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HomeMy WebLinkAboutHABITAT RESTORATION SCIENCES INC; 2010-12-17; UTIL803Agreement. 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". 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. City Attorney Approved Version 9.22.10 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-: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". 10.1 Coverages and Limits. Contractor will maintain the types of coverages and minimum limits indicated below, unless City Attorney 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 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 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 Liability (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 Employer's Liability. 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 Liability. 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. 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 General Liability. 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. City Attorney Approved Version 9.22.10 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 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 City For Contractor Name Sherri Howard Name Mark Girard Title Associate Engineer Title President Department Utilities Department Address 650 Alpine Way City of Carlsbad Escondido, CA 92029 Address 5950 El Camino Real Phone No. 760-519-7230 Carlsbad, CA 92008 Phone No. 760-602-2756 City Attorney Approved Version 9.22.10 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. 16. CONFLICT OF INTEREST City will evaluate Contractor's duties pursuant to this Agreement to determine whether disclosure under the Political Reform Act and City's Conflict of Interest Code is required of Contractor or any of Contractor's employees, agents, or subcontractors. Should it be determined that disclosure is required, Contractor or Contractor's affected employees, agents, or subcontractors will complete and file with the City Clerk those schedules specified by City and contained in the Statement of Economic Interests Form 700. Contractor, for Contractor and on behalf of Contractor's agents, employees, subcontractors and consultants warrants that by execution of this Agreement, that they have no interest, present or contemplated, in the projects affected by this Agreement. Contractor further warrants that neither Contractor, nor Contractor's agents, employees, subcontractors and consultants have any ancillary real property, business interests or income that will be affected by this Agreement or, alternatively, that Contractor will file with the City an affidavit disclosing this interest. 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 that the services 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 forwarded 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. City Attorney Approved Version 9.22.10 20. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee 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 otherwise 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 seq.. 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. City Attorney Approved Version 9.22.10 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 9.22.10 26. AUTHORITY The individuals executing this Agreement and the instalments 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 HABITAT RESTORATION SCIENCES, INC., a California corporation *By: (sign here) TroHsi (print name/title) CITY OF CARLSBAD, a municipal corporation of the State of California By: *£- S=£. r2»= ^n HI/,. City Manager or Mayor or Director X\^O\.SB>\O '- •£• C) .••'*, u» if.'''./?. ATTEST: LORRAINE M. WOOD City Clerk 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: RONALD R. BALL, CitVjAttorney By:. Jeputy City Attorney City Attorney Approved Version 9.22.10 ACKNOWLEDGMENT State of California County of Offun On before me, 0" . £n' (insert name and title of the officer) 6Ur\c\ ££,-{£personally appeared who proved to me on the basis of satisfactory evidence to be the person^pwhose name^g) is^sfe) subscribed to the within instrument and acknowledged to me that be/ske/tfiey executed the same in Jiis/h»r7ffjeip)authorized capacity(j^, and that by hi9/hef/*fjejp)signature(€jr6n the instrument the person/sJTc-r the entity upon behalf of which the person(§^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 (Seal) J. SKEENS Commteiton * 1730144 Notoiy Public - CaliforniaSan Dl*oo County EXHIBIT "A" SCOPE OF SERVICES Remove trees and stumps within a 10 foot wide drainage easement located between Mallorca Place and La Costa Avenue. Work will be completed per section 300 - 1 of the Standard Specifications for Public Works Construction, 2009 Edition Provide erosion control BMPs as required by project engineer. Perform hydro-seed application per section 308 and Standard Specifications for Public Construction. Note: This work is needed to prepare the site for the storm drain repair. City Attorney Approved Version 9.22.10 LOCATION MAP NOT TO SCALE S/7E cm or VICINITY MAP HOT TO SCALE SITE PROJECT NAME CORRUGATED METAL PIPE REPLACEMENT PROGRAM PROJECT NUMBER 6607 EXHIBIT DIUiN BY: SCOTT [VMS, CttlSEW UJVTCS KPT. 12/13/10 C \UErtES DEPMn<£NT\tXSKH 0(H3CW\H01*ARD\CKP KCnACOfNT PmCKMi\UfilORU TO LA COSTA AVC CUP\HALJ.ORCA TO LCA.DWG Page lof 2 Exhibit B 6607 Corrugated Metal Pipe Replacement Program - Mallorca Place to La Costa Avenue 1*5*3*. •&. 