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HomeMy WebLinkAbout1997-08-26; City Council; 14303; Agreements For Carlsbad City Library Projectm ? CITY OF CARLSBAD - AGENLJA BILL AB# /4;303 TITLE: MTG. 8-2h 93 APPROVAL OF AGREEMENTS FOR CONSTRUCTION PHASE SERVICES FOR DEPT. CD THE CARLSBAD CITY LIBRARY PROJECT RECOMMENDED ACTION: CITYMGR- ADOPT Resolution No. 97- 56 3 APPROVING two (2) agreements for construction phase services for the Carlsbad City Library project. ITEM EXPLANATION: Attached are two (2) consulting agreements for the City Council’s review and approval required for construction phase services for the Carlsbad City Library project. The first agreement is for construction management services with Bilbro & Giffin of San Diego. Bilbro & Giffin was selected following the review and evaluation of formal proposals solicited by the City for construction management services for the Carlsbad City Library project. Bilbro & Giffin is an experienced construction management firm specializing in large scale construction projects of this type. This firm will represent the City on-site during all phases of the upcoming construction and provide all customary construction management services. Additionally, Bilbro & Giffin will assist City staff with the final close out of the construction contract and coordinate the move-in of City Library staff, equipment, furnishings, systems, and materials from the Cole Library to the new building. Staff recommends approval of this consulting agreement. The second agreement is with Law-Crandall also of San Diego. Law-Crandall will provide all geotechnical oversight, soils and concrete testing, and related site engineering requirements during the initial grading and utility phases of the building construction. During the raising ‘of the building, Law-Crandall will provide special inspection services of the structural steel, masonry, and built-up roofing system as well. These special inspection services are of critical importance to the long-term structural integrity and future maintenance conditions of the building, therefore, requiring this increased level of inspection service during construction. Law-Crandall is an experienced firm which specializes in these type of technical inspection services for projects such as this. Staff recommends approval of this consulting agreement. A third consulting agreement for the required architectural construction phase services with the City’s design team from Cardwell - McGraw, Architects is currently being negotiated and will follow within the next 30 days for the City Council’s review and approval. FISCAL IMPACT: The total estimated cost for construction management services to be provided by Bilbro & Giffin is $477,760 as outlined in the attached agreement. The total estimated costs for the special inspection services to be provided by Law-Crandall is $79,209 as also outlined in the attached agreement. These project costs are provided in the budget appropriation for Carlsbad City Library project in the fiscal 1997-98 Capital Improvement Program budget. PAGE 2 OF AGENDA BILL NO. , Iv; 3 0 3 EXHIBITS: 1. Resolution No. 93-569 approving two (2) consulting agreements for the Carlsbad City Library project. 2. Agreement with Bilbro & Giffin. 3. Agreement with Law - Crandall. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. 97-567 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, APPROVING TWO AGREEMENTS FOR CONSTRUCTION PHASE SERVICES FOR THE CARLSBAD LIBRARY CITY PROJECT. WHEREAS, the City Council of the City of Carlsbad, California, has previously approved the plans and specifications and authorized the advertisement of bids for the construction of the Carlsbad City Library project; and WHEREAS, the City requires construction management services and special inspection services for said project; and . WHEREAS, the City has solicited proposals and received proposals for said services; and WHEREAS, the City has selected two firms to provide the required aforementioned services for said project; and WHEREAS, a scope of work, fee proposal, and schedule have been negotiated and consulting contracts have been prepared; and WHEREAS, the City Council hereby finds it necessary, desirable, and in the public interest to approve said two consulting agreements required for the Carlsbad City Library project. NOW, THEREFORE, be it resolved as follows: 1. That the above recitations are true and correct. 2 - - That an agreement with Bilbro & Giffin is hereby approved and the Mayor is authorized to execute said agreement. Following the Mayor’s signature of said agreement, the City Clerk is directed to forward copies of this Resolution and the agreement to Bilbro & Giffin, attention: Mr. Rob Bilbro, 750 B Street, Suite 1860, San Diego, California 92101 and the Community Development Department. 3. That an agreement with Law - Crandall is hereby approved and the Mayor is authorized to execute said agreement. Following the Mayor’s signature of said agreement, the City Clerk is directed to forward copies of this Resolution and the agreement to Law - Crandall, attention: Mr. Larry Carroll, 9177 Sky Park Court, San Diego, California 92123 and the Community Development Department. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 PASSED, APPROVED, AND ADOPTED at a regular meeting of the Carlsbad City Council held on the 26th day of August , 1997, by the following vote, to wit:. AYES: Council Members Lewis, Finnila, Nygaard, and Hall NOES: None ABSENT: Council Member Kulchin ATTEST: &JaLf. Q&z&&u+ ALETHA L. RAUTENKRANZ, City Clerk ) (SEAL) -2- ) u\ ” ’ j f :‘, k,. d 4 i AGREEMENT FOR CONSTRUCTION MANAGEMENT SERVICES FOR THE CARLSBAD CITY LIBRARY PROJECT THIS AGREEMENT, made and entered into as of the&qay of w 1997, by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as “City”, and BILBRO & GIFFIN, hereinafter referred to as “Contractor.” RECITALS City requires the services of a construction management Contractor to provide the necessary construction management services for the construction of the Carlsbad City Library project, hereinafter referred to as the “Project”; and Contractor possesses the necessary skills, experience, and qualifications to provide the services required by the City; NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. CONTRACTOR’S OBLIGATIONS Contractor shall provide the required services identified in attached “Exhibit 1” attached hereto- and incorporated by reference herein. Contractor shall provide all transportation for all of Contractor% personnel. 