HomeMy WebLinkAboutContracts & Agreements_48A-2015_CCv0001.pdf AGREEMENT TO PERFORM PROFESSIONAL SERVICES
This agreement for plan review and field inspection services ("Agreement") is made and
entered in this 1.0"' day of March, 2015 ("Effective Date"), by and between the City of Redlands,
a municipal corporation ("City") and CSG Consultants, Inc. ("Consultant"). City and Consultant
are sometimes individually referred to herein as a"Party"and,together, as "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 perfonn plan review and field inspection in the City of
Redlands (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 Iike and similar types of Services.
ARTICLE 2 —SERVICES OF CONSULTANT
2.1 The Services which Consultant shall perform are more particularly described in Exhibit
"A," entitled"Scope of Services,"which is attached hereto and incorporated herein by
this 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 State prevailing wage
laws.
ARTICLE 3 --RESPONSIBILITIES OF CITY
3.1 City shall make available to Consultant inforrnation in its possession that may assist
Consultant in performing the Services.
3.2 City designates Chris Diggs, Interim 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
4.1 Contractor shall commence the Services upon City's delivery to Contractor of a written
"Notice to Proceed."
4.2 Contractor shall perform the Services in a prompt and diligent manner.
4.3 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
1
HAMy Documents\PROJECTSIAgreenients\CASp1CSG for CASp Services Agreement 3.20I5(frorn Dan).doc
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 be in the
amount of Thirty Thousand Dollars ($30,000.00) and shall be paid on a time and
materials basis based upon the hourly rates shown in Exhibit"B,"entitled"Rate
Schedule,"which is attached hereto and incorporated herein by reference.
5.2 Consultant shall submit monthly invoices to City describing the Services perfortned
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 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 mail, 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 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:
Ci1y Consultant
Chris Diggs, Interim MUED Director Khoa Duong, P.E., Vice President
City of Redlands Building&Life Safety
35 Cajon Street, Suite 15A CSG Consultants, Inc.
P.O. Box 3005 (mailing) 301 Park Center Drive, Suite 230
Redlands, CA 92373 Santa Ana, CA 92705
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 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.
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
2
HAMy Documents\PROJECTS1Agreements\CASp1CSG for CASp Services Agreement 3.2015(from Dan).doc
City that Consultant is self-insured or exempt from the workers' compensation laws of
the State of California. Consultant shall provide City with Exhibit"D," entitled
"Workers' Compensation Insurance Certification,"which is attached hereto and
incorporated herein by this reference prior to occupancy of the Premises.
6.3 Consultant shall secure and maintain comprehensive general liability 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 injuiy 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.
6.4 Consultant shall secure and maintain professional liability insurance in the amount of
One Million Dollars ($1,000,000)per claim made.
6.5 Consultant shall secure and maintain 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 if any,
hired and non-owned vehicles, and employee non-ownership vehicles. City shall be
names as an additional insured and such insurance shall be primary and non-contributing
to any insurance or self insurance maintained by City.
6.6 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 to the
extent caused by any,negligent act or omission of, or willful misconduct by, 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.
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 the City to enter into, modify or renew a contract;
3
HAMy Documents\PROJBCTS1Agreements\CASp1CSG for CASp Services Agreement 3.2015(from Dan).doc
(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 malting
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.
7.3 In the event City officially 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 CIeric'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.
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 Project related 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
perforin the Services as an independent contractor. Neither City nor 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
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.
8.5 Unless earlier terminated as provided for below, this Agreement shall terminate upon
completion and acceptance of the Services by City; provided, however, this Agreement
may be terminated by City, in its sole discretion, by providing five(5) days prior written
notice to Consultant (delivered by certified mail, return receipt requested)of City's intent
4
H:1My Documents1PROJECTS\Agreenients\CASp1CSO for CASp Services Agreement 3.2015(from Dan).doc
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.
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 o 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 and written or verbal agreements relating to such
matters are superseded by this Agreement. Except as otherwise provided for herein, an
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.
5
HAMy Documents\PROJCCTS1Agreements\CASp1CSG for CASp Services Agreement 3.2015(from Dan).doc
IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed
in confirmation of this Agreement.
CITY OF REDLANDS CSG Consultants, Inc.
By: � By: o
Tina Kundig, Finance Director Khoa Duong, P.E.
Attest:
Sam Irwil ity dlerk
6
I l:\My Doc umentsTROJGCTS'Agreemcnts\CASp\CSG for CASp Services Agreement 3.2015(from Dan).doc
EXHIBIT "A"
Scope of Services
The consultant shall complete the following work listed below:
a) When notified services are needed, pick up plans at City's Municipal Utilities and
Engineering Department (MUED), or provide an equivalent method to receive plans.
b) Review plans for code compliance and return them within the timeframe requested, 10
business days for new submittals and 5 business days for re-submittals starting from the
day of initial notification. Plans will be returned by delivering one hard copy or emailed
in PDF format.
c) Provide expedited plan review in shortened timeframes when requested to do so by the
City.
d) Return plans to the City with a list Of corrections required or approve and stamp
"Reviewed for Compliance"with the reviewers and fine's name shown on the plan.
e) Provide a CASp available for phone consultation within 24 hours of the request.
f) Provide a CASp inspector onsite for field inspection within 24 hours of the request.
7
HAMy Documents\PROJECTS\Agreements\CASp\CSG for CASp Services Agreement 3.2015(from Dan).doc
EXHIBIT "B"
Rate Schedule
Plan Review by CASA $85 per hour
. ...__..
Field Inspection by CASA
Other costs associated with services
- -- . - - . _.
Overtime 15 x Hourly Rate
(*)Add$51lig•and cost for mileage reimbursement if CSG provides transportation.
8
HAMy Documents\PROJECTS1Agrecments\CASp1CSG for CASp Services Agreement 3.2615(from Dan).doc
EXHIBIT "C"
WORKERS' COMPENSATION INSURANCE CERTIFICATION
FOR TRAFFIC STUDY SERVICES
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 in one or more insurer 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.
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 of this Agreement. (Labor Code §1861).
CSG Consultants, Inc.
By 3/1 Of-,9c) i 5
Khoa Duong, P.E. Date: