HomeMy WebLinkAbout1980-05-06; City Council; 5777-1; Construction management EncinaC
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CITY OF CARLSBAD
Initial:
AGENDA BILL NO. ^T 7 7 ~T -Dept. Hea
DATE:_ MAY 6. 1980 C. Atty
DEPARTMENT: ASSISTANT CITY MANAGER/DEVELOPMENT C- M9r-
SUBJECT: CONSTRUCTION MANAGEMENT SERVICES
ENCINA PHASE III
STATEMENT OF THE MATTER
The existing contract, authorized by the owner/agencies, between the Vista Sanitation
District and Lowry & Associates provides for the consultant to furnish contract manage-
ment services throughout the life of the Phase III contract. A major portion of the
fees associated with such services will be furnished by Federal and State grants. In
reviewing the contracts agreed to by Lowry & Associates and Vista Sanitation District
on behalf of the joint owners, the Environmental Protection Agency has suggested several
changes. The attached amendment incorporates the changes required by the Environmental
protection Agency. There is no change in the dollar amount of the contract. The Joint
Advisory Committee has reviewed the proposed changes and recommended them to the joint
owners for approval. •
EXHIBIT
Resolution No. (sltsC, Approving Amendment No. 1 to the Ninth Supplement to Basic Agree-
ment to Provide Construction Management Services for Phase III and Authorizing the
Mayor to Execute on Behalf of the City.
RECOMMENDATION
Adopt Resolution No. (j>l(f b.
Council Action:
5-6-80 Council adopted Resolution 6166, approving Amendment No. 1 to the Ninth
Supplement to Basic Agreement to provide construction management services
for Phase III.
1 RESOLUTION NO. 6166
2 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD,
CALIFORNIA, APPROVING AND AGREEING TO AMENDMENT NO. 1 TO
3 THE NINTH SUPPLEMENT TO THE BASIC AGREEMENT TO PROVIDE
CONSTRUCTION MANAGEMENT SERVICES FOR PHASE III BETWEEN
4 THE CITY OF CARLSBAD AND VISTA SANITATION DISTRICT, BUENA
SANITATION DISTRICT, SAN MARCOS COUNTY WATER DISTRICT,
5 LEUCADIA COUNTY WATER DISTRICT AND ENCINITAS SANITARY DIS-
TRICT, AND AUTHORIZING THE MAYOR TO EXECUTE SAID AMENDMENT
6 ON BEHALF OF THE CITY
7 BE IT RESOLVED by the City Council of the City of Carlsbad as follows:
8 1. That the City of Carlsbad does hereby approve and agree to Amendment
9 No. 1 to the Ninth Supplement to the Basic Agreement to Provide Construction
10 Management Services for Phase III, a copy of which is attached and incorporated
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11 by reference herein.
12 2. That the Mayor of the City of Carlsbad is hereby authorized and di-
13 rected to execute on behalf of the City of Carlsbad Amendment No. 1 to the
14 Ninth Supplement to the Basic Agreement to Provide Construction Management Ser-
15 vices for Phase III.
16 PASSED, APPROVED AND ADOPTED by the City Council of the City of Carlsbad,
17 at a regular meeting held the _6_th__ day of Mav » 1980, by the follow-
18 ing vote, to wit:
19 AYES: Councilmen Packard, Anear, Lewis, Councilwoman Casler andKulchin
20 NOES: None
21 I ABSENT: None
22
RONALD C. PACKARD, MAYOR
23
24 ATTEST:
25
26 JAA. ^r Artx
ALETHA L. RAUTENKRANZ, CITY CLERK
27
28 (SEAL)
AMENDMENT NO. 1 TO THE
NINTH SUPPLEMENT TO BASIC AGREEMENT
TO PROVIDE CONSTRUCTION MANAGEMENT
SERVICES FOR PHASE III
This Amendment No. 1 to the Ninth Supplemnt to Basic Agreement is made
and entered into as of the day of , 1980, by and among:
VISTA SANITATION DISTRICT ("Vista"), a county sanitation district,
whose governing board is the City Council of the City of Vista;
CITY OF CARLSBAD ("Carlsbad"), a municipal corporation;
BUENA SANITATION DISTRICT ("Buena"), a county sanitation district, whose
t • .'. governing board is the Board of Supervisors of San Diego County;
SAN MARCOS COUNTY WATER"DISTRICT ("San Marcos"), a county water district;
LEUCADIA COUNTY WATER DISTRICT (-"Leucadia"), a county water district; and
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ENCINITAS SANITARY DISTRICT ("Encinitas"), a sanitary district.