2. CITY OBI IGATIONS The City shall appoint a designated, authorized representative to work with the Contractor during the time period of this agreement. The City shall pay Contractor in accordance with Paragraph 4 below. The City shall provide, or cause to be provided by 1 rev. 8/26/96 C others, copies of all existing and available projects plans, specifications, exhibits, reports, design drawings, and other data and information related to the project. The City shall -provide, or cause to be provided by others, the following onsite, temporary office facilities, equipment, and systems during ‘Phase 2” of the Contractor’s scope of work under this agreement: a. Onsite, temporary office facilities approximately 12’ by 48’ containing 1 office, 1 reception/clerical area, and 1 conference room/work area. b. , Said onsite, temporary office facilities shall include appropriate and customary office furnishings and equipment specifically limited to 2 desks (36” x 72”) with returns, 2 swivel-tilt desk chairs, 2 bookcases (36” x 72”)‘ 4 four-drawer lateral file cabinets, 2 plan racks, 3 telephones, 1 FAX machine with 2mb memory and plain paper, 1 xerox/document reproduction machine capable of 11” x 17” copies, 1 conference room table (12’), 1 plan table (36” x. 84”) and 14 conference room side chairs, all computer network cabling, all telephone cabling, security system, water and coffee service, and monthly maintenance and operations of the above referenced facilities, equipment, hard&are, and systems. C. ‘Access to separate onsite, temporary, locked restroom facilities. The aforementioned onsite, temporary office facilities, equipment, and systems shall be provided by City for Contractor’s use solely during the “Phase 2” portion of the scope of work identified in attached Exhibit 1. The parties hereto agree that it shall be the sole responsibility of the Contractor to provide all required facilities, equipment, and systems 2 rev. 8126196 during all other phases of the work, except for onsite facilities may be required. 3. PROGRESS AND COMPLETIOIU The work under this contract will begin within ten (10) days after receipt of notification to proceed by the City and be completed within three (3) years of that date. Extensions of time may be granted if requested by the Contractor and agreed to in writing by the City Manager or his authorized representative. The City Manager or his authorized representative will give allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a lack of foresight on the part of the Contractor, or delays caused by City inaction or other agencies’ lack of timely action. 3.A. CONTRACTOR’S LIMITED CONSTRUCTION CHANGE ORDER AUTHORITY Contractor is retained under this agreement to be City’s authorized onsite representative during the construction of the Project. During Phase 2, “Construction Phase,” of said work, City shall grant to Contractor limited construction change order authority for items of work deemed by City requiring change. Contractor shall have the authority to recommend to City individual construction change orders not to exceed $25,000 per’ item with a, not to exceed cumulative limit of 15% of the value of the construction contract to be awarded by City for the construction of the Project. Contractor shall provide appropriate information and documentation, consult with, and receive prior approval of City’s authorized representative, as discussed in Paragraph 2 above, before executing all related construction change order documents affecting the 3 rev. 8/26/96 the limits as set forth herein. PAID TO CmCTOR The estimated total fee payable for the services to be performed shall be $396,260 as described in attached Exhibit 1. For the purposes of this agreement, the following hourly fee rates shall be utilized: a. Principal $112.00 per hour b. C. Construction Manager Clerical $ 88.00 per hour $ 38.00 per hour The aforementioned hourly rates shall be adjusted to reflect a 6% annual increase effective June 2, 1998 and annually thereafter. In addition to the estimated fees referenced above, reimbursable expenses shall include, but not be limited to, office equipment, supplies, and software not provided by City referenced in Paragraph 2 above, messenger services, postage, document reproduction, photos and exhibits,’ out-of-county travel, professional liability insurance (project policy), and other miscellaneous project expenses. The total estimated allowance for all reimbursable expenses shall be $81,500 as described in attached Exhibit 1. Reimbursable expenses shall be marked-up 7% of actual invoiced costs. All equipment, systems, software, hardware, information, reports, data, exhibits, photographs, video tapes, and all other related materials obtained and/or produced by the Contractor as a reimbursable item under this agreement shall be considered the property of the City. Said items shall be utilized, operated, and maintained by the 4 rev. 8/26/96 Contractor in good working order. Within five (5) days of completion of Phase 2 of the .scope of work under this agreement, Contractor shall deliver all of said items in good working order to City. Fees for Contractor’s time necessary to supervise general contractor’s City approved overtime work on Monday through Saturday will be paid at 150% of stated . rates; Sundays and holidays will be paid at 200% of stated rates. Four (4) hours minimum will be paid for Contractor’s Saturday, Sunday, or holiday work. No other compensation for services will be allowed except those items covered by supplemental agreements per Paragraph 8, “Changes in Work.” This agreement shall extend for a period of three (3) years from the date thereof. The contract may be extended by the City Manager for three (3) additional one (1) year periods or parts thereof, based upon a re.view of satisfactory performance and the City’s needs. The parties shall prepare extensions in writing indicating effective date and length of the extended contract. 