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HomeMy WebLinkAboutDudek & Associates Inc; 1999-03-31;c 0 0 Agreement Cover Sheet Please fill out section A and send this form with documents' attached to the City Clerk for routing. Once the documents are fully executed, they will be returned with this form. When a purchase request is submitted, section B of this form should be completed and this form should be sent to Purchasing along with a copy of the fully executed document. Aureement Tvpe (check one) - Extension Amendment __ Ratification Amendment and Extension Proposals Received Business License Conflict of Interest Corporate Resolution Date of original agreement ....................................... Term of original agreement ...................................... Person with authority to renew ................................. Number of allowable extensions .............................. Length of allowable extensions ................................ Dollar amount of original agreement ........................ Other purchase order numbers associated with original agreement, extensions and/or amendments: ,- cJ ' 'A <-, T/f/ /dX c *Please attach copy of document. Rev. 0311 611 999 c m 0 .“I - .. e AGREEMENT THIS AGREEMENT is made and entered into as of the 31st day of March , .19,9L by and between the CARLSBAD MUNICIPAL WATER DISTRICT, a Public Agency organized under the Municipal Water Act of 191 1, and a Subsidiary District of the City of Carlsbad, hereinafter referred to as “District” and DUDEK & ASSOCIATES, a California corporation, hereinafter referred to as “Contractor. ” RECITALS District requires the services of an independent Contractor to provide the necessary civil engineering design services for preparation of preliminary and final design drawings and specifications, construction assistance and proiect managemenl for the Davis Avenue Waterline Replacement, CMWD Project No. 99-102; and Contractor possesses the necessary skills and qualifications to provide the services required by District; NOW, THEREFORE, in consideration of these recitals and the mutual covenant: contained herein, District and Contractor agree as follows: 1. CONTRACTOR’S OBLIGATIONS See Exhibit “A,” attached. 1 Rev. 0811 7/9E .. c 0 0 .. - DISTRICT OBLUGATIONS The District shall: A. Provide Contractor reference materials, as requested in writing, and reasonably available. B. Any other information, as the Consultant may requested in writing, and necessary to the successful completion of the project. C. With reasonable promptness, provide required approvals and decisions. 3. PROGRESS AND COMPLETION The work under this contract will begin within ten (IO) days after receipt of notification to proceed by the District and be completed within one hundred eighty (180) [vm&ttx$calendar] days of that date. Extensions of time may be granted if requested by the Contractor and agreed to in writing by the District Engineer. The District Enqineer will give allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight on the part of the Contractor, or delays caused by District inaction or other agencies’ lack of timely action. 4. FEES TO BE PAID TO CONTRACTOR The total fee payable for the services to be performed shall be $24,170. Nc other compensation for services will be allowed except those items covered by supplemental agreements per Paragraph 8, ‘Changes in Work.” The District reserves the right to withhold a ten percent (10%) retention until the project has been accepted by the District. Incremental payments, if applicable, should be made as outlined in attachec Exhibit “A.” 2 Rev. 0811 7/9€ ., 0 m .. 5. DURATION OF CONTRACT This agreement shall extend for a period of one year (11 from date thereof. The contract may be extended by the Executive Manager for one (I) additional one (1) year periods or parts thereof, based upon a review of satisfactory performance and the District’s needs. The parties shall prepare extensions in writing indicating effective date and length of the extended contract. 6. PAYMENT OF FEES Payment of approved items on the invoice shall be mailed to the Contractor within 30 days of receipt of the invoice. 7. FINAL SUBMISSIONS Within m days of completion and approval of the District Engineer the Contractor shall deliver to the District the following items: (1) set Final Design Drawings (Mylars) (1) set Final Technical Specifications (Originals for Duplication) (1) Final Engineer’s Cost Opinion for Construction (1) Final Recommended Bid Schedule Digital Files of the Final Drawings and Specifications on 3-112” Disk or CD-ROM I1 8. CHANGES IN WORK If in the course of the contract, changes seen merited by the Contractor or the District, and informal consultations with the other party indicate that a change in the conditions of the contract is warranted, the Contractor or the District may request a 3 Rev. 0811 7l9E a 0 .. change in contract. Such changes shall be processed by the District in the following manner: A letter outlining the required changes shall be forwarded to the District by Contractor to inform them of the proposed changes along with a statement of estimated changes in charges or time schedule. A Standard Amendment to Agreement shall be prepared by the District and approved by the District according to the procedures described in Carlsbad Municipal Code Section 3.28.172. Such Amendment to Agreement shall not render ineffective or invalidate unaffected portions of the agreement. 