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Home My WebLink AboutAECOM Technical Services Inc; 2014-04-16; UTIL1070AMENDMENT NO.2 TO EXTEND AND AMEND AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES AECOM TECHNICAL SERVICES, INC. UTIL 1070 d~endment No. 2 is entered into and effective as of the / ?"" ~ay of c"' ~'-c:> L , 2015, extending and amending the agreement dated April 16, 2014 (the "Agreement") by and between the City of Carlsbad, a municipal corporation, ("City"), and AECOM Technical Services, Inc., a California corporation, ("Contractor") (collectively, the "Parties") for civil engineering design services for the La Costa Storm Drain Replacement Program. RECITALS A. On October 2, 2014, the Parties executed Amendment No.1 to the Agreement to extend the agreement for one (1) year until October 15, 2015; and B. The Parties desire to alter the Agreement's scope of work to prepare plans, specifications and contract documents for improvements to the drainage system in La Costa Avenue; and C. The Parties desire to extend the Agreement for a period of one (1) year until October 15, 2016; and D. The Parties have negotiated and agreed to a supplemental scope of work and fee schedule, which is attached to and incorporated in by this reference as Exhibit "A", Scope of Services and Fee. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. In addition to those services contained in the Agreement, as may have been amended from time to time, Contractor will provide those services described in Exhibit "A". With this Amendment, the total annual Agreement amount shall not exceed thirty thousand dollars ($30,000). 2. City will pay Contractor for all work associated with those services described in Exhibit "A" on a time and materials basis not-to-exceed twenty nine thousand six hundred and fifty dollars ($29,650). Contractor will provide City, on a monthly basis, copies of invoices sufficiently detailed to include hours performed, hourly rates, and related activities and costs for approval by City. 3. Contractor will complete all work described in Exhibit "A" by October 15, 2016. 4. All other provisions of the Agreement, as may have been amended from time to time, shall remain in full force and effect. 5. 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. City Attorney Approved Version 1/30/13 UTIL 1070 6. 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. CONTRACTOR AECOM TECHNICAL SERVICES, INC., a California corporati n By: Ray Hrenko I Vice President (print name/title) By: (sign here) (print name/title) CITY OF CARLSBAD, a municipal corporation of the State of California By: Patrick Thomas 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 Chairman, President, or Vice-President Group B Secretary, Assistant Secretary, 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: CELIA A. BREWER, City Attorney BY: --~....::.=""""'~"""'.&W""""_."'"'"','_LL"""'""""'" ~'"""""'-.--'-:t:t...!.L___ Asstst-aflt City Attorney k?-tj City Attorney Approved Version 1/30/13 2 AECOM Technical Services, Inc. 3995 Via Oro Avenue Long Beach, CA 90810 T 562.213.4139 F 562.420.2915 www.aecom.com AECOM TECHNICAL SERVICES, INC. CERTIFICATE OF ASSISTANT SECRETARY The undersigned, Sarah M. Sabunas, hereby certifies that she is now and at all times relevant hereto has been the duly elected and acting Assistant Secretary of AECOM Technical Services, Inc., a California corporation, and that the Board of Directors, by resolution dated June 6, 2014, has authorized Ray Hrenko, Vice President, may in accordance with established administrative procedure, execute various written agreements and instruments, including Amendment No. 1 to the Agreement for Professional Services for the La Costa Storm Drain Replacement Program project by and between the City of Carlsbad and AECOM Technical Services, Inc. on behalf of the corporation or its divisions. The undersigned does further certify that the foregoing resolution has not been revoked, amended or modified, and is in full force and effect as of the date hereof. IN WITNESS WHEREOF, the undersigned has executed this Certificate of Assistant Secretary and has affixed the corporate seal of this corporation this 1 ih day of September, 2014. AECOM TECHNICAL SERVICES, INC. By: c5JtfJtk??