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HomeMy WebLinkAboutContracts & Agreements_39-2026AGREEMENT TO PERFORM PROFESSIONAL SERVICES This agreement for the provision of historical reconnaissance and intensive -level surveys ("Agreement") is made and entered in this 76 day of April, 2026 ("Effective Date"), by and between the City of Redlands, a municipal corporation ("City") and Architectural Resources Group, Inc., a California corporation, ("Consultant" or "ARG"). 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 a citywide historical reconnaissance survey, selected intensive -level historical surveys, and related document preparation services for City (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," titled "Scope of Services," which is attached hereto and incorporated herein by this 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, any applicable State prevailing wage laws. ARTICLE 3 — RESPONSIBILITIES OF CITY 3.1 City designates the Development Services 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 Consultant shall complete the Services by March 31, 2028, unless the Services are terminated earlier as provided for herein. 4.3 If Consultant's Services include deliverable electronic visual presentation materials, such materials shall be delivered in a form, and made available to City, consistent with City 1 IAcmoWgmements\Agr=ment w ARG.FY2526-138.bm.03.20.2026.doex 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 . Compensation: Total Compensation for Consultant's performance of the Services shall not exceed the amount of One Hundred Sixty -Six Thousand and Fifty dollars ($166,050.00). City shall pay Consultant on a time and materials basis up to the not to exceed amount in accordance with Exhibit `B," titled ("Fee Schedule"), which is attached hereto and incorporated herein by 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 Services. 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 or electronic mail transmission (including PDF), 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: City Clerk City of Redlands 35 Cajon Street P.O. Box 3005 (mailing) Redlands, CA 42373 j donaldson@cityofredlands. org Phone: (909) 798-7531 Katie Horak, Principal Architectural Resources Group, Inc. 360 E. 2nd Street, Suite 225 Los Angeles, CA 90012 k.horak@argcreate.com Phone: (626) 583-1401 ext. 101 ARTICLE 6 — INSURANCE AND INDEMNIFICATION 6.1 The following insurance coverage 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. 1Aomo\Agreements\Agreement w ARG.FY2526-138.bm.03.20.2026.doex A. 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 execute and provide City with Exhibit "C," titled "Workers' Compensation Insurance Certification," which is attached hereto and incorporated herein by this reference, prior to performance of the Services. B. Comprehensive General Liability insurance with carriers acceptable to City in the minimum amount 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. C. 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. D. 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. E. Consultant is expressly prohibited from assigning or subcontracting any of the Services without the prior written consent of City. In the event of mutual agreement by the Parties to assign or subcontract a portion of the Services, Consultant shall add such assignee or subcontractor as an additional insured to the insurance policies required hereby and provide City with the insurance endorsements prior to any Services being performed by the assignee or subcontractor. . 6.2 Consultant shall defend, indemnify and hold harmless City and its elected and appointed 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 any 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 M mo\AgreementMgreement w ARG.FY2526-138.bm.03.20.2026.doex 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 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 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 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. Any assignment or attempted assignment without such prior written consent may, in the sole discretion of City, result in City's immediate termination of this Agreement. 8.3 Consultant is for all purposes under this Agreement an independent contractor and shall perform the Services as an independent contractor. Neither City nor any 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, 4 I:=Mgmements\Agr a entw ARG.FY2526-138.bm.03.20.2026.doex 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 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. 8.4 This Agreement may be terminated by City, in its sole discretion, by providing not less than five (5) days prior written notice to Consultant 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. 8.5 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. 8.6 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, any amendment to this Agreement shall be in writing, approved by City and signed by City and Consultant. 8.7 This Agreement shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflicts of laws provisions. The Parties agree that all actions or proceedings arising in connection with this Agreement shall be tried and litigated only in the state courts located in San Bernardino County, California, and the federal courts located in Riverside County, California. 8.8 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. McmoWgreements\Agmment w ARG.FY2526-138.bm.03.20.2026.docx IN WITNESS WHEREOF, duly authorized representatives of City and Consultant have signed in confirmation of this Agreement. CITY OF REDLAND By: "',' Mario Saucedo Mayor ATTEST: S-)J4?-O� L5��� iqjgWe Donaldson, City Clerk ARCHITECTURAL RESOURCES GROUP, INC. By: Katie Horak, Prin pal L\cmo\AgreementslAgreement w ARG.FY2526-138.bm.03.20.2026.doex EXHIBIT "A" SCOPE OF SERVICES PROJECT APPROACH AND METHODOLOGY PHASE 1. RECONNAISSANCE SURVEY Task 1. Background Review and Goals ARG will kick off the project with an in -person or remote project initiation meeting with City staff. At this time, project goals, area, scope, timeline, and key deliverables will be finalized, and pertinent background information will be retrieved. All background information (2035 General Plan, Historic Context Statement, List of Designated Historic Resources, Resolution No. 4055, Municipal Code Chapter 2.62 — Historic and Scenic Preservation, existing landmark designations, ongoing studies, GiS data, building permit records (as available), etc.) will be carefully reviewed. Task 2. Community Engagement ARG understands that engaging members of the community will be critical to the success of the project- We propose development of a community outreach plan to include in -person participation in two hybrid public meetings lone public project kickoff meeting and one follow-up at completion of Phase 1), held as regularly scheduled Historic and Scenic Preservation Commission (HSPC) meetings; meetings with representatives of the Redlands Area Historical Society and the Redlands Conservancy; interviews with local knowledge