9. COVENANTS AGAINST CONTINGENT FEES The Contractor warrants that their firm has not employed or retained any company or person, other than a bona fide employee working for the 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 of making of this agreement. For breach or violation of this warranty, the District shall have the right to annul this agreement without liability, or, in its discretion, to deduct from the agreement price or consideration, or otherwise recover, the full 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 regarding nondiscrimination. 4 Rev. 0811 7/98 11. TERMINATION OF CONTRACT In the event of the Contractor’s failure to prosecute, deliver, or perform the work as provided for in this contract, the Executive Manager may terminate this contract for nonperformance by notifying the Contractor by certified mail of the termination of the Contractor. The Contractor, thereupon, has five (5) working days to deliver said documents owned by the District and all,work in progress to the District Enqineer. The District Engineer shall make a determination of fact based upon the ,documents delivered to District of the percentage of work which the Contractor has performed which is usable and of worth to the District in having the contract completed. Based upon that finding as reported to the Executive Manager, the Manager shall determine the final payment of the contract. This agreement may be terminated by either party upon tendering thirty (30) days written notice to the other party. In the event of such suspension or termination, upon request of the District, the Contractor shall assemble the work product and put same in order for filing and closing and deliver said product to District. In the event of termination, the Contractor shall be paid for work performed to the termination date; however, the total shall not exceed the lump sum fee payable under paragraph 4. The Executive Manager shall make the final determination as to the portions, of tasks completed and the compensation to be made. 12. CLAIMS AND LAWSUITS The Contractor agrees that any contract claim submitted to the District must be asserted as part of the contract process as set forth in this agreement and not in anticipation of litigation or in conjunction with litigation. The Contractor acknowledges 5 Rev. 08/I 7198 0 0 .. that if a false claim is submitted to the District, it may be considered fraud and thc Contractor may be subject to criminal prosecution. The Contractor acknowledges tha California Government Codes sections 12650 et seq., the False Claims Act, provide$ 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 the Carlsbac Municipal Water Distrnct seeks to recover penalties pursuant to the False Claims Act, i is entitled to recover its litigation costs, including attorney’s fees. The Contract0 acknowledges that the filing of a false claim may subject the Contractor to ar administrative debarment proceeding wherein the Contractor may be prevented to ac as a Contractor on any public work or improvement for a period of up to five years. The Contractor acknowledges debarment by another jurisdiction is grounds for the Board o Directors to disqualify the Contractor from the selection process. The provisions of Carlsbad Municipal Code sections 3.32.025, 3.32.026 3.32.027 and 3.32.028 pertaining to false claims are incorporated herein by reference. 13. STATUS OF THE CONTRACTOR The Contractor shall perform the services provided for herein in Contractor’s owr way as an independent Contractor and in pursuit of Contractor’s independent calling and not as an employee of the District Contractor shall be under control of the Distric only as to the result to be accomplished, but shall consult with the District as providec 6 Rev. 0811 7l9E 0 a .. for in request for proposal. The persons used by the Contractor to provide services under this agreement shall not be considered employees of the District for any purposes whatsoever. The Contractor is an independent Contractor of the District. The payment made to the Contractor pursuant to the contract shall be the full and complete compensation to which the Contractor is entitled. The District shall not make any federal or state tax withholding on behalf of the Contractor or its employees or subcontractors. The District shall not be required to pay any workers’ compensation insurance or unemployment contributions on behalf of the Contractor or its employees or subcontractors. The Contractor agrees to indemnify the District and the City of Carlsbad within 30 days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers’ compensation payment with the District and the City of Carlsbad may be required to make on behalf of the Contractor or any employee or subcontractor of the Contractor for work done under this agreement or such indemnification amount may be deducted by the District and the City of Carlsbad from any balance owing to the Contractor. The Contractor shall be aware of the requirements of the Immigration Reform and Control Act of 1986 and shall comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, 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 all applicable requirements of law: federal, state and local. Contractor shall provide all 7 Rev. 0811 7/98 0 a .. necessary supporting documents, to be filed with any agencies whose approval is necessary. The District will provide copies of the approved plans to any other agencies. 