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HomeMy WebLinkAboutContracts & Agreements_143-2014_CCv0001.pdf AGREEMENT TO PERFORM PROFESSIONAL SERVICES FOR THE COMPLETION OF THE REDLANDS BICYCLE MASTER PLAN This agreement for the provision of professional services for the completion of the City of Redlands Bicycle Master Plan ("Agreement") is made and entered into this 21" day of July, 2014 ("Effective Date"), by and between the City of Redlands, a municipal corporation("City") and Alta Planning+ Design, Inc. ("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 1 - ENGAGEMENT OF CONSULTANT 1.1 City hereby engages Consultant for the completion of the Redlands Bicycle Master Plan(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 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. 2.2 Consultant shall comply with applicable federal,state and local laws and regulations in the performance of this Agreement including,but not limited to, the Americans with Disabilities Act, the Fair Employment and Housing Act and 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. 3.2 City designates Mr.Chris Diggs as the City's representative with respect to performance of the S el vices,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 4.1. Consultant shall perform the Services in a prompt and diligent manner. 4.2 During the term of this Agreement,City may request that Consultant perform Extra Services.As used herein, "Extra Services" means any work that is determined necessary by City for the proper completion of the proj ect or work for which the Services are being performed,but which the Parties did not reasonably anticipate would be necessary at the time of execution of this Agreement. Provided the Extra Services do not exceed twenty percent (20%) of the compensation to be paid by City to Consultant for the Services, such Extra Services may be agreed to by the Patties by written amendment to this Agreement, executed by the City Manager,or duly authorized city official.Consultant shall not perforin,nor be compensated for, Extra Set vices without such written authorization from City. ARTICLE 5 -PAYMENTS TO CONSULTANT 5.1 The total compensation for Consultant's performance of the Services shall not exceed the amount of Twenty Thousand One Hundred Seventy Dollars ($20,170.00). City shall pay Consultant on a time and materials basis based upon the hourly rates shown in Exhibit "B," entitled "Rate Schedule." Exhibit "B" is attached hereto and incorporated herein by this reference. 5.2 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,if any. City shall pay Consultant no later than thirty(30)days after receipt and approval by City of each of Consultant's invoices. 5.3 All notices shall be given in writing by personal delivery or by trail. Notices sent by mail should be addressed as follows: City of Redlands: Consultant: Chris Diggs, Deputy WED Director Brett Hondorp Municipal Utilities and Engineering Dept. Alta Planning+Design, Inc. 35 Cajon Street, Suite 15A 625 Broadway, Suite 1001 PO Box 3005 (mailing) San Diego, CA 92101 Redlands, CA 92373 When so addressed, such notices shall be deemed given upon deposit in the United States Mail. Changes may be made in the names and addresses of the person to whom notices and payments are to be given by giving notice pursuant to this section 5.3. ARTICLE 6 - INSURANCE AND INDEMNIFICATION 6.1 Insurance 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 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. 6.2 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 provide City with Exhibit "C," entitled "Workers' Compensation Insurance Certification," which is attached hereto and incorporated herein by this reference. 6.3 Consultant shall secure and maintain in force throughout the term of this Agreement comprehensive general Iiability insurance with carriers acceptable to City.Minimum coverage 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 the insurance policy shall include a provision prohibiting modification of coverage limits or cancellation of the policy except upon thirty(30)days prior written notice to City. Such insurance shall be primary and non-contributing to any insurance or self-insurance maintained by City. 6.4 Consultant shall have business auto liability coverage, with minimum limits of One Million Dollars ($1,000,000) per occurrence, combined single limit for 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 narned as an additional insured and such insurance shall be primary and non-contributing to any insurance or self insurance maintained by City. 6.5 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 and negligent act, omission or failure to act by Consultant, 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 Services 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 revokeany City permit, license, application, certification, approval, order or similar authorization or entitlement; (iii)authorize the 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 goverxunental 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. 