-·t==~,_._; Sarah M. Sabunas, Assistant Secretary A:COM October 7, 2015 Ms. Sherri Howard Associate Engineer City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 AECOM 401 West A Street Suite 1200 San Diego, CA 92101 www.aecom.com Subject: La Costa Avenue Drainage Improvements Project Dear Ms. Howard: 619 61 o 7600 tel 619 610 7601 fax Exhibit "A" The purpose of this letter is to provide the scope of work and fee associated with the La Costa Avenue Drainage Improvements Project. The work generally consists of preparing design plans and specifications for the construction of storm drain improvements including supplementing the existing storm drain system with a new curb inlet and larger storm drain pipeline across La Costa Avenue and analyzing the existing box culvert hydraulics properties through a comprehensive field survey to provide opinions for mitigating the standing water on the south side of the culvert. These repairs shall be pursued at the discretion of the City of Carlsbad. Project Understanding The City has identified a drainage deficiency along La Costa Avenue in two locations. The first location, approximately~ mile east of Interstate 5, the street surface runoff is directed into a "reversed curb oulet", which flows west behind the sidewalk via a concrete drainage swale to a confluence of an existing brow ditch flowing easterly from the west, to a headwall, then flows north across La Costa Ave through an existing 24"storm drain to discharge into the Batiquitos Lagoon. During storm events, the inlet drainage capacity is insufficient and storm water accumulates at the base oft he "reversed curb outlet", resulting in ponding. The severity oft he ponding is dependent upon the magnitude ofthe storm event and tidal flows. Under large events the ponding is severe enough to impact traffic. The ponding appears to be a result of insufficient drainage capacity, with restrictions either at the inlet itself, the undersized storm drain pipeline capacity, or at the storm drain outlet elevation where the tide may restrict the discharge flow. The second location is approximately positioned midpoint between Interstate 5 and El Camino Real, the existing box culvert flowing north across La Costa Ave experiences standing water on the south side as a partial result of very dense vegetation on the north side where the concrete box transitions into a wetland drainage course to the Batiquitos Lagoon. The evaluation of this drainage system will determine what level of bio mitigation may be needed to provide a clear open channel for which to alleviate this slope conveyance ponding issue. AS' COM Ms. Sherri Howard October 7, 2015 Page 2 of 5 This project at the first location will provide a design to modify the existing system by adding a new curb inlet at the location of the existing headwall, increase the storm drain capacity, and if required, possibly revise the new storm drain discharge elevation, to provide better drainage at this location. The improvements to be made are limited by the existing conditions and as such the project is intended to improve the drainage but may not completely eliminate ponding under every storm event. The second location will provide design alternatives to remove portions of dense vegetation currently blocking the required flow from the south into the Batiquitous Lagoon. Scope of Work Task 1-Management Administration Project management tasks shall include invoicing, budget and schedule tracking, meetings, and providing project status updates. Schedule Task I Deliverable Schedule Review existing info, obtain required Within 2 weeks following NTP. additional info, Site Visit Prepare 30% conceptual design with Finish 6 weeks after NTP and receipt of Survey. plan and profile sheets sufficient for alternatives analysis and environmental review. Prepare 75% Submittal Finish 4 weeks following 30% City comments and receipt of Pothole data. Prepare Final Submittal Finish 4 weeks following 70% City comments. Task 2 -Review Existing Review pertinent information provided by the City of Carlsbad (City). Identify and request additional information required to complete the evaluation. Evaluate the site conditions with City staff to confirm the limits of improvements required for the project. This would include pipeline, pavement, sidewalk, and curb and gutter improvements. AS' COM Task 3 -Prepare Plans, Specifications Estimate (IPS&E) Ms. Sherri Howard October 7, 2015 Page 3 of 5 Prepare a 75% draft and Final PS&E submittal. The following 4 sheets are proposed to be included in the 75% design submittal: • Title Sheet • Storm Drain Improvements Plan & Profile • Storm Drain Notes, Legend and Details • Storm Drain and Curb Inlet Sections and Details The draft supplemental special provisions (SSPs) will be comprised of technical