6. FAYMFNT OF FE& Payment-of approved items on the invoice shall be mailed to the Contractor within 30 days of receipt of the invoice. Contractor’s invoices shall be monthly and shall be submitted by the fifth (5’h) day of each month to City for review and approval. An individual item, or items, contested for payment by City shall not cause delay in payment by City to Contractor for all other non-contested items. rev. 8126196 Within ten (10) days of completion and approval of each of the three (3) phases of work described in attached Exhibit 1, the Contractor shall deliver to the City the following items: a. Phase 1: A written report summarizing and documenting all the Contractor’s work activities, correspondence, suggestions and recommendations, document review comments, and other information related to the “Pre-Construction Phase” of the scope of work. Contractor shall provide a total of five (5) original copies of said report. b. Phase 2: All of the Contractor’s “Construction Phase? work products including, but not limited to, correspondence file, request for information file, submittal file, request for substitution file, cost control file, all meeting notes, minutes, and summaries, field testing results file, inspection file including all agency issued notices, change order file, progress payment file, final punch-list file, ali retained photographs, slides, and video files, any retained equipment and systems operations and . . maintenance manuals and files, all claims related documentation and information, and all other files, documents, reports, exhibits, data, and information related to the “Construction Phase” of the work. C. Phase 3: All documentation provided by other Federal, State, local, and special district public agencies, record drawings, retained warranty and guarantee records, files, and reports, prime and first tier subcontractor lien waivers (conditional rev. 8/26/96 releases upon final payment only), all certificates, documents, and notices regarding facility occupancy, retained keys, security cards, or other equipment or instruments enabling access to any portion of the facility, and all other reports, exhibits, documents, data, information, materials, equipment, and systems related to the “Post-Construction Phase” of the work. The Contractor shall prepare a written report summarizing and documenting all of the Contractor’s work activities completed in the “Post-Construction” phase of the scope of work and shall provide a total of ten (10) original copies of said report to the City. , 8. CHANGES IN WORK If, in the course of the contract, changes seem merited by the Contractor or the City, and informal consultations with the other party indicate that a change in the conditions of the contract is warranted, the Contractor or the City may request a change in contract. Such changes shall be processed by the City in the following manner: A letter outlining the required changes shall be fowarded to the City by Contractor to inform them of the proposed changes along with a statement of estimated changes in charges or time schedule: A Standard Amendment to Agreement shall be prepared by the City and approved by the City according to the procedures described in Carlsbad Municipal Code Section 3.28.172. Such Amendment to Agreement shall not render ineffective’ or invalidate unaffected portions of the agreement. 9. COVENANTS AGAINST CONTINGENT FEES The Contractor warrants that their firm has not employed or retained any rev. 8t26196 company or person, other than a bona fide employee working for the 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, the City shall 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 a,mo.unt of such fee, commission, percentage, brokerage fees, gift, or contingent fee. 10. NONDISCRIMINATION CLAUSE The Contractor shall comply with the state and federal laws regarding nondiscrimination. 11. TERMINATION OF CONTRACT In the event of the Contractor’s failure to prosecute, deliver, or perform the work as provided for in this contract, the City Manager may terminate this contract for nonperformance by notifying the Contractor by certified mail of the termination of the Contractor. The Contractor, thereupon, has five (5) working days to deliver said documents owned by the City and all work in progress to the City Manager or his authorized representative. The City Manager or his authorized representative shall make a determination of fact based upon the documents delivered to City of the percentage of work which the Contractor has performed which is usable and of worth to the City in having the contract completed. Based upon that finding as reported to the 8 rev. 8/26/96 City Manager, the Manager shall determine the final payment of the contract. This agreement may be terminated by either party upon tendering thirty (30) days written notice to the other party. In the event of such suspension or termination, upon request of the City, the Contractor shall assemble the work product and put same in order for proper filing and closing and deliver said product to City. In the event of termination, the Contractor shall be paid for work performed to the termination date; however, the total shall not exceed the fee payable under paragraph 4. The City Manager shall make the final determination as to the portions of tasks completed and the compensation to be made. 12. DISPUTFS If a dispute should arise regarding the performance of work under this agreement, the following procedure shall be used to resolve any question of fact or interpretation not otherwise settled by agreementbetween parties. Such questions, if they become identified as a part of a dispute among persons operating under the provisions of this contract, shall be reduced to writing by the principal of the Contractor or the City Manager or his authorized representative. A copy of such documented dispute shall be fonnrarded to both parties involved along with recommended methods of resolution which would be of benefit to both parties. The City Manager or his authorized representative or principal receiving the letter shall reply to the letter along with a recommended method of resolution within ten (10) days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the dispute shall be rev. 8/26/96 9 forwarded to the City Council for their resolution through the Office of the City Manager. The City Council may then opt to consider the directed solution to the problem. In such cases, the action of the City Council shall be binding upon the parties involved, although nothing in this procedure shall prohibit the parties seeking remedies available to them at law, including mediation and arbitration. 