HomeMy WebLinkAboutAECOM Technical Services Inc; 2013-02-11; UTIL975UTIL975
AGREEMENT FOR ENGINEERING SERVICES FOR
PLAN REVIEW ASSISTANCE FOR DESALINATION CONVEYANCE PIPELINE
(AECOM TECHNICAL SERVICES, INC.)
THIS AGREEMENT is made and entered into as of the day of
corporation, ("Cityy and AECOM TECHNICAL SERVICES, INC., a California corporation.
^eJ^ /^//f. 0(^J^\/ , 2013, by and between the CITY OF CARLSBAD, a municipal
Drpon
("Contractor").
RECITALS
A. City requires the professional services of a contractor that is experienced in civil
plan review.
B. Contractor has the necessary experience in providing professional services and
advice related to civil plan review for conveyance pipeline for the Carlsbad Desalination Project.
C. Contractor has submitted a proposal to City and has affirmed its willingness and
ability to perform such work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein. City and Contractor agree as follows:
1. SCOPE OF WORK
City retains Contractor to perform, and Contractor agrees to render, those services (the
"Services") that are defined in attached Exhibit "A", which is incorporated by this reference in
accordance with this Agreement's terms and conditions.
2. STANDARD OF PERFORMANCE
While performing the Services, Contractor will exercise the reasonable professional care and
skill customarily exercised by reputable members of Contractor's profession practicing in the
Metropolitan Southern California Area, and will use reasonable diligence and best judgment
while exercising its professional skill and expertise.
3. TERM
The term of this Agreement will be effective for a period of four (4) years from the date first
above written. The City Manager may amend the Agreement to extend it for one (1) additional
one (1) year periods or parts thereof in an amount not to exceed thirty thousand dollars
($30,000) per Agreement year. Extensions will be based upon a satisfactory review of
Contractor's performance. City needs, and appropriation of funds by the City Council. The
parties will prepare a written amendment indicating the effective date and length of the extended
Agreement.
4. TIME IS OF THE ESSENCE
Time is of the essence for each and every provision of this Agreement.
5. COMPENSATION
The total fee payable for the Services to be performed during the initial Agreement term will be
thirty thousand dollars ($30,000). No other compensation for the Services will be allowed except
for items covered by subsequent amendments to this Agreement. The City reserves the right to
withhold a ten percent (10%) retention until City has accepted the work and/or Services
specified in Exhibit "A".
Incremental payments, if applicable, should be made as outlined in attached Exhibit "A".
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6. STATUS OF CONTRACTOR
Contractor will perform the Services in Contractor's own way as an independent contractor and
in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be
under control of City only as to the result to be accomplished, but will consult with City as
necessary. The persons used by Contractor to provide services under this Agreement will not
be considered employees of City for any purposes.
The payment made to Contractor pursuant to the Agreement will be the full and complete
compensation to which Contractor is entitled. City will not make any federal or state tax
withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be
required to pay any workers' compensation insurance or unemployment contributions on behalf
of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within
thirty (30) days for any tax, retirement contribution, social security, overtime payment,
unemployment payment or workers' compensation payment which City may be required to
make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work
done under this Agreement. At the City's election, City may deduct the indemnification amount
from any balance owing to Contractor.
7. SUBCONTRACTING
Contractor will not subcontract any portion of the Services without prior written approval of City.
If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the
acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly
employed by the subcontractor, as Contractor is for the acts and omissions of persons directly
employed by Contractor. Nothing contained in this Agreement will create any contractual
relationship between any subcontractor of Contractor and City. Contractor will be responsible for
payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of
a subcontractor by the terms of this Agreement applicable to Contractor's work unless
specifically noted to the contrary in the subcontract and approved in writing by City.
8. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
9. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees
and volunteers from and against all claims, damages, losses and expenses including attorneys
fees arising out of the performance of the work described herein caused by any negligence,
recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or
indirectly employed by any of them or anyone for whose acts any of them may be liable.
The parties expressly agree that any payment, attorney's fee, costs or expense City incurs or
makes to or on behalf of an injured employee under the City's self-administered workers'
compensation is included as a loss, expense or cost for the purposes of this section, and that
this section will survive the expiration or earty termination of this Agreement.
10. INSURANCE
Contractor will obtain and maintain for the duration of the Agreement and any and all
amendments, insurance against claims for injuries to persons or damage to property which may
arise out of or in connection with performance of the services by Contractor or Contractor's
agents, representatives, employees or subcontractors. The insurance will be obtained from an
insurance carrier admitted and authorized to do business in the State of California. The
insurance carrier is required to have a current Best's Key Rating of not less than "A-:VH". OR
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with a surplus line insurer on the State of California's List of Eligible Surplus Line Insurers
(LESLI) with a rating in the latest Best's Key Rating Guide of at least "A:X".