7.3 In the event City determines that Consultant must disclose its financial interests by completing and filing a Fair Political Practices Commission Form 700, Statement of Economic Interests, Consultant shall file the subject Form 700 with the City Clerk's office pursuant to the written instructions provided by the Office of the City Clerk. ARTICLE 8 - GENERAL CONSIDERATIONS 8.1 In the event any action is commenced to enforce or interpret any of the terns 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. 8.2 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. 8.3 Documents,records,drawings,designs,cost estimates,electronic data files,databases and any other documents developed by Consultant in connection with its performance of the Services, and any copyright interest in such documents, shall become the property of City and shall be delivered to City upon completion of the Services, or upon the request of City. Any reuse of such documents, and any use of incomplete documents, shall be at City's sole risk. 8.4 Consultant is for all purposes under this Agreement an independent contractor and shall perform the Services as an independent contractor.Neither City nor any of 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 perforin 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. 8.5 Unless earlier terminated as provided for below, this Agreement shall terminate upon completion and acceptance of the Services by City.This Agreement may be terminated by City, in its sole discretion,by providing ten(10)days prior written notice to Consultant(delivered by certified mail, return receipt requested) 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 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 the Services perfonned and completed up to the date of termination. 8.6 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. 8.7 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. 8.8 This Agreement shall be governed by and construed in accordance with the laws of the State of California. 8.9 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 the City and Consultant have signed in confirmation of this Agreement. CITY OF REDLANDS ALTA PLANNING + DESIGN, INC. ByAEEnriq�War'tin`ez, By: r�� Ci anager Bre Hondorp Attest: 4"z Jeanne Donaldson, Deputy City Clerk EXHIBIT "A" SCOPE OF WORK Project Management Consultant shall provide a concentrated effort devoting a significant portion of their work schedule to complete the various aspects of the Redlands Plan, either on-site or within their home office. Task 1: Draft Bike Master Plan Update: Consultant will prepare, from the comments and revisions provided by the City a refinement of the previous base plan, including changes to the Existing Conditions section,Needs Analysis, Recommendations, Implementation, Funding, and the Appendices. These updates will address the requested comments and issues, including: • Clarity on how the master plan will be coordinated with the Circulation Element of the general plan and complete streets requirements; • Stronger support and inclusion of the Santa Ana River Trail; • Suggestions for improving the City's processes for approval of bike-related amenities; • Methods to improve the City's offerings and strategies for bike parking throughout the area; • Integration of the bikeway system as a `Last Mile' component with the future Redlands Rail system; • Connections of the Redlands Bikeway network with neighboring communities and destinations; • Development of a comprehensive and the multi-tiered bikeway network ranging from Separated bikeways, to bike lanes, to bike boulevards; • Creation of a GIS-based bike network map that can be developed into a public-oriented and on-line reap, including bus routes and ultimately, rail connections; • Incorporation of existing education and outreach program resources, such as those from IEBA; and • Collection of feedback, thoughts and ideas through 3-4 stakeholder and outreach meetings. Deliverables: • Outreach meetings and summaries for incorporation into the Master Plan; • Bike Master Plan Update for review by City. Task 2: Final Bike Master Plan: Consultant will incorporate comments and revisions into a Master.Plan document, including maps . and appendices. The final report would include the sections as follows: 1. Executive Summary; 2. Synthesis of Community Outreach and Participation Findings; 3. Recommendations for Future Bike Facilities; 4. Action/Implementation Plan; 5. Funding Opportunities; 6. Conclusion; 7. Exhibits. Consultant will prepare a Bike Master Plan Overview presentation for City Council. Deliverables: • Ten bound color hard copies of and one DVD with all relevant project files of Final Bike Master Plan in Word format; • PowerPoint presentation of Bike Master Plan Update for review by City Council. EXHIBIT "B" RATE SCHEDULE Position Rate/1-1r. Principal in charge $210 Project manager $160 Senior Planner $130 Planner $100 EXHIBIT "C" WORKERS' COMPENSATION INSURANCE CERTIFICATION TO PERFORM PROFESSIONAL SERVICES FOR THE COMPLETION OF THE REDLANDS BICYCLE MASTER PLAN 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 _X_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. ALTA PLANNING + DESIGN, INC. By: Brett Hondorp Date: