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HomeMy WebLinkAboutELEN Consulting Inc; 2015-03-11; PEM1179PEM 1179 AGREEMENT FOR PHOTOVOLTAIC SOLAR DESIGN SERVICES FOR THE CARLSBAD CITY LIBRARY (DOVE) ELEN CONSULTING, INC rniS AGREEMENT is made and entered into as of the // ^ day of \ftL'SB/ } \ AijrKizirivit:N I IS maoe ana entered into as ( /'Y /^/^C// . 2015, by and between the CITY dbrpoVation, ("City"), and ELEN CONSULTING, INC., a Californ OF CARLSBAD, a municipal California Corporation, ("Contractor"). RECITALS City requires the professional services of an Electrical Engineering Consultant that is experienced in designing, creafing bidding documents and providing construction administration for a Photovoltaic Solar System at the Carisbad City Library (Dove). Contractor has the necessary experience in providing these professional services, 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 perfonn, 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 wili be effective for a period of one (1) year from the date first above written. 3. COMPENSATION The total fee payable for the Services to be peri'ormed will be ten thousand dollars ($10,000). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or the Sen/ices 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 City. Contractor will be under the control of City only as to the results to be accomplished. 5. INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against ali claims, damages, losses and expenses including ati:orneys 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 fciehalf 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 eariy termination of this Agreement. City Attorney Approved Version 1/30/13 PEM1179 6. INSURANCE Contractor will obtain and maintain policies of commercial general liability insurance, automobile liability insurance, a combined policy of workers' compensation, 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 rating in the Best's Key Rating 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 rating in the latest Best's Key Rating Guide of at least "A:X", in an amount of not less than one million dollars ($1,000,000) each, unless othenwise authorized and approved by the Risk Manager or the City 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 notice to the City by certified mail. City will be named as an additional insured on General Liability which shall provide primary coverage to the City. Contractor will furnish certificates of insurance to the Contract Department, with endorsements to City prior to City'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 regulations prohibiting discriminafion and harassment and will obtain and maintain a City of Carisbad Business License for the term of this Agreement. 9. TERMINATION City or Contractor may terminate this Agreement at any time after a discussion, and written notice to the other party. City will pay Contractor's costs for sen/ices delivered up to the fime 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 penalfies for the filing of false claims as set forth in the California False Claims Act, Government Code sections 12650, et seg.. and Carisbad Municipal Code Sections 3.32.025, et seq. Contractor further acknowledges that debarment by another jurisdiction is grounds for the City of Carisbad to terminate this Agreement. 11. JURISDICTIONS AND VENUE Contractor agrees and stipulates that the proper venue and jurisdiction for resolution 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 City. 13. AMENDMENTS This Agreement may be amended by mutual consent of City and Contractor. Any amendment will be in writing, signed by both parties, with a statement of estimated changes in charges or time schedule. City Attorney Approved Version 1/30/13 PEM1179 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 conditions of this Agreement. CONTRACTOR ELEN CONSULTI Corporation ., a California (sign here) Cory Murphy/Secretary (print name/title) CITY OF CARLSBAD, a municipal corporation of the State of California Patrick Thomas yor Of Director 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 corporafion 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 ..MA Of- » Assistant City Attorney City Attorney Approved Version 1/30/13 PEM1179 EXHIBIT "A" SCOPE OF SERVICES Bidding Document Services: 1. Provide conceptual design documents and performance specifications for a 200kW roof mounted photovoltaic system. a. Documents to be used to secure a design build contractor to install system. b. Design of electrical systems in accordance with all governing codes and applicable regulatory requirements. c. Provide revisions as necessary to the single line diagram, load calculations, fault calculations, voltage drop calculations and panel schedules during the design process. d. Respond to contractors with all Requests for Information (RFI) during bidding. e. Assistance in selecting design build contractor will be provided as needed. 2. Construction Administration a. Provide responses to bidding and construction RFI's. b. Provide site visits for field observations reports for final installation of all interior and exterior electrical systems. Item No. Item Description Price 1 a - e Conceptual Design Documents as defined $8,500.00 2 a-b Construction Administration as defined $1,500.00 Total not-to-exceed amount $10,000.00 Fee Summary: The referenced scope of work shall be performed for the not-to-exceed amount of Ten Thousand Dollars ($10,000). City Attorney Approved Version 1/30/13 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE §1189 State of California County of _SDJ(LM)^ } On \e\my\lZ,^X)\^ before me, .^yv\^k, t^t^VAi Vobh/ ' Dafe were Insert Name andTitle of i personally appeared Name(s) of Signer(s) the Officer Commiuhm # 2062002 •WfyPuWfc-cnifonm SMDiagoCMMy Place Notary Seal Above who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: OPTIONAL Sig/iature of Notary Public Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document Description of Attached Document Title or Type of Document: Number of Pages: Signer(s) Other Than Named Above: Document Date: Capacity(ies) Claimed by Signer(s) Signer's Name: • Corporate Officer — Title(s): • Partner — • Limited • General • Individual • Attorney in Fact • Trustee • Guardian or Conservator • Other: Signer's Name: • Corporate Officer — Title(s): • Partner — • Limited • General • Individual • Attorney in Fact • Trustee • Guardian or Conservator • Other: Signer Is Representing: Signer Is Representing: © 2013 National Notary Association • www.NationalNotary.org • 1 -800-US NOTARY (1 -800-876-6827) Item #5907