HomeMy WebLinkAbout1998-12-01; City Council; Resolution 98-3871
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RESOLUTION NO. 98-387
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
CARLSBAD, CALIFORNIA, APPROVING AN AGREEMENT WITH
GALEN PETERSON, CONSULTING ENGINEER, FOR
PROFESSIONAL ENGINEERING SERVICES, PROJECT #3595.
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WHEREAS, the City Council of the City of Carlsbad, California, has reviewed the r
the utilization of consultant services to perform an audit of the costs incurred by (
Residential Group for the construction of Poinsettia Lane from Aviara Parkway to Blackrai
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9 WHEREAS, the City Council has determined that Galen Peterson, Consulting Er
10 has the needed professional engineering skills; and
11 WHEREAS, the City Council recognizes the need to ensure the appl
12 reimbursement of eligible costs to Catellus Residential Group by utilizing Galen PC
13 Consulting Engineer.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of C: 14
California, as follows:
15 1. That the above recitations are true and correct.
2. That the agreement with Galen Peterson, Consulting Engineer, a copy of \
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17 attached and made a part hereof is hereby approved.
18 PASSED, APPROVED AND ADOPTED at a regular meeting of the Carlsbad City
19 held on the 1st day of December , 1998 by the following vote, to wit:
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NOES: None 21
AYES: Council Members Lewis, Nygaard, Finnila, Kulchin & Hall
22 ABSENT: None
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26 ATTEST:
uTENKw-1 2- 6?
(SEAL)
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AGREEMENT FOR AUDIT OF COSTS FOR
POINSETTIA LANE FROM AVIARA PARWAY TO
BLACKRAIL ROAD AS CONSTRUCTED BY
CATELLUS RESIDENTIAL GROUP
THIS AGREEMENT is made and entered into as of the 1 st day (
December , 19*, by and between the CITY OF CARLSBAD, a municipi
corporation, hereinafter referred to as "City", and Galen N. Peterson, hereinaftc
referred to as "Contractor."
RECITALS
City requires the services of an engineering Contractor to provide the necessar
professional engineering services for preparation of an audit of costs; and Contract(
possesses the necessary skills and qualifications to provide the services required b
the City;
NOW, THEREFORE, in consideration of these recitals and the mutual covenani
contained herein, City and Contractor agree as follows:
1. CONTRACTORS OBLIGATIONS
Contractor will audit costs incurred by Catellus Residential Group fc
the construction of Poinsettia Lane from Aviara Parkway to Black Rail Roa based upon the improvements that were included in Bridge and Thoroughfar
District No. 2 (Aviara ParkwayIPoinsettia Lane) and the agreement between th City and Catellus Residential Group dated May 19, 1998 (reimbursemel agreement).
Task 1 - Review all costs and supporting documents submitted by Catelli
eligible for reimbursement in accordance with the terms of the reimbursemer
agreement.
Task 2 - Review eligible costs for items listed under Task 1 with Catelli Residential Group and come to an agreement on the final eligible costs fc reimbursement.
. J. Residential Group and provide written draft opinions of the costs which ar
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2. CITY OBLIGATIONS
The City shall provide Contractor with a copy of the reimbursement agreemer
between the City and Catellus Residential Group.
3. PROGRESS AND COMPLETION
The work under this contract will begin within ten (IO) days after receipt (
notification to proceed by the City and be completed within one (I) year of that date
Extensions of time may be granted if requested by the Contractor and agreed to i
writing by the Assistant City Engineer. The Assistant City Engineer will give allowanc
for documented and substantiated unforeseeable and unavoidable delays not cause
by a lack of foresight on the part of the Contractor, or delays caused by City inaction (
other agencies' lack of timely action.
4. FEES TO BE PAID TO CONTRACTOR
The total fee payable for Task 1 shall be $26,500.
Task 2 fees will be paid on a time and materials basis at an hourly rate of $1 1
per hour plus expenses as follows: mileage at $0.32 per mile and any other expense:
such as reproduction at cost plus 15%. Task 2 fees shall not exceed $8,000.
No other compensation for services will be allowed except those items covere
by supplemental agreements per Paragraph 8, "Changes in Work.'' The City resew
the right to withhold a ten percent (10%) retention until the project has been accept€
by the City.
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5. DURATION OF CONTRACT
This agreement shall extend for a period of one (1) year from date thereof. Th
contract may be extended by the City Manager for three (3) additional one (1) ye:
periods or parts thereof, based upon a review of satisfactory performance and the City
needs. The parties shall prepare extensions in writing indicating effective date an
length of the extended contract.
6. PAYMENT OF FEES
Payment of approved items on the invoice shall be mailed to the Contract(
within 30 days of receipt of the invoice.
