HomeMy WebLinkAboutContracts & Agreements_217-2018 Ps 1 1 (9/1Ills)
AGREEMENT TO PERFORM PROFESSIONAL SERVICES
This agreement for the provision of construction inspection services ("Agreement") is
made and entered in this 20"' day of November, 2018 ("Effective Date"), by and between the
City of Redlands, a municipal corporation ("City)" and Willdan Engineering ("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 1 City hereby engages Consultant to provide construction inspection 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 Paul Toor, Municipal Utilities and Engineering Department 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 perform and complete the Services in a prompt and diligent manner
42 The term of this Agreement shall be for a period of three (3) years from the Effective
Date of this Agreement (the "Initial Term") The City shall have the option to extend the
Initial Term of this Agreement by two (2) additional one-year terms (each, an "Extended
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Term"), on the same terms and conditions hereof, by providing written notice to
Consultant at least thirty (30) days prior to the expiration of the Initial Term or any
Extended Term The Initial Term and all Extended Terms are hereinafter collectively
referred to as the "Term" of this Agreement
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 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 Total compensation for Consultant's performance of the Services shall not exceed the
amount of one hundred fifty thousand dollars ($150,000 00) City shall pay Consultant on
a time and materials basis up to the not to exceed amount 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, 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
53 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 (1) on the date
of delivery in person, (11) five (5) days after deposit in first class registered mail, with
return receipt requested, (ni) 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 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 Consultant
City Clerk Christopher Baca, Director
City of Redlands Construction Management and Inspection
35 Cajon Street Willdan Engineering
P O Box 3005 (mailing) 13191 Crossroads Parkway N, Ste 405
Redlands, CA 92373 City of Industry, CA 91746
E-mail cbaca@willdan com
Phone (562) 908-6200
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ARTICLE 6—INSURANCE AND INDEMNIFICATION
6 1 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 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
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 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 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
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 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
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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,
(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,
(iv) 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,
(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 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 or 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 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 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, or on behalf of City Consultant
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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 (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,
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
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IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed
in confirmation of this Agreement
Cl OF REDLAN S WILLDAN ENGINEERING
01
By By
Paul Barich, Mayor Pro Tempore istopher Baca, Director
Construction Management and Inspection
Attest
Jea onaldson, City Clerk
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EXHIBIT "A"
SCOPE OF SERVICES
Consultant inspector has the necessary experience and the know-how of construction equipment,
materials, methods, and workmanship for the specific work to be performed for this project
Consultant will perform an independent review of plans, specifications, and cost estimates
These reviews will focus on constructability, inter-disciplinary coordination, completeness, and
general code compliance, but will not replace or be a substitute for plan check
Upon receipt of the construction plans, specifications, and cost estimate for review, Consultant
will
1) Review quantities with the items of work identified in the construction drawings
and the cost estimates in conformance with the latest available construction cost
data on previous comparable projects
2) Establish effective communications with the Contractor, other agencies, utilities,
and business and property owners
3) Ensure compliance with the Plans, Specifications, and other requirements, such as,
but not limited to, the Contract, Traffic Control, Cal/OSHA Standards, CCO,
Permits, Standard Plans, checking line, grade, size, elevation, and location of
Improvements
4) Monitor Extra Work
5) Perform project oversight for the monitoring of traffic control, damage to
infrastructure, and replacement of infrastructure to City Standards
6) Attend weekly construction meetings
7) Keep daily logs, fill out incident/accident reports, and take pictures of the project
The daily inspection reports will identify work being done by the Contractor will be
submitted to the Project Manager on the next business day for review and filing
S) Document all Contractor delays, reasons for delay, length of time for delay, and
Phases of work
9) Monitor and provide supporting documentation on the personnel and equipment
that is involved with any extra work performed by the Contractor Determine
whether the work of the Contractor is being performed in accordance with the
requirements of the contract documents, and endeavor to guard the City against
defects and deficiencies in such work
10) Identify and report potential contractor claims and recommend resolution
11) Prepare the weekly statement of working days and send to the Contractor on a
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weekly basis
12) Periodically compare Certified Payrolls and the Prevailing Wage Rates and verify
proper payment
13) During the course of inspection and monitoring of the work, if Consultant inspector
observes an unsafe situation, he/she shall notify the Contractor of the violation and
provide written notification of such infraction to the Contractor If the Contractor
refuses to comply, our Inspector shall notify the City
14) Measure and tabulate contract quantities
15) Review the Contractor's invoices, verify completed work, and approve all
quantities
16) Prepare a list of items for correction (punch list) and prepare redlined as-built plans
17) Prepare status reports for project close-out and all applicable documents as
"closeout" file
18) Consultant will honor the City's Contract Plans and Specifications and not allow
deviations from theirs, unless approved by the City
19) Consultant inspector shall have a digital camera and will provide digital images of
the project to the City of Redlands in"jpg" format
20) Consultant inspector shall have a vehicle and a mobile phone provided by
Consultant for immediate contact by the City Consultant will show proof of a
valid California driver's and insurance of the Inspector upon request City does not
provide any equipment or office space for Consultant to perform the work
21) Consultant recognizes the City's normal working hours to be from 7 30am to
5 30pm with a 1-hour lunch break but may need to adjust to 7 00am to 4 30pm with
'/z hour lunch due to construction activities
22) Consultant will perform other related duties as required by the City
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EXHIBIT "B"
FEE SCHEDULE
(Hourly Rates)
CONSTRUCTION MANAGEMENT ADMINISTRATIVE
Labor Compliance Specialist $115 Administrative Assistant 1 $76,
Labor Compliance Manager $145
Utility Coordinator $153
Assistant Construction Manager . $145
Construction Manager $169'
Senior Construction Manager $175`;
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INSPECTION SERVICES
Senior Public Works Observer $110;
(Prevailing Wage)
Senior Public Works Observer(Non- $100:
Prevailing tNage
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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 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 perjury under the laws of the State of California that the information
and representations made in this certificate are true and correct
Willdan Engineering Date �l
By. ��--
Christopher Baca, Director
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