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HomeMy WebLinkAboutContracts & Agreements_36-2005_CCv0001.pdf AGREEMENT TO FURNISH CONSULTING SERVICES FOR THE POSSIBLE ACQUISITION OF LAND AND DEVELOPMENT OF A SOCCER COMPLEX FOR A SPORTS PARK This Agreement is made and entered into this IST day of March, 2005 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 engages Consultant to perform consulting services (the "Services") for environmental review pertaining to the possible acquisition of land and development of a soccer complex for a Sports Park("Project"). 1.2 The Services sliall 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 similar types of services. ARTICLE 2 - SERVICES OF CONSULTANT 2.1 The specific Services which Consultant shall perform are described in Attachment "A," entitled "Scope of Services," which is attached hereto and incorporated herein by this reference. 2.2 Consultant shall comply with all applicable Federal, State and local laws in its performance of the Services including,but not limited to,all California Labor Code requirements and non- discrimination laws including the Federal Americans with Disabilities Act and the state's Fair Employment and Housing Act. 2.3 Consultant acknowledges and agrees that if it violates the provisions of the California Labor Code relating to prevailing wage that City may withhold payments to Consultant pursuant to Labor Code sections 1726, 1727 and 1771.6. 2.4 Consultant agrees that if it engages a subcontractor to perform any of the Services, that Consultant shall comply with California Labor Code sections 1775 and 1777.7, and shall provide the subcontractor with copies of the provisions of sections 1771, 1775, 1776, 1777.5, 1813 and 1815 of the Labor Code. Consultant acknowledges that the statutory provisions for penalties for failure to comply with state wage and hour laws and to pay prevailing wages may be enforced by the City pursuant to Labor Code sections 1775 and 1813. 1 ARTICLE 3 - RESPONSIBILITIES OF CITY 3.1 City shall make available to Consultant information in City's possession that is relevant to the performance of Consultant's Services. 3.2 City will make provision for Consultant to enter upon City-owned property to perform the Services. 3.3 City designates Gary Van Dorst to act as its representative with respect to the Services. ARTICLE 4 - PERIOD OF SERVICE 4.1 Consultant shall perform the Services in a prompt and diligent manner and in accordance with the schedule set forth in Attachment "B," entitled "Project Schedule." ARTICLE 5 - PAYMENTS TO CONSULTANT 5.1 The total compensation for Consultant's performance of the Services shall not exceed the amount of$30,400. City shall pay Consultant on a time and materials basis in accordance with the estimated amounts identified in Attachment"C" entitled"Project Cost," and based upon the hourly rates shown in Attachment "D," entitled "Fee Schedule ." 5.2 Within ten days following the end of each month Consultant shall submit an invoice to City indicating the portion of the Services performed, who performed the Services and costs incurred. 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 shall be addressed as follows: City Consultant Gary Van Dorst Bill Gatlin, Vice President Municipal Utilities Dept. Tom Dodson and Associates PO Box ')005 2150 N. Arrowhead Avenue 35 Cajon St., Suite 15A San Bernardino, CA 92403 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. 2 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 its performance of the Services and shall be primary with respect to City and non-contributing to any insurance or self-insurance maintained by City. Consultant shall not commence the Services unless and until all required insurance listed below is obtained by Consultant and Certificates of Insurance and endorsements evidencing such insurance are presented to City. All insurance policies shall include a provision prohibiting cancellation, 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 its performance of the Services in amounts which meet statutory requirements with an insurance carrier acceptable to City. B. Consultant expressly waives all rights to subrogation against City,its elected officials and employees for losses arising from work performed by Consultant for City by expressly waiving Consultant's immunity for injuries to Consultant's employees. Consultant agrees that its 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. 