13. (XAIMS AND LAWSUITS The Contractor agrees that any contract claim submitted to the City must be asserted as part of the contract process as set forth in this agreement and not in anticipation of litigation or in conjunction with litigation. The Contractor acknowledges that if a false claim is submitted to the City, it may be considered fraud and the Contractor may be subject to criminal prosecution. The Contractor acknowledges that California Government Code sections 12650 et seq,, the False Claims Act, 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 the City of Carlsbad seeks to recover penalties pur&ant to the False Claims Act, it is entitled to recover its litigation costs, including attorney’s fees. The Contractor acknowledges that the filing of a false claim may subject the Contractor to an administrative debarment proceeding wherein the Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five years. The Contractor acknowledges debarment by another jurisdiction is grounds for the City of Carlsbad to disqualify the Contractor 10 rev. 8/26/96 from the selection process. Initial) The provisions of C&bad Municipal Code sections 3.32.025, 3.32.026, 3.32.027 and 3.32.028 pertaining to false claims are incorporated herein by reference. * (Initial) 14. STATUS OF THE CONTRACTOR The Contractor shall perform the services provided for herein in Contractor’s own way as an independent Contractor and in pursuit of Contractor’s independent calling, and not as an employee of the City. Contractor shall be under control of the City only as to the result to be accomplished, but shall consult with the City as provided for in the request for proposal. The persons used by the Contractor to provide services under this agreement shall not be considered employees of the City for any purposes whatsoever. The Contractor is an independent Contractor of the City. The payment made to the Contractor pursuant to the contract shall be the full and complete compensation to which the Contractor is entitled. ‘The City shall not make any federal or state tax withholdings on behalf of the Contractor or his/her employees or subcontractors. The City shall not be required to pay any workers’ compensation insurance or unemployment contributions on behalf of the Contractor or his/her employees or subcontractors. The Contractor agrees to indemnify the City within 30 days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers’ compensation payment which the City may be required to make on behalf of the Contractor or any employee or subcontractor of the Contractor for work done under 11 rev. 8/26/96 this agreement or such indemnification amount may be deducted by the City from any balance owing to the Contractor. . The Contractor shall be aware of the requirements of the Immigration Reform and Control Act of 1986 and shall comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and Consultants that are included in this agreement. 15. CONFORMITY TO LEGAL REQUJBEMENTS The Contractor shall cause its work products, as defined in attached Exhibit 1, including all drawings, specifications, contracts, reports, and other work product to conform to all applicable requirements of law: federal, state and local. Contractor shall provide all necessary supporting documents, to be filed with any agencies whose approval is necessary. The City will provide copies of the approved. plans to any other agencies. 16. OWNERSHIP OF DOCUMENTS All plans, studies, sketches, drawings, reports, specifications, and all project related documents whatsoever as herein required are the property of the City, whether the work for‘ which they are made be executed or not. In the event this contract is terminated, all documents, plans, specifications, drawings, reports, and studies shall be delivered forthwith to the City. Contractor shall have the right to make one (1) copy of the plans and all project related documents for his/her records. 12 rev. 8126196 C . . 17. WRODl JCTION RIGHTS The Contractor agrees that all copyrights which arise from creation of the work pursuant to this contract shall be vested in City and hereby agrees to relinquish all claims to such copyrights in favor of City. 18. HOLD HARMLESSAGREEMENT Contractor agrees to indemnify and hold harmless the City of Carlsbad and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorney fees arising out of the performance of the work described herein caused in whole or in part by any willful misconduct or negligent act or omission 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, except where caused by the negligence or willful misconduct of the City of Carisbad. Contractor shall at its own expense, upon written request by the City, defend any such suit or action brought against the City, its officers, officials, employees and volunteers. If it is ultimately determined that the City is liable for negligence or willful misconduct, City will reimburse Contractor for its reasonable expenditures for defense costs, including attorneys fees attributable to the defense of claims for which the City is determined to be liable. Contractors indemnification of City shall not be limited by any prior or subsequent declaration by the Contractor. 