HomeMy WebLinkAboutContracts & Agreements_193-2004_CCv0001.pdf AGREEMENT TO FURNISH CONSULTING SERVICES
This Agreement is made and entered into this 21" day of December, 2004 by and between
the City of Redlands, a municipal corporation(hereinafter"City")and Tom Dodson and Associates
hereinafter("Consultant").
In consideration of the mutual promises contained herein, City and Consultant agree as
follows:
ARTICLE I - ENGAGEMENT OF CONSULTANT
1.1 City hereby retains Consultant to perform professional consulting services in the review of
biological data submitted in connection with the development of a residential subdivision for
Standard Pacific (Tract No. 16689) located between Lugonia Avenue and San Bernardino
Avenue east of Judson Street ("Services"),
1.2 The Services shall be performed by Consultant in a professional manner and Consultant
represents that it has the skill and 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 which Consultant shall perform are more particularly described in Consultant's
proposal to City dated December 8, 2004, a copy of which is attached hereto as Exhibit "A"
and incorporated herein by this reference.
2.2 Consultant shall comply with applicable Federal, State and local laws in connection with its
performance of the Services including, but not limited to, applicable State Labor Code
requirements and the State's Fair Employment and Housing Act.
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ARTICLE 3 - RESPONSIBILITIES OF CITY
3.1 City shall make available to Consultant, in a timely manner, complete and accurate
information in City's possession that is relevant to the performance of the Services.
3.2 City will provide Consultant with access to City-owned property as required by Consultant
to perform the Services.
ARTICLE 4-: PERIOD OF SERVICE
4.1 Consultant shall complete the Services by January 21, 2005. The parties agree that time is
of the essence in Consultant's performance of the Services.
ARTICLE 5 - PAYMENTS TO CONSULTANT
5.1 The total compensation for Consultant's performance of the Services,including reimbursable
expenses,shall not exceed$1,100.00,and each individual task(tasks I through 4)performed
by Consultant shall not exceed the amount specified for such task as described in Exhibit
"A."
5.2 Consultant shall bill City within ten days following the end of each month by submitting an
invoice indicating the portion of the Services performed,who performed the Services and the
cost of such Services, including backup documentation. Payments by City to Consultant
shall be made within thirty(30) days after receipt and approval of Consultant's invoice, by
warrant payable to Consultant.
5.3 All notices, bills and payments shall be made in writing and may be given by personal
delivery or by mail. Notices, bills and payments sent by mail shall be addressed as follows:
City Consultant
Jeff Shaw, Director Bill Gatlin, Vice President
Community Development Dept. Tom Dodson And Associates
P.O. Box 3005 2150 N. Arrowhead Avenue
Redlands, CA 92373 San Bernardino, CA 92408
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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 paragraph.
ARTICLE 6 - INSURANCE AND INDEMNIFICATION
6.1 Consultant's Insurance to be Primary
All insurance required by this Agreement shall be maintained by Consultant during the term
of this Agreement and shall be primary with respect to City and non-contributing to any
insurance or self-insurance maintained by City. Consultant shall not perform any Services
unless and until all 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. All insurance policies shall include a provision
prohibiting cancellation of the policy except upon thirty(30)days prior written notice to City.
6.2 Workers' Compensation and Employer's Liability
A. Consultant shall secure and maintain Workers' Compensation and Employer's
Liability insurance throughout the term of this Agreement in amounts which meet
statutory requirements with an insurance carrier acceptable to City.
B. City and Consultant expressly waive all rights to subrogation,each against the other,
their respective elected officials, officers and employees for losses arising from the
Services performed under this Agreement. Consultant expressly waives Consultant's
immunity for injuries to Consultant's employees and agrees that the obligation to
indemnify and hold harmless provided for in this Agreement extends to any claim
brought by or on behalf of any employee of Consultant. This waiver is mutually
negotiated by the parties. This waiver shall not apply to any damage resulting from
the sole negligence of City, its agents and employees. To the extent any of the
damages referenced herein were caused by or resulted from the concurrent negligence
of City,its agents or employees,the obligations provided herein to indemnify,defend
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and hold harmless are valid and enforceable only to the extent of the negligence of
Consultant, its officers, agents and employees.
6.3 Comprehensive General Liability Insurance. Consultant shall secure and maintain in force
throughout the term ofthis Agreement comprehensive general liability insurance with carriers
acceptable to City. Minimum coverage of one million dollars ($1,000,000)per occurrence
and one million dollars ($1,000,000) aggregate for public liability, property damage and
personal injury is required. Consultant shall obtain an endorsement that City shall be named
as an additional insured.
6.4 Professional Liability Insurance. 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 occurrence and two million dollars ($2,000,000) annual aggregate.
6.5 Business Auto Liability Insurance. Consultant shall have business auto liability coverage
with minimum limits of one million($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 performance ofthe Services,
hired and non-owned vehicles, and employee non-ownership vehicles. Consultant shall
obtain an endorsement that City shall be named as an additional insured.
