HomeMy WebLinkAboutContracts & Agreements_49-2014_CCv0001.pdf AGREEMENT TO PERFORM PROFESSIONAL SERVICES
This agreement for the provision of professional engineering services associated with the
City of Redlands' A.K. Smiley Library ("Agreement") is made and entered in this 15'h day of
April 2014("Effective Date"), by and between the City of Redlands, a municipal corporation
("City)- and Design West 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 professional engineering services for City's
A.K. Smiley Public Library (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 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.
3.2 City designates Chris Boatman, Senior Project Manager, 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 Consultant shall perform and complete the Services in a prompt and diligent manner in
accordance with the schedule set forth in Exhibit "B," entitled "Project Schedule,," which
is attached hereto and incorporated herein by reference. The Services shall commence
within ten(10)days of the Effective Date of this Agreement.
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4.2 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 The total compensation for Consultant's performance of the Services shall not exceed the
amount of Fifty Two Thousand Three Hundred Fifty Dollars ($52,350). City shall pay
Consultant in accordance with Exhibit"C", entitled "Fee Proposal, which 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, and 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 All notices shall be given in writing by personal delivery or by mail. Notices sent by mail
should be addressed as follows:
City Consultant
Fred Cardenas, Director Robert Crank—Principal
Quality of Life Department Design West Engineering
City of Redlands 275 W. Hospitality Lane Suite 100
35 Cajon Street, Suite 222 San Bernardino, California 92408
P.O. Box 3005 (mailing)
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 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 Citv.
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6.2 Consultant shall secure and maintain Workers' Compensation and Employer's Liability
insurance throughout the duration of its performance of the Services in accordance with
the laws of the State of California, with an insurance carrier acceptable to City as
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described in Exhibit"C," entitled "Workers' Compensation Insurance Certification,"
which is attached hereto and incorporated herein by this reference.
63 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 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.
6.4 Consultant shall secure and maintain professional liability insurance throughout the term
of this Agreement in the amount of One Million Dollars ($1,000,000)per claim made.
6.5 Consultant shall have 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.
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 occasioned
by any negligent act or omission, or 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 an having a such
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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 or participate in:
(i) the making or any City governmental decisions regarding approval of a
rate, rule or regulation, or the adoption or enforcement of laws;
(ii) the issuance, denial, suspension or revocation of City permits, licenses,
applications, certifications, approvals, orders or similar authorization or
entitlements;
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(iii) authoring City to enter into, modify or renew a contract;
(iv) granting City approval to a contract that requires City approval and to
...hich City is a party, or to the specifications for such a contract;
(v) granting City approval to a plan., design, report, study or similar item;
(vi) adopting or granting 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.
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 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.
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
perform the Services as an independent contractor. Neither City nor any of its agents
shatl 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.
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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 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 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 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. 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.
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IN FITNESS WHEREOF, duly authorized representatives of City and Consultant have signed
in confirmation of this Agreement.
CITY OF REDLANDS
' DESIGN WEST NGLT
t �
By: By:
Pete AguiPar, Mayor Robert Cronk, Principal
ATTEST:
Sam Irwi C ty Clerk ---
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Exhibit A
The scope ol"work contains five separate parts. The delivera-bles, for each milestone are as follows-
Part One—Site Assessment
The goal of this portion of the project is gain a thorough understanding of the condition of the building 14VAC
syslenn in order to develop a program for how this project should proceed. The condition of the system will be
investigated to better understand if it provides adequate cooling, heating, air movement, temperature control,
thern-tal cornfortand is compliant with current Title 24 building code requirements, Additionally, this phrise may
involve interaction and coordination with ou-- sub-consulting Archittectunal Historian who will be responsible for
investigation of how proposed activities will impact the historical significance of the building- The Architectural
Historian will make recommendations for each activity accordingly.
For this phase to proceed,we plan to:
I) Obtain and review anv available xxisting building UIVAC and electrical plans and other related planning
documents from the City pertinent to the project.