19. ASSIGNMENT OF CONTRACT The Contractor shall not assign this contract or any part thereof or any monies 13 rev. 8126196 due thereunder without the prior written consent of the City. 20. SUBCONTRACTING If the Contractor shall subcontract any of the work to be performed under this contract by the Contractor, Contractor shall be fully responsible to the 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 contract shall create any contractual relationship between any subcontractor of Contractor and the City. The Contractor shall bind every subcontractor and every subcontractor of a subcontractor by the terms of this contract applicable to Contractor’s work unless specifically noted to the contrary in the subcontract in question approved in writing by the City. 21. PROHIBITED INTEREST No official of the City who is authorized in such capacity on behalf of the City to . negotiate, make, accept, or approve, or take part in negotiating, making, accepting, or approving of this agreement, shall become directly or indirectly interested personally in this contract or in any part thereof. No officer or employee of the City who is authorized in such capacity and on behalf of the City to exercise any executive, supervisory, or similar functions in connection with the performance of this contract shall become directly or indirectly interested personally in this contract or any part thereof. 14 rev. 8126196 22. T OR CONVERSATION No verbal agreement or conversation with any officer, agent, or employee of the City, either before, during or after the execution of this contract, shall affect or modify any of the terms or obligations herein contained nor entitle the Contractor to any additional payment whatsoever under the terms of this contract.. 23. SUCCESSORS OR ASSIGNS Subject to the provisions of Paragraph 18, “Hold Harmless Agreement,” all terms, conditions, and provisiohs hereof shall inure to and shall bind each of the parties hereto, and each of their respective heirs, executors, administrators, successors, and assigns. 24. EFFECTIVE DATE This agreement shall be effective on and from the day and year first written above. 25. CONFLICT OF INTERFST The Contractor shall file a conflict of interest statement with the City Clerk in accordance with the requ’irements of the City’s conflict of interest code incorporating Fair Political Practices Commission Regulation 18700 as it defines a consultant. The disclosure category shall be categories 1,2,3, and4. 26. MSURANCE The Contractor shall obtain and maintain for the duration of the contract and any and all amendments insurance against claims for injuries to persons or damage to 15 rev. 8/26/96 property which may arise out of or in connection with performance of the work hereunder by the Contractor, his agents, representatives, employees or subcontractors. Said insurance shall 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-:V” and shall meet the City’s policy for insurance as stated in Resolution No. 91-403. A. Coveraaes and Limits.. Contractor shall maintain the types of coverages and minimum limits indicated herein, unless a lower amount is approved by the City Attorney or City Manager: 1. Comprehensive General Liability Insurance. $1 ,OOO,OOO combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits shall apply separately to the work under this contract or the general aggregate shall be twice the required per occurrence limit. 2. Automobile Liability (if the use of an automobile is involved for Contractor’s’work for the City). $1 ,OOO,OOO combined single-limit per accident for bodily injury and property damage. 3. Workers’ Compensation and Employer’s Liability. Workers’ Compensation limits as required by the Labor Code of the State of California and Employer’s Liability limits of $1 ,OOO,OOO per accident for bodily injury. 16 rev. 8/26/96 4. Professional Liability. Errors and omissions liability appropriate to the contractor’s profession with limits of not less than $1 ,OOO,OOO per claim. Coverage shall be maintained for a period of three (3) years following the date of completion of the work. B. Additional Provisions. Contractor shall ensure that the policies of insurance required under this agreement contain, or are endorsed to contain, the following provisions. 1. The City shall be named as an additional insured on all policies excluding Workers’ Compensation and Professional Liability. 2. The Contractor shall furnish certificates of insurance to the City before commencement of work. 3. The Contractor shall obtain occurrence coverage, excluding Professional Liability which shall be written as claims-made coverage. 4. This insuranceshall be in force during the life of the agreement and any extension thereof and shall not be canceled without 30 days prior written notice to the City.sent by certified mail. - 5:- If the Contractor fails to maintain any of the insurance coverages required herein, then the City will have the option to declare the Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order that the required coverages may be maintained. The Contractor is responsible for any payments made by the City to obtain or maintain such insurance 17 rev. 8126196 and the City may collect the same from the Contractor or deduct the amount paid from any sums due the Contractor under this agreement. 27. mmwwmag The name of the persons who are authorized to give written notices or to receive written notice on behalf of the City and on behalf of the Contractor in connection with the foregoing are as follows: For Contractor: Title CFOICorporate Secretary Name Rob Bilbro Address 750 B Street, Suite 1860 San Diego, California 92101 For City: Title Municipal Projects Manager Name John J. Cahill Address 2075 Las Palmas Drive - Cartsbad, California 92009 28. BUSlNESS LlCFNSE Contractor shall o&in and maintain a City of Carlsbad Business License for the duration of the contract. 