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HomeMy WebLinkAboutContracts & Agreements_29-2004_CCv0001.pdf AGREEMENT TO FURNISH CONSTRUCTION INSPECTION AND MANAGEMENT SERVICES This Agreement is made and entered into this 17th day of February 2004 by and between the City of Redlands, a municipal corporation (hereinafter "City") and Inspection Consultants (hereinafter "Consultant"). In consideration of the mutual promises, covenants and conditions hereinafter set forth, 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 services ("Services") inspection and management services for Municipal Utilities Department Water System Improvement Construction Projects ("Project"), for the City of Redlands, California, 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 high quality Services for the Project at the 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 more particularly described in Attachment "A," entitled "Scope of Services," 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. 2.3 Consultant further understands that if it violates the California Labor Code as it relates to prevailing wage, that City shall enforce the California Labor Code by Notice of the withholding of contract payments to the Consultant or Subcontractor pursuant to Labor Code sections 1726, 1727 and 1771.6. 2.4 Consultant agrees that if it executes an agreement with a subcontractor to work on this Project, that the Consultant shall comply with California Labor Code section 1775 and 1777.7 including providing the subcontractor with copies of the provisions of Sections INSPECTION SERVICES FOR SYSTEM IMPROVEMENT PROJECTS February 17, 2004 Page 2 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 will be enforced by the City pursuant to Labor Code sections 1775 and 1813. ARTICLE 3 - RESPONSIBILITIES OF CITY 3.1 City shall make available to Consultant information in its possession that is pertinent to the performance of Consultant's Services. 3.2 City will provide access to and make provisions for Consultant to enter upon City owned property or rights-of-way as required by Consultant to perform the Services. 3.3 City designates Lonny Young as Project Manager, to act as its representative with respect to the Services to be performed under this Agreement. ARTICLE 4 - PERIOD OF SERVICE 4.1 Consultant shall perform the Services in a diligent manner and in accordance with the schedule set forth in Attachment "B", entitled "Project Schedule". ARTICLE 5 - PAYMENTS TO THE CONSULTANT 5.1 The total compensation for Consultant's performance of Services shall not exceed the amount of $66,000. City shall pay Consultant on a time and materials basis up to the not to exceed amount, in accordance with Attachment "C", entitled "Project Fee", based on the hourly rates shown in Attachment "D", entitled "Rate Schedule". 5.2 Consultant shall bill City within ten days following the close of each month by submitting an invoice indicating the Services performed, who performed the services, indirect costs, and the detailed cost of all Services, including backup documentation. 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 contractual 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: INSPECTION SERVICES FOR SYSTEM IMPROVEMENT PROJECTS February 17, 2004 Page 3 City Consultant Lonny Young Richard E. McHardy Municipal Utilities Department DBA as Inspection Consultants 35 Cajon Street P.O. Box 566 P. O. Box 3005 Mentone, CA 92359 Redlands CA 92373 When so addressed, such notices shall be deemed given upon deposit in the United States Mail. In all other instances, notices, bill 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, 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 INSPECTION SERVICES FOR SYSTEM IMPROVEMENT PROJECTS February 17, 2004 Page 4 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 Business Auto Liability Insurance. The Consultant shall be required to 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 on the contract, hired and non-owned vehicles, and employee non-ownership vehicles. The City shall be named as an additional insured and a certificate of insurance shall be delivered to City within fifteen (15) days of execution of this Agreement or prior to commencement of work, whichever occurs first. 6.5 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. 