sections using the CSI format and Greenbook as appropriate. AECOM will submit two hard copies and a MS Word file to the City for review and comment. The Engineer's opinion of construction cost will be developed using general unit cost factors at a level of detail corresponding to the design level. Attend one meeting to receive/discuss City comments on design requirements and submittals. Prepare Final PS&E Submittal. Following receipt of City comments on the prior submittal, prepare a final PS&E submittal comprised of final specifications (as Word and PDF files), final bid schedule, plans (one set of signed mylars and one CD with electronic files; AutoCAD-drawings, and MS Word-Specifications), and an updated Engineer's opinion of construction cost. Task 4 -Bid Assistance Not included in Scope of Services Task 5 -Construction !Phase Support Not included in Scope of Services Cost Proposal We will complete the services outlined in Tasks 1 through 3 of this Scope of Services for a not-to exceed fee of $29,660.00, on a time-and-materials basis in accordance with the attached fee estimate budget (Exhibit "A"). Other Assumptions 1. The City will provide front-end documents, including construction contract, bidder instructions, general and special provisions. AECOM will be responsible for preparing supplemental special provisions that AECOM deems necessary for this project. AECOM will prepare the Bid Schedule and bid item description. AS" COM Ms. Sherri Howard October 7, 2015 Page 4 of 5 2. This Scope of Services is based on AECOM's current understanding of the project and discussions. If the actual work required is significantly different from what is anticipated, it is agreed that the scope and fee will be revised accordingly. 3. AECOM will be entitled to rely upon the accuracy of data and information provided to us without independent review or evaluation except as described in the scope. 4. AECOM assumes the City will be performing all activities associated with bidding and construction phase services including administration and inspections. 5. Environmental work is not included as part of this base scope and fee. 6. Any permits, fees or inspection costs required by other agencies will be acquired and paid for by the City. 7. Traffic Control Plans are not included as part ofthis base scope and fee. 8. Coordination with HOAs and utilities will be performed by the City, and are not part of AECOM's Scope of Services. 9. Any Engineer's Opinion of Construction Cost prepared by AECOM represents its judgment as a design-professional and is supplied for the general guidance of City. Since AECOM has no control over the cost of labor and material, or over competitive bidding or market conditions, AECOM does not guarantee the accuracy of such opinions as compared to contractor bids or actual cost to City. 10. Notwithstanding anything in this Scope of Services, AECOM shall have no responsibility for the discovery, presence, handling, removal or disposal of, or exposure to persons to hazardous materials in any form, at the project site. 11. Any reuse of AECOM prepared documents, except for the specific purpose intended hereunder, will be at District's sole risk and without liability or legal exposure to AECOM or its subconsultants. AS" COM Ms. Sherri Howard October 7, 2015 Page 5 of 5 Thank you for the opportunity to submit this scope and fee. If you have any questions, please contact me at (619) 610-7789. Sincerely, Jeff Endersby, PE Project Manager Enclosures: Exhibit A-Fee Estimate Design Project Budget Lower La Costa Avenue Drainage Improvements City of Carlsbad Personnel Hours Budget :... .. .. :... :... = .. .. .. .. 'Sii .. = .:: .. = = OJ) .... "' r.o.. Task Description ~ 'Sii "' 0: :... ... = ... :... = 0 "; .... ~ ~ "' 0 .,Q c. ·= = 0: ·;;:; :... --....:< 0 0 ·a "; 0 I "; = ·= ·= .,Q = ·;:: .... .... .. .. "0 0 0: 0 0 ~ rJ:J rJ:J ~ E-< ....:< z E-< Task 1 -Proiect Mana!!ement and Administration Prepare Brief Status Reports and Invoices 4 0 2 4 10 $ 1,480 $ 200 $ 1,680 QAJQC Administration 4 0 2 6 $ 1,120 $ 1,120 Subtotal 8 0 4 4 16 $ 2,600 $ 200 $ 2,800 Task 2 -Review Existine Info and Field Visit Obtain and Review Info 2 12 14 $ 2,210 $ 50 $ 2,260 Field Visit 2 4 6 $ 1,010 $ 50 $ 1,060 Subtotal 4 0 16 0 20 $ 3,220 $ 100 $ 3,320 Task 3 -Preoare Plans Soecifications and En!!ineer's Ooinion of Construction Cost Prepare PS&E Submittal 6 20 80 106 $ 16,530 $ 100 $ 16,630 Prepare Final PS&E Submittal 4 12 24 40 $ 6,400 $ 500 $ 6,900 Subtotal 10 32 104 01 1461 $ 22,930 I $ 600 I $ 23,530 Total 22 32 124 41 1821 $ 28,1SQls _______ 9oo 1 s 29,65Q_ -------- Amounts shown are fee. Personnel Catego!