29. ENTlRE This agreement, together with any other written document referred to or contemplated herein, embody the entire agreement and understanding between the parties relating to the subject matter hereof. Neither this agreement nor any provision 18 rev. 8126196 A hereof may be amended, modified, waived or discharged except by an instrument in writing executed by the party against which enforcement of such amendment, waiver or discharge is sought. Executed by Contractor this Ib W day of hw ,1997. pjlcl+eL &.+h ATTEST: \‘- - . . Y r- (Proper notarial acknowledgment of execution by Contractor must be attached.) (President or vice-president and secreta* or assistant secretary must sign for corporations. If only one officer signs, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering that officer to bind the corporation.) APPROVED AS TO FORM: RONALD R. BALL City Attorney 19 rev. 8/26/96 Exhibit 1 Scope of Con8tructlon Management Services Carlabad City Llbmry Project 1.0 Phase I - Praconatruction Phase (June 2,1997 to October 1,1997) 1.1 Mastsr Schedule - Prepare master schedule that defines critical milestone completion dates for prewnstruction, wnstructiin and post construction phase ectivilies. 1.2 Project Confwuncs - Conduct design phase project wnference attended by tha design professionals and Owner. During the project conference review project program, master schedule, design phase mllastone schedule and budget. 1.3 Value Englneerlng/Cowtruct~bMty Rovhw - N/A . . 1.4 Coet E&m& Evaluqtlon - Review and wmment on wst wnsuttant’s estimate of project construction cost. 1.5 Procurement Revk~ - Recommend schedule for Own&s purchase of tong lead time mater& and equipment, coordinate procufement schedule with contract documents preparation by architect and design team. 1.6 Pre-Bid Conference-Attend pre-bid conference conducted by Ownar and Architect to review project scope and bid mquirernents with bidders. 2.0 Phtre II - ConMuctlon Phaar (October 1.1997 to. January 31,1999) 2.1 Pre-Constructlon Conference - Organize and record pfwxnstruction conference. 2.2 On-She Yan8gemant - Provide On-site wnstruction manager and documents wordinator to provide contract adm~inistration as agent of the Owner. Establish and implement communication procedures between Owner,‘Construction Manager, architect, other design professionals and general contractor. .T 2.3 weekly Progress Meetings - Conduct weekly on-site team progress meetings, record and . . distibute minutes. 2.4 Monthly Report 1 Generate monthly project status reports detailing progress, schedule, wmptiance with spacifiins and financial status. Prepare other reports as noted in section 7 of the Agreement 2.6 Bonds and buumnco - N/A. Bilbro 6 Giftin Page 1 June 12,1987 2.6 2.7 2.8 2.9 2.10 2.11 2.12 2.13 2.14 2.16 2.16 2.17 2.18 - Exhibit 1 A, Scope of Construction Management Services Carlsbad City Llbmry Project Qsneral Contractor’s Conatructlon Schedule - Review general contracWs construction schedule to verify schedule is prepand ln accordance with the master schedule and contract documents. Construction scheduk updates shall be provided with each progress payment. Cost Loadad ConW Schaduk - N/A Requeets for Intomratlon, Shop Drawings and Semphm - Verify for completeness and jog general contractor’s requests for information, shop drawings, samples and other submittals. Forward to the architect for review. Maintain submittal jog and requesk for cJarification, and expedite processing and approval. Mastar Schedule Control - Update master schedule incorporating general contractor’s acttvities including processing of shop drawings, product data and samples and delivery of produck requiring bng lead time procurement. Dsily Progress Ra+a - ‘Keep daily kg with record of weather, number of workers, major completion mileston& and problems encountered by general contractor. Photographs - Keep weekly photographic documentatton of wnstruction progress. Each month provide to Client approximately one set of 12 each photographs (35mm slide forr@), documenting representative pmgress of the general contracWs work. Varlattona In tha Work/Change Ofdar Authority - In accordance with Agreement s&ii 3.A, authorize variations in the work from the contract documents. Provide wpies of authorizatiins to Owner and applicable design team. ReJection of Work - Endeavor to guard the Owner against defacts and dediciincies in the work. As appropriate, require special inspection or testing, recommendations to the architect regarding special Inspection or testing of work not in accordance with the contract documents. Contract NonComplIance - Endeavor to achieve satisfactory performance from the general wntyctor. Recommend wursa of action to the Owner when contract requiremenk are not being futfilled. (Note: The C6nstruction Manager shall not have control over or charge of and shall not be responsible for wnstructton means and methods since these are sokly the general wntractor’s responsibi Sty. ) Off-Slta lnapactlon Services - Coordinab off-site inspection services. Field Taatlng Sewice - Coordinate special fietd-tasting services (UBC 1701, roofing and waterproofing). Suweytng - Review survey documents provided by general contractor. Ganaral Contmctor'a Safaty Progmm - Verify that general contractor has a CaUOSHA approved safety program. Research fack associated with any lost-time accidents; raview accident reports Btlbru 6 Glffin page2 June 12,lgg7 2.19 2.20 2.21 2.22 2.23 2.24 2.25 2.26 3.0 3.1 - Exhibit 1 6 Scope of ConaHruction Management Sewices Carlsbad City Library Project prepared by general wntractor. (Note: The Construction Manager shall not have control over or charge of and shall not be rssponslble for saf6ty precautions and programs in connection with the Mrk, since these are solely tha general contractor’s responsibilii.) Track Control - Verify general wntractor has a City permitted traffic wntml plan for work In the traveled-way. Coat Accounting - Revise the approved construction cost estimate, incorporate approved change6 and forecast6 as needed. Progreaa PaymentaICartlfiad Payroll - Review general contractor’s payment applications (City of Carl&ad tOrm wkh supporting trade breakdown spreadsheet) to determine if request reflects progress of work. Make