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HomeMy WebLinkAboutContracts & Agreements_31-2003_CCv0001.pdf AGREEMENT TO FURNISH LANDSCAPE ARCHITECTURAL, ARCHITECTURAL AND ENGINEERING SERVICES FOR THE REDLANDS SPORTS PARK This Agreement is made and entered into this 18th day of February, 2003,by and between the City of Redlands, a municipal corporation ("City") and RBF Consulting, a California corporation, ("Consultant"). 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 and Consultant hereby accepts the engagement to perform landscape architectural, architectural, and engineering consulting services (the"Services") for the constructability review of the Redlands Sports Park including three-professional size baseball fields,a sports concession and restroom building, a multipurpose pavilion,batting cages, a playground, four soccer fields, concessions, bathrooms and storage buildings and associated features (the "Project"), in the City of Redlands, California. 1.2 All work performed by Consultant under this Agreement shall be done in a professional manner, and Consultant represents that it is skilled and has the professional expertise necessary to provide high quality Services to City for the Project at the level of competency presently maintained by other practicing professional consultants in the industry providin,, similar typesZ:1 of Services. ARTICLE 2 - RESPONSIBILITIES OF CONSULTANT 2.1 The Services which Consultant shall perform are more particularly described in Exhibit "A," entitled "Proposal for Professional Services, Constructability Review, Big League Dreams Sports Park,Redlands,California"which is attached hereto and incorporated herein by this reference. 2.2 Consultant hereby agrees to abide by all applicable Federal, State and local rules, laws and regulations in the performance of this Agreement including but not limited to all applicable Labor Code and prevailing, wage laws. ARTICLE 3 - RESPONSIBILITIES OF CITY 1.1 City shall place at disposal of Consultant all available information in its possession pertinent to the Project. 3.2 City will provide access to and make all provisions for Consultant to enter upon City-owned property or right-of-way as required by Consultant to perform the Services pursuant to this Agreement. 3.3 City will designate in writing a person to act as City's representative with respect to the Services to be performed under this Agreement, and such person shall have complete authority to transmit instructions, receive information, interpret and define City's policies and decisions with respect to materials, equipment, elements, and systems pertinent to the Services covered by this Agreement. ARTICLE 4 - PERIOD OF SERVICE 4.1 Consultant shall perform the Services in a prompt and diligent and timely manner to meet the tentative schedule of the design consultants(Exhibit"B")and provide review comments to City within one week of having received the construction document set. ARTICLE 5 - PAYMENT AND NOTICE 5.1 For the performance of the Services, City will pay Consultant a fee not to exceed $26,040.00 at the rates as described in Exhibit "C," which is attached hereto and incorporated herein by this reference. Reproduction costs will be included as noted in Deliverables, Exhibit "A." 5.2 Payments by City to Consultant shall be made within 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 should be addressed as follows: City: Bill Hemsley, Civil Engineer City of Redlands Public Works Department PO Box 3005 Redlands, CA 92373 Consultant: Todd W. Niemann, RCI RBF Consulting 14725 Alton Parkway Irvine, CA 92618-2027 When so addressed, such notices shall be deemed given upon deposit in the United States mail; in all other instances,notices, bills and payments shall be deemed given at the time of actual delivery. Changes may be made in the names and addresses of the person to whom notices, bills and payments are to be given by giving notice pursuant to this paragraph. H pd— &-SOQ141.d1.I&2-I8-e3-RBF Ag,,-- pd 2 ARTICLE 6 - INSURANCE AND INDEMNIFICATION 6.1 Consultant's Insurance to be Primary All insurance required by this Agreement is to be maintained by Consultant for the duration of this Project and shall be primary with respect to City and non-contributing to any insurance or self-insurance maintained by the City. Consultant shall not perform any Services pursuant to this Agreement 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 work. 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 duration of this Agreement in amounts which meet statutory requirements with an insurance carrier acceptable to City. B. Consultant expressly waives all rights to subrogation against City, its officers, employees and volunteers for losses arising from work performed by Consultant for City by expressly waiving Consultant's immunity for injuries to Consultant's employees and agrees that the obligation to indemnify, defend 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 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 and hold harmless is 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 duration of this Agreement 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. Consultant shall obtain an endorsement that City shall be named as an additional insured. 