7. FINAL SUBMISSIONS
Within ten (I 0) days of completion and approval of the audit of costs, th
Contractor shall deliver to the City the following item: Written report indicating whic
costs are eligible for reimbursement.
8. CHANGES IN WORK
If, in the course of the contract, changes seem merited by the Contractor or th
City, and informal consultations w.ith the other party indicate that a change in th
conditions of the contract is warranted, the Contractor or the City may request a chanc
in contract. Such changes shall be processed by the City in the following manner:
letter outlining the required changes shall be forwarded to the City by Contractor 1
inform them of the proposed changes along with a statement of estimated changes
charges or time schedule. A Standard Amendment to Agreement shall be prepared t:
the City and approved by the City according to the procedures described in CarlsbE
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Municipal Code Section 3.28.172. Such Amendment to Agreement shall not rendc
ineffective or invalidate unaffected portions of the agreement.
9. COVENANTS AGAINST CONTINGENT FEES
The Contractor warrants that their firm has not employed or retained at-
company or person, other than a bona fide employee working for the Contractor, 1
solicit or secure this agreement, and that Contractor has not paid or agreed to pay ar
company or person, other than a bona fide employee, any fee, commissiol
percentage, brokerage fee, gift, or any other consideration contingent upon, or resultin
from, the award or making of this agreement. For breach or violation of this warrant
the City shall have the right to annul this agreement without liability, or, in its discretiot
to deduct from the agreement price or consideration, or otherwise recover, the fi
amount of such fee, commission, percentage, brokerage fees, gift, or contingent fee.
IO. NONDISCRIMINATION CLAUSE
The Contractor shall comply with the state and federal laws regardin
nondiscrimination.
11. TERMINATION OF CONTRACT
In the event of the Contractor's failure to prosecute, deliver, or perform the WOI
as provided for in this contract, the City Manager may terminate this contract fc
nonperformance by notifying the Contractor by certified mail of the termination of th
Contractor. The Contractor, thereupon, has five (5) working days to deliver sai
documents owned by the City and all work in progress to the Assistant City Engineer
The Assistant City Engineer shall make a determination of fact based upon th
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documents delivered to City of the percentage of work which the Contractor hi
performed which is usable and of worth to the City in having the contract completed
Based upon that finding as reported to the City Manager, the Manager shall determir
the final payment of the contract.
This agreement may be terminated by either party upon tendering thirty (3r
days written notice to the other party. In the event of such suspension or terminatio
upon request of the City, the Contractor shall assemble the work product and put sarr
in order for proper filing and closing and deliver said product to City. In the event 1
termination, the Contractor shall be paid for work performed to the termination dat
however, the total shall not exceed the lump sum fee payable under paragraph 4. Tt
City Manager shall make the final determination as to the portions of tasks completc
and the compensation to be made.
12. CLAIMS AND LAWSUITS
The Contractor agrees that any contract claim submitted to the City must I:
asserted as part of the contract process as set forth in this agreement and not
anticipation of litigation or in conjunction with litigation. The Contractor acknowledgf
that if a false claim is submitted to the City, it may be considered fraud and tt
Contractor may be subject to criminal prosecution. The Contractor acknowledges th
California Government Code sections 12650 et sea., the False Claims Act, provides f
civil penalties where a person knowingly submits a false claim to a public entity. The:
provisions include false claims made with deliberate ignorance of the false informatic
or in reckless disregard of the truth or falsity of information. If the City of Carlsbad see1
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to recover penalties pursuant to the False Claims Act, it is entitled to recover it
litigation costs, including attorney's fees. The Contractor acknowledges that the filing c
a false claim may subject the Contractor to an administrative debarment proceedin
wherein the Contractor may be prevented to act as a Contractor on any public work c
improvement for a period of up to five years. The Contractor acknowledges debarmer
by another jurisdiction is grounds for the City of Carlsbad to disqualify the Contractc
from the selection process. (Initial) F The provisions of Carlsbad Municipal Code sections 3.32.025, 3.32.021
3.32.027 and 3.32.028 pertaining to false claims are incorporated herein by reference k (Initial)
13. STATUS OF THE CONTRACTOR
The Contractor shall perform the services provided for herein in Contractor's ow
way as an independent Contractor and in pursuit of Contractor's independent callin!
and not as an employee of the City. Contractor shall be under control of the City on1
as to the result to be accomplished, but shall consult with the City as provided for in th
request for proposal. The persons used by the Contractor to provide services under th
agreement shall not be considered employees of the City for any purposes whatsoever
The Contractor is an independent Contractor of the City. The payment made 1
the Contractor pursuant to the contract shall be the full and complete compensation 1
which the Contractor is entitled. The City shall not make any federal or state t~
withholdings on behalf of the Contractor or its employees or subcontractors. The Ci
shall not be required to pay any workers' compensation insurance or unemploymel
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contributions on behalf of the Contractor or its employees or subcontractors. Th
Contractor agrees to indemnify the City within 30 days for any tax, retiremer
contribution, social security, overtime payment, unemployment payment or worker
compensation payment which the City may be required to make on behalf of th
Contractor or any employee or subcontractor of the Contractor for work done under thi
agreement or such indemnification amount may be deducted by the City from an
balance owing to the Contractor.