RECITALS
WHEREAS, the aforesaid public agencies have entered into a joint powers
agreement, pursuant to Chapter 5 of Division 7 of Title I of the Government Code for
the joint exercise of powers relating to the acquisition, construction, operation and
.• maintenance of facilities for the transmission, treatment, and disposal of sewage,
which facilities comprise a single system of sanitation works and includes expansion
of such facilities by virtue of a project commonly known as Phase III enlargement of
and upgrading of the Encina Water Pollution Control Facility; and
WHEREAS, engineering design for the aforesaid enlargement and upgrading
1s presently in progress; and s
WHEREAS, said enlargement and upgrading is presently in progress; and
WHEREAS, said enlargement and upgrading will require construction contracts
having substantial monetary value and will require supervision, coordination, and
management; and ' •
WHEREAS, it is in the best interests of all the public agencies which
are a party hereto that the services of a construction manager be provided for the
Phase III enlargement and upgrading; and
WHEREAS, the Ninth Supplement ot the Basic Agreement was made and en-
tered into as of the 7th day of March 1979 by the public agencies which are a party
hereto, and
WHEREAS, upon an audit by the Environmental Protection Agency ("EPA") of
the Agreement for Construction Management Services known as Exhibit "A" to the Ninth
Supplement to the Basic Agreement, the EPA recommended changes in the Agreement for
Construction Management Services through Audit Report No EZaW-09-0165-91329; and
WHEREAS, the recommended changes have been incorporated into Amendment
No 1 to the Master Agreement for Construction Management Services ("Amendment")
attached hereto and marked Exhibit "A"; and
WHEREAS, the Amendment involves no change in cost or scope of work to
the Master Agreement; and
WHEREAS, at a regular meeting of the Joint Advisory Committee held on
March 26, 1980, a motion was duly made, seconded, and unanimously adopted that
Vista Sanitation District be authorized to enter into the Amendment; and
WHEREAS, the said proposed Amendment is in accordance with the Amendments
to Title 40 of the Code pf Federal Regulations, Part 35, as published in the Federal
Register of December 17, 1975; and
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WHEREAS, the parties to the aforesaid Joint Powers Agreement are
receiving a grant from the United States Environmental Protection Agency for a
substantial portion of the said Phase III enlargement and upgrading; and
WHEREAS, by a duly authorized and executed supplemental agreement to the
aforesaid joint powers Agreement the Vista Sanitaiton District has been appointed
and 1s presently acting as administrator of the Phase III enlargement and upgrading; and
WHEREAS, said Vista Sanitation District requires the approval of all parties
to the aforesaid Joint Powers Agreement in order to amend the contract for construction
management services for said Phase III enlargement and upgrading.
NOW, THEREFORE, IN CONSIDERATION OF THE PROMISES AND MUTUAL COVENANTS AND
AGREEMENTS HEREIN CONTAINED, THE PARTIES HERETO AGREE AS FOLLOWS:
Section 1; That the Board of Directors of the Vista Sanitation District
be, and is hereby authorized to enter into Amendment No. 1 to the Master Agreement for
Construction Management Services with LOWRY & ASSOCIATES, a California corporation;
and RONALD 0. ROHADFOX, dba CONSTRUCTION CONTROL SERVICES, a joint venture, in the
form and substance as that attached hereto and marked Exhibit "A".
.Section 2: This amendment may be executed in counterparts, and upon
execution thereof by all of the parties set forth on Page 1 hereof, each counter-
part shall be deemed an original.
