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HomeMy WebLinkAboutContracts & Agreements_88A-2019PS 1 1 (1 24 19) AGREEMENT TO PERFORM PROFESSIONAL SERVICES This agreement foi the provision of archeological monitor and reporting services for the Highline and Crafton Avenue water pipeline replacement project ("Agreement") is made and entered in this 13th day of May, 2019 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City") and ECORP Consulting, 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 11 ARTICLE 1 — ENGAGEMENT OF CONSULTANT City hereby engages Consultant to provide archeological monitor and reporting services for the Highline and Crafton Avenue water pipeline replacement project services for City (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 to its possession that may assist Consultant in performing the Services 3 2 City designates Paul Toor, 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 Consultant shall perform and complete the Services in a prompt and diligent manner 4 2 The term of this Agreement shall be for a period of one (1) year commencing as of the Effective Date, unless terminated ember as provided herein 1 L lcaldpn\Aa eements\ECORP Processional Serv]ces.PS 1 1 5 1 19 docan PS 1 1 (1 24 19) 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 City Council adopted policy foi 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 seventeen thousand two hundred ninety one dollars twenty seven cents ($17,291 27) 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 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 numbei of hours spent and by whom, and a description of reimbursable expenses related to the Services City shall pay Consultant no Iater than thirty (30) days after receipt and approval by City of Consultant's invoice 5 3 Any notice or othei 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, (u) 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 01 express mail, in each case propeily posted and fully prepaid to the appropriate address set forth below, or such othei address as a Party may provide notice in accordance with this section City City Cleik City of Redlands 35 Cajon Street P 0 Box 3005 (mailing) Redlands, CA 92373 Consultant Donald R Mitchell, Vice President ECORP Consulting, Inc 215 North Fifth Street, Redlands, CA 92374 DMrtchell@ecorpconsulting corn (909) 307-0046 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 fisted below is obtained by Consultant Consultant shall provide City with certificates of insurance and endorsements evidencing such insurance pnor to commencement of the Services Insurance policies shall include a provision prohibiting cancellation 01 modification of the policy except upon thirty (30) days prior written notice to City 2 L 1caldjmlAgreements\ECORP Prol'esstonal.Servtces.PS 1 1 5 1 19.docin PS 1 1 (1 24 19) A Workers Compensation and Employer's Liability insurance in the amount that meets statutory requirements with an insurance carriei acceptable to City, or certification to City that Consultant is self-insured or exempt from the woikers' compensation laws of the State of California Consultant shall execute and provide City with Exhibit "C" entitled "Woikers' Compensation Insurance Certification," which is attached hereto and incoipoiated 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) pei occurrence and Two Million Dollars ($2,000,000) aggregate, foi 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) pei 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 D Consultant is expressly prohibited from assigning 01 subcontracting any of the Services without the prior wntten consent of City In the event of mutual agreement by the Parties to assign o1 subcontract a portion of the Services, Consultant shall add such assignee 01 subcontractor as an additional insured to the insurance policies required hereby and provide City with the insurance endorsements prior to any Services being performed by the assignee 01 subcontractor 6 2 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 01 death to persons or damage to property occasioned by any negligent act of omission by, or the willful misconduct of, Consultant, or its officers, employees and agents in performing the Services ARTICLE 7 — CONFLICTS OF INTEREST 7 I Consultant covenants and represents that it does not have any investment 01 interest in any real property that may be the subject of this Agreement or any other source of income, interest in real property 01 investment that would be affected in any manner of 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 3 L Ica\dpnlAgreements\ECO12P Proress,onal.Services PS 1 1 1 19 (Imp PS 1 1 (1 24 19) 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 01 regulation, or adopt 01 enforce a City law, (n) issue, deny, suspend or revoke any City permit, license, application, certification, approval, order or similar authorization or entitlement, (iii) 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 01 for any subdivision thereof B Does not serve in a staff capacity with City and in that capacity, participate in making a governmental decision 01 otherwise