}' $/HR Principal Engineer $ 205.00 Senior Engineer $ 165.00 Senior Designer $ 150.00 Administrative $ 90.00 UTIL1070 AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES (AECOM TECHNICAL SERVICES, INC.) THIS AGREEMENT is made and entered into as of the day of P^rUL^ , 2014, by and between the CITY OF CARLSBAD, a municipal corporation/("City"), and AECOM TECHNICAL SERVICES, INC., a California corporation, ("Contractor"). RECITALS A. City requires the professional services of an engineer that is experienced in Civil Engineering. B. Contractor has the necessary experience in providing professional services and advice related to preparation of plans, specifications and cost estimates. 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 six (6) months from the date first above written. The City Manager may amend the Agreement to extend it for three (3) 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 sixteen thousand two hundred sixty five dollars ($16,265). 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". City Attorney Approved Version 1 /30/13 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 early 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-:Vir'. OR City Attorney Approved Version 1/30/13 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 required 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 City Attorney Approved Version 1/30/13 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 Carlsbad 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 clearly 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 Citv For Contractor Name Sherri Howard Name Alfred Pedroza Title Associate Engineer Title Project Manager Department Public Works-Utilities Address 7807 Convoy Court, Suite 200 City of Carlsbad San Diego, CA92111 Address 1635 Faraday Avenue Phone No. 858-300-2711 Carisbad, Ca 92008 Email Alfred.pedroza(5)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. City Attorney Approved Version 1/30/13 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 Carisbad 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 fonwarded 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 peri'ormed 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 City Attorney Approved Version 1/30/13 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. City Attorney Approved Version 1/30/13 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. CONTRACTOR CITY OF CARLSBAD, a municipal AECOM TECHNICAL SERVICES, INC., corporation of the State of Califomia a California coloration " -^1^ (sign here) City I^Kyiagor qr Mayor oi* DivisiqiiDi rector^ /authorized by the City Manager f^Y M-f^Kz>^ ^iOa- P<^^$'(pg;f>47 .yj"" "°weii (print name/title) ATTEST: By: (sign here) ^/vKM ^/k^UhiM ^g^ET^|C'ty Clerk (print nam^/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 ofricer(s) signing to bind the corporation. APPROVED AS TO FORM: CELIA A. BREWER, City Attorney BY: Assistant City Attorney ^ City Attorney Approved Version 1/30/13 ATCOM AECOM Technical Services, Inc. 3995 Via Oro Avenue Long Beach, CA 90810 T 562.213.4139 F 562.420.2915 www.aecom.com AECOM TECHNICAL SERVICES. INC. CERTIFICATE OF SECRETARY The undersigned, Sarah M. Sabunas, hereby certifies that she is now and at all times relevant hereto has been the duly elected and acting Assistant Secretary of AECOM Technical Services, Inc., a California corporation, and that the Board of Directors, by resolution dated July 10, 2013, has authorized Ray Hrenko, Vice President, to execute various written agreements and instruments, including the Agreement for Professional Engineering Services - 7309 Linden Terrace Storm Drain Outfall Improvements by and between the City of Carlsbad and AECOM Technical Services, Inc. on behalfofthe corporation or its divisions. The undersigned does further certify that the foregoing resolution has not been revoked, amended or modified, and is in full force and effect as of the date hereof IN WITNESS WHEREOF, the undersigned has executed this Certificate of Secretary and has affixed the corporate seal of this corporation this 20'" day of March, 2014. AECOM TECHNICAL SERVICES, INC. By: "^e^^dn^^"^^ > Sarah M. Sabunas, Assistant Secretary AsCQM CVUTDIT AECOM 858 268 8080 tel EXHIBIT A 7807 Convoy Court 858 292 7432 (ax Suite 200 San Diego, CA 92111 www.aecom.com February 26, 2014 Ms. Sherri Howard Associate Engineer City of Carlsbad 1635 Faraday Avenue Carlsbad, CA 