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 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 its performance of the Services 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 Liability Insurance. Consultant shall secure and maintain professional liability insurance throughout its performance of the Services 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 dollars ($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 its 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 Requirements. Consultant is expressly prohibited from assigning any of the Services without the prior 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 to Consultant's insurance policies and provide City with insurance endorsements prior to any Services being performed by the assignee. Assignment does not include printing or other customary reimbursable expenses that may be provided in this Agreement. 6.7 Hold Harmless and Indemnification. Consultant 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 Consultant's 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 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 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 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 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 on 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 the City, without cause, by providing five (5) days prior written notice to Consultant of intent to terminate. 4 7.6 If this 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 default by Consultant. 7.7 Upon receipt of a termination notice,Consultant shall immediately discontinue all Services, and within five (5) days of the date of such notice, 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, 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 work completed up until notice of termination. 7.8 Consultant shall maintain books and accounts of all payroll costs and expenses incurred in performing the Services. Such books shall be available at all reasonable times for examination by City at the office of Consultant. 7.9 This Agreement,including the attachments 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 agreements with regard to the subject matter hereof between City and Consultant are superseded by this Agreement. Any amendment to this Agreement shall be in writing,approved by City Council of City and signed by City and Consultant. 7.10 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 City and Consultant have signed in confirmation of this Agreement. CITY OF REDLANDS Tom Dodson and Associates ("City") ("Consultant") Al J By: By: isan"Peppler, ayo BirlGatlin, Vice President 7-),- ATTEST: Cityerk-, City o ` nds 5 AGREEMENT TO FURNISH ENVIRONMENTAL REVIEW SERVICES FOR THE POSSIBLE ACQUISITION OF LAND AND DEVELOPMENT OF A SOCCER COMPLEX FOR A SPORTS PARK ATTACHMENT A SCOPE OF SERVICES The City of Redlands is studying the possible acquisition of a±37-acre parcel to develop a soccer complex for a Sports Park. The City has made no decision to acquire any property for a sports park, nor has it made any determination to move its proposed sports park from its present location. The property is discretionary and considered a project under the California Environmental Quality Act (CEQA). Therefore the City must consider the potential adverse environmental impacts to the environment from implementing this project. The scope of services for this Agreement is based upon a preliminary determination by the Consultant that a Mitigated Negative Declaration may be the appropriate CEQA documentation for the project. The proposed site is an existing citrus growing operation. Due to concern over potential soil and other contamination,a Phase I site assessment and limited site characterization will be performed. The Phase I study and site characterization will be performed prior to a final decision being made on acquisition of the property and CEQA compliance completed. This proposal assumes that the City of Redlands will act as CEQA lead agency for the project. If another agency assumes lead agency status, a revised scope of services may be required. The scope of services described below is based on the above project description: Task I - Phase I Environmental Site Assessment and Limited Site Characterization with Report Phase I Environmental Site Assessment The Phase I Environmental Site Assessment(ESA)will be conducted in general conformance with ASTM 1527-00, the Standard Practice for Environmental Site Assessments. This will include current and past site uses and adjacent properties and environmental records review. Additionally, a Limited Site Characterization(LSC)which addresses past chemical use at the site will be provided. Limited Site Characterization Based on the past agricultural use of the property, sampling for pesticides will be conducted randomly. Prior to any samples being taken, a review of the past site information obtained during an aerial photograph review for the Phase I ESA will be performed to determine the most likely areas pesticides would or would not have been used at the site. The most common type of testing for agricultural sites is for organochlorine pesticides