10.1 Coverages and Limits.
Contractor will maintain the types of coverages and minimum limits indicated below, unless Risk
Manager or City Manager approves a lower amount. These minimum amounts of coverage will
not constitute any limitations or cap on Contractor's indemnification obligations under this
Agreement. City, its officers, agents and employees make no representation that the limits of
the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to
protect Contractor. If Contractor believes that any requir;ed insurance coverage is inadequate.
Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at
Contractor's sole expense.
10.1.1 Commercial General Liabilitv Insurance. $1,000,000 combined single-limit
per occurrence for bodily injury, personal injury and property damage. If the submitted policies
contain aggregate limits, general aggregate limits will apply separately to the work under this
Agreement or the general aggregate will be twice the required per occurrence limit.
10.1.2 Automobile Liabilitv (if the use of an automobile is involved for
Contractor's work for City). $1,000,000 combined single-limit per accident for bodily injury and
property damage.
10.1.3 Workers' Compensation and Emplover's Liabilitv. Workers' Compensation
limits as required by the California Labor Code. Workers' Compensation will not be required if
Contractor has no employees and provides, to City's satisfaction, a declaration stating this.
10.1.4 Professional Liabilitv. Errors and omissions liability appropriate to
Contractor's profession with limits of not less than $1,000,000 per claim. Coverage must be
maintained for a period of five years following the date of completion of the work.
I I If box is checked. Professional Liability
City's Initials Contractor's Initials Insurance requirement is waived.
10.2. Additional Provisions. Contractor will ensure that the policies of insurance required under
this Agreement contain, or are endorsed to contain, the following provisions:
10.2.1 The City will be named as an additional insured on Commercial General
Liability which shall provide primary coverage to the City.
10.2.2 Contractor will obtain occurrence coverage, excluding Professional
Liability, which will be written as claims-made coverage.
10.2.3 This insurance will be in force during the life of the Agreement and any
extensions of it and will not be canceled without thirty (30) days prior written notice to City sent
by certified mail pursuant to the Notice provisions of this Agreement.
10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this
Agreement, Contractor will furnish certificates of insurance and endorsements to City.
10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance
coverages, then City will have the option to declare Contractor in breach, or may purchase
replacement insurance or pay the premiums that are due on existing policies in order to
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maintain the required coverages. Contractor is responsible for any payments made by City to
obtain or maintain insurance and City may collect these payments from Contractor or deduct the
amount paid from any sums due Contractor under this Agreement.
10.5 Submission of Insurance Policies. City reserves the right to require, at anytime, complete
and certified copies of any or all required insurance policies and endorsements.
11. BUSINESS LICENSE
Contractor will obtain and maintain a City of Cartsbad Business License for the term of the
Agreement, as may be amended from time-to-time.
12. ACCOUNTING RECORDS
Contractor will maintain complete and accurate records with respect to costs incurred under this
Agreement. All records will be clearty identifiable. Contractor will allow a representative of City
during normal business hours to examine, audit, and make transcripts or copies of records and
any other documents created pursuant to this Agreement. Contractor will allow inspection of all
work, data, documents, proceedings, and activities related to the Agreement for a period of
three (3) years from the date of final payment under this Agreement.
13. OWNERSHIP OF DOCUMENTS
All work product produced by Contractor or its agents, employees, and subcontractors pursuant
to this Agreement is the property of City. In the event this Agreement is terminated, all work
product produced by Contractor or its agents, employees and subcontractors pursuant to this
Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy
of the work product for Contractor's records.
14. COPYRIGHTS
Contractor agrees that all copyrights that arise from the services will be vested in City and
Contractor relinquishes all claims to the copyrights in favor of City.
15. NOTICES
The name of the persons who are authorized to give written notices or to receive written notice
on behalf of City and on behalf of Contractor under this Agreement.
For City For Contractor
Name Sherri Howard Name Timothy P. Joyce
Title Associate Engineer Title District Manager
Department Utilities Address 999 W. Town & Country Rd
City of Carlsbad Orange, CA 92868
Address 1635 Faraday Avenue Phone No. 714-567-2451
Carlsbad, CA 92008 Email Tim.iovce@aecom.com
Phone No. 760-602-2756
Each party will notify the other immediately of any changes of address that would require any
notice or delivery to be directed to another address.
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16. CONFLICT OF INTEREST
Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the
requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report
investments or interests in all four categories.
