or unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement and shall not affect, impair or invalidate the remaining sentences, clauses, paragraphs or sections contained herein, unless to do so would deprive a Party of a material benefit of its bargain under this Agreement IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed in confirmation of this Agreement CITY OF REDLANDS Paul W Foster, Mayor Attest Je e Donaldson, City Clerk ARCHITECTURAL RESOURCES GROUP, INC Katt E Horak, Principal 1 1caArn\Agreementsldraft Agreement ARG Historic Arch Design G5 delines.doc FA 7 2 (4/18) EXHIBIT "A" SCOPE OF SERVICES 1 IcaldpnlAgreementsldmft Agreement ARG Historic Arch Design Guuidelines.doe Approach a rtdMethodology 1. i �c �geek� a/oyr i l APPROACH AND METHODOLOGY Task 1 Historic Architectural Design Guidelines Based on our understanding of the goals of the City of Redlands for historic architectural design guidelines, we have developed the following work plan ARG will adhere to the City's anticipated six to 12 month project schedule and will be available to commence work immediately upon notice to proceed Task la Kick off,Meetina ARG will kick the project off with an in person project initiation meeting with City Staff At this time, project scope timeline, and key deliverables will be finalized, and information on previous design guidelines, district nomination forms, and property documentation (as available) will be retrieved Task 1b Background Research ARG will use the existing historic context statement (HCS) and current lists of designated historic districts and Individual historic resources to determine the range of architectural styles, design features and property types to be addressed This information will be supplemented with additional research in local and online repositories as necessary, and with data collected during the Community Workshops ARG will also generate and collect photographs Architectural Resources Group I Historic Architectural Design Guidelines & On -Call Services Approach mid illethodology illustrating examples of styles, character defining features, district features and appropriate and inappropriate alterations and new construction Task 1c Staff Meetings and Correspondence In addition to the kick-off meeting, ARG will attend four meetings with City Staff over the course of the prosect to collaboratively determine the format and content of the design guidelines If amenable to the City, one meeting will be held in person and three meetings will be conducted via conference call, using GoToMeeting or a similar program that enables screen sharing This task also covers general correspondence, monthly progress reports, and project management with regular phone and email communication with City Staff Task 1d. Community Workshops With the guidance of City Staff, ARG will participate In three in person Community Workshops to solicit public input The workshops will provide general information about the goals and purpose of the design guidelines, and provide a forum for the public to share information, comments, and concerns ARG will work with the City to ensure that all members of the public are notified about these meetings and that information is disseminated in appropriate ways Scheduling of the workshops will be managed by the City Task 1e Historic and Scenic Preservation Commission (HSPC) Study Sessions With the guidance of City Staff ARG will participate in three in person Study Sessions to discuss the purpose, format, content, and implementation of the design guidelines HSPC feedback on the draft will be solicited and used in revision Scheduling of the Study Sessions will be managed by the City Task 1f Draft Historic Architectural Design Guide€Ines ARG will draft historic architectural design guidelines for Redlands historic districts known architectural styles, design features vernacular commercial and Industrial property types, and new infill construction All work will be done in close consultation with City Staff to ensure the guidelines are ctear, relevant, and appropriate for public use Deliverable ARG will submit two deliverables for City review and comment The first is an outline delineating all topics to be addressed in the guidelines, along with three sample sheets (for a historic district, an architectural style, and a vernacular property type) The second, work on which will commence following City revision comments on the outline and sheets, is a full draft All draft materials will be submitted in PDF format unless otherwise requested by the City Task 1g Final Historic Architectural Design Guidelines After review of the full draft by City Staff and the HSPC ARG will revise the design guidelines based on reviewer comments and will produce a finalized draft Deliverable ARG will submit final historic architectural design guidelines to the City The final guidelines will be submitted in PDF format unless otherwise requested