perform the same of 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, Consultant shall complete and file a Fan 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 ten -ns and conditions of this Agreement Any assignrnent or attempted assignment without such prior written consent may, in the sole discretion of City, results in City's immediate termination of this Agreement 8 3 Consultant is for all purposes under this Agreement an independent contractor and shall perform the Services as an independent contractor Neither City not 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 4 L'ca\dpnlAa eements\ CORP Prolessional.Services.PS 1 1 5 1 19 doc.an PS 1 1 (1 24 19) whatsoever as an agent, not shall Consultant have any authority, express or implied, to bind City to any obligation 8 4 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 oi 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 5 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 foi 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 foi examination by City at the office of Consultant 8 6 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 01 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 7 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 01 sections contained in this Agreement is declared invalid, void 01 unenforceable by a court of competent jurisdiction, the same shall be deemed severable from the remainder of this Agreement and shall not affect, irnpaii or invalidate the remaining sentences, clauses, paragraphs oi sections contained herein, unless to do so would deprive a Party of a material benefit of its bargain under this Agreement 5 L \ca\dpn\Agr ecments\LCORP Proresstonal Serviccs.PS 1 1 5 1 19 doc dn PS -1 1 (1 24 19) IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed in confirmation of this Agreement CITY OF REDLANDS Bv: tV-eik is McC,nnell Assistant City Manager Attest e Donaldson, City Clerk 6 L 1caldjmlAgreements\ECORP Professional Services PS -1 1 5 1 19,doc.jn ECORP CONSULTING, INC By CA Io a Mi , Vice President PS 1 1 (1 24 19) EXHIBIT "A" SCOPE OF SERVICES Task 1 Archeological Monitor Consultant will provide cultural resources monitoring services, consisting of an Archeologist and Tnbal Monitor, during all ground -disturbing activities within the northernmost 1,100 feet of the Project alignment along Crafton Avenue south of Moss Street and north of 3rd Avenue All cultural materials will be treated in a culturally -appropriate manner Whether or not to collect an artifact will be up to the discretion of the Project Managei in coordination with the City If items are collected, they shall be temporarily stored on site at a secured location with limited access The final disposition of collected items shall be decided through consultation with the City Consultant will assist the City with coordination with participating Tribes for determining the disposition of collected artifacts Artifact disposition may include reburial on site, repatriation, 01 curation at an approved facility Task 2 — Archeological Reporting At the completion of all monitoring activities, a Cultural Resources Monitoring Report will be prepared This report will describe the types of construction activities monitored and will document the methods and results of monitoring If resources are encountered, they will be described in detail with the DPR 523 site records included as an appendix The draft report will be delivered electronically to the City and the San Manuel Band of Mission Indians for review Consultant will respond to one round of combined comments on the report Up to three (3) hard copies of the final report will be provided upon request A copy of the final report will be transmitted to the South Central Coastal [Archaeological] Information Centel (SCCIC) 7 L 1.ca\djEntAd eements\CCORP Professional Services.PS 1 1 5 1 19 doc.jn PS 1 1 (1.24 19) EXHIBIT "B" Fee Schedule The costs will be billed on a TIME AND MATERIALS NOT TO EXCEED basis, as presented below Breakdown of Costa Activity Rate (5) Hours/Units Cost (5) Task 1— Monitoring Tasks Project Manager 140 5.5 770.00 Staff Archaeologist 110.00 38 4180.00 Associate Archaeologist 80.00 45.5 3640.00 Tribal Monitor 55 00 34 1870.00 ODCs 211.27 Task 1 Total 123 10,671.27 Task 2 - Reporting Tasks Department Head 275.00 3 825 00 Project Manager 140.00 25 3500 00 Staff Archaeologist 110.00 12 1320 00 Technical Editor 150.00 2 300.00 GIS Technician 100.00 6.75 675.00 Task 2 Total 48 75 662000 TOTAL ESTIMATED HOURS AND COSTS 171.75 17291.27 Note ODCs consist of mileage for cultural monitors and mileage for the Tribal Monitors. Standard rates, as listed above, apply for all overtime, night, and weekend work 8 L IcaldjmlAgreements1ECORP Professional.Services.PS 1 1 5 1 19.doc4n PS 1 1 (1 2419) 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 Industnal Relations, a certificate of consent to self -insure, either as an individual employer, or as one employer m 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 ECORP CONSULT By Don. i ' Mit ell, Vice President G, INC 9 L IcaldlmlAgreementslECORP Professional.Services.PS 1 1 5 1 19.doc.jn Date C l lct