IN WITNESS WHEREOF, each party hereto has caused this Amendment No. 1
to the Ninth Supplement to Basic Agreement to be signed by its respective officials
heretofore duly authorized by the legislative bodies thereof.
Approved by Resolution
No. on
VISTA SANITATION DISTRICT
By:
Chairman
Approved by Resolution
No. (tlofo on
CITY OF CARLSBAD
Approved by Board Order
No. on
BUENA SANITATION DISTRICT
By:
Approved by Roll Call
Vote on
Clerk, Board of Supervisors
SAN MARCOS COUNTY WATER DISTRICT
By:
President
By:
Approved by Resolution
No. , on
Secretary
LEUCADIA COUNTY WATER DISTRICT
By:
By:.
President
Secretary
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Adopted by Resolution
No. on
ENCINITAS SANITARY DISTRICT
By:
By:
President
Secretary
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AMENDMENT NO. 1
TO THE
AGREEMENT FOR CONSTRUCTION MANAGEMENT SERVI
BETWEEN VISTA SANITATION DISTRICT
AND
LOWRY AND ASSOCIATES/CONSTRUCTION CONTROL SE
FOR PHASE III ENLARGEMENT AND UPGRADING
FOR THE ENCINA POLLUTION CONTROL FACILITY
I. REFERENCE
Agreement for Construction Management Services between Vista Sanitation
District and Lowry & Associates/Construction Control Services for Phase III
Enlargement and Upgrading of the Encina Water Pollution Control Facility
executed February 7, 1979.
II. REASON FOR AMENDMENT •
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Whereas the EPA, Office of Audit, hereinafter referred to as EPA,and the
State Water Resources Control Board, Division of Water Quality, hereinafter
referred to as STATE, requires, for EPA Audit reasons and for State contract
approval reasons, that the referenced contract, hereinafter referred to as
"Master Agreement," be revised in accordance with recommendations contained
in (1) EPA Audit Report No. E2aW9-09-0165-91329; (2) State's Response to
Audit Report" attached to Division of Water Quality letter referenced 576:RAQ
. and dated November 8, 1979; and (3) State "Record of Communications" to
A&E and Audit Files on Contract No. 1016 recorded by the State's Mr. Rich
„ Quinley on December 12, 1979, the Master Agreement shall be amended.
III. RECOMMENDED REVISIONS BY EPA AND THE STATE '
A. Amend the Master Agreement to make the originally negotiated fixed fee
and cost ceiling "Budget" amounts which could not be exceeded except by
formal amendment to the Master Agreement.
B. Amend the Master Agreement to establish the authorization of planned
services in the Master Agreement by Task Order whereby each construction
management services proposal that can adequately be scoped at the time
would set forth the most current cost and pricing data and would allocate
costs to each specific Step 2 and Step 3 grant.
C. Amend the Master Agreement to provide for the reimbursement
of overhead costs based on individual company rates in lieu
of the specified composite rate.
D. Amend the Master Agreement to provide for the reimbursement
of overhead costs based on a field overhead rate for full
time field personnel.
E. Amend the Master Agreement to provide for scope changes
within the Task Order procedure including all costs and fees
for scope changes not envisioned in the overall cost
negotiations.
IV. AMENDMENT
Exhibit B of the Master Agreement between Vista Sanitation District
and Lowry & Associates dated February 7, 1979, is hereby amended
as follows:
Replace the entire exhibit. with the words,
EXHIBIT B
A. COMPENSATION;
Compensation of the amounts specified in Paragraph D of
this exhibit for planned construction management services
in the Master Agreement are "Budget" figures for purposes
of State contract approval procedures, however, these amounts
shall not be exceeded without a formal amendment to the
aforesaid Master Agreement for an agreed upon increase in
scope of services.
Compensation for planned construction management services
in the Master Agreement shall be allocated by cost to each
specific Step 2 and Step 3 grant by a Task Order Authorization
procedure in conformance with State contract approval require-
ments. Each TAsk Order authorization and all amendments
thereto shall be based on a proposal for services that can
adequately be scoped at the time and shall set forth the
most current cost and pricing data.