2) Attend a project kick-off ineetincy with City Staff to ensure all parties are agreed on project scope,
?l Review the maintenance schedules that have been active for the existing equipment for the lass several
years,
4') Perform the necessary field investigations to identify the existing condition of all HVAC equipment and to
determine feasible strategies within the limitations of the existing building itscif io include:
a. Interview of building occupants to fully understand the conditions and limitations within the
building while on site doing the:Hearst
b, Analysis the existing cooling tower,and water system to understand the issues causing a need for
Constant water treatment,
c- Anal-visis the existing controls ssystern including the pneurnatics and the bridgingsysterns that have
el J
been installed for the old equiprricto to be able to interfiace with new dignal thert-nostais
d- Aralysis of the intcmal state of each Air Handler as well the couple of existing rooftop package
Unit&
e. Hot and Cold water lines, sufficiency of existing electrical service, and any other 11VAC
components
5) Coordinate with the Architectural Historian on findings and potential solutions(optional)
6) Prepare a written repart which identifics all of the findings in the site investigation and proposes the best
solutions includkg a preliminary cost estituate for each solutio.11,
Part Two—Syste Desig
In gn Recommendations
The goal of this second part is to detennine a course of action and solution with the city- There will undoubtedly be
multiple potential plans to review and each will come with difficrent costs attached. It is our desire to help the city
understand each of the diflerent solutions and impacts on first cost, comPort, operating cost, maintenance, schedule
for installation,and the historical integrity of the facility,
For this phase to proceed,we p1m,to-
I) Conduct a findings mecting with the City Staff(to potentially include the architectural historian-)to present
the repeat of findings and review current conditions, various proposed solutions, estimated casts and
tirtrefirames
21) Decide with city on a project SOILItion and begin to rnake preparations for prels mtri-ry design
3) Determine with the chy the best projiect approach and project delivery-methm-1
41 Review and solidify the project schedule and staffing requirements ibr subsequent phases
Begin research for plan check submittal and securing of permits
Part Three—Technical Specifications and Plans
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The L,a of part three is to prepare the necessary le,.el of constTuction documents heeded or the City to laid this
proudt package and select an appropriate qualifie=d contractor. Technical specifications will include all disculines
rte essianr to achieve the intended project seiipc the was determined in the second phase,tart?.
For this phase to proceed,we plan to.
1 t Develop specifications
Perform building loads and make-initial final equipment seections
f Engage all necess design disciplines to complete the intended scope
Perform the following tasks at the appropriate milestone sl dec:ldtal upon in Phase 21
al Conduct design coordination meeting(s) both internally with design sub-consultants and with thet
Civ
b) Produced itemized cost estimates
c Submit construction docurne ats to the f.:ity and to other agencies and utility companies for review
and to obtain preliminary approvals
dl Complete drawings to a point where all clenents of a substantial design are prevent so that the
City may review the set for overall rall scrape content
e ? dress any comment, Lrom the Civy,(Y nerat d from previous me tin S or[3laun reviews
f) SSubmit package in print three sets? °aiad electronic ((-D)' formats for review, including precious
plan checks
Dart Four—Construction/Project Management(Optional)
The §goa€ of pant four is to provide the city with option of utilising our services to be Construction Manag r as
opposed to the Standard services or construction administration SUp ort or as as contractor's desigT€ VaI tliG r ITI 2
design build etTort_
For this phase to proceecL we plan to:
l f Develop a plan and specify the number if Pecessar s,rote#ctings site visits to complete this task.
Aid the City in tabulating and evaluating construction Diels.
i Assist the City in preparing the bid addenda as required to provide clarification to drawings and
specifications and respond in Requests for Inf€ rmation(R ls)anclJor Requests far Clarification(RFCs)
d f esp nd to all clarifications of`dra# Ings and specifications,
5) Attend the pre-bid meeting on site to review the plaits and specifications with bidding contractors to answer
apy questions they may have
til Conduct construction meetings at pre-determined intervals
°li Provide addenda aS required to clarify drawings and specifications
) Provide the co ii sionina guidelines, finial ac cepwnce.acid quality assurance support services
9 provide final project closeout guidelines and closeout procedure wid perfon ante testing checklist of the
system redesigii.
Ittf Provide preparation and dcliv=erg of fatal inspection and a performance test ng report.
i I i review the preset record,operations and maintenanc=e manual and"its-built"drawing submittals,
Part Five---Field Test
The:goal of part five is to perform field observation sem ices consistrni,cit`visits to.the site at intervals apprapriate to
the stage of construction to review and report the progress and quality of the ork and to determine in general ifthe
work- is proccedingin accordance with the intended design goals and objectives,
dives,
For this phase to proceed,we plan to-
it
Verifv that the sDecified systems are functioning its accordance with the design intent and in
accordance with€fire Contract Documents.
Coordinate the system documentation, equipment start-tip, control system calibration, testing
and balancing(TAB), performance testing and verification, and training.
Resolve non-confo,mance or deficiencies encie with the contractor and/or city if heeded.
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The following is a preliminary schedule of rnilesttiin:s to deliver a successful rl proje t at a napical pace. Sora e time
frames are bracketed in the proposed schedule in the later parts of the Inrc.ject, This is due to the fact that each of the
5 part'associated with this pros ec;t build on subsequent parts. Because of this, there etre still several unknowns as to
the specific protect scope acid what a realistic schedule will in-,olv . It 3is our intent to provide you at the city with
information on some of the different courses this project could take and how that will impact the time frames to
complete.
tiw.