17. GENERAL COMPLIANCE WITH LAWS
Contractor will keep fully informed of federal, state and local laws and ordinances and
regulations which in any manner affect those employed by Contractor, or in any way affect the
performance of the Services by Contractor. Contractor will at all times observe and comply with
these laws, ordinances, and regulations and will be responsible for the compliance of
Contractor's services with all applicable laws, ordinances and regulations.
Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986
and will comply with those requirements, including, but not limited to, verifying the eligibility for
employment of all agents, employees, subcontractors and consultants whose services are
required by this Agreement.
18. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
19- DISPUTE RESOLUTION
If a dispute should arise regarding the performance of the Services the following procedure will
be used to resolve any questions of fact or interpretation not otherwise settled by agreement
between the parties. Representatives of Contractor or City will reduce such questions, and their
respective views, to writing. A copy of such documented dispute will be fon/varded to both
parties involved along with recommended methods of resolution, which would be of benefit to
both parties. The representative receiving the letter will reply to the letter along with a
recommended method of resolution within ten (10) business days. If the resolution thus
obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded
to the City Manager. The City Manager will consider the facts and solutions recommended by
each party and may then opt to direct a solution to the problem. In such cases, the action of the
City Manager will be binding upon the parties involved, although nothing in this procedure will
prohibit the parties from seeking remedies available to them at law.
20. TERMINATION
In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may
terminate this Agreement for nonperformance by notifying Contractor by certified mail of the
termination. If City decides to abandon or indefinitely postpone the work or services
contemplated by this Agreement, City may terminate this Agreement upon written notice to
Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any
documents owned by City and all work in progress to City address contained in this Agreement.
City will make a determination of fact based upon the work product delivered to City and of the
percentage of work that Contractor has performed which is usable and of worth to City in having
the Agreement completed. Based upon that finding City will determine the final payment of the
Agreement.
Either party upon tendering thirty (30) days written notice to the other party may terminate this
Agreement. In this event and upon request of City, Contractor will assemble the work product
and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for
work performed to the termination date; however, the total will not exceed the lump sum fee
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payable under this Agreement. City will make the final determination as to the portions of tasks
completed and the compensation to be made.
21. COVENANTS AGAINST CONTINGENT FEES
Contractor warrants that Contractor has not employed or retained any company or person, other
than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that
Contractor has not paid or agreed to pay any company or person, other than a bona fide
employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration
contingent upon, or resulting from, the award or making of this Agreement. For breach or
violation of this warranty, City will have the right to annul this Agreement without liability, or, in
its discretion, to deduct from the Agreement price or consideration, or othen/vise recover, the full
amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee.
22. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must
be asserted as part of the Agreement process as set forth in this Agreement and not in
anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false
claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal
prosecution. Contractor acknowledges that California Government Code sections 12650 et seg..
the False Claims Act applies to this Agreement and, provides for civil penalties where a person
knowingly submits a false claim to a public entity. These provisions include false claims made
with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of
information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to
recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a
false claim may subject Contractor to an administrative debarment proceeding as the result of
which Contractor may be prevented to act as a Contractor on any public work or improvement
for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction
is grounds for City to terminate this Agreement.
23. JURISDICTIONS AND VENUE
Any action at law or in equity brought by either of the parties for the purpose of enforcing a right
or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the
County of San Diego, State of California, and the parties waive all provisions of law providing for
a change of venue in these proceedings to any other county.
24. SUCCESSORS AND ASSIGNS
It is mutually understood and agreed that this Agreement will be binding upon City and
Contractor and their respective successors. Neither this Agreement or any part of it nor any
monies due or to become due under it may be assigned by Contractor without the prior consent
of City, which shall not be unreasonably withheld.
25. ENTIRE AGREEMENT
This Agreement, together with any other written document referred to or contemplated by it,
along with the purchase order for this Agreement and its provisions, embody the entire
Agreement and understanding between the parties relating to the subject matter of it. In case of
conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor
any of its provisions may be amended, modified, waived or discharged except in a writing
signed by both parties.
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26. AUTHORITY
The individuals executing this Agreement and the instruments referenced in it 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 of this Agreement. ^vTliL/
CONTRACTOR CITY OF CARLSBAD, a municipal Trl
AECOM TECHNICAL SERVICES, INC., a corporation of the State of California
California corporation
By:
(sign here) Dgp* City Manager or Mayor or Pivioion Director
(print name/title) /
•ac authorizod by the City Manager
(print name/title)
By:
i/^ (sign here) ^
(print name/title)
If required by City, 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:
City Attorney
Assistant City Attorney
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EXHIBIT A
A^CQJMI AECOM 714.567.2400 tel
999 W. Town & Country Road 714.648.7349 fax
Orange, CA 92868
www.aecom.com
January 15, 2013
City of Carlsbad Utilities Department
1635 Faraday Avenue
Cartsbad, CA 92008
Attention: Ms. Sherri Howard, RE
Subject: Proposal to Provide Plan Review Assistance for Desalination
Conveyance Pipeline (Offsite)
Dear Ms. Howard:
Thank you for the opportunity to submit a proposal to provide plan review assistance
services for the desalination conveyance pipeline project. AECOM team is excited
about the opportunity to assist the City of Carlsbad (City) in this effort, as this
assignment fits perfectly with our resources and local experience.
