HomeMy WebLinkAboutContracts & Agreements_184-2013_CCv0001.pdf AGREEMENT TO PERFORM PROFESSIONAL SERVICES
This agreement for the provision of technical consulting and design services for the
LONG Station Expansion("Agreement")is made and entered in this 3rd day of September,2013
("Effective Date"), by and between the City of Redlands, a municipal corporation ("City)" and
Fuel Solutions, Inc.Monsultant"). 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 1 —ENGAGEMENT OF CONSULTANT
1.1 City hereby engages Consultant to provide preliminary design, technical specifications,
bidding and construction phase services, and construction management services for
City's LCNG Station Expansion(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, applicable State
prevailing wage laws relating to the performance of"construction" work as defined by
Public Contract Code section 1720.
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 Fred Cardenas, Quality of Life 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 in
accordance with the schedule set forth in Exhibit"B," entitled"Project Schedule,"which
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is attached hereto and incorporated herein by reference. The Services shall commence
within ten(10)days of the Effective Date of this Agreement.
ARTICLE 5—PAYMENTS TO CONSULTANT
5.1 The total compensation for Consultant's performance of the Services shall not exceed the
amount of Thirty Seven Thousand Eight Hundred Eighty Three Dollars ($37,883). City
shall pay Consultant on a time and materials basis up to the not to exceed amount, in
accordance with Exhibit "C" entitled "Project Costs," and based upon the hourly rates
shown in Exhibit"D," entitled "Rate Schedule." Both Exhibits "C" and'D"are 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 All notices shall be given in writing by personal delivery or by mail. Notices sent by mail
should be addressed as follows:
CAY Consultant
Fred Cardenas, Director Reb Guthrie
Quality of Life Department President
City of Redlands Fuel Solutions, Inc.
35 Cajon Street, Suite 222 12340 Santa Monica Blvd. #133
P.O. Box 3005 (mailing) Los Angeles, Ca 90025
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 City.
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6.2 Consultant shall secure and maintain Workers' Compensation and Employer's Liability
insurance in accordance with the laws of the State of California, with an insurance carrier
acceptable to City as described in Exhibit "E," entitled "Workers' Compensation
Insurance Certification," which is attached hereto and incorporated herein by this
reference.
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, omission or failure to act by Consultant, 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 or participate in:
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(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;
(iii) authoring City to enter into,modify or renew a contract;
(iv) granting 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) 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 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
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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 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 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, 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.
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IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed
in confirmation of this Agreement.
CITY OF REDLANDS
By: By:
Pete A&ar,Mayor Henr4y A. (k-eb)Guthrie,President
Attest:
Sam fiNk City Clerk
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EXHIBIT A-SCOPE OF WORK
Proposed Schedule for Design&Development of LCNG Station Expansion
City of Redlands Project No. 47017
Task Weeks to Complete
Eacch Task Cumulative
Notke to proceed Issued by,City,
Task Preliminary Design 8 mresti
1.01 Conduct civil survey as needed
1.02 Review and document any existing UCNG fueling system&maint.history as
needed
1.03 Project-kickoff meeting with fleet staff,including conducting programming
questionnaire to determine basis of design
1.04 Code analysis and research
1.05 Review&determine required performance&features for LCNG upgrade
1.06 Conduct design-coordination meeting with ail design-team members
1.07 Prepare basis of design memorandum for review and approval by the City
1.08 Prepare preliminary/50%design-drawing package
1.09 Prepare 50%specification package
1.1 Submit 50%design package to City(submittal-1)
1.11 Conduct preliminary design-review meeting with City of Redlands Fire Dept.
1.12 Develop preliminary budgetary based on 50%design (equipment and const.)
1.13 Preliminary design review with fire department and other AHJs as appropriate
1.14 Teleconference&project management(various)
Task 2-Design&Corrstiiwflon,Documents 8 11
2.01 Meet with City staff to review 509%design submittal
2.02 Incorporate City comments/feed back from 50%submittal
2.03 Conduct design-coordination meeting with all design-team members
2.04 Prepare 95%design-construction drawings
2.05 Prepare 95%specifications
2.06 Prepare 95%cost estimate
2.07 Submit 95%drawings to client&Building/Fire Officials(submittal-2)
2.08 Teleconference&project management(various)
Task 3-Permitting&Bid Documents 8 _ 19
3.01 Incorporate client&Officials comments/feed back from 95%submittal
3.02 Prepare 100%design-construction drawings
3.03 Prepare 100%specifications
3.04 Prepare 100%cost estimate
3.05 Revise/resubmit dwgs for plan chk as required-"Bid Set`(submittal-3)
3.06 Obtain final Fire Marshal&City Building Dept approval of design drawings
3.07 Proves updated/final cost estimate
3.08 Provide updated schedule(long lead items,etc.)
3.09 Teleconference&project management(various)
Task 4-_Bidding& onAward 16. 35,
4.01 Provide contact info for potential bidderstractors _ .
/con
4.02 Assist City to conduct pre-bid conference
4.03 Reply to technical questions from contractors during bidding
4.04 Teleconference&project management(various)
Task$-Construction Assistanc.0COMWed with asik 4;=�
5 01 Review shop drawings&submittals from contractor-incudes deferred
submittal far canopy engineering;also to be reviewed by City Building Dept.
