HomeMy WebLinkAboutLSA Associates; 2011-05-16; UTIL817UTIL817
AGREEMENT FOR PROFESSIONAL SERVICES FOR
ENVIRONMENTAL PERMITTING CONSULTING SERVICES
(LSA ASSOCIATES, INC.)
THIS AGREEMENT is made and entered into as of the >" day of
2011, by and between the CITY OF CARLSBAD, a municipal_
corporation/("City"), and LSA ASSOCIATES, INC., a California corporation, ("Contractor").
RECITALS
City requires the professional services of a consultant that is experienced in
environmental permitting. 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 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 ninety (90) working days from the
date first above written.
3. Compensation. The total fee payable for the Services to be performed will be one
thousand seven hundred fifty dollars ($1,750). 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
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 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 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.
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
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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 otherwise authorized and approved by the City Attorney 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. 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. The Contractor shall file a Conflict of Interest Statement with the City
Clerk in accordance with the requirements of the City of Carlsbad 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 discrimination and harassment and will obtain and maintain a
City of Carlsbad 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 services
delivered up to the time of termination, if the 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 sections 12650, etseq.. and Carlsbad Municipal Code Sections 3.32.025, et
seq. Contractor further acknowledges that debarment by another jurisdiction is grounds for the
City of Carlsbad to terminate this Agreement.
11. Venue and Jurisdiction. 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.
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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
LSA ASSOCIATES, INC.,
a California corporation
*By:
CITY OF CARLSBAD, a municipal
corporation of the State of California
By:
City Manager or Mayor or Director
(print name/title)
ATTEST:
LORRAINE M. WOOD
City Clerk
(print name/title)
If required by City, proper notarial acknowledgment of execution by contractor must'13,
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, City Attorney
Deputy City Attorney
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EXHIBIT "A"
SCOPE OF SERVICES
LSA Associates, Inc. (ISA) will provide a map of areas associated with the Buena Vista Creek
Sewer access road and manholes that are potentially subject to the jurisdiction of the California
Department of Fish and Game (CDFG) and the United States Army Corps of Engineers (Corps)
pursuant to Section 1600 et seq of the California Fish and Game Code and Section 404 of the
Federal Clean Water Act, respectively. The mapping will focus on the access road and
manholes, which were pointed out to LSA during a site visit, that occur between the eastern
terminus of Hayward Drive and the western terminus of Plaza Drive. LSA will map the extent of
potential CDFG jurisdictional stream beds and habitat and will provide estimates of the areas
within CDFG jurisdiction that are also potentially subject to the jurisdiction of the Corps. LSA will
provide the City of Carlsbad (City) with a graphic exhibit prepared using Geographic Information
Systems (GIS) software on an aerial photograph base and will provide the GIS digital data to
the City upon request.
This proposal dated March 1, 2011, does not address a formal jurisdictional delineation and
report, or assistance with any permitting with the CDFG or Corps. Please note that the limits
provided by LSA represent our professional judgment, and that verification that the mapped
areas constitute the limits of CDFG and Corps jurisdiction are subject to the approval of the
CDFG and Corps.
LSA will conduct the scope of work described above on a time and materials basis, for an
estimated budget not to exceed one thousand seven hundred fifty dollars ($1,750).
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