Project Uriderstaiiding
The Carlsbad Desalination Project is a 50-million gallon a day seawater desalination
plant that will supply San Diego region with approximately 10 percent of its drinking
water needs. The project, being developed by Poseidon Resources Corp., will be
the first large scale desalination plant on the West Coast and the largest of its kind in
the western Hemisphere. It will be located next to the Carlsbad power plant at the
corner of Carlsbad Boulevard and Cannon Road.
The plant will deliver desalinated potable water to the San Diego County Water
Authority operated Tri Agency Pipeline for distribution to the San Diego region
through a 54-inch pipeline that will travel 7.8 miles through Carlsbad within Its
heavily travelled secondary arterial, through industrial/commercial areas and will
create significant impacts to existing utilities. The project will be constructed under a
design build delivery method by others.
Scope of Work and Fees
1. AECOM will provide plan review assistance for the conveyance pipeline which
will include and not be limited to: plan review, pothole review, identification of
impacts to City of Carlsbad maintained and operated infrastructure.
2. AECOM will provide services on a time and materials basis. The City will be
invoiced monthly based on expended hours in accordance with current billing
rates as shown in the attached Standard Hourly Rate Schedule. Fees for these
services will not exceed $30,000.00
AECDM
City of Carlsbad Utilities Department January 15, 2013
Page 2
Assumptions
A. Consistent with the professional standard of care, and unless specifically
provided herein, AECOM shall be entitled to rely upon the accuracy of data and
information provided by City or others without independent review or evaluation.
B. In providing its services hereunder, AECOM shall not be responsible for
identification, handling, containment, abatement, or in any other respect, for any
asbestos or hazardous material if such is present in connection with the project.
In the event that City becomes aware of the presence of asbestos or hazardous
material at the jobsite. City shall be responsible for complying with all applicable
federal and state rules and regulations, and shall immediately notify AECOM,
who shall then be entitled to cease any of its services that may be affected by
such presence, without any liability to AECOM arising therefrom.
Thank you again for your time and consideration.
AECOM
Timothy P. Joyce, P.E.
District Manager
714.567.2451
EXHIBIT B
AECOM
STANDARD HOURLY RATE SCHEDULE
EFFECTIVE JANUARY 1, 2012
TIME
REPORTING ENGINEERS/PLANNERS/ARCHITECTS/SCIENTISTS PER HOUR
CODE
23 Assistant I $105.00
22 Assistant 11 $124.00
21 Associate $144.00
14 Senior I $161.00
13 Senior II $182.00
12 Principal $231.00
— Company Officer $258.00
TECHNICAL SUPPORT STAFF
36 Drafter/Assistant CADD Operator/Engineering Intern $78.00
37 CADD Operator $95.00
38 Design CADD Operator $107.00
39 Design CADD Supervisor $139.00
34 Designer/Technician $134.00
33 Senior Designer/Senior Civil Designer $144.00
32 Designer Supervisor $144.00
SUPPORTSTAFF
91-94 Clerk mi. Secretary I/II $78.00
81-82 Account Clerk I/II
95-96 Senior Secretary I/II
88-89 Administrative Specialist $89.00
83/84 Jr. or Staff Accountant
68/58 Special Consultant / Construction Observer Negotiated
— Director Construction Services Negotiated
DIRECT PROJECT EXPENSE
Computer and In-House Printing Expenses - accounts for hardware and software $4.50 per Direct Hr.
Travel - Automobile / Truck $0.75 Per Mile
Travel - Other Than Automobile Actual Cost+ 15%
Subconsultant Services Actual Cost+ 15%
Subcontracted Services / Reproduction Actual Cost+ 15%
If overtime is authorized by the cHent, an overtime premium multiplier of 1.5 will be applied to the billing rate of hourly personnel who work
overtime in order to meet a deadline which cannot be met during normal hours. Applicable sales taxes, if any, will be added to these rates.
Corporate officers and consulting engineers will be billed at 1.2 times the stated rate for Principal. Invoices will be rendered monthly.
For Engineers, Architects, Scientists.
Fee schedule is subject to change once a year. Interim adjustments may be made for selected categories unless not allowed in the contract.
Personnel classifications may be added, if appropriate and agreed upon. SOC AL REVO 1.2012