HomeMy WebLinkAbout2025-07-22; City Council; 04; Amendments to the Master Agreements with Harris & Associates, Inc. and Infrastructure Engineering CorporationCA Review TL
Meeting Date: July 22, 2025
To: Mayor/President and City Council/Board Members
From: Geoff Patnoe, City Manager/Executive Manager
Staff Contact: Emily Hasegawa, Engineering Manager
emily.hasegawa@carlsbadca.gov, 442-339-5763
Subject: Amendments to the Master Agreements with Harris & Associates, Inc.
and Infrastructure Engineering Corporation
Districts: All
Recommended Actions
1)Adopt a City Council resolution approving Amendment No. 3 to extend the master
agreement with Harris & Associates, Inc. for as-needed horizontal construction
management and inspection services for one year; and
2)Adopt a Carlsbad Municipal Water District Board of Directors resolution approving
Amendment No. 3 to extend the master agreement with Infrastructure Engineering
Corporation for as-needed horizontal construction management and inspection services
for one year.
Executive Summary
The city and the Carlsbad Municipal Water District use as-needed master agreements with
companies to assist staff in managing and inspecting Capital Improvement Program
construction projects. The current set of master agreements expire on Aug. 17, 2025.
Staff request that the City Council approve extending the city’s agreement with Harris &
Associates, Inc., and that the CMWD Board approve the water district’s agreement with
Infrastructure Engineering Corporation, so that those two firms can complete their work on two
ongoing projects.
These agreements require the City Council and the CMWD Board’s approval under Carlsbad
Municipal Code Section 3.28.060(D)(5), because the value of each of them is greater than
$100,000 per agreement year.
No additional funds are being requested.
Explanation & Analysis
In 2020, master agreements were awarded by the City Council and the CMWD Board to four
firms for horizontal construction management and inspection services. The initial term of each
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agreement was three years and they allowed for two one-year extensions. The final extensions
were executed, and the current expiration date of each agreement is Aug. 17, 2025.
One of these firms, Harris & Associates, Inc. is currently managing a project for the city to widen
El Camino Real from Sunny Creek Road to Jackspar Drive, Capital Improvement Program Project
No. 6094. Another, Infrastructure Engineering Corporation is managing a valve replacement
project for the CMWD, Capital Improvement Program Project No. 5019-F.
Although the City Council and the CMWD Board approved master agreements for horizontal
construction management and inspection services on June 24, 2025, Harris & Associates and
Infrastructure Engineering Corporation were not among the firms selected, so the agreements
with those two firms will expire on Aug. 17.
The El Camino project will be about 35% complete by that date, while the valve replacement
project will be about 42% complete.
The El Camino Real widening project has an anticipated completion date of April 20, 2026, while
the valve replacement project, is expected to be completed March 2, 2026. Staff need the
respective consultants’ services to continue for construction support and continuity, which
would require extending the agreements for an additional one-year term, until Aug. 16, 2026.
Fiscal Analysis
Each agreement has an allowable yearly not-to-exceed amount of $800,000, and an increase to
that amount is not being requested. The funding for each amendment will come from the City
Council and the CMWD Board-approved Capital Improvement Program budget, and the funds
for current task orders have already been set aside.
Next Steps
With the City Council and the CMWD Board’s approvals, staff will execute amendments to the
as-needed master agreements with Harris & Associates, Inc. and Infrastructure Engineering
Corporation to extend each for a period of one year to allow for continuation of services on
existing Capital Improvement Program projects currently in construction. Once executed, the
task orders for their services on the projects will be extended.
Environmental Evaluation
The proposed action is not a “project” as defined by the California Environmental Quality Act,
or CEQA, Section 21065 and CEQA Guidelines Section 15378(a) and does not require
environmental review under CEQA Guidelines Section 15060(c)(2) because the action is limited
to execution of an amendment to two master agreements for professional services. The action
has no potential to cause either a direct physical change in the environment or a reasonably
foreseeable indirect physical change in the environment.
Exhibits
1.City Council resolution
2.CMWD Board resolution
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Exhibit 1 RESOLUTION NO. 2025-174 .