'V December 7, 2010 - Discover sinkhole over severely damaged 18" corrugated metal pipe. Page 2 of 2 Exhibit B December 9, 2010 - Location of small sinkhole over failed 18" corrugated metal pipe storm drain. Easement has been flagged. EXHIBIT C December 10, 2010 IHRS * T HtSKOHAflU1* 201000-HRS Ms. Sherri Howard Associate Engineer City Of Carlsbad 1635 Faraday Ave. Carlsbad, CA 92008 Subject: Proposal for the Mattorca Place Storm Drain Repair Dear Ms. Howard: Habitat Restoration Sciences, Inc. (MRS) is pleased to submit this proposal for the Mallorca Place Storm Drain repairs. The cost estimate and scope of work are provided below. This proposal covers the cost for tree and stump removal, erosion control BMP's and Hydroseed. This scope of work covers installation and materials, and is based upon our understanding of the project requirements. Additional services required beyond this scope of work would need to be negotiated between HRS and the client accordingly. HRS is a full-service native habitat restoration landscape contracting firm, holding State of California C-27 License No. 842661, providing the following construction, maintenance and management services: •Habitat restoration/mitigation installation & plant establishment maintenance. •Tree cutting/clearing and brush management. •Irrigation (i.e. both temporary and permanent) installation. •Planting, seeding and hydroseed installation. •Pest control advisory services and herbicide treatment programs. •Plant salvaging, seed collection and specialty plant propagation services. •Open space management and maintenance services. •Preserve area long-term maintenance services. HRS staff has successfully performed habitat restoration installation and maintenance services for over 16 years with multiple projects that have obtained agency sign-off. Because HRS specializes exclusively in habitat restoration and working in natural areas, our crews are well trained and experienced with native species and controlling invasive exotic weeds. We take an Integrated Pest Management (IPM) approach to weed control, and use the most effective, economical, and C-27 LIC #842661 HRS.OUOEK.COM 650 Alpine Way Escondido, CA 92029 (760) 479-4210 office (760) 479-4190 fax Sherri Howard Subject: Proposal for the Mallorca PL Storm Drain Repairs . environmentally friendly methods and materials. HRS has a Pest Control Business License and several HRS staff members hold a Qualified Applicator License (QAL). Cost Estimate Task 1: Tree and Stump Removal $18,500.00 Task 2: Erosion Control BMP's $1,500.00 Task 3: Hydroseeding $4,500.00 Total $24^00.00 All fees will be billed time and materials, up to and not to exceed total for this phase of the work of $24,500.00. This total for this phase of the work would not be exceeded without client approval. ASSUMPTIONS: HRS assumes non-prevailing wages. EXCLUSIONS: This proposal does not include permit fees, water costs, water meter fees, long term maintenance, hazardous materials removal, coring, boring, or breaking. Please review the scope of work and associated costs, as we feel we have addressed the services you have requested at this time. We would be happy to address any questions you might have regarding these proposed services. We are pleased you have considered HRS for proposed services at Mallorca Place and are excited about the prospect of these areas. This cost estimate is good for 30 days from the date on the proposal. If you have any questions regarding this scope of work, you can contact me at (760) 479-4210 or via email at ptrotta@hrs.dudek.com. or my cell phone at (760) 419-6506. Sincerely, HABITA7R£STORA»ONSCIENCES7 INC. Pete Trotta, Corporate Officer Habitat Restoration Specialist License #842661 201000-HRS December 2010 Habitat Restoration Sciences, Inc. 2010 Standard Schedule of Charges Habitat Management Coordinator/Principal $200.00/hr Senior Project Manager $150.00/hr General Engineering Contractor $ 150.00/hr Landscape Supervisor $125.00/hr Specialty Equipment Operator $110.00/hr Landscape Assistance Supervisor/Irrigation Tech $110.00/hr Landscape Technician/Foreman/Small Tool & Equipment Operator $85.00/hr Brush Management Tool Operators/Assistant Foreman $65.00/hr Maintenance Laborer with hand tools $29.00/hr Administration/Clerical Support $65.00/hr Equipment/Vehicles Truck Usage $68.00/day Water Trailer/Buffalo $68.00/day Dump Trailer $68.00/day Mule $68.00/day CAT 277/303/242/314 $450.00/day Water Truck $450.00/day Chipper $450.00/day Roll-off Truck $600.00/day plus tipping fees WtSI'Jf-V I-M C^I^.-ICto. IXC Emergency and Holidays - Minimum charge of two hours will be billed at 1.5 times the normal rate. Sundays are double time at 2.0 times normal rate. Material and Outside Services - Herbicides, subcontractors, rental of special equipment, special fencing or signage materials, outside data processing and computer services, etc., are charged at 1.15 times the direct cost. Travel Expenses — Mileage at current rate per mile. Per diem where overnight stay is involved is charged at cost. Invoices, Late Charges. - All fees will be billed to Client monthly and shall be due and payable upon receipt. Invoices are delinquent if not paid within thirty (30) days from the date of the invoice. Client agrees to pay a monthly late charge equal to one percent (1 %) per month of the outstanding balance until paid in full.