HomeMy WebLinkAboutContracts & Agreements_233-2014_CCv0001.pdf AGREEMENT TO PERFORM PROFESSIONAL SERVICES
This agreement for percolation testing services ("Agreement") is made and entered in this
16t1i day of December, 2014 ("Effective Date"), by and between the City of Redlands, a
municipal corporation ("City") and Koury Engineering &Testing 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 I —ENGAGEMENT OF CONSULTANT
1.1 City hereby engages Consultant to perform percolation testing services at the City's
wastewater treatment plant percolation basins located on Alabama Street south of River
Bluff Avenue 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 like 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 Work,"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 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 Consultant shall perform and complete the Services in a prompt and diligent manner.
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
H:1My Documents\PROJECTSIWWTPIWWTP Perk BasinsWoury Engineering WWTP Perk Basin Testing Agreement 12 16 14(from 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 Four Thousand Nine Hundred dollars ($4,900.00). City shall pay Consultant
on a Iump sum basis up to the not to exceed amount, in accordance with Exhibit "B"
entitled"Rate Schedule,"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,the number of hours spent and
by whom, and a description of reimbursable expenses related to the project. 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:
City Consultant
Chris Diggs Jacques B. Roy
City of Redlands Koury Engineering&Testing Inc.
35 Cajon Street, Suite 15A 14280 Euclid Avenue
P.O. Box 3005 (mailing) Chino, CA 91710
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
HAMy Documents\PROJECTSIW WTP\W WTP Perk Basins\Koury Engineering WWTP Perk Basin Testing Agreement 12 16 14(from Dan).doc
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 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 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 and negligent act or omission by, or the 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 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:
HAMy Documents\PR0J[CTSIW WTPIWWTP Perk BasinsWoury Engineering WWTP Perk Basin Testing Agreement 12 16 14(from Dan),doc
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;
(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 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 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 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
in
HAMy Docurnents\PROJECTSIWWTP1WWTP Perk Basins\Koury Engineering WWTP Perk Basin Testing Agreement 12 16 14(from Dan).doc
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 tenninated
by City, in its sole discretion, by providing thirty (30) 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 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 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, 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.
1- Ny DocumentslPROJECTMW WTP\W WTP Perk Basins\Koury Engineering WWTP Perk Basin Tcsting Agreement 12 16 14(from Dan).doc
IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed
in confinnation of this Agreement.
CITY OF REDLANDS KOURY ENGINEERING & TESTING
INC.
c�
wZ6'ct4 j4V
By: �--- —' ` By:
Tina T. Kundig, Finance Director Ja ue . Roy, Ge eral Manager
ATTEST-
Sam Irwln, dity Clerk
i
HAMN D(XUmC11tsTROJECI S\WNN
"I'1'\W 'TP Perk Basins\KourN Engincerinu N'W'1'11 Perk Basin Testing Agreement 12 16 Id( from Dan).doc
EXHIBIT "A"
SCOPE OF WORK
Task 1—Background Review
Consultant will review geologic maps and existing studies covering the site. Consultant will also perform
a site reconnaissance to observe existing conditions and select proposed boring locations, and mark the
Iocations of our proposed borings and notify Underground Service Alert of our intent to dig in accordance
with State law. Consultant will request that all available information identifying the type and location of
utility lines and other man-made objects beneath the proposed improvement areas be provided to us at
least one week prior to marking our field explorations.
Task 2—Field Exploration and Percolation Testing
The site consists of 8 basins. Except for immediately near the surface, the subsurface conditions should
be relatively consistent from location to location. Consultant will perform one percolation test at every
other basin for a total of 4 percolation tests and perfornn boring percolation tests per the procedures of the
County of San Bernardino. Consultant will perforin the tests at depths of 1 to 3 feet depending upon the
subsurface conditions observed.
To correlate the results of percolation with the subsurface conditions,Consultant will drill one boring to a
depth of about 20 feet adjacent to each percolation test, and sample each boring at close interval of about
2 feet to the full boring depths. The number of blows necessary to drive a Standard Penetration Test
(SFT) sampler will be recorded. The depth to groundwater will be measured at the completion of drilling,
if encountered.
Task 4-Laboratory Testing
Laboratory tests will be performed on selected soil samples to evaluate the physical and engineering
characteristics of the subsurface soils. The laboratory tests to be performed may include the following:
• Moisture content tests; and
• #200 sieve wash and/or gradation tests for soil classification.
The selected type and frequency of Iaboratory testing will depend on the nature of the soils encountered,
and the density and cohesion of the soils as determined by the blow counts recorded during sampling.
Task 5—Geotechnical Engineering Analysis and Report Preparation
The results of Consultant's field percolation tests and laboratory tests will be summarized in a written
report prepared under the supervision of a Registered Geotechnical Engineer. One pdf and Microsoft
Word copy of the report will be provided for your use. Consultant's report will include the following
items:
• Vicinity map and site plan showing the approximate test locations;
• Logs of boring;
• Results of laboratory tests;
• Discussion of general site surface and subsurface conditions;
• Discussion of the results of percolation testing;
AMy DocumentsTROJECTS\WWTPIWWTP Perk BasinsWoury Engin
Ieering WWTP Perk Basin Testing Agreement 12 16 14(from Dan).doc
EXHIBIT 'rB"
RATESCHEDULE
Field Exploration—4 borings(subcontract drilling rig).................................................................. $ 1,650
Field Services-boring layout,utility clearance,and field personnel............................................ $ 1,450
LaboratoryTesting.......................................................................................................................... $ 600
EngineeringAnalysis...................................................................................................................... $ 300
Report Preparation(draft and final) ................................................................................................ $ 900
TOTAL:......................................$4,900
H:\My Documents\PROJECTSMWTP\WWTP Perk BasinslKoury Engineering WWTP Perk Basin Testing Agreement 12 16 14(from Dan).doc
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 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
/I 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 perfonnance of the work and activities required or permitted under this
Agreement. (Labor Code §1861).
I affirm that at all times, in perfonning 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.
KOURY ENGINEERING & TESTING INC. Date:
By: / —
Ja que . Roy
HAM%Doe uments\PROJFCTS\WWTP\WWTP Perk Basins\Koury Eng9eering WWTP Perk Basin Testing Agreement 12 16 14(from Dan)doe