6.6 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 INSPECTION SERVICES FOR SYSTEM IMPROVEMENT PROJECTS February 17, 2004 Page 5 arising out of or in connection with Consultant'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 the recovery of its reasonable attorneys' fees. 7.2 Consultant shall not assign any of the Services required by 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 Consultant's key personnel for the Project are: Project Inspector: Richard E. McHardy Consultant agrees that the key personnel shall be made available and assigned to the Project, and that they shall not be replaced without concurrence from City. 7.4 All documents, records, drawings, designs, costs estimates, electronic data files and databases and other Project documents developed by the Consultant pursuant to this Agreement and any copyright interest Consultant may have in said herein described documents, records and data 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 for other projects and any use of incomplete documents will be at City's sole risk. 7.5 Consultant is for all purposes an independent contractor. Consultant shall supply all tools and instrumentalities required to perform the consulting services in this Agreement. 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. C) 7.6 Unless earlier terminated, as provided for below, this Agreement shall terminate upon INSPECTION SERVICES FOR SYSTEM IMPROVEMENT PROJECTS February 17, 2004 Page 6 completion and acceptance by City of the Services. 7.7 This Agreement may be terminated by the City, without cause, by providing ten (10) days prior written notice to the Consultant (delivered by certified mail, return receipt requested) of intent to terminate. 7.8 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. 7.9 Upon receipt of a termination notice, Consultant shall (1) promptly discontinue all services affected, and (2) 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 required by this Agreement. Consultant shall be compensated on a pro-rata basis for work completed up until notice of termination. 7.10 Consultant shall maintain books and accounts of all Project related payroll costs and all expenses. Such books shall be available at all reasonable times for examination by the City at the office of Consultant. 7.11 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, proposals or oral agreements are superseded by this Agreement. Any amendment to this Agreement shall be in writing, approved by the City Council of City and signed by City and Consultant. 7.12 This Agreement shall be governed by and construed in accordance with the laws of the State of California. INSPECTION SERVICES FOR SYSTEM IMPROVEMENT PROJECTS February 17, 2004 Page 7 IN WITNESS WHEREOF, duly authorized representatives of the City and Consultant have signed in confirmation of this Agreement. City Redlands, Inspection Consultants ("City") ("Consultant") By: By; gusan eppler Richard E. Mc ar Ma r President ATTEST: L�ePoyzer City Clerk, City oedlands CONSTRUCTION INSPECTION &MANAGEMENT SERVICES FOR THE CITY OF REDLANDS, CA. MUNICIPAL UTILITIES DISTRICT ATTACHMENT A SCOPE OF SERVICES The following is a scope of services for providing Construction Inspection&Management Services. The fee and rate schedule are as outlined in Attachments B, C,and D,respectively. 1. Perform inspection on all phases of the Project to assure compliance with all applicable codes and the Project construction plans, specifications, and documents. 2. Attend all job meetings between the construction contractor and the Municipal Utilities Director or designated representative,pre-construction meeting, and status meetings, 3. Prepare and maintain written records, including a daily construction diary and As-Built notations. 4. Review all extra work and change order requests and make recommendations to the Municipal Utilities Director or designated representative. 5. Coordinate all activities among the construction contractor, affected agencies, utility companies,design engineer,and any other consultants. 6. Review all requests for payment and approve quantities indicated. 7. Review all shop drawings and forward recommendations to the Municipal Utilities Director or designated representative. 8. Review and respond to construction contractor's "Request for Information." CONSTRUCTION INSPECTION&MANAGEMENT SERVICES FOR THE CITY OF REDLANDS, C.A.. MUNICIPAL UTILITIES DISTRICT ATTACHMENT B PROJECT SCHEDULE The schedule for completion of this agreement is June 30,2004, CONSTRUCTION INSPECTION& MANAGEMENT SERVICES FOR THE CITY OF REDLANDS, CA. MUNICIPAL UTILITIES DISTRICT ATTACHMENT C FEE The fee for providing Construction Inspection and Management Services to the City is not to exceed$ 66,000 based on hourly rate in accordance with Attachment D. CONSTRUCTION INSPECTION&MANAGEMENT SERVICES FOR THE CITY OF REDLANDS, CA. MUNICIPAL UTILITIES DISTRICT ATTACIMWENT D RATE SCHEDULE The rate schedule for providing Construction Inspection and Management Services to the City shall be set at$0.00 per man hour for this agreement.