by the City Task 1h. Public Hearings ARG will assist City staff in presenting the design guidelines to the HSPC, the Planning Commission, and the City Council in a total of three public hearings Architectural Resources Group I Historic Arc hitectur ai Detiig3t Guidelines & On C1II Services EA 7 2 (4118) EXHIBIT "B" PROJECT COSTS AND HOURLY RATES I IcaldjmlAgreementsldraft Agreement ARG Historic Arch Design Guidelines.doe Architectural Resources Group Task 1. Redlands Historic Architectural Design Guidelines (travel time included in each relevant task) Principal PM/AM Arch Hist Arch Total 1a Kick-off Meeting 0 6 6 0 12 Attend a kick-off meeting with City representatives to Confirm project scope, schedule and deliverables Obtain any pertinent files and data including district nomination forms, DPR 523 or other documentation, previous design guidelines Ib Background Research 0 16 32 10 59 Use existing historic context statement (HCS) and lists of designated districts and individuals to determine range of styles and property types to be addressed, supplement with additional research as necessary Generate and collect photographic examples of appropriate and inappropriate alterations infill etc ic. Staff Meetings (4) and Correspondence 0 20 6 0 26 Participate in four meetings with City staff to determine and refine format and content of the design guidelines Estimate assumes one in-person meeting and three meetings conducted via conference call using GoToMeeting or a similar screen sharing program Regular communication with City Staff over the phone/via email over course of the project, monthly progress reports Id Community Workshops (3) 0 20 20 0 40 Participate in three community workshops to solicit public input Includes time for prep. 1e HSPC Study Sessions (3) 0 20 4 0 24 Participate in three Historic and Scenic Preservation Commission (HSPC) Study Sessions to discuss purpose, format, content, and implementation of the design guidelines Includes time for prep If Draft Historic Architectural Design Guidelines 10 80 120 40 250 Draft outline of design guidelines and three sample sheets (for a district a style and a vernacular type) submit to City for review revise based on comments Draft design guidelines to build on the existing HCS and include an introduction, summary of the Secretary of the Interior's Standards and graphics -heavy sheets for each architectural style, historic district, vernacular property type, feature type (e.g., signs), and appropriate new construction submit draft to City for review 1g Final Historic Architectural Design Guidelines 10 24 40 20 94 Revise draft based on City and HSPC comments finalize design guidelines and submit to City 1h Public Hearings (3) 0 20 4 0 24 Participate in three public hearings (HSPC, Planning Commission City Council) to present the design guidelines for review, revision, and adoption Includes time for prep Total Hours 20 206 232 70 529 Hourly Rates $210 $140 $125 $140 Subtotal (per person) $4,200 $28,840 $29,000 $9,800 Subtotal Labor $71,840 Reimbursable allowance (estimated) $2,000 TOTAL NOT TO EXCEED FEE $73,840 1 /1 EA 7.2 (4/18) EXHIBIT "C" WORKERS' COMPENSATION INSURANCE CERTIFICATION Every employer, except the State, shall secure the payment of compensation in one or more of the following ways (a) By being insured against liability to pay compensation by one or more insurers duly authorized to write compensation insurance in this State (b) By securing from the Director of Industrial Relations, a certificate of consent to self -insure, either as an individual employer, or as one employer in a group of employers, which may be given upon furmshmg proof satisfactory to the Director of Industrial Relations of ability to self -insure and to pay any compensation that may become due to his or her employees CHECK ONE I am aware of the provisions of Section 3700 of the Labor Code which requires every employer to be insured against liability for Workers' Compensation or to undertake self- insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the work and activities required or permitted under this Agreement (Labor Code §1861) I affirm that at all times, in performing the work and activities required or permitted under this Agreement, I shall not employ any person in any manner such that I become subject to the workers' compensation laws of California However, at any time, if I employ any person such that I become subject to the workers' compensation laws of California, immediately I shall provide the City with a certificate of consent to self -insure, or a certification of workers' compensation insurance I certify under penalty of penury under the laws of the State of California that the information and representations made in this certificate are true and correct ARCHITECTURAL RESOURCES GROUP, INC A 1 Date 0.1 Katie E� Horak, Principal I 1caAmlAgreemcntsldraft Agreement ARG Histonc Arch Design Guuidelines.doe