The Contractor shall be aware of the requirements of the Immigration Refor
and Control Act of 1986 and shall comply with those requirements, including, but nl
limited to, verifying the eligibility for employment of all agents, employee
subcontractors and Consultants that are included in this agreement.
14. CONFORMITY TO LEGAL REQUIREMENTS
The Contractor shall cause all drawings and specifications to conform to :
applicable requirements of law: federal, state and local. Contractor shall provide :
necessary supporting documents, to be filed with any agencies whose approval
necessary.
The City will provide copies of the approved plans to any other agencies.
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15. OWNERSHIP OF DOCUMENTS
All plans, studies, sketches, drawings, reports, and specifications as herei
required are the property of the City, whether the work for which they are made b
executed or not. In the event this contract is terminated, all documents, plan!
specifications, drawings, reports, and studies shall be delivered forthwith to the City
Contractor shall have the right to make one (I) copy of the plans for its records.
16. REPRODUCTION RIGHTS
The Contractor agrees that all copyrights which arise from creation of the WOI
pursuant to this contract shall be vested in City and hereby agrees to relinquish i
claims to such copyrights in favor of City.
17. HOLD HARMLESS AGREEMENT
Contractor agrees to indemnify and hold harmless the City of Carlsbad and i
officers, officials, employees and volunteers from and against all claims, damage:
losses and expenses including attorneys fees arising out of the performance of th
work described herein caused by any willful misconduct, or negligent act, or omission (
the contractor, any subcontractor, anyone directly or indirectly employed by any of the1
or anyone for whose acts any of them may be liable.
18. ASSIGNMENT OF CONTRACT
The Contractor shall not assign this contract or any part thereof or any monk
due thereunder without the prior written consent of the City.
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19. SUBCONTRACTING
If the Contractor shall subcontract any of the work to be performed under thi:
contract by the Contractor, Contractor shall be fully responsible to the City for the act
and omissions of Contractor's subcontractor and of the persons either directly c
indirectly employed by the subcontractor, as Contractor is for the acts and omissions c
persons directly employed by Contractor. Nothing contained in this contract sha
create any contractual relationship between any subcontractor of Contractor and thl
City. The Contractor shall bind every subcontractor and every subcontractor of
subcontractor by the terms of this contract applicable to Contractor's work unles
specifically noted to the contrary in the subcontract in question approved in writing t:
the City.
20. PROHIBITED INTEREST
No official of the City who is authorized in such capacity on behalf of the City t
negotiate, make, accept, or approve, or take part in negotiating, making, accepting, (
approving of this agreement, shall become directly or indirectly interested personally i
this contract or in any part thereof. No officer or employee of the City who is authorize
in such capacity and on behalf of the City to exercise any executive, supervisory, r
similar functions in connection with the performance of this contract shall becorr
directly or indirectly interested personally in this contract or any part thereof.
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21. VERBAL AGREEMENT OR CONVERSATION
No verbal agreement or conversation with any officer, agent, or employee of th
City, either before, during or after the execution of this contract, shall affect or modi1
any of the terms or obligations herein contained nor entitle the Contractor to an
additional payment whatsoever under the terms of this contract.
22. SUCCESSORS OR ASSIGNS
Subject to the provisions of Paragraph 17, "Hold Harmless Agreement," 2
terms, conditions, and provisions hereof shall inure to and shall bind each of the partic
hereto, and each of their respective heirs, executors, administrators, successors, an
assigns.
23. EFFECTIVE DATE
This agreement shall be effective on and from the day and year first writte
above.
24. CONFLICT OF INTEREST
The City has determined, using the guidelines of the Political Reform Act and tF
City's conflict of interest code, that the Contractor will not be required to file a conflict 1
interest statement as a requirement of this agreement. However, Contractor heret
acknowledges that Contractor has the legal responsibility for complying with tt
Political Reform Act and nothing in this agreement releases Contractor from th
responsibility.