Part One—Site Assessment
`rim line is lased on the ?notice to Proceed date of Mav 15 as stated in the RFR If the awafd date Moves Lip, the
schedule can move up accordingly.
Notice to Proceed May 15
Kick O cclingwith City I Week if av 22
Complete Site Investigation I Week May 29
Coordinate Wath r hitectu l Historian(Optional) I Week June
Final Report I Week .lune 12
Part Two--System Design Recommendations
Times for City Reviews are estimated on the part of the City, If the Citi anticipates ?anger or shorter tinic ti"ames
for response,the schedule can react accordingly,
Report Present tion to the Cita - ,lune 12
"its Review mid Response Time I Week .Tune t
olidify Project Plan for pats 3,4,5 1 Week .Tune 1-6
Tart Thr nim Specifications and Plans
Depending on the course of the pr(sJjec€ as tfeternuned following Part 2, the Prosect scope,plan„and fees associated
sn ag can be solidified and executed, A particular point o scopz that Vould significantly impact the design
m r`�,fL rti E - lace ent o it Handler Ultots(and how many is also still unknown), rh se bracketed time frames
are estimates to hopefully give the City a reasonable a nderst ndi ne of what could be involved- An option for
Design Build is included-
IntLynal DLsign Team Kickoff e1e tirnu' -- June 26
l'r s rit 5()'/a I urC rrplet Desi#gg Build Bridging ccs 2-3 Weeks Jul; 10 July
present 95%Plans to the City 2-3 Weeks July2 - Aug 7
City Review and Response Time I Week July 31 Aug, 14
Completion of Construction Doccumems I Week Aug 7---Arig I I
Part Four—Construction
Much like Part 3, the schedule for € o nstruction weighs heavily n the rlete sinataons made to Par 2. S r to key
r tint as construction tasks are listed in carder of tirrnc required for Installation. Not all cif these tasks will necessarily
he complete m A hypothetical Bid Award Amts: is established at Sept 4, but this can rntrAre Ftp if subsequent Lasks
finish s. rtner,
Bad Award 2-4 Weeks Sept
k o n-ol Valves Led Tirne 3 Weeks Sept 25
Control Wo (Installations) I Week Oct
rain.Cooler/Cooling Tower(Lead Time) 8 Weeks Oct 3
Flc id(7c ls.r/ ling Tower er (Installationn) I Week Nov 6
=iler Replacement(Lead Ti ) 8 Weeks Oct 3
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Part Four—Construction Continued
Boiler Replacement(Ins'tallation) I Week Nov 6
Ar Handier Units(Lead Time) 12 Weeks Nov 26
Air Handler'Units(Installation for Unknown Number) 2-8 Weeks Dec 1 1 -Jan 22
Part Fire—Field Test
Nnal Test - Oct 2 --Jan 22
Resolution of Issues, if any 0-2 Weeks Oct 2 --Feb 5
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Exhibit C
�
Date April 10,2014
Agency: City ofRed lands
Quality mfLife Department
Attention: Chris Boatman
Subject: A.K.Smiley Library
HVAC Modernization and Repair
Our Proposal #
P|auso find below our fees for the above referenced project. We have itemized the costs by phase
commensurate with the RFP. P|aeee nota that due to the preliminary nature ofthe fee proposal relative to e
complete diagnosis of the HVAC system,we have listed a range of fees for the Document Preparation phase of
work. We will of course be glad to refine these numbers as the scope becomes evident. This fee proposal
corresponds tnthe scope wfwork identified inthe
Part One-Site Assessment
Mechanical E[acthca| En�inee/ $51".Q08.02
Historian Archibecl (Dp1|o, S2,0�1�l
Total $7.800.00
PartTvwo-Symh»m Design Recommendations $2.000.00
Part Three-Construction Documents and 8peuUimationo*^
Mechanical - minimal scope identified: $7.500.00
Electrical - minimal scope identified: $3.000.00
Structural - minimal scope identified: $2.500.00
Architectural - minimal scope identified: $Z5�>-O8}
Sub-Total $15.500.80
Mochoniue| - pnssib|e additional scope: $6,000.00
Electrical - possible additional scope: $1.000.00
Structural - possible additional scope: $ 500.00
Architectural - possible additional scope: VIX00J00
Sub-Total $9.500.00
Plan Check $1.350.00
Total: $18.850.00 $26.350.00
Part Four-Construction Management(Ophona|)** $12.500.00
Part Five- Field leeting** $4.500.00
**GutdectTmRevision After Part Two
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EXHIBIT "D"
WORKERS' COMPENSATION INSURANCE CERTIFICATION
FOR INSPECTION 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 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.
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).
DFS,1GN WESNGINEERING
By:---- I ts�
Robert Cronk Date:
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