appropriate adjustment6 to payment application and forward a progress payment report to the Owner which shall state contract price. payments to date, current payment requested, retention and amounts owed for current period. Verify that the general contractor’s certified payroll has been submitted ln conformance wlth the contract documents. Change Order Preparation, NegoUatton and Procaaslng - Implement system for the review and processing of contract change orders. Prepare change order cost evaluations and reconcile with architeqt’s estimate. Negotiate change order6 with the general contractor. Prepare contract change order document for execution by general contractor and Owner. Change Order Reporta - Prepare change order reports which lii approved change orders, description of change order work, ccst and percent completion of change order work. As-Built Drawtnga - Review general wntractof s as-built drawings for compliance with contract documents. Record Documanta - Maintain record copy of contracts, drawings, specifications, addenda, and change orders; shop drawlngs: product data: samples; submittals; applicable handbooks; maintenance and operating manuals and tnstructions; other r&ted documenk and revisions which arise but of the wntrac@r work. At the completion of the project deliver all records to the Owner. lnltlal Start-Up - With architect and Owner maintenance personnel, observe the general contractor’6 checkout of utitkier, operattonat systems and equipment for readiness and assist In the& initial start-up and testing. Phase III - Cbao-Out and Move-In (Fsbruary 1,1999 to March 31,1999) Flnal Punchllat - Assist architect with ktentifying of a list of incomplete or unsatisfactory work (‘punchlist’) and a schedule for their correction, Bilbro (L Giffin Page 3 June 12,lQQ7 - h 3.2 3.4 3.6 3.6 3.7 3.9 3.9 3.10 4.0 Exhibit 1 Scope of Conmtruction Management Services Carlabad Clty Library Project Final lmpactlon - Assist arcbltect in conducting final inspections. Transmit to Owner the guarantees, afftdavits, releases, bonds and waken. Deliver keys, manuals; record drawings and maintenance stooks to Owner. Operation and Maintenance Manuals - Coordinate general contractor’s submission of operation and maintenance manuals. Ensure all manuals are complete, bound and indexed. Training Maln(enmce Pwwonnal - Coordinate general contract&s training of maintenance personnel. Ensure that O&M manuals are approved prior to training. Closeout Documwtatlon - Secure and transmit closeout documentation as defined In sections 7.b 8 c, of the Agreement. Flnal Payment - Make recommendation to the Owner for general contractor’s fmal progress , payment. ; Flnal Report - Provide a final project report that includes financial summary of the consttuctiin . costs and project change orders; construction summary and schedule review and summary of final acceptance. Occupancy Aubhtance - Coordinate the planning for move-in and occupancy. Assist Owner in implementing a move-in and occupancy plan. FFIE Installation - Assist Owner and Interior Designer with coordination of the FF&E installation. Addltlonal Swkes The scope of thk Agreement does not indude the following. Scope may be added by contract amendment: . Management of general general contmctot’s change orders that requires additional manpower. * Review and follow-up with general general contractor, subgeneral contractors’ and vendors regarding contr& required monthly lien releases and insurance requirements. . Assistance wlth proounment of general general contractor and Owner’s FF&E vendors. . Rev& of submlttak and shop drawings for compliance! with the contract documents. . On-Me temporary office! Skies defined in sect& Za, b and c of Agreement, if necessary, during Phase Ill of the work. Bilbro & Giffin Page 4 June 12,1997 - Exhlblt I- FN Schedule cad&ad city Llbmy ProJoct Eetlmato of Constmctlon Mmmgememt Fm June 17,1@97 E8tlmatad Estimated Descrlptlon Houfs Unit WUnlt Dumtkm Total Phase 1: Pre-Construction (4 months) Principal 4 hours $112.00 18 weeks $8,064 Sr. Construction Manager IO hours S66.00 , 18 weeks 515,840 CbricaJ/Document Contml 3hours $38.00 18 weeks 52,052 Phase 2: Construction Cl6 mom Prindpal Sr. Construction Manager Clerical/Document Control Fee Escalation (0/2/98) 2hours $112.00 40 hclufs $88.00 24 hours 338.00 6% $4,656.00 70 weeks 70 weeks 70 weeks 38 weeks $15,680 $246.400 563,840 $10,057 Phase 3: Post-Construction (2 months] Pr&ipal Sr. Construction Manager Cleric&Document Control Fee Escalation (6/2/gg) .- Total Estimated Staff Fees * ‘? . . ‘1 hoti& . 40 hours 8 hours 6% $118.72 s93.2lj $40.28 S4,290.88 $4,128 8 weeks 8 weeks 8 weeks 0 weeks 96waeks s1,900 $29,850 $2,578 so $396,260 ., Hours budgeted above are only an estimate of the total hours required for Contractor to complete the assigned tasks; actual hours necessary to complete tasks may be greater or less than budgeted hours. Any hours worked or invoiced in excess of budgeted hours must be first be approved in writing by a City of Carkbad representative. Bilbro & GifFin 1 8117197 . Exhiblt 1 - Fae Schedule ._ - _-- ._ -. ---. -- _ -- -.-. Carlsbad City Library RoJe$ - - .- .-~ Eetlmate of CM’s R&nbunrble Expnses --.- ._ Juno 11.1997 - _ -_ --- -- Est tm Doscrlptlon -. _ -+&y-- .- Unlt $/Unit Est Tota 1. m 2. Compag Deik~ro 2000 NT w&stat WI monitor i _-. .- .- 2jea $2,75&W / $5.516 . 3. Modem 2 ea . . -. __. $180.00 / $360 4. JAZ drive, back-up . . 1 ea $500.00 s500 z&Netwrk hardware .- lea $750.00 $750 S. ,HP 4V Laser Printer (11 x 17) 1 ea $2,495.&l $2,495 -7. Scanner 1 88 $500.00 . $500 6. MS OfFicePro softwai -_ 2 ea $530.00 .- - $1,060 9. Primevera “SureTrek”sfhnmre lea - . s4w.w -$400 - --_ __ _- 10. Primavera “Expedltlon”sftware --~- 11. Norton Anti-Virus &h&e’ __ --. - 2 ea. $2,500.00 -s5,000 2 ea $100.00 _- ._. . - ---W! 12. Nortqn Util sflware _ u. 2 ea $100.00 $200 13. WinFaxbro sflware . _- 2 ea $100.00 - -- $200 . --- -- 14. Back-up sflware 2 ea $100.00 $200 15. Computer System Installation .’ - 1 ea $750.00 $750 16. Cellular phone & pager, . 1 ea $150.00 $150 -_ 17. Camera (still) lea - $200.00 s2oo 16. Came&.