such as DDT, which are persistent in the environment. Initially three random samples will be collected and tested for organochlorine pesticides. Additional samples and analysis will be performed for diesel and total hydrocarbons. Based on these results, a determination on whether evidence of widespread use of these chemicals is present. If so,then further testing,or risk assessment may be necessary for the portion of the site which contains high levels of pesticides,diesel or total hydrocarbons. If needed,additional testing and risk assessment will be provided under separate contract. Report The results of all of the above areas of inquiry will be presented in a comprehensive report with all appropriate pictures, appendices, and figures. Support for Tasks I TDA will assist with the performance of the scope of work identified in Tasks I including coordination of the work effort,supplying of data,review the reports prepared,and coordination with other responsible agencies. TASK 11 - PREPARATION OF CEQA DOCUMENT Prepare Project Description Working with City staff and its consultants,IDA will prepare a project description for the proposed project. At least two meetings will be coordinated to obtain data on the project and a site reconnais- sance. Thereafter, TDA will finalize the project description and submit a draft for City review. Prepare,Technical.Assessments Using technical data supplied by the City and the above technical studies(Tasks I and 11),TDA will prepare the Initial Study using the City's standard CEQA checklist format. Substantiation for all conclusions reached will be provided in the document. Mitigation measures will be provided where necessary to reduce potential project-related impacts to a level of non-significance. TDA will provide the City with a screencheck draft of the completed Initial Study for review and comment. Agreed upon revisions to the Initial Study will be made and the document will be circulated for public review and comment. Usually the City Planning Department, handles circulation of the Initial Study and filing the necessary notices. Due to its present workload, the Planning Department may require assistance. This proposal includes TDA assisting with the public noticing requirements of CEQA. Based on the nature of this project, the Initial Study will be circulated to the State Clearinghouse for a 30-day review and comment period. Process the Negative Declaration and Issue the Notice of Determination Unless some issue(s) which is/are not known at this time arises, a Mitigated Negative Declaration is anticipated to be the appropriate environmental documentation for the project. TDA will assist the City with preparation of responses to any comments received during the public review period. TDA will also assist the City with preparation and processing of the Mitigation Monitoring and Reporting Program, Negative Declaration, and the Notice of Determination, if a Negative Declaration is adopted for the project. AGREEMENT TO FURNISH ENVIRONMENTAL REVIEW SERVICES FOR THE POSSIBLE ACQUISITION OF LAND AND DEVELOPMENT OF A SOCCER COMPLEX FOR A SPORTS PARK ATTACHMENT B PROJECT SCHEDULE Task I - A report of the findings of Task I will be provided to the City within 4 weeks of authorization to proceed. Task 11 - A draft Initial Study will be provided to the City within 5 weeks of receipt of the data to prepare the initial study. AGREEMENT TO FURNISH ENVIRONMENTAL MENTAL REVIEW SERVICES FOR THE POSSIBLE ACQUISITION OF LAND AND DEVELOPMENT OF A SOCCER COMPLEX FOR A SPORTS PARR ATTACHMENT C PROJECT COSTS TDA will provide the services identified in Attachments A and B for the following fees; Task 1 $14,440 Task 119 Total $30,400 t Due to the uncertainties of the extent of work to assist in performance of Tasks 1 and 11,TDA proposes to provide these services on a time and expense basis at the rates shown in Attachment D. TDA proposes a maximum estimated budget for Task 11 that is anticipated to cover the greatest amount of work effort,however, TDA will invoice on a time and expense basis for actual work performed, 10 AGREEMENT TO FURNISH ENVIRONMENTAL REVIEW SERVICES FOR THE POSSIBLE ACQUISITION OF LAND AND DEVELOPMENT OF A SOCCER COMPLEX FOR A SPORTS PARK ATTACHMENT D FEESCHEDULE TDA will invoice the work completed on a time and expense basis at the following rates: Environmental Specialist $140.00 /hour Regulatory Specialist $100.00 /hour Environmental Specialist 11 $85.00/hour Ecologist/Biologist 1 $85.00/hour Environmental Specialist 111 $68.00 /hour Biologist 11 $53.00 /hour Biologist 111 $48.00/hour Admin/WP/ Graphics $43.00 /hour Other Direct Costs: All other direct costs (travel, supplies, printing, subcontracts, etc.) are charged at actual cost plus a 10 percent management/handling charge. Mileage will be billed at $0.40 per mile.