6.6 Assignment and Insurance Rgquirements. Consultant is expressly prohibited from assigning
any of the Services to be performed under this Agreement without the express written consent
of City. In the event of mutual agreement between the parties to assign a portion of the
Services, Consultant shall add the assignee as an additional insured and provide City with
the insurance endorsements prior to any work being performed by the assignee. Assignment
does not include printing or other customary reimbursable expenses that may be provided for
in this Agreement.
6.7 Hold Harmless and Indemnification. Consultant shall indemnify and hold harmless City, its
elected officials, officers and employees from and against any and all actions, claims,
demands, lawsuits, losses and liability for damages to persons or property, including costs
and attomevs' fees, that may be asserted or claimed by any person, finn, entity, corporation,
political subdivision or other organization arising out of,or in connection with,Consultant's
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negligent and/or intentionally wrongful acts or omissions in performing the Services, but
excluding such actions, claims, demands, lawsuits and liability for damages to persons or
property arising from the sole negligence or intentionally wrongful acts of City, its elected
officials, officers and employees or agents.
ARTICLE 7 - GENERAL CONSIDERATIONS
7.1 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.
7.2 All documents,records,drawings,designs,cost estimates,electronic data files,databases and
other documents developed by Consultant pursuant to this Agreement 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 will
be at City's sole risk.
7.3 Consultant is for all purposes an independent contractor. Consultant shall supply all tools
and instrumentalities required to perform the Services. All personnel employed by
Consultant are for its account only, and in no event shall Consultant or any personnel
retained by it be deemed to have been employed by City or engaged by City for the account
of, or in behalf of, City.
7.4 Unless earlier terminated, as provided for below, this Agreement shall terminate upon
completion and acceptance of the Services by City.
7.5 This Agreement may be terminated by either party, without cause, by providing seven (7)
days prior written notice to the other party (delivered by certified mail, return receipt
requested).
7.6 This Agreement shall be governed by and construed in accordance with the laws of the State
of California.
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7.7 Ifthis Agreement is terminated by City,an adjustment to Consultant's compensation shall be
made,but no amount shall be allowed for anticipated profit or unperformed Services,and any
payment due Consultant at the time of termination may be adjusted to the extent of any
additional costs to City occasioned by any adjudged default by Consultant.
7.8 Upon receipt of a termination notice from City,Consultant shall discontinue all Services and
provided City has fulfilled all of its financial obligations under this Agreement except those
in dispute, deliver or otherwise make available to City copies (in both hard copy and
electronic form,where applicable)of any data,design calculations,drawings,specifications,
reports, summaries and such other information and documents that have been prepared or
assembled by Consultant in performing the Services.
7.9 Consultant shall maintain books evidencing payroll costs and all expenses associated with
the Services. Such books shall be available at all reasonable times for examination by City
at the office of Consultant.
7.10 This Agreement,including the exhibits incorporated herein by reference,represents the entire
agreement of the parties as to the matters contained herein, and any prior negotiations,
proposals and agreements relating to the subject matter hereof are superseded by this
Agreement. Any amendment to this Agreement shall be in writing, approved by the City
Council of City and Consultant.
7.11 This Agreement shall be governed by and construed in accordance with the laws of the State
of California.
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IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have
signed in confirmation of this Agreement.
CITY OF REDLANDS
i l
By:
us eppler By
Mayr Bill Gatlin
Vice President
ATTEST:
Citi Clerk, Ci � f dlands
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EXHIBIT "A"
TUM DODSON & ASSOCIATES
2150 N.ARROWHEAD AVENUE
SAN BERNARDINO, CA 92405 {
TEL(909)882-3612 - FAX(909)882-7015
E-l4 1..�
December 8,2004
Mr.John Jacquess
City of Redlands,Planning Department
35 Cajon Street, Suite 20
Redlands,CA 92373
RE: ENVIRONMENTAL REVIEW AN') RECOMN,tENDATIONS FOR THE PROPOSED
STANDARD PACIFIC ROARS TENTATl VE TRACT ivlAP N0, 16689
Dear Mr.Jacquess:
Thank you for the opportunity to submit this proposal to evaluate issues relative to California Environmental
Quality Act (CEQA) and Endangered Species Act (ESA) complianee sue
the proposed Standard Pacific Homes
Project. We Iook forward to developing recommendationsto assist the City of Redlands in their review and
approval of the project. The services covered by this proposal are ss follows:
1. Attend initial meeting with City of Redlands personnel for information gathering purposes(conducted on
12/07/04)
2. Conduct an on-site investigation.
3_ Review existing environmental documents provided to the City by Standard Pacific Homes.
4. Develop recommendations for the City of Redlands to use as
regarding the above referenced project relating to CEQA andESAdeliones-ice n their decision making process
Total Fee $1,100.00
If this proposal is acceptable,please sign in the space provided below.Work will be scheduled upon receipt of an
authorization to proceed.
Again, thank you for asking Tom Dodson &Associates to assist you with this project and should you have any
questions or comments,please do not hesitate to call.
Sincerely, Authorization To Proceed
Bill Gatlin
Vice President Signature
Date
Print name and title
BCdset
PrapMCity orRcdWa ds