15. OWNERSHIP OF DOCUMENTS All plans, studies, sketches, drawings, reports, and specifications as hereir required are the property of the District, whether the work for which they are made bc executed or not. In the event this contract is terminated, all documents, plans specifications, drawings, reports, and studies shall be delivered forthwith to the District Contractor shall have the right to make one (1) copy of the plans for its records. 16. REPRODUCTION RIGHTS The Contractor agrees that all copyrights which arise from creation of the worl pursuant to this contract shall be vested in District and hereby agrees to relinquish al claims to such copyrights in favor of District. 17. HOLD HARMLESS AGREEMENT Contractor agrees to indemnify and hold harmless the District and the City o Carlsbad and its officers, officials, employees and volunteers from any and against al claims, damages, losses and expenses including attorney fees arising out of thc performance of the work described herein caused in whole or in part by any willfu misconduct or negligent act or omission of the Contractor, any subcontractor, anyonc directly or indirectly employed by any of them or anyone for whose acts any of then may be liable. 18. ASSIGNMENT OF CONTRACT 8 Rev. 0811 71% 0 0 .I The Contractor shall not assign this contract or any part thereof or any monies due thereunder without the prior written consent of the District. 19. SUBCONTRACTING If the Contractor shall subcontract any of the work to be performed under this contract by the Contractor, Contractor shall be fully responsible the District 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 or indirectly employed by Contractor. Nothing contained in this contract shall create any contractual relationship between any subcontractor of Contractor and the District. The Contractor shall bind every subcontractor and every subcontractor of a subcontractor by the terms of this contract applicable to Contractor’s work unless specifically noted to the contrary in the subcontract in question approved in writing by the District. 20. PROHIBITED INTEREST No official of the District who is authorized in such capacity on behalf of the District to negotiate, make, accept, or approve, or take part in negotiating, making, accepting, or approving of this agreement, shall become directly or indirectly interested personally in this contract or in any part thereof. No officer or employee of the District who is authorized in such capacity and on behalf of the District to exercise any executive, supervisory, or similar functions in connection with the performance of this contract shall become directly or indirectly interested personally in this contract or any part thereof. 9 Rev. 0811 7/98 a e .. 21. VERBAL AGREEMENT OR CONVERSATION No verbal agreement or conversation with any officer, agent, or employee of the District, either before, during or after the execution of this contract, shall affect or modify any of the terms or obligations herein contained nor entitle the Contractor to any additional payment whatsoever under the terms of this contract. 22. SUCCESSORS OR ASSIGNS Subject to the provisions of Paragraph 17, “Hold Harmless Agreement,]] all terms, conditions, and provisions hereof shall inure to and shall bind each of the parties hereto, and each of their respective heirs, executors, administrators, successors, and assigns. 23. EFFECTIVE DATE This agreement shall be effective on and from the day and year first written above. 24. CONFLICT OF INTEREST The District has determined, using the guidelines of the Political Reform Act and the District’s conflict of interest code, that the Contractor will not be required to file a conflict of interest statement as a requirement of this agreement. However, Contractoi hereby acknowledges that Contractor has the legal responsibility for complying with the Political Reform Act and nothing in this agreement releases Contractor from thiz responsibility . 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 tc 10 Rev. 08/17/9t - a e I. property which may arise out of or in connection with performance of the worl hereunder by the Contractor, his agents, representatives, employees or subcontractors Said insurance shall be obtained from an insurance carrier admitted and authorized tc do business in the State of California. The insurance carrier is required to have i current Best’s Key Rating of not less that “A-:V’ and shall meet the District’s policy fo insurance as stated in Resolution No. 772. A. Coverages and Limits Contractor shall maintain the types of coverages and minimum limit$ indicated herein, unless a lower amount is approved by the General Counsel o Executive Manager. 1. Comprehensive General Liability 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 shall apply separately to the work under this contract or the general aggregate shall be twice the required per occurrence limit. 