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B. PAYMENT OF COMPENSATION:
The Owner shall pay the sums as outlined in subsequent task orders
1n accordance.with the services rendered.
1. For the professional services as outlined in Article III, the
Owner shall pay the Construction Manager sums mutually agreed
upon at the time of authorization. Such sums shall be in the
form of (1) lump sum, (2) cost-plus-fixed-fee, or (3) per diem.
a. Lump Sum. When the fee is based on a lump sum, such sum
together with the services to be rendered shall be
mutually agreed upon. The lump sum fee shall be equitably
adjusted in the event of substantial changes in the scope
of work or delays beyond the control of the Construction
Manager.
b. Cost-Plus-Fixed Fee. When the fee is based on cost-plus-
fixed fee, the fixed fee shall be mutually agreed upon.
"Cost" is defined as base payroll cost, plus direct payroll
overhead plus indirect overhead cost, plus expenses
directly related to the project, including mileage at the
prevailing federally approved reimbursement per mile,
.transportation costs, living allowances for personnel away
from home, long distance telephone, printing and reproduc-
tion work, etc.
Overhead rates for the reimbursement of overhead expenses
shall be based on individual company rates for the joint
venture firms. Overhead rates for the reimbursement of
overhead expenses shall be based on a field overhead rate
for full time field personnel assigned to the project.
The multipliers for direct overhead and indirect overhead
shall be identified in the Task Order supplements to this
Agreement. In the event no multipliers are identified,
the multipliers shall be the ones in effect with the
Construction Manager at the time the letter of authorization
or supplement is executed.
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The Construction Manager, as soon as possible, but not
later than ninety (90) days after the expiration of his
fiscal year, or such other period as may be mutually
agreed upon, shall submit to Owner a proposed provisional
overhead rate or rates for that period based on the Con-
struction Manager's actual cost experience during that
period, together with supporting cost data. Negotiation
shall be undertaken as promptly as practicable after
receipt of the Construction Manager's proposal.
Allowability of costs and acceptability of cost allocation
methods shall be determined in accordance with the appli-
cable portions of the Federal Procurement Regulations,
41 CFR 1-15.2 and CFR 1-15.4 as in effect on the date of
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this Agreement.
The results of each negotiation shall be set forth in a
modification of this Agreement, which shall specify (1) the
agreed negotiated provisional rates, (2) the bases to which
the rates apply, and (3) the periods for which the rates
apply.
'Pending establishment of negotiated provisional overhead
rates for any period, the Construction Manager shall be
reimbursed at billing overhead rates as provided in the
Agreement, subject to appropriate adjustment when the
negotiated provisional rates for that period are established.
To prevent substantial over or under payment, and to apply
either retroactively or prospectively, billing overhead
rates may, at the request of either party, be revised by
mutual agreement. Any such revision of billing overhead
rates shall be set forth in a modification to this Agreement.
Any failure by the parties to agree on any rates under this
clause shall be subject to the "Remedies" clause contained
1n Appendix C-l of the Master Agreement.
Negotiated provisional overhead rates negotiated by the
parties to this Agreement shall be used to adjust all
interim billings as soon as such rates are established.
Negotiated provisional overhead rates shall be subject to
review and revision by the proper audit activity
designated by the EPA Project Officer, and shall be
adjusted either upward or downward in accordance with EPA
rulings following interim or final audits. Indirect costs
for reimbursement work under this Agreement shall be the
product of direct labor costs multiplied by the final
audited office and field overhead rates.
c. Per Diem. When the fee is based on the per diem basis,
the fees shall be based on the negotiated hourly rate
schedule in effect at the time of authorization, plus
expenses\as described in paragraph (2) above.
2. Payments to the Construction Manager shall be on a monthly
basis and monthly statements for services will be submitted
to the Owner at a mutually agreeable date and will be due and
payable within 30 days thereof. Monthly payments shall include
•the Construction Manager's actual costs incurred during the
payment period and a portion of the profit equivalent to the
ratio of the monthly cost to the total cost of the Task Order.