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD,
CALIFORNIA, APPROVING AMENDMENT NO. 3 TO EXTEND THE MASTER
AGREEMENT WITH HARRIS & ASSOCIATES, INC. FOR AS-NEEDED
HORIZONTAL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES
FOR ONE YEAR
WHEREAS, the City Council of the City of Carlsbad, California has determined it necessary,
desirable and in the public interest to maintain an agreement for as-needed horizontal construction
management and inspection services; and
WHEREAS, on Aug. 18, 2020, the City Council adopted Resolution No. 2020-173, authorizing the
execution of a master agreement with Harris & Associates, Inc. for as-needed horizontal construction
management and inspection services; and
WHEREAS, the initial term of the agreement was for three years in an amount not to exceed
$800,000 per agreement year, with options to extend the agreement by two additional one-year
periods in an amount not to exceed $800,000 per agreement year; and
WHEREAS, the agreement term expires on Aug. 17, 2025, and all extensions have been
executed; and
WHEREAS, in March 2025, staff issued a request for quotes for as-needed horizontal
construction management and inspection services, and Harris & Associates, Inc. was not selected in
the solicitation; and
WHEREAS, staff request City Council approval to continue the services of Harris & Associates,
Inc. on the Capital Improvement Program project it is currently managing, in order to ensure project
consistency and continuity of services; and
WHEREAS, staff and Harris & Associates, Inc. both desire to extend the agreement for a period
of one year to allow for completion of the project for which Harris & Associates, Inc. is providing as-
needed horizontal construction management and inspection services.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, California, as
follows:
1.That the above recitations are true and correct.
2. That the City Council has determined that the proposed action is not a “project” as
defined by the California Environmental Quality Act, or CEQA, Section 21065 and CEQA
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Guidelines Section 15378(a) and does not require environmental review under CEQA
Guidelines Section 15060(c)(2) because the action is limited to execution of an
amendment to a master agreement for professional services. The action has no
potential to cause either a direct physical change in the environment or a reasonably
foreseeable indirect physical change in the environment.
3.That Amendment No. 3 to the master agreement for as-needed horizontal construction
management and inspection services with Harris & Associates, Inc., attached hereto as
Attachment A, is approved, and the Mayor is authorized to execute Amendment No. 3.
PASSED, APPROVED AND ADOPTED at a Joint Special Meeting of the City Council of the City of
Carlsbad and the Board of Directors of the Carlsbad Municipal Water District of the City of Carlsbad
on the 22nd day of July, 2025, by the following vote, to wit:
AYES: Blackburn, Bhat-Patel, Acosta, Burkholder, Shin.
NAYS: None.
ABSTAIN: None.
ABSENT: None.
______________________________________
KEITH BLACKBURN, Mayor
______________________________________
SHERRY FREISINGER, City Clerk
(SEAL)
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Exhibit 2
RESOLUTION NO. 1776 .
A RESOLUTION OF THE BOARD OF DIRECTORS OF THE CARLSBAD
MUNICIPAL WATER DISTRICT BOARD, APPROVING AMENDMENT NO. 3 TO
EXTEND THE MASTER AGREEMENT WITH INFRASTRUCTURE ENGINEERING
CORPORATION FOR AS-NEEDED HORIZONTAL CONSTRUCTION
MANAGEMENT AND INSPECTION SERVICES FOR ONE YEAR
WHEREAS, the Carlsbad Municipal Water District Board of Directors, or CMWD Board, has
determined it necessary, desirable and in the public interest to maintain an agreement for as-needed
horizontal construction management and inspection services; and
WHEREAS, on Aug. 18, 2020, the CMWD Board adopted Resolution No. 1644, authorizing the
execution of a master agreement with Infrastructure Engineering Corporation for as-needed horizontal
construction management and inspection services; and
WHEREAS, the initial term of the agreement was for three years in an amount not to exceed
$800,000 per agreement year, with options to extend the agreement by two additional one-year
periods in an amount not to exceed $800,000 per agreement year; and
WHEREAS, the agreement term expires on Aug. 17, 2025, and all extensions have been
executed; and
WHEREAS, in March 2025, staff issued a request for quotes for as-needed horizontal
construction management and inspection services, and Infrastructure Engineering Corporation was not
selected in the solicitation; and
WHEREAS, staff request CMWD Board approval to continue the services of Infrastructure
Engineering Corporation on the Capital Improvement Program project it is currently managing to
ensure project consistency and continuity of services; and
WHEREAS, staff and Infrastructure Engineering Corporation both desire to extend the
agreement for a period of one year to allow for completion of the project for which the company is
providing as-needed horizontal construction management and inspection services.
NOW, THEREFORE, BE IT RESOLVED by the Carlsbad Municipal Water District Board of the City
of Carlsbad, California, as follows:
1.That the above recitations are true and correct.
2. That the CMWD Board has determined that the proposed action is not a “project” as
defined by the California Environmental Quality Act, or CEQA, Section 21065 and CEQA
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Guidelines Section 15378(a) and does not require environmental review under
CEQA Guidelines Section 15060(c)(2) because the action is limited to execution
of an amendment to a master agreement for professional services. The action
has no potential to cause either a direct physical change in the environment or a
reasonably foreseeable indirect physical change in the environment.