2. Automobile Liability (if the use of an automobile is involved for Contractor’s work for the District). $1,000,000 combined single-limit per accident for bodily injury and property damage. 3. Worker’s Compensation and Employer’s Liability. Worker’s Compensation limits as required by the Labor Code of the State of California and Employer’s Liability limits of $1,000,000 per accident for bodily injury. 4. Professional Liability. Errors and omissions liability appropriate to the contractor’s profession with limits of not less than $1,000,000 per claim. Coverage 11 Rev. 0811 7/98 e e .. shall be maintained for a period of five years following the date of completion of the work. B. Additional Provisions Contractor shall ensure that the policies of insurance required under this agreement contain, or are endorsed to contain, the following provisions. I. The District and the City of Carlsbad shall be named as an additional insured on all policies excluding Workers’ Compensation and Professional Liability. 2. The Contractor shall furnish certificates of insurance to the District before commencement of work. 3. The Contractor shall obtain occurrence coverage, excluding Professional Liability which shall be written as claims-made coverage. 4. This insurance shall be in force during the life of the agreement and any extension thereof and shall not be canceled without 30 days prior written notice to the District sent by certified mail. 5. If the Contractor fails to maintain any of the insurance coverages required herein, then the District will have the option to declare the Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order that the required coverages may be maintained. The Contractor is responsible for any payments made by the District to obtain and maintain such insurance and the District may collect the same from the Contractor or deduct the amount paid from any sums due the Contractor under this agreement. 12 Rev. 0811 7/98 0 a .. 26. RESPONSIBLE PARTIES The name of the persons who are authorized to give written notices or the receive written notice on behalf of the District and on behalf of the Contractor in connection witt the foregoing are as follows: For District: Title William E. Plummer, District Engineer Name Carlsbad Municipal Water District Address 5950 El Camino Real Carlsbad, California 92008 For Contractor: Title Michael Metts Name Dudek & Associates Address 605 Third Street Encinitas, California 92024 ArchitecVLicense Number: RCC * 42586 Arch itecVLicense Number: 27. BUSINESS LICENSE Contractor shall obtain and maintain a City of Carlsbad Business License for the duration of the contract. 28. ENTIRE AGREEMENT This agreement together with any other written document referred to o contemplated herein, embody the entire agreement and understanding between the parties relating to the subject matter hereof. Neither this agreement nor any provisior 13 Rev. 08/17/9t 0 a 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 o discharge is sought. Executed by Contractor this 31st day of March , 199%. CONTRACTOR: CARLSBAD MUNICIPAL WATEF DUDEK &ASSOCIATES, DISTRICT, a Public Agency organizet a California corporation under the Municipal Water Act of 191 1 (name of contractor) and a Subsidiary District of the City o Carlsbad RAYMOND R. PATCHETT, Executive Manager FRANK J. DUDEK, President (print n a m e/t i t le) B By: ATTEST: DANIEL L. JUNG, Secretary (print namehitle KAREN R. KUNDTZ, Assistant Secretar (Proper notarial acknowledgment of execution by Contractor must be attached.) (President or vice-president and secretary or assistant secretary must sign for corporations If only one officer signs, the corporation must attach a resolution certified by the secretary or assistant secretaq under corporate seal empowering that officer to bind the corporation ) APPROVED AS TO FORM RONALD R. BALL General Counsel BY: /AqL/id Assis nt General Counsel CMWD 99-102 14 Rev. 0811 719€ 0 e STATE OF CALIFORNIA 1 1 ss. COUNTYOF '???pi- 1 On +LA%\ 41 before me, +p&kL L)ug& Fwg- 3. --pw5p 4w9 NAME(S) OF SIGNER(S) personally appeared ersonaily known to me - OR - 0 proved to me on the basis of satisfactory evidence to be the person(s) name(s) is/are subscribed to the within instrument and acknowledged to me that helshelthey executed the s his/her/their authorized capacity(ies), and that by hislherltheir signature(s) on the instrument the person(s), or thc upon behalf of which the personts) acted, executed the instrument. s WITNESS my hand and official seal. Date of Document Signer(s) other than named above CMWD 99-102 06/14/2 0 0 CARLSBAD MUNICIPAL WATER DISTRICT DAVIS AVENUE WATERLINE REPLACEMENT PROJECT PROPOSAL FOR ENGINEERING SERVICES EXHIBIT A SCOPE OF SERVICES February 1999 The following is services will be provided in completion of the Davis Avenue Waterline Replacement project: Element I: Preliminary Engineering Task 1-1: Kick-Off Meeting. Obtain available records and pertinent information from District. Task 1-2: Records Search. A. Obtain copies of Records of Surveys in the design areas. B. Obtain copies of monumentation records in the design areas. C. Obtain copies of County and State right-of-way records in the design areas. D. Obtain