92008 Subject: 7309 Unden Terrace Storm Drain Outfall Improvements Dear Ms. Howard: The purpose of this letter is to provide the scope of work and fee associated with the 7309 Linden Terrace Storm Drain Outfall Improvements Project. The work generally consists of preparing design plans and specifications forthe improvements and rehabilitation of an existing storm drain energy dissipator outfall structure. Project Understanding The 7309 Linden Terrace Storm Drain Outfall Improvements Project (Project) is located at 7309 Linden Terrace, a residential street in Carisbad just east of Interstate 5 and south of Poinsettia Ave. AECOM performed a cursory review ofthe existing improvement plans combined with a field visit to the project location. Although plans have been developed, there appears to be additional engineering necessaryto complete the construction bid documents. As such, a more detailed Scope of Work is required, along with further discussions with the City of Carlsbad, to determine the appropriate extent of site improvements. The following Scope of Work is proposed based on the initial Information provided and describes the tasks to be performed by AECOM. Scope of Work Task 1 - Project Management and Administration Project management tasks shall include invoicing, budget and schedule tracking. Schedule Task / Deliverable Schedule Review existing info, obtain required additional info, Site Visit Within 1 week following NTP AECOM Ms. Sherri Howard February 26, 2014 Page 2 of 4 Prepare 100% Submittal Finish 4 weeks after NTP Final Submittal Finish 2 weeks following 100% City Comments Task 2 - Review Existing Information and Field Visit Review all pertinent information provided by the Cityof Carlsbad (City). Identify and request additional information required to complete the evaluation. Evaluate the site conditions with City staff and Contractor to confirm the limits of improvements required for the project. This would include the energy dissipator structure, CMU walls adjacent to the outfall area, the existing conditions ofthe outfall area, and the concrete swale and CMU splash wall at the terminus ofthe outfall. It is noted that a portion ofthe existing outfall structure resides in the Caltrans Right-of-Way. Task 3 - Prepare Plans, Specifications and Estimate Prepare a 100% Draft PS&E submittal. The following 4 sheets are proposed to be included in the 100% design submittal: • Title Sheet • General Notes, Abbreviations and Details • Storm Drain Outfall Improvement Plan & Profile • Storm Drain Outfall Details The draft supplemental special provisions (SSPs) will be comprised of technical sections using the CSI format. AECOM will submit two hard copies and a MS Word file to the City for review and comment. The Engineer's opinion of construction cost will be developed using general unit cost factors at a level of detail corresponding to the design level. Attend one meeting (site visit) to receive/discuss City comments on design requirements and submittals. Following receipt of City comments on the prior submittal, prepare a final PS&E submittal comprised of final specifications (as Word and PDF files), plans (one set of signed mylars and one CD with electronic files; AutoCAD-drawings, and MS Word-Specifications), and an updated Engineer's opinion of construction cost. Task 4 - Construction Phase Support It is AECOM's understanding that the City will serve as the construction manager for the overall construction project, with primary responsibility for contract administration, for formal interaction with the construction contractor, and for all matters related to or affecting Project schedule. AECOM Ms. Sherri Howard February 26, 2014 Page 3 of 4 budget/cost, and acceptance of the work. AECOM will provide office engineering support services for the construction. During the construction phase ofthe project, AECOM will respond up to 5 RFIs and review up to 10 submittals. Prepare clarification sketches, if required, during construction to address issues resulting from unanticipated field conditions or other field changes. Up to three (3) sketches are assumed. Make record changes to the drawings based upon contractor-furnished record of construction changes. Cost Proposal We will complete the services outlined in Tasks 1 through 6 of this Scope of Services for a not-to exceed fee of $15,265, on a time-and-materials basis in accordance with the attached fee estimate budget (Exhibit "A"). Other Assumptions 1. The City will provide front-end documents, including construction contract, bidder instructions, general and special provisions. AECOM will be responsible for preparing supplemental special provisions that AECOM deems necessary for this project. AECOM will prepare the Bid Schedule and bid item description. 