HomeMy WebLinkAboutAtkins North America Inc; 2012-07-13; UTIL882UT1L882
AGREEMENT FOR PROFESSIONAL ENGINEERING SERVICES
FOR THE WATER MASTER PLAN UPDATE, PROJECT NO. 5016
(ATKINS NORTH AMERICA, INC.)
THIS AGREEMENT is made and entered into as ofthe /2 day of
Jo(u , 2012, by and between the CARLSBAD MUNICIPAL
WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 1911, and a
Subsidiary District ofthe City of Cartsbad, ("CMWD"), and ATKINS NORTH AMERICA, INC., a
Florida corporation, ("Contractor").
RECITALS
CMWD requires the professional services of an engineering firm that is experienced in
hydraulic models and water master plans who can prepare final revisions to the 2012 Water
Master Plan and provide assistance through City Council approval of said 2012 Water Master
Plan Update. Contractor has the necessary experience in providing these professional services,
has submitted a proposal to CMWD and has affirmed its willingness and ability to perform such
work.
NOW, THEREFORE, in consideration of these recitals and the mutual covenants
contained herein, CMWD and Contractor agree as follows:
1. SCOPE OF WORK
CMWD retains Contractor to perform, and Contractor agrees to render, those services (the
"Services") that are defined in Exhibit "A", attached and incorporated by this reference in
accordance with the terms and conditions set forth in this Agreement.
2. TERM
This Agreement will be effective for a period of one (1) year from the date first above written.
Contractor will complete all work associated with Exhibit "A" by January 31, 2013.
3. COMPENSATION
The total fee payable for the Services to be performed will be five thousand dollars ($5000). No
other compensafion for the Services will be allowed except for items covered by subsequent
amendments to this Agreement. CMWD reserves the right to withhold a ten percent (10%)
retention unfil CMWD has accepted the work and/or the Services specified in Exhibit "A."
4. STATUS OF CONTRACTOR
Contractor will perform the Services as an independent contractor and in pursuit of Contractor's
independent calling, and not as an employee of CMWD. Contractor will be under the control of
CMWD only as to the results to be accomplished.
5. INDEMNIFICATION
Contractor agrees to indemnify and hold harmless CMWD 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.
General Counsel Approved Version 2/17/12
The parties expressly agree that any payment, attorney's fee, costs or expense CMWD incurs
or makes to or on behalf of an injured employee under the CMWD's self-administered workers'
compensation is included as a loss, expense or cost for the purposes of this section, and that
this secfion will survive the expirafion or early terminafion of this Agreement.
6. INSURANCE
Contractor will obtain and maintain policies of commercial general liability insurance, automobile
liability insurance, a combined policy of workers' compensafion, employers liability insurance,
and professional liability insurance from an insurance company authorized to transact the
business of insurance in the State of California which has a current rafing in the Best's Key
Rafing guide of at least A-:VII OR with a surplus line insurer on the State of California's List of
Eligible Surplus Line Insurers (LESLI) with a rafing in the latest Best's Key Rafing Guide of at
least "A:X", in an amount of not less than one million dollars ($1,000,000) each, unless
OthenA/ise authorized and approved by the Risk Manager or the Executive Manager. Contractor
will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-
made coverage. The insurance will be in force during the life of this Agreement and will not be
canceled without thirty (30) days prior written nofice to CMWD by certified mail. CMWD will be
named as addifional insured on General Liability which shall provide primary coverage to
CMWD. Contractor will furnish certificates of insurance to CMWD with endorsements to CMWD,
prior to CMWD's execution of this Agreement.
7. 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.
8. COMPLIANCE WITH LAWS
Contractor will comply with all applicable local, state and federal laws and regulafions prohibiting
discriminafion and harassment and will obtain and maintain a City of Carisbad Business License
for the term of this Agreement.
9. TERMINATION
CMWD or Contractor may terminate this Agreement at any fime after a discussion, and written
nofice to the other party. CMWD will pay Contractor's costs for services delivered up to the time
of terminafion, ifthe services have been delivered in accordance with the Agreement.
10. CLAIMS AND LAWSUITS
By signing this Agreement, Contractor agrees it may be subject to civil penalties for the filing of
false claims as set forth in the California False Claims Act, Government Code secfions 12650,
et sea., and Carisbad Municipal Code Secfions 3.32.025, et seg. Contractor further
acknowledges that debarment by another jurisdicfion is grounds for CMWD to terminate this
Agreement.
11. JURISDICTIONS AND VENUE
Contractor agrees and sfipulates that the proper venue and jurisdicfion for resolufion of any
disputes between the parties arising out of this Agreement is the State Superior Court, San Diego
County, California.
12. ASSIGNMENT
Contractor may assign neither this Agreement nor any part of it, nor any monies due or to
become due under it, without the prior written consent of CMWD.
General Counsel Approved Version 2/17/12
13. AMENDMENTS
This Agreement may be amended by mutual consent of CMWD and Contractor. Any
amendment will be in writing, signed by both parties, with a statement of estimated changes in
charges or fime schedule.
14. 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 condifions of this Agreement.
CONTRACTOR
ATKINS NORTH AMERICA, INC., a
Florida corporafion
CARLSBAD MUNICIPAL WATER
DISTRICT, a Public Agency organized
under the Municipal Water Act of 1911, and
a SuJasidiary DistridLof the City of Carisbad
foT Proei , Executive
(print name/title)
ATTEST:
^j^SJUO By:
Manager «r DirQe%fi^^.ifc^>,
IMML
(sign here^
C. Emest Edgar, IV Senior Vice President
(print name/title)
LORRAINE M. WOOD
Secretary
If required by CMWD, proper notarial acknowledgment of execufion 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:
RONALQJHTSAL^, General Counsel
Assistant General Counsel
General Counsel Approved Version 2/17/12
EXHIBIT "A"
SCOPE OF SERVICES AND FEE
Water Master Plan Update, Project 5016
(Atkins Project No. 100009553)
May 4, 2012
The proposed scope of services for this agreement between the Carisbad Municipal
Water District and Atkins North America, Inc. is described in the following sections:
1. SCOPE OF WORK
B. Prepare final revisions to the 2012 Water Master Plan Update. As directed
by city staff, prepare edits to text and tables in Chapter 8 CIP. ($2500)
C. Provide assistance through Carlsbad Municipal Water District Board/City of
Carlsbad Council approval of 2012 Water Master Plan. Assist city staff in
preparation and presentation of final 2012 Water Master Plan Update to
Board/City Council, anticipated in fall of 2012. ($1500)
D. As Needed Support. Provide as needed support and response to questions
regarding 2012 Water Master Plan Update document. ($1000)
5. COMPENSATION
A. The Services described in Scope of Work will be provided for a not to exceed
amount of $5,000.
General Counsel Version#05.06.08