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HomeMy WebLinkAboutContracts & Agreements_116B-2018PS t l (5/29/18) AGREEMENT TO PERFORM PROFESSIONAL SERVICES This agreement for the provision of Active Transportation Program Cycle 4 Grant Writing services ("Agreement") is made and entered in this 26th day of rune, 2018 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City)" and KOA Corporation ("Consultant") City and Consultant are sometimes individually referred to herein as a "Party" and, together, as the "Parties " In consideration of the inutual promises contained herein, City and Consultant agree as follows ARTICLE 1– ENGAGEMENT OF CONSULTANT I I City hereby engages Consultant to provide Active Transportation Program Cycle 4 Grant Writing services fol 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 2.1 The Services that Consultant shall perform are more particulaily 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 male available to Consultant information in its possession that may assist Consultant in performing the Services. 32 City designates Paul Toor, Municipal Utilities and Engineering Director, 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 perforin and complete the Services in a prompt and diligent manner Consultant shall complete the Services by August 15th, 2018 unless the Services are terminated earlier as provided for herein I 1-1ca\djm1AgreementslKOA Professional Services Agreement for ATP Cycle 4 Grant Writing,PS 1 I doe PS 1 1 (5/29118) 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 foi the same It shall be the obligation of Consultant to obtain a copy of such policy from City Staff ARTICLE 5 — PAYMENTS TO CONSULTANT 51 Total compensation for Consultant's performance of the Services shall not exceed the amount of eight Thousand Nine Hundred Eighty dollars ($8,980). City shall pay Consultant in accordance with Exhibit "B" entitled "Fee Schedule" attached hereto and incorporated herein by reference. 52 Consultant shall submit monthly invoices to City describing the Services performed during the preceding month Consultant's invoices shall include a brief description of the Services performed, the dates the Services were performed, the number of hours spent and by whom City shall pay Consultant no later than thirty (30) days after receipt and approval by City of Consultant's invoice 5.3 Any notice of other communication required, of 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; (a) five (5) days after deposit in first class registered mail, with return receipt requested; (iii) on the actual delivery date if deposited with an overnight courier, or (tv) on the date sent by facsimile, if confirmed with a copy sent contemporaneously by first class, certified, registered or express mail, in each case properly posted and fully prepaid to the appropriate address set forth below, or such other address as a Party may provide notice in accordance with this section City City Clerk City of Redlands 35 Capon Street P O Box 3005 (mailing) Redlands, CA 92373 Consultant Min Zhou, PE Director of OC Operations KOA Corporation 2141 W Orangewood Avenue Orange, CA 92868 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 perform any Services runless 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 2 1 tcaldrm\AgreementslKOA Professwnat Services Agreement for ATP Cycle 4 Grant Writmg.PS-1 I doe Ps 1 1 (5129118) statutory requirements with an insurance carrier 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 13 Comprehensive General Liability insurance with carriers 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 o1 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 ARTICLE7 — 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 or investment that would be affected in any manner or degree by the performance of Consultant's Services Consultant furthei covenants and represents that in the performance of its duties hereunder, no person having any such interest shall perform any Services under this Agreement 7.2 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 (i) approve a rate, rule or regulation, or adopt or enforce a City law, (ii) issue, deny, suspend or revoke any City permit, license, application, certification, approval, order or similar authorization or 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 3 JAcaldjnAAgreernentslKOA Professional Services Agreement for ATA Cycle 4 Grant Writing.PS-1 1 doc Ps 1 1 (5/29118) City is a pasty, or to the specifications for such a contract, (v) grant City approval to a plan, design, report, study of similai item; (vi) adopt, of grant City approval of, policies, standards of guidelines for 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 undei 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 Cleik's office pursuant to the written instructions provided by the City Clerk ARTICLE 8 -- GENERAL CONSIDERATIONS 81 In the event any action is commenced to enforce or interpret any of the terms of 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 Parry 82 Consultant shall not assign any of the Services, except with the prioi written approval of City and in strict compliance with the terms and conditions of this Agreement Any assignment of attempted assignment without such prior written consent may, in the sole discretion of City, results in City's immediate termination of this Agreement 83 Consultant is fol all purposes undei this Agreement an independent Consultant and shall perforin the Services as an independent Consultant 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 of personnel retained by it be deemed to have been employed by City or engaged by City foi the account of, or 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, nor shall Consultant have any authority, express of implied, to bind City to any obligation 84 This Agreement may be terminated by City, in its sole discretion, by providing not Iess 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 4 11ca\djmlAgreements%K0A Prorassional services AgrecmentfarATP Cycle 4 Grant Writing,Ps 1-1 doc PS 1 1 (5/29118) 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, specificati oils, reports, 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 shalt 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 