3.That Amendment No. 3 to the master agreement for as-needed horizontal construction
management and inspection services with IEC, attached hereto as Attachment A, is
approved, and the CMWD President is authorized to execute Amendment No. 3.
PASSED, APPROVED AND ADOPTED at a Joint Special Meeting of the City Council of the City of
Carlsbad and the Board of Directors of the Carlsbad Municipal Water District of the City of Carlsbad
on the 22nd day of July, 2025, by the following vote, to wit:
AYES: Blackburn, Bhat-PAtel, Acosta, Burkholder, Shin.
NAYS: None.
ABSTAIN: None.
ABSENT: None.
______________________________________
KEITH BLACKBURN, President
______________________________________
SHERRY FREISINGER, Secretary
(SEAL)
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General Counsel Approved Version 6/6/2024
1
AMENDMENT NO. 3 TO EXTEND THE AGREEMENT FOR AS-NEEDED HORIZONTAL CONSTRUCTION
MANAGEMENT AND INSPECTION SERVICES
INFRASTRUCTURE ENGINEERING CORPORATION
This Amendment No. 3 is entered into as of the ___________ day of ________________________,
2025, but effective August 18, 2025, extending the agreement dated August 18, 2020 (the “Agreement”),
by and between the Carlsbad Municipal Water District, a public agency organized under the Municipal
Water Act of 1911, and a Subsidiary District of the City of Carlsbad, California (“CMWD”), and
Infrastructure Engineering Corporation, a California corporation (“Contractor”) (collectively, the “Parties”),
for as-needed horizontal construction management and inspection services.
RECITALS
A.The Agreement had an initial term of three (3) years, with two (2) additional one (1) year
extensions, with authority to exercise the extensions retained by the Executive Manager of CMWD; and
B.On June 5, 2023, the Parties entered Amendment No. 1 to amend the Services to include
an increase in the Schedule of Rates in amount of 2%, in accordance with the terms of the Agreement and
to extend the Agreement for one (1) year; and
C.On July 26, 2024, the Parties entered Amendment No. 2 to amend the Services to include
an increase in the Schedule of Rates in amount of two percent (2%), in accordance with the terms of the
Agreement, to extend the Agreement for one (1) year, and to replace in its entirety Section 9
“INDEMNIFICATION” of the Agreement; and
D.The Parties desire to extend the Agreement for a period of one (1) additional year.
E.The Board of the CMWD authorized the extension of the Agreement for a period of one
(1) additional year pursuant to CMWD Board approval.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein,
the Parties agree as follows:
1.The term of the Agreement, as may have been amended from time to time, is hereby
extended for a period of one (1) additional year, until August 17, 2026.
2.All other provisions of the Agreement, as may have been amended from time to time,
shall remain in full force and effect. From and after the date of this Amendment, whenever the term
“Agreement” appears in the Agreement, it will mean the Agreement as amended by Amendment No. 1,
Amendment No. 2, and this Amendment No. 3.
3.All requisite insurance policies to be maintained by the Contractor pursuant to the
Agreement, as may have been amended from time to time, shall include coverage for this Amendment.
4.The individuals executing this Amendment and the instruments referenced on behalf of
Contractor each represent and warrant that they have the legal power, right and actual authority to bind
Contractor to the terms and conditions hereof of this Amendment.
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Attachment A
PSA21-1212CMI
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PSA21-1212CMI
General Counsel Approved Version 6/6/2024
2
CONTRACTOR CARLSBAD MUNICIPAL WATER DISTRICT, a
public agency organized under the Municipal
Water Act of 1911, and a Subsidiary District of
the City of Carlsbad
INFRASTRUCTURE ENGINEERING
CORPORATION, a California corporation
By: By:
(sign here) KEITH BLACKBURN, President
Dolores Salgado,
California Water Practice Director
(print name/title) ATTEST:
SHERRY FREISINGER, Secretary
By:
By:
(sign here) Deputy / Assistant Secretary
(print name/title)
If required by CMWD, proper notarial acknowledgment of execution by contractor must be attached. If a
corporation, Agreement must be signed by one corporate officer from each of the following two groups.
Group A Group B
Chairman, Secretary,
President, or Assistant Secretary,
Vice-President CFO or Assistant Treasurer
Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under
corporate seal empowering the officer(s) signing to bind the corporation.
APPROVED AS TO FORM:
CINDIE K. McMAHON, General Counsel
By:_____________________________
Assistant General Counsel
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