6.4 Professional Liabilitv Insurance. Consultant,shall secure and maintain professional liability insurance throughout the duration of this Agreement in the amount of one million dollars ($1,000,000)per claim made. 6.5 Business Auto Liability Insurance. Consultant shall have business auto liability coverage, with minimum limits of I million ($1,000,000) per occurrence, combined single limit for bodily injury liability and property damage liability. This coverage shall include all consultant owned I i pd—00(lW10) pd 3 vehicles used on the project,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 Requirements. Consultant is expressly prohibited from subletting or assigning any of the services covered by this Agreement without the express written consent of City. In the event of mutual agreement between parties to sublet a portion of the Services, the Consultant will add the subcontractor as an additional insured and provide City with the insurance endorsements prior to any work being performed by the subcontractor. Assignment does not include printing or other customary reimbursable expenses that may be provided in this Agreement. 6.7 Hold Harmless and Indemnification. Contractor shall defend,indemnify and hold harmless City, its elected officials, officers, employees and agents, from and against any and all actions, claims, demands, lawsuits, losses and liability for damages to persons or property, including costs and attorney fees,that may be asserted or claimed by any person, firm, entity,corporation,political subdivision or other organization arising out of or in connection with Contractor's negligent and/or intentionally wrongful acts or omissions under this Agreement;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 officers, 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 recover its reasonable attorneys' fees. 7.2 Consultant shall not sublet or assign any of the Services to be performed under this Agreement, except with the prior written approval of City and in strict compliance with the terms, provisions, and conditions of this Agreement. 7.3 The Consultant's key personnel proposed for this project is as follows: Todd W. Niemann Consultant agrees that these key personnel will be made available and assigned to City's Project, and that they will not be replaced without concurrence from City. 7.4 All documents, records, drawings, electronic data files and data base, photographic prints and negatives, designs and specifications, cost estimates, and other Project documents developed by Consultant pursuant to this Agreement shall become the property of City and shall be delivered to City upon completion of Services. City acknowledges such documents are instruments of Consultant's professional services. City agrees to indemnify,defend,and hold Consultant harmless from and against any claims., costs, losses and damages as a result SOQR.1J, 2-18-v'­RBF Ag­­l w1A 4 of City's misuse or reuse of such drawings, specifications whether in print or in electronic form. 7.5 Consultant and City agree that Consultant is, for all purposes under this Agreement, an independent contractor with respect to the Services provided pursuant to this Agreement and not an employee of City. All personnel provided by Consultant pursuant to the provisions of this Agreement are to be employed by Consultant 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 on behalf of City. Nothing in this Agreement shall be considered to create the relationship of employer and employee between the parties. 7.6 Unless earlier terminated as stipulated below, this Agreement shall terminate upon completion and acceptance by City of the Services. 7.7 Upon receipt of a termination notice, Consultant shall (1)promptly discontinue all services and(2)deliver or otherwise make available to City, copies of any 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 required by this Agreement. Consultant shall be compensated on a pro-rata basis for any work completed up until notice of termination. 7.8 This Agreement,including the attachments incorporated herein by reference,represents the entire agreement and understanding, between the parties as to the matter contained herein and any prior negotiations, proposals or oral agreements are superseded by this written Agreement. Any amendment to this Agreement, to be effective, shall be in writing and approved by the City Council of City and signed by City and Consultant. 7.9 This Agreement shall be governed by and construed in accordance with the laws of the State of California. IN WITNESS WHEREOF, duly authorized representatives of the parties have signed in confirmation of this Agreement. CITY OF REDLANDS ATTEST: B Mayor City�CIerk- Date Feb. 27, 2003 Feb, 27 20U3 RBF Consulting Date odd W. Niemann, RCI RBF A—i,ci,t upd 5