CITYOF DLANDS By 11, kia&t4&uA- - Mcdonnell, Assistant to the City Manager Attest Je& Donaldson, City Clerk KOA CORPORATION By . Min Zho , E, Di or o Operations 5 1 IcaldjmlAgreemenWKOA Professional Services Agreement For ATP Cycie 4 Grant Writing. PS I Ldoc PS 1 1 (5/29119) EXHIBIT "A" SCOPE OF SERVICES TASK 1 ADMINISTRATION, COORDINATION AND PROJECT MANAGEMENT 1,1 PROJECT LAUNCH AND ADMINISTRATION Upon authorization to proceed, KOA will organize, attend, and lead a kick-off meeting with project partners to initiate the project This meeting serves as step one for the Redlands ATP Cycle 4 Grant Application Assistance process The goals of the kick-off meeting will be to • Review project goals and objectives, • Review scope of services, • Confirm project and meeting schedules, • Collect available relevant documents and information. • Establish core project team, staff communication, and the project management process The kick-off meeting strives to establish an understanding of expectations and a path toward successful project execution through a discussion of project goals, objectives, schedule, and opportunities In advance of the kick-off meeting, KOA will prepare and circulate an agenda KOA will also prepare a Data Needs Request Memorandum that lists major items needed to advance the project, including GIS data and key plan documents for background review Following the kick-off meeting, KOA will provide meeting notes detailing major decisions and action items resulting from the kick-off meeting Additional meetings and conference calls may be necessary throughout the application preparation process Deliverables Project Kick -Off Meeting Agenda, Project Ttrnehne/Schedule, Participant List, Meeting Minutes 1,2 ACCOUNTING/ INVOICING KOA will develop and submit complete monthly invoice packages to the City in a timely manner The invoice packages will include information such as hours spent per task, hours budgeted for each task, cumulative hours used to date remaining budget by task, total amount billed and a progress report Deliverables Monthly invoices with progress reports 1.3 PROJECT STATUS MEETINGS OR CONFERENCE CALL KOA will schedule and lead biweekly project status calls We are available for face to face meetings if that s city preferred communication style Deliverables Agendas, Meeting Minutes TASK 2. RESEARCH AND TEMPLATES Through our experience with providing grant writing assistance for previous ATP Cycles, KOA is knowledgeable of ATP program requirements, along with strategies needed for competitive grant applications And yet, KOA understands that more research can be done to support the development of more competitive grant applications We will analyze previously funded high -scoring applications to identify and extrapolate methodologies that contributed to their success 6 1 \=kdjmlAgreeinentslKOA Professional Services Agreement for ATP Cycle 4 Grant Writing.PS I I doe PS 1 1 (3129/18) Due to the breadth of a typical ATP grant, it will be necessary to prepare a template in order to streamline the application process, while providing a unified branding for the application effort The following is a potential list of components that can utilize a graphic template • Project description and location, • Proposed concept plans and maps, • Collision analysis pedestrian, bicycle, and vehicle, • Map and statistics of neighborhood characteristics, • Letters of Support KOA is well-equipped to prepare an aesthetically -pleasing template for the project The KOA team has developed a wide range of graphical materials for Safe Routes to School Plans and Active Transportation projects across Southern California The firm's portfolio of graphic materials includes infographics factsheets, flyers, posters and logos Additionally, KOA has already developed graphically appealing templates for many of the components listed above Using the templates as a starting point, KOA can quickly develop a customized template for the grant, thus saving time and resources for other tasks Community Profile lRMC! 4VaWw �XM 1Vr� hla�. E-' 10% 614 $a opt . w�riurK� 51%Ji t/c =- ........_..,.. t" 4w aaae —RALE ox�ox.i ?�� Ws„�ual lC ins Hhk! raj, ,lfi[p Assn Community Profile KOA will prepare one demonstration application package using the template for Redlands to review We will work with the City to finalize all materials prior to using them in the grant application Deliverables- One demonstration application package TASK 3 DRAFT APPLICATION DEVELOPMENT 3 1 PREPARATION OF THE NARRATIVE Outreach The Cycle 4 application, as with previous cycles, welcomes Letters of Support and requires coordinating potential collaboration with the California Conservation Corps or a Certified Community Conservation Corps KOA will provide templates for Letters of Support, also working with the City to circulate them to key stakeholders KOA will contact and submit the required materials to the Conservation Corps organizations to confirm their potential participation in the project Data Collection and Research Having the necessary data available on hand will be invaluable in telling a compelling narrative After we have received the initial input, KOA will create a Data Request while simultaneously beginning the process of gathering other relevant data We can start working with the following set of data (where available) • GIS data Existing pedestrian and bicycle infrastructure, disadvantaged communities, greenhouse gas emissions, In Bicycle and pedestrian collisions, 7 1 ka\djmlAgreenzentslKOA Professional Services Agreement for ATP Cycle 4 Grant Writirt.PS I 1 doe lRMC! 4VaWw �XM 1Vr� hla�. ^VtMiLLE OWHkR4t7p --�� KOA will prepare one demonstration application package using the template for Redlands to review We will work with the City to finalize all materials prior to using them in the grant application Deliverables- One demonstration application package TASK 3 DRAFT APPLICATION DEVELOPMENT 3 1 PREPARATION OF THE NARRATIVE Outreach The Cycle 4 application, as with previous cycles, welcomes Letters of Support and requires coordinating potential collaboration with the California Conservation Corps or a Certified Community Conservation Corps KOA will provide templates for Letters of Support, also working with the City to circulate