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HomeMy WebLinkAboutContracts & Agreements_171-2018PS 1 1 (6127/18) AGREEMENT TO PERFORM PROFESSIONAL SERVICES This agreement for the provision of professional hydrogeological services ("Agreement") is made and entered in this 10th day of September, 2018 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City)" and Geoscience Support Services Incorporated ("Consultant") City and Consultant 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 I — ENGAGEMENT OF CONSULTANT 1 I City hereby engages Consultant to provide professional hydrogeological services for City (the "Services") 1 2 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 1-1-r 2 1 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 r � ARTICLE 3 — RESPONSIBILITIES OF CITY 3 1 City shall make available to Consultant information in its possession that may assist Consultant in perforining 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 accordance with the schedule set forth in Exhibit "A," entitled "Scope of Services," which is attached hereto and incorporated herein by reference The Services shall commence on the Effective Date of this Agreement 1 1caldjmlAgreementslGeoscience Professional Services Agreement v2.dloc P5 1 1 (6127/18) 42 The term of this Agreement shall be for a period of three (3) years commencing as of the Effective Date, unless terminated earlier as provided herein 43 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 TICLE 5 — PAYMENTS TO CONSULTANT 5 1 Total compensation for Consultant's performance of the Services shall not exceed the amount of forty thousand dollars (540,000) City shall pay Consultant on a time and materials basis up to the not to exceed amount in accordance with Exhibit "B" entitled "Standard 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, and a description of reimbursable expenses related to 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, (ii) five (5) days after deposit in first class registered marl, with return receipt requested, (iii) 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 or express marl, in each ease properly posted and fully prepaid to the appropriate address set forth below, or such othor address as a Party may provide notice in accordance with this section Cqy City Clerk City of Redlands 35 Cajon Street P O Box 3005 (marling) Redlands, CA 92373 Cnncilltant Mark Williams, Vice President Geoscience Support Services Inc PO Box 220, Claremont, CA 91711 maikwilliains@geoscience-water com (909) 451-6650 ARTICLE 6 — INSURANCE AND INDEMNIFICATION 61 The following insurance coverage required by this Agreement shall be maintained by Consultant foi the duration of its performance of the Services Consultant shall not perforin any Services unless and until the required insurance Iisted 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 11ca1djm\Agreemenis%Geoscience Professional Services Agreement v22c P5 1 1 (6/27/18) 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 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 B 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 Iiability, 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 or 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 7 1 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 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 Refonri 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, I 1cMdjmlAgreementslGeoscience Professional Services Agreement v22. PS 1 1(6/27/18) (ii) issue, deny, suspend or revoke any City permit, license, application, certification, approval, order or similar authorization or entitlement, (in) 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 1s a party, or to the specifications for such a contract, (v) grant City approval to a plan, design, report, study or similar item, (vi) adopt, or grant City approval of, policies, standards or 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 Baine 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 hair Political Practices Commission Foran 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 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 Party 82 Consultant shall not assign any of the Services, except with the prior written approval of City and in strict compliance with the terins and conditions of this Agreement Any assignment or 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 for all purposes under this Agreement an independent Consultant and shall perform the Services as an independent Consultant Neithei City nor its agents shall have control ovei 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, 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 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 (S) days prior written notice to Consultant of City's intent to terininate If this Agreement is tenninated by City, an adjustment to Consultant's compensation shall be 1 lcaldjnAAgreementslGeoseienee Professional Services Agreement v2 doe PS 1 1 (6/27119) 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 tennination 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, 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 8 5 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 88 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 of sections contained herein, unless to do so would deprive a Party of a material benefit of its bargain under this Agreement I 1ca1djmlAgreements\Geosc3ence Professional Services Agreement v2.doc PS 1 1 (6/27/18) IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed in confirmation of this Agreement CITY QF REDLANDS Geoscience Support Services Incorporated By N EnngOMarrirlez, City Ma Mark Williams, Vice Presi ent Attest e ne Donaldson, City Clerk I IcaldjmlAgreementslGeoscience Professional Services Agreement v2.doc PS l 1 (6127118) EXHIBIT "Alt SCOPE OF SERVICES Professional H_ydrogeoloaical Services Consultant scope of services may include, but not be limited to Groundwater Studies and Models • Geohydrolog>cal assessments and analyses, • Groundwater flow and solute transport models, • Groundwater basin models, and • Fate transport studies Water Supply Wells • Well siting and specifications, • Well operation modeling and scenario development, • Design, • Rehabilitation, • Construction inspection, and • Well development Groundwater Consulting • Artificial recharge, • Conjunctive use, storage, and recovery, • Groundwate> management progi ams, • Water quality, and • Salt and nutrient management plans Groundwater Sustainability and SGMA Compliance • Groundwater Sustainability Plans (GSP), • SGMA Compliance, • Geohydrological assessments and investigations, • Artificial recharge/conjunctive use, • Aquifer storage and recovery programs, • Drinking Water Source Assessment and Protection (DWSAP) Program, • Sustainable yield/perennial yield, and • Urban groundwater management plans 11ca1djm\AgreementslGeoscience Professional Services Agreement v2.doc PS 1 1 (6Y2711 8) EXHIBIT "B" STANDARD FEE SCHEDULE Schedule of Hourly Rates Professional Services Hourly Rates ($US) Dennis Williams/Principal Hydrologist $320 Principal Modeler $270 Principal Geohydrologist $250 Principal/Senior Engineer $216 Senior Geohydrologist $205 Senior Modeler $223 Project Geohydrologist $195 Modeler III $189 Modeler 11 $179 Modeler 1 $165 Staff Geohydrologist III $155 Staff Geohydrologist Il $150 Staff Geohydrologist 1 $145 Graphics and GIS Illustrator $119 Clerical $100 Reimbursable Expenses Reimbursable Project Expenses Cost + 5% (Telephone, Outside Reproduction, Presentation Supplies, Postage, etc ) Computer Services Project Dependent Internal Photocopying- B&W $0 10/page Internal Photocopying - Color $0 70/page Subconsultant Services Cost + 10% Automobile Transportation Current IRS Allowable Rates Commercial Travel/Subsistence Cost + 3% Local Per Diem $145/day Non -Local Per Diem $250/day { GEOSCIENCE is aware of the requirements of California Labor Code Sections 1720 et seq and 1770 et seq , which r require the payment of prevailing wage rates and the performance of other requirements on certain "public ` works" and "maintenance" projects The work GEOSCIENCE performs does not fall under prevailing wage rate C categories Note Fees valid January 1, 2015 to December 31, 2019 Effective January 1, 2020 fees subject to a 2 5% increase and shall remain in effect until December 31, 2021 [ Icald nAAgreementslGeosctence Professional Services Agreement v2.1c Ps I I (5/27/18) 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 furnishing 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 perforinance 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 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 perjury undei the laws of the State of California that the information and representations made in this certificate are true and correct Geoscience Support Services Incorporated Date 1 v By Mark Williams, Vice President 11caldjmtAgreementslGeoscience Professional services Agreement v2.doc