copies of existing available survey control data and digital data. Task 1-3 : A. Obtain available copies from utility companies record drawings, including: 1. Carlsbad Municipal Water District and City of Carlsbad 2. Gas and Electric 3. Telephone 4. Cable Television 5. San Diego County Department of Public Works B. Provide manual surveying of project alignment for the development of plan and profile drawing of the project. Utility Records Search Task 1-4: Review and evaluate record information and report findings to the District. Task 1-5: Prepare and present preliminary detailed Engmeer’s cost estimate and present to the District. Task 1-6: Conduct meetings with District staff to develop shutdown and interim service strategy. Task 1-7: Prepare and present detailed Engineer’s Design Report, including preliminary base sheets with identified utilities for District review and approval. Page 1 0 0 Element 11: Final Design Task 2- 1 : Pipeline Design, General A. Design, and show by detail, pipeline tie in connections, existing lines, fire hydrants, blow- offs, and air vac's. B. Show pipeline, valve & appurtenances. Quantities on cover sheets. C. The pipeline design shall occupy the existing traveled way. D. Provide index plan showing pipeline, street, valves and appurtenances at District requested scale. E. Verify pressure class requirement for pipeline design. Task 2-2: Coordinate with utility companies by sending copies of the pipeline design and requesting comments. Send District copies of transmittals. Task 2-3: Prepare Plan and Profile Sheets. A. Provide 24"x 36", digitally produced ink on 4 mil. Mylar sheets. 1. Horizontal scale 1"=40', Vertical scale 1"=4', Detail scale 1"=1'. 2. District title block on each sheet. 3. Planimetric features screened into background. 4. Prepare plans and topographical data and design in AutoCAD Rel-14 using Surface Modeling, Cog0 and Design software (Dudek standard draning features). B. Profile Section 1. show centerline profile of existing ground, roadway or easement. 2. show, labet, station and gve elevations of design profile of top of pipe. 3. show buried utility lines crossings, elevations and stationing. 4. show buried and or surface drainage structures elevations and stationing. 5. show overhead utility line crossings stationing and clearances. 6. show low hanging obstacles stationing and clearances (tree limbs, etc.). C. Plansection 1. show and label contour intervals at 2-foot, show 200-foot wide top0 strip, 100 feet on both sides of the roadway easement or centerline. 2. show and label existing traveled way, driveways, water meter locations, and sewer laterals 3. show and label with stationing, centerline of roadways and easements and design centerline, show bearings and distances, curve data, plot cun-e P.I.'s and tangents and label CCS Zone 6 coordinate data for each P.I. 4. show, and Uabel roadway and easement right of way and sidelines 5. show, label and station survey monumentation with coordinate values 6. show, label and station buried, overhead or surface utility, drainage and topographical feature (trees, boulders, poles, slopes, etc.). and dimension the distance from the centerline of the easement. Page 2 0 a 7. show, label and station intersecting roads and alleys. 8. show spot elevations at controlling key topographical features which will affect pipeline design (drainage structures, etc.). 9. show and label property lines: section lines, etc. 10. label each property owner’s name, address and A.P.N. 1 1. show and label utility easements and label instrument number and date. 12. show and label CCS Zone 6 coordinate grid. 13. show and label with stationing pertinent waterline design info and details to illustrate 14. show, label and station utility relocations necessary due to alignment conflicts. Add the construction of the pipeline and its connection into existing pipelines. detail of each utility relocation. D. Provide plans and maps in digital format DWG files compatible with AutoCAD Release 14. Task 2-4: Prepare Detailed Specifications A. Provide correction and review of District’s ”Boiler Plate” contract documents to be reviewed and approved by District’s legal counsel. B. Provide detailed bidding schedule. C. Provide detailed technical specifications (standard and special provisions). D. Provide detailed General and Supplementarq. Conditions, as necessaq to supplement District standards. E. Prepare bid documents in Microsoft Word Version 7 in CSI format. Task 2-5: Task 2-6: Prepare a detailed and itemized Engineers Cost Estimate. Prepare traffic control plans and submit to City for review. Element 111: Construction Assistance Task 3-1: Record Drawing Preparation Element IV: Project Management Task 4-1 : Monthly Progress Meetings. Task 4-2: Quality Assurance Reviews. Page 3 21 .. 4 16 \ 12 4 4 2 8 24 Task 2-1 - Pipeline Design. . . Task 2-2 - Utility Coordination . Task 2-4 - Detailed Specifications . . . . . . . . 1 2 24 12 Task 2-5 - Detailed Cost Opinion . . . . , 1 4 .... 1 . . . . . . . . . . . . ' Task 2-3 - Plan & Profile Sheet. . . . . . . . . . . . . . . . . I 8 8 1 ' Task 2-6 -Traffic Control Plan . . . . . . . . . i Subtotal: 1 10 64 48 I l4 I ;;I :i ; 39 $0 $0 17 $0 137 $0 $10 SubtotaI 0 I lAIJlt-4 11 4; 8 0