them to key stakeholders KOA will contact and submit the required materials to the Conservation Corps organizations to confirm their potential participation in the project Data Collection and Research Having the necessary data available on hand will be invaluable in telling a compelling narrative After we have received the initial input, KOA will create a Data Request while simultaneously beginning the process of gathering other relevant data We can start working with the following set of data (where available) • GIS data Existing pedestrian and bicycle infrastructure, disadvantaged communities, greenhouse gas emissions, In Bicycle and pedestrian collisions, 7 1 ka\djmlAgreenzentslKOA Professional Services Agreement for ATP Cycle 4 Grant Writirt.PS I 1 doe PS 1 1 (5/29/18) Police citation and enforcement reports, Speed limits, Traffic Counts (includes pedestrian, bike, vehicular) We will work with the City to retrieve additional data needed for analysis A sample list of data requested includes • GTS data proposed bicycle and pedestrian infrastructure, activity centers, etc., • Vehicular movement Average daily traffic (ADT), street classification, • List of public agencies involved in project planning • Concept plans and maps, • Detailed project cost estimates, • Summary of engagement activities, • Approved plans, technical studies master plans or other studies that reference the project, • City public health Data Analysis After obtaining the necessary data, KOA will conduct analyses that will support the grant application narrative The team of data analyst planners and engineers at KOA is well-equipped to perform analysis to identify and extrapolate information about disadvantaged communities, determine the potential for increased walking and biking activity, demonstrate how the projects will improve public health, and calculate the benefits to cost of projects—factors that will be integral in the strength of the application We have also developed in-house tools and models for some of the required analyses, with the Collision Analysis Tool being the most refined The Collision Analysis Tool can draw from TIMS/SWITRS to sort data using project -specific variables to produce effective, standardized tables and infographics Review of Local and Regional Plans KOA will clarify how project goals aligned with focal and regional documents, should it be helpful in creating a meaningful narrative We will include links that will easily direct grant reviewers to relevant plans and include excerpts of studies, reports, and other data that support application responses Deliverables Letter of Support- template, coordination and management Review of outreach from City events, Coordination with California Conservation Corps or a Certified Community Conservation Corps, Data collection, Data analysis, Review of local and regional plans 3.2 PRELIMINARY DRAFT APPLICATION After application materials are prepared, KOA will develop a draft grant application KOA will QA/QC all materials prior to submittal for review KOA has prepared numerous grant applications for multiple grant programs throughout the state and has assisted many jurisdictions in successfully securing funding KOA's grant writing team with work closely with Redlands staff to ensure that the application has fully addressed the ATP guidelines and include all required forms and information Once the draft grant application is completed, KOA will upload it onto a file -sharing service for Redlands staff and other key stakeholders to review Deliverables Preliminary draft application, Follow-up meetings TASK 4 REVIEW AND SUBMIT FINAL APPLICATION 4.1 REVISE AND SUBMIT APPLICATION 8 11caldjntlAgrccmentslKOA Prolessionai Services Agreement for ATP Cycle 4 Grant Writingo,PS I I doc PS -1 1 (5129/13) Based upon the comments received from the City, KOA will prepare the final draft grant application The final draft grant application will contain all relevant components and have a consistent labeling and presentation format Upon receipt of final comments from the City Project Manager, KOA will develop a final grant application package The package will be printed, compiled according to all program requirements, and delivered to the City Project Manager for signature Per application guidelines, KOA will submit completed application electronically and via postai mail KOA will provide the City Project Manager with confirmation for electronic submittals The ATP Cycle 4 requires a submittal of one original signed application and four printed copies. Deliverables Final drafts of application for submittal, Submittal of application, Conflrmation of etectronic submittal 42 PROJECT CLOSE OUT Following the submittal of the application, the KOA team will hold a debrief meeting with city staff to discuss the lessons learned At the debrief meeting, we will also identify a list of final work products that the City would like to receive After the meeting, KOA will provide the City with the list of editable electronic files and final work products for each application Deliverables Editable electronic files and final work products for each application 9 11cakdJmlAgreemenis\K0A Professional Services Agreement far ATP Cycle Grant Wriiing.PS-1 1 doc PS -1 1 (5129/18) EXHIBIT "B" FEE SCHEDULE goo $ 3,680 $ 4,500 $ 8 980 10 1 lealdjmlAgreementslKQA Professional Services Agreement For ATP Cycie 4 Grant Writing.PS I I .doc Ps 1 1 (5/29/18) EXHIBIT "C" WORKERS' COMPENSATION INSURANCE CERTIFICATION Every employer, except the State, shall secure the payment of compensation in one of more of the following ways (a) By being insured against liabrhty 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 employee, of as one employer in a group of employers, which may be given upon furnishing proof satisfactory to the Director of Industrial Relations of ability to self -unsure 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 e plover 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 § 186 1) I affirm that at all times, in performing the work and activities required of 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 KOA Corporation By Min Zhou, ft,660p ions Directo Date � 200 II 1 kaldJm\AgreemctnslKOA Professional Sm tees Agreement for ATP Cycle 4 Grain Writing. PS I I doe