Interest will be payable on the unpaid balance after 60 days
from date of billing at the rate of one percent per month.
In the event progress payments for the Construction Manager's
services are limited in amount by provisions imposed by a
governmental funding agency, the Owner shall make additional
payment from its own funds sufficient to pay the total progress
payment or such overdue payments shall bear the interest costs
specified hereinbefore.
C.' COMPENSATION FOR SCOPE CHANGES.
Compensation for mutually agreed upon changes in scope of construe
tion management services shall be set forth in Task Orders to
include costs and fees for each individual Step 2 or Step 3 grant
project. The Task Orders containing compensation for changes in
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scope of services shall amend the established cost ceiling and
fixed professional fee in the Master Agreement and shall be considered
a formal amendment thereto.
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The contracted level of effort for services to be performed in
Exhibit A of the Master Agreement is based upon the construction
contractor's normal quality of performance and the construction
time schedule as mutually contemplated at the time of negotiations
between the Construction Manager and the Owner. Such level of
effort is based in part on these factors and provides the staffing
required to ensure quality control.
Should a significant change occur in either performance or time
factors, the Construction Manager or the Owner may consider it a
"change in scope of work" and initiate a request for an upward
or downward renegotiation of the cost ceiling and the fixed fee.
A change in the level of effort expended by the Construction
Manager for planned services in the Master Agreement in and of
itself is not deemed a "change in scope of work."
Any claim by the Construction Manager for adjustment under
this clause must be asserted within thirty (30) days from the date
that any "change in scope of work" becomes apparent: provided,
however, thatrif the Owner decides that the facts justify such
action, Owner may receive and act upon any such claim asserted at
any time prior to final payment under this contract. Failure to
agree to any adjustment shall be a dispute and subject to the
"Remedies" clause contained in Appendix C-l of the Master Agreement.
However, except as provided in the following paragraph, nothing in
this clause shall excuse the Construction Manager from proceeding
with the contract as adjusted.
The "cost ceiling" established for work to be performed under
Article I, SCOPE OF CONSTRUCTION MANAGEMENT SERVICES, shall not
be exceeded in the absence of a formal amendment to this contract.
Such amendment must set forth a renegotiated "cost ceiling". The
Construction Manager shall not be obligated to continue performance
or incur costs beyond any established "cost ceiling" until such
time that the Owner authorizes a new "cost ceiling" by means of
a formal amendment to this contract.
D. COMPENSATION SCHEDULE:
For each Construction Management service authorized under this
agreement, compensation shall be in accordance with the appli-
cable portions of this agreement and the following schedule:
Basis of Compensation: Cost reimbursement
Estimated Cost Celing, inclusive of all
subcontracts and fixed professional fee: $1,167,027.85
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Fixed Professional Fee: $152,221.02
Portion of Fixed Professional Fee payable
monthly: An amount equal to fifteen percent (15%)
of the billing monthly costs - reimbursement billing,
but in no event to exceed the Fixed Professional Fee
stated above.
Unless there is an agreed upon increase in the Scope of Work
from that outlined in Exhibit "A", paragraph A, Construction
jManager agrees that the maximum cost ceiling allowed shall be
$1,167,027.85.
In the event any amount of the Fixed Professional Fee remains
unpaid upon completion of the project, said amount shall be paid
in a lump sum within thirty-five (35) days after the project is
completed.
The aforesaid estimated cost ceiling shall not be increased
without an amendment to this agreement that has been approved by
all the member agencies of the Encina Joint Powers.
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IV. EFFECTIVE DATE OF THIS AMENDMENT
This amendment is effective on and from the day, month and year it is
signed by an authorized signatory of the Vista Sanitation District.
CONSTRUCTION MANAGER
LOWRY & ASSOCIATES
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By:
Date:
CONSTRUCTION CONTROL SERVICES
By: •
Date:
OWNER '
VISTA SANITATION DISTRICT
By:
Date:
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