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25. INSURANCE
The Contractor shall obtain and maintain for the duration of the contract and an
and all amendments insurance against claims for injuries to persons or damage 1
property which may arise out of or in connection with performance of the WOI
hereunder by the Contractor, his agents, representatives, employees or subcontractor:
Said insurance shall be obtained from an insurance carrier admitted and authorized i
do business in the State of California. The insurance carrier is required to have
current Best's Key Rating of not less than "A-:V" and shall meet the City's policy fc
insurance as stated in Resolution No. 91-403.
A. Coverases and Limits.
Contractor shall maintain the types of coverages and minimum limi
indicated herein, unless a lower amount is approved by the City Attorney or Ci
Manager:
1. Comprehensive General Liability Insurance. $1,000,000 combine
single-limit per occurrence for bodily injury, personal injury and property damage. If tt
submitted policies contain aggregate limits, general aggregate limits shall app
separately to the work under this contract or the general aggregate shall be twice tt
required per occurrence limit.
2. Automobile Liability (if the use of an automobile is involved fi
Contractor's work for the City). $1,000,000 combined single-limit per accident for bodi
injury and property damage.
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3. Workers' Compensation and Employer's Liability. Worker!
Compensation limits as required by the Labor Code of the State of California an
Employer's Liability limits of $1,000,000 per accident for bodily injury.
4. Professional Liability. Errors and omissions liability appropriate t
the contractor's profession with limits of not less than $1,000,000 per claim. Coverag
shall be maintained for a period of five years following the date of completion of th
work.
6. Additional Provisions.
Contractor shall ensure that the policies of insurance required under th
agreement contain, or are endorsed to contain, the following provisions.
1. The City shall be named as an additional insured on all polick
excluding Workers' Compensation and Professional Liability.
2. The Contractor shall furnish certificates of insurance to the Ci
before commencement of work.
3. The Contractor shall obtain occurrence coverage, excludir
Professional Liability which shall be written as claims-made coverage.
4. This insurance shall be in force during the life of the agreement ar
any extension thereof and shall not be canceled without 30 days prior written notice
the City sent by certified mail.
5. If the Contractor fails to maintain any of the insurance coveragc
required herein, then the City will have the option to declare the Contractor in breach,
may purchase replacement insurance or pay the premiums that are due on existit
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policies in order that the required coverages may be maintained. The Contractor
responsible for any payments made by the City to obtain or maintain such insuranc
and the City may collect the same from the Contractor or deduct the amount paid fro1
any sums due the Contractor under this agreement.
26. RESPONSIBLE PARTIES
The name of the persons who are authorized to give written notices or to receh
written notice on behalf of the City and on behalf of the Contractor in connection wi,
the foregoing are as follows:
For City: Title Assistant City Engineer
Name David Hauser
Address 2075 Las Palmas Drive
Carlsbad, CA 92009
For Contractor: Title Principal
Name Galen Peterson
Address 16064 Sun Summit Pt.
San Diego, CA 92127-2050
Registered Civil EngineerlLicense Number: 18364
27. BUSINESS LICENSE
Contractor shall obtain and maintain a City of Carlsbad Business License for tt-
duration of the contract.
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28. ENTIRE AGREEMENT
This agreement, together with any other written document referred to o
contemplated herein, embody the entire agreement and understanding between thc
parties relating to the subject matter hereof. Neither this agreement nor any provisior
hereof may be amended, modified, waived or discharged except by an instrument ir
writing executed by the party against which enforcement of such amendment, waiver c
discharge is sought.
Executed by Contractor this 20 day of
CONTRACTOR: CITY 0 CARLSBAD, a municip:
e 70 /3 c.? , A9 923
By: ATTEST:
(print namehitie) h 4.P-
(sign here)
ALETHA L. RAUTENKRANZ City Clerk
(Proper notarial acknowledgment of execution by Contractor must be attached.)
(President or vice-president and secretary or assistant secretary must sign fc
corporations. If only one officer signs, the corporation must attach a resolution certifie
by the secretary or assistant secretary under corporate seal empowering that officer 1
bind the corporation.)
APPROVED AS TO FORM:
RONALD R. BALL City ney
BY 62- fl f&ssi&mt It Attorney
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State of California ) 1 County of San Diego )
On October 20, 1998, before me, Belinda R. Guzman, Notary Public, personally appear6
Galen N. Peterson, personally known me to be the person whose name is subscribed 1
the within instrument and acknowledged to. me that he executed the same in h
authorized capacity, and that by his signature on theinstrument the person, or entity upc
behalf of which the person acted, executed the instrument.
WITNESS my hand and official seal
'. &L . p &*wm
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Signature of Notary '4 (This area for
official notary seal)
Title or Type of Document Agreement for Audit of costs for Poinsettia Lane From
Parkway to Blackrail Road as Constructed by C
Residential Group
Date of Document none No. of Pages 14
Signer@) other than named above None