2. This Scope of Services is based on AECOM's current understanding of the project and discussions. If the actual work required is significantly different from what is anticipated, it is agreed that the scope and fee will be revised accordingly. 3. AECOM will be entitled to rely upon the accuracy of data and information provided to us without independent review or evaluation except as described in the scope. 4. All environmental work, including CEQA documentation for the Project, are not included as part of this base scope and fee. If the City requires environmental services, AECOM can provide a separate scope and fee for the City's consideration. 5. Any permits, fees or inspection costs required by other agencies will be acquired and paid for by the City. 6. Traffic Control Plans are not included as part of this base scope and fee. If the City requires Traffic Control Plans, AECOM can provide a separate scope and fee forthe City's consideration. 7. Coordination with HOAs and utilities will be done by the City. 8. Any Engineer's Opinion of Construction Cost prepared by AECOM represents its judgment as a design-professional and is supplied forthe general guidance of City. Since AECOM has no control over the cost of labor and material, or over competitive bidding or market AECOM Ms. Sherri Howard February 26, 2014 Page 4 of 4 conditions, AECOM does not guarantee the accuracy of such opinions as compared to contractor bids or actual cost to City. 9. Notwithstanding anything in this Scope of Services, AECOM shall have no responsibility for the discovery, presence, handling, removal or disposal of, or exposure to persons to hazardous materials in any form, at the project site. 10. Any reuse of AECOM prepared documents, except for the specific purpose intended hereunder, will be at District's sole risk and without liability or legal exposure to AECOM or its subconsultants. 11. No utility coordination will be required. 12. It is recognized, though, that due to the nature of field construction and the highly variable conditions and circumstances that may be encountered, it is very difficult to accurately predict the exact level of construction phase services and fee which will be needed. If the construction contractor is cooperative and the Project proceeds smoothly, a reduced level of effort may be appropriate. Conversely, difficult field conditions or relations with the contractor or an extended construction period could require additional effort and fee. Therefore, key assumptions and budgetary amounts are provided for Construction Phase Sen/ices tasks, based on past experience. The extent of construction phase services is based upon the following construction schedule assumptions: a. It is assumed that the construction contract will require 2 months for completion. b. It is our understanding that the City will act as the construction manager for the Project and will be responsible for disseminating information such as RFIs and shop drawings for review during construction. Thank you for the opportunity to submit this scope and fee. If you have any questions, please contact me at (858) 300-2711. Sincerely, Alfred Pedroza, PE Project Manager Enclosures: Exhibit A - Fee Estimate Design Project Budget 7309 Linden Terrace Storm Drain Outfall Improvements Cityof Carlsbad Task Description Personnel Hours CD C Ed "3 s. •s e •S a. e 'u es Cd u o •5 u E < 12 a o S o s Budget o .a a t e I Task 1 - Proiect Management and Administration Prepare Brief Status Repons and Invoices QA/QC Administration Subtotal 1,090 19 2,635 Tasic 2 - Review Existing Info and Field Visit Obtain and Review Info Field Visit Subtotal Task 3 - Prepare Plans. Specifications and Engineer's Opinion of Constniction Cost 555 50 885 50 10 1,440 100 Prepare 100% PS&E Submittal Prepare Rnal PS&E Submittal 10 45 Subtotal 14 55 7.715 100 1.915 100 69 9,630 200 605 1,540 7.815 2,015 9,830 Task 4 - Construction Phase Support Respond 10 up to five (5) RFIs and up to ten (10) Submiiials/Resubmittals Prepare up to three (3) Clarirication Sketches 640 50 PrejgreRecw^rawin|^ Subtotal 165 50 1,205 100 2,010 200 ToUl 31 68 113 $ 690 215 I,.305 2,210 Amounts shown are fee. Pyr?<?nneiC;tit8cry Principal Engineer $ Senior Engineer $ Senior Designer $ Administrative $ 215.00 165.00 130.00 9000