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HomeMy WebLinkAboutNINYO & MOORE; 2010-07-16; PWENG771PWENG771 AGREEMENT FOR GEOTECHNICAL PROFESSIONAL SERVICES (NINYO & MOORE) AGREEMENT is made and entered into as of the /(j? day of 2010, by and between the CITY OF CARLSBAD, a municipal corporati<, ("City"), and NINYO & MOORE, a California corporation ("Contractor"). RECITALS City requires the professional services of a geotechnical engineering firm that is experienced in geotechnical explorations and slope stability issues. 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 37 months from the date first above written. 3. Compensation. The total fee payable for the Services to be performed will be one thousand eight hundred and twenty seven dollars ($1,827). 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. City Attorney Approved Version #05.06.08 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 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. 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 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. 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, et seq.. 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. City Attorney Approved Version #05.06.08 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 NINYO & MOORE, INC., a California corporation *By: CITY OF CARLSBAD, a municipal corporation of the State of California Manager ef Mayor or "Authorized Signatory (print name/title) ATTEST: il address) (sign here) /RRAH^E M. ity Clem (print nameftitle) i \v\uo (e-mail address) 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, City Attorney Bv: Deputy City Attorfley City Attorney Approved Version #05.06.08 EXHIBIT "A" SCOPE OF SERVICES Ninyo & Moore will perform six inclinometer readings at six-month intervals. Ninyo & Moore will report the results to the City in a short transmittal letter with graphical display of data and analysis of the results. The fees paid will be as shown in the attached Fee Estimate letter dated June 15, 2010. City Attorney Approved Version #05.06.08 nvironmental Sciences Consultants EXHIBIT "A" June 15, 2010 Project No. 105225011 Mr. Jon Schauble City of Carlsbad 1635 Faraday Avenue Carlsbad, California 92008 Subject: Fee Estimate for Periodic Inclinometer Readings Carrillo Way Near Rancho Cortes Carlsbad, California Dear Mr. Schauble: In response to your request, we have prepared this fee estimate for the performance of six periodic readings from the inclinometer that was installed within Carrillo Way near Rancho Cortes in Carls- bad, California. We anticipate performing the readings at six month intervals. Our services for this project will be billed on a time and materials basis. If services are requested that are beyond the scope presented above, they will be invoiced on a time and materials basis in accordance with the rates of our current agreement. A breakdown of our services and the associated fee is presented in the following table. The presented fee is based upon the rates incorporated into our current Master Services Agreement with the City of Carlsbad. Table 1 - Fee Breakdown to Perform Six Periodic Inclinometer Readings Personnel Senior Project Engineer Senior Staff Engineer/Geologist Hours 3 12 Rate $137/hour $118/hour Total Fee Cost $411 $1,416 $1,827 (or $304.50/reading) This scope of work and fee does not include the fees associated with the abandonment of the incli- nometer. We appreciate the opportunity to provide this fee estimate and look forward to continuing our relationship with the City of Carlsbad. Respectfully submitted, NINYO & MOORE M. §yT. Kent, P.E., G.E. Senior Project Engineer JTK/JG/gg Distribution: (1) Addressee Jonathan Goodmacher, C.E.G. Manager/Principal Geologist 57lORuffinRoad • San Diego, California 92! 23 • Phone (858) 576-! 000 • Fax (858) 576-9600 San Diego • Irvine • Rancho Cucamonga • Los Angeles • Oakland • Las Vegas • Phoenix • Denver • El Paso'