5.02 Attend construction-progress meetings as needed
5.03 Respond to RFIs from contractor
5.04 Review onsite testing&startup
5.05 Review change orders&modifications to specifications
5.06 Final inspections,punch fist process,determine substantial completion-
indudes functional and performance testing
5.07 Review/verity 0&M manuals for all equipment and devices
5.08 Review&field verify contractor's as-built markups of design drawings
5.1 Coordinate/review facility&fueling training by contractor
5.11 Coordinate FD-familiarization training for new equipment as needed
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EXHIBIT B—PROJECT SCHEDULE
Proposed Schedule for Design&Development of LCNG Station Expansion
City of Redlands Project No. 47017
Weeks Duration
Task# Task
Each Task Cumlative
- Notice to proceed issued
0 0
by City
1 Preliminary design S 2 2
investigation
2 Construction documents 8� 1
a plan the
3 Bidding period services 8 18
4 Conshuctlon phase 16 34
services
5 Construction Combined with Task 4
management and 01A
B-1
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EXRMIT C -PROTECT COSTS
Scope and Fee Proposal by Fuel Solutions,Inc.to the City of Redlands
for Design Consulting to Upgrade its LCNG Fueling System
FS-Redlands LCNG Design Fee Proposal 081413xlsx Fee Summary
C:
0
Consultantcv ca
Title $Rate io
: W J 9 $Total
co 0 .
> 'V
a.
-3 CL
Reb Guthrie :Project Manager,Principal
164-00 16 i 16 12 8 12
Faye Farahmand,RE. Project Engineer 148.00 12 1 24
Bruce Guthrie Assist.Project Manager,Principal i 160.00 04 4 0 8
Rex Barker -sr.Mechanical Design Specialist 88.00 4 1 28 20 4 16
Staff
LAdministrative 45. 2 2 1 4 2
$Extended Fee for Base Design Fee 4,842 1 9,330 6,876 2,938 5,940 $ 29,928
Summary Fee for Subconsultants by Task 16% 31% 23% 10% '120%
Subconsulting Under FS by Discip ne(Firm) S-Direct
Sub-Consultants 'F-Jedr'caf--Po'yphase Englne8ring 900 4,300 800 3,000
(lump sum all tasks. ;Structural none{sae Note 3) ------------------------------------------------------._-0.
Includestravel&other ................................... ...... ........ ---------------...........................
direct costs) survey 3,900
Subconsulting Labor,Subtotal
6,900
Total Labor by Task 9,642 10,630 7,676 2,938 5,940
Subtotal for Base Consulting Labor(Fixed fee,paid
on completion of approved work) $36,826
Estimated Other Direct Costs(paid on actual costs):
Travel: Units $/Unit Extend
Auto travel toADrn Redlands 8 78 622
Not used 0
Rental car(days) 0 80 0
Lodging&per them 0 240 0
Misc.: - -
Drawing reproduction 3 110 330
Express postage/delivery 3 35 105
Not used 0 0 0
Other Direct Costs,Subtotal 1,0571
TOTAL(all consulting labor and estimated expenses) L2"883
Task#
3 4 5
- -------- ------------ ------ ............... 0
1-1----....- --I-- Task : . 200% 1000/0
ODC$Cost Distributed by Task :11-lit§.-!. . --.,-N64--.--ifl-... -.1--l-1-1...-
11057
TOTAL$B!"Cost(labor&direct costs 9 801 1 10 $371883
Proposal Notes: 1)Survey scope is for the dispenser area to be upgraded,including adjacent traffic areas;survey scope
can be expanded to cover additional portions of the yard as requested by the City. 2)Survey scope/fee can be omitted if
City provides complete and accurate AutoCAD drawings for the project area. 3)Design engineering for the canopy
extension is assumed to be assigned under the Contractor's canopy subcontractortveridor as a'deferred submittal';
design engineering for the canopy extension can be added to FSs scope as directed by the City at a cost of about$3800.
4)Scope includes assessment of upgrade of LCNG-pump and HEX capacities,but excludes design implementation of
upgrades, depending ability to upgrade and complexity.
Fuel Solutions.Inc.
12340 Santa Monica Blv.#133
SOLUTIONS Page 1 of 1 for Fee Summary Los Angeles,CA 90025
EXHIBIT D-RATE SCHEDULE
CONSULTING&DESIGN ENGINEERING FOR FUEUNG WWTRUCTURE MWOM
FUEL..
SOLUTIONS
MEMORANDUM
T o: Deborah Allen,City of Redlands
F R o M: Reb Guthrie
DATE: August 26,2013
4 -
S u B J E C T: Labor rates for Fuel Solutions consultants for City of Redlands ProjectNo.
47017,Design&Development of LCNG Station Expansion
Consulting-Labor Rates for Fuel Solutions,Inc.
Name Title $Hourly Rates
(all Inclusive)
Reb Guthrie Project Manager&Principal 164.00
Bruce Guthrie Assistant Project Manager& Principal 160.00
Faye Farahmand, P.E. Senior Project Engineer 148.00
Rex Barker Mechnical Design Specialist 88.00
Jackie Horak Administrative 45.00
The above labor rates for staff of Fuel Solutions,Inc. are fully loaded and include a 10°lo fee,and
shall be valid for the term of the above-reference project.These rates are applicable for any add-
services work for the project that is ordered by the City on time and materials,and outside of the
base contract scope as indicated in the project RFP and Fuel Solutions' associated proposal dated
8-14-13.
O�t� �� ,,- 8/26/2013
Henry S.(Reb)Guthrie,President bate
12340 Santa Monica Blvd. • Suite 133 - Los Angeles, CA 90025 • 3101207.8548 • Fax 310/207-8857
EXHIBIT "E"
WORKERS' COMPENSATION INSURANCE CERTIFICATION TO PERFORM
TECHNICAL CONSULTING AND DESIGN SERVICES FOR THE LCNG STATION
EXPANSION
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 fimiishing 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).
Fuel Solutions, Inc.
By:
Henry S. (Reb)Guthrie, President Date:
E-1
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