experts as needed and as recommended by the City; and regular project updates/ feedback solicitation via the City website. All community meetings will be scheduled, noticed, and publicized by the City in advance. Deliverables: • Community outreach plan Content for City website and social media • Presentations for two (2) HSPC/community outreach meetings Task 3. Reconnaissance Survey The reconnaissance survey is one of the most important components of any citywide survey project. It provides information about known and potential eligible resources and enables a street -by -street look at all of the City's pre-1982 resources at once, for effective comparative analysis. i IAcmolAgreementsUgreement w ARG.FY2526-138.bm.03.20.2026.docx Before commencing with the reconnaissance survey, ARG will use information from the background review/research and community feedback to develop a spreadsheet that includes all known designated, eligible and potentially eligible resources. We will also create GIS maps of Redlands and of the properties on the spreadsheet, to ensure complete coverage during the reconnaissance survey. ARG will conduct a street -by -street reconnaissance survey of all pre-1982 properties within the Redlands city limits, excluding the ten designated historic districts and all individually designated properties. As the reconnaissance survey progresses, the spreadsheet will be updated to add newly identified potential historic resources and properties (including potential districts), and to remove properties that do not appear potentially eligible. Property -specific research will be conducted as needed. Properties not identified as potentially eligible during the reconnaissance survey will not be documented in the intensive survey or included in the reconnaissance survey findings. ARG will submit the draft reconnaissance survey findings for City review, revise per comments, and finalize. Deliverables: Draft reconnaissance survey findings: spreadsheets and findings maps Final reconnaissance survey findings: spreadsheets and findings maps PHASE 2. INTENSIVE -LEVEL SURVEY Refinement of the Phase 2 scope and fee may be advisable following completion of Phase 1, which will provide a comprehensive overview of the City's historic resources and enable more precise planning. The following work plan provides a basic task breakdown based on ARGs current understanding of Redlands and its potential resources. Task 4. Intensive -Level Survey ARG will conduct an intensive -level survey of the known and potentially eligible properties on the reconnaissance survey findings spreadsheet. For this task, ARG will use a customized mobile documentation app built on the Fulcrum platform to EXHIBIT "A" SCOPE OF SERVICES expedite the fieldwork_ The app will enabte the rapid collection of information, including photographs and location data as well as information on property type, year built, architectural style, characteristics/details, and alterations, to a GtS-based platform. All information gathered will be based on the fields found on DPR forms and then used to populate DPR 523 forms (Primary; Building, Structure, and Object, or BSO; and potentially District, with required maps and photographs). Properties within potential historic districts will be assessed as contributors/non-contributors, and the following will be documented on a DPR Primary form for each: architectural style, construction date, alterations, and photo. Each district will be additionally documented with DPR Primary and District forms presenting a descriptive overview and a statement of significance (including a brief development history). Individually eligible properties both within and outside of potential historic districts will be documented on DPR Primary and BS4 forms, to include bulletpoint architectural descriptions and all other standard information. All information to be presented in the DPR forms wilt also be stored in a G15-compatible seafchabie and accessible database for future integration into the City GIS system via .csv and .shp files_ ARG will conduct property -specific research as needed to inform evaluations of all resources under national, state, and focal significance criteria. California Historical Resources Status Codes will be assigned, and brief eligibility justification statements will be provided ARG's proposed labor hours and fee assume a maximum of 200 DPR form sets (Primary and BSD) will be completed for individually eligible properties, and a maximum of 400 Primary DPR forms for properties within potential historic districts. Deiiverobles: Draft DPR forms and intensive survey findings in spreadsheet and map form will be submitted as appendices to the survey report under Taste S, below. 8 I-• 1cmolAgreementslAgreement w ARG.FY2526-138.bm.03.20.2026.docx TaskS. Final Report and Presentation ARf, will draft a Historic Resources Survey Report, to include goals and objectives; areas surveyed; research design, methodology; final HC5 or a summary with reference to existing HCS document; results; recommendations/next steps; and sources. The report's appendices will include DPR forms; spreadsheets (.csv and .xisxj, and maps of all properties documented in intensive survey (both in districts and as individuals). Following City and HSPC review of the report and appendices, ARG will revise per comments into a final report which can be shared publicly. To ensure digital availability of the final findings information, ARG will coordinate with City GIS staff to integrate data tables and shapefiles into the City's GIS system. ARG will present thefinalsurvey findings at one in -person HSPC meeting. Should the City desire presentation of the findings at one in -person City Council meeting. ARG will adjust the scope and fee accordingly. Deliverobfes: • Draft Historic Resources Survey Report and Appendices (DPR forms, spreadsheets, maps, and shapefiles) • Final Historic Resources Survey Report and Appendices (DPR forms, spreadsheets, maps, and shapefiles) • Presentation for one (1) HSPC meeting SCHEDULE ARG proposes a 24-month timeline to complete both Phases of the project, with the assumption Phase 2 will commence shortly after completion of Phase 1. We will be available to commence work immediately upon notice to proceed. EXHIBIT "B" FEESCHEDULE Hourly Rates Principal -in -Charge $ 275.00 Project Manager $ 200.00 Historical Architect 3 $ 175.00 Historical Architect 2 or GIS Specialist $ 155.00 Historical Architect 1 $ 145.00 Cost Estimate Phase 1: Reconnaissance Survey 57,370.00 Phase 2: Intensive -Level Survey 108,680.00 Total Not -to -Exceed Fee: $166,050.00 IAcmo\Agm mmt0Ag=m=tw ARG.FY2526-138.bm.03.20.2026.doez 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 V/ 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 and activities required or permitted under this Agreement. (Labor Code §18b1). I affirm that at all times, in performing 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. ARCHITECTURAL RESOURCES GROUP, INC. Date: 411If-wZ4 Horak, Principal 10 1AcmolAgreementslAgreement w ARG.FY2526-138.bm.03.20.2026.docx