(video) _ -- lea -_- __, 19. Sales tax 7.75% I6 $6?0.00 ---P)!! $18,481 .OO -.-. - .-- ._ _ . $1,432 20. 23. Photo copier. 100 ppm _24. Computer N!wrk maint _ _ 25. ConFymabie supplies 26. Document reproduction - -- 27. Toner cartridges ?6. Messenger services’ . 1 29. PostageIFedEx -? 30. Photographs - ” 31. Job mileage (dxd commute) ,_ 32. Desk accessorks/mlsc 33. Phase Reports “Final S~bmis@ons’ g.1 .’ -- ._ - - 17mnth --- $100.00 s1,70q- 17 mnth $500.00 - - $8,500 17 mntti’ .I7 mnth $375.00 $6,375 $350.00 -- 17 &th _-- $5,9~ $250.00 $4 250 ‘17 mnth _.- .---. L $50.00 ..- --. $75.90 - @Jc -. 17 mnth SlE 17 mnth - _ . ~s150.00 . $2,550 17 mnth $200.00 . ..- $3,400 17 rnnth $100.09 $1,700- 1 mnth $5ocmJ $500 3 ee $750.00 . . _ $2,250 .-- -- . . _- Bilbro 6 Giffh p-1 . - I . 7 CALIFORNIA ALL-PURPOSd ACKNOWLEDGMENT Slate of 10 I Name(s) of Signer(s) 0 personally known lo me - OR -wed lo me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed lo the within instrument and acknowledged lo me that he/she/they executed the same in his/her/their authorized capacily(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. OPbONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: TS Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer’s Name: Cl Individual - ‘- Cl Corporate Officer Title(s): Cl Partner - Cl Limited 0 General Cl Attorney-in-Fact Signer’s Name: Cl individual •i Corporate Officer Title(s): 0 Partner - 0 Limited Cl General q Attorney-in-Fact 0 Trustee q Guardian or Conservator q Other: 0 Trustee 0 Guardian or Conservator q Other: Signer Is Representing: Signer Is Representing: 0 1994 Natfonal Notary Association l 8236 Remmet Ave., P.O. Box 7164 - Canoga Patic. CA 61309-7164 Prod. No. 5907 Reorder: Call Toll-Free 1-600-676-6627 AGREEMENT FOR CONSTRUCTION MATERIALS TESTING AND INSPECTION SERVICES FOR THE CARLSBAD CITY LIBRARY PROJECT THIS AGREEMENT is made and entered into as of the 3rd day of SEPTEMBER , 1997, by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as “City”, and LAW / CRANDALI, a Division of Law Engineering and Environmental Services, hereinafter referred to as “Contractor.” RECITALS City requires the services of a construction materials testing and inspection Contractor to provide the necessary testing and inspection services for the Carlsbad City Library project, hereinafter referred to as the “Project”; and Contractor possesses the necessary skills and qualifications to provide the services required by the City; NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. CONTRACTOR’S OBLIGATIONS Contractor shall provide the scope of services as outlined in “Exhibit 1” attached hereto and incorporated by reference herein. Contractor shall coordinate all activities with the City’s authorized representative(s). Contractor shall provide five (5) copies of all reports, exhibits, correspondence, studies, data, materials testing and inspection results, and all other written documentation produced as a result or product of this scope of work. Contractor shall provide all required transportation, office facilities, equipment, materials, supplies, and other necessary systems during the Project. 1 rev. 8126196 The City shall designate an authorized representative(s) to work with Contractor during the’project. City shall pay Contractor in accordance with the attached Exhibit 1 scope of work, rates, fees, and costs. City reserves the right to approve in advance all personnel recommended by Contractor to work on the Project and Contractor shall promptly replace any personnel so requested by City during the course of the Project. City shall provide, or cause to be provided by others, copies of all existing and available plans, specifications, exhibits, reports, data, materials, or other information related to the Project. City shall provide, or cause to be provided by others, at all times during the Project access to the Project for Contractor. 3. PROGRESS AND COMPLETION The work under this contract will begin within ten (10) days after receipt of notification to proceed by the City and be completed within 18 months of that date. Extensions of time may be granted if requested by the Contractor and agreed to in writing by the City Manager or his authorized representative . The City Manager or his authorized representative will give allowance for documented and substantiated unforeseeable &d unavoidable delays not caused by a lack of foresight on the part of the Contractor, or delays caused by City inaction or other agencies’ lack of timely action. 4. FEFS TO BE PAID TO CONTRACTOR The total fee payable for the services to be performed shall be $79,209 on a time rev. 8126196 and materials basis and shall include: 1. Inspection and testing services as * described in attached Exhibit 1: $70,889 2. Roofing inspection and consulting: $ 8.33Q 3. Total services: $79,209 No other compensation for services will be allowed except those items covered by supplemental agreements per Paragraph 8, “Changes in Work.” Incremental payments shall be monthly based upon Contractor’s submittal of a detailed invoice for City’s review. 5. DURATION OF CONTRACT This agreement shall extend for a period of 18 months from the date thereof. The contract may be extended by the City Manager for 1 additional one (1) year period or parts thereof, based upon a review of satisfactory performance and the City’s needs. The parties shall prepare extensions in writing indicating effective date and length of the extended contract. 6. PAYMENT OF FEES Payment-of approved items on the invoice shall be mailed to the Contractor within 30 days of receipt of the invoice. 7. FINAL SUBMISSIONS Within 10 days of completion and final approval of the Project by City, the Contractor shall deliver to the City 5 copies of all final project documents, studies, rev. 8126196 3 .’ :. reports, exhibits, materials, and all other project data produced by Contractor for the Project. 8. CHANGES If, in the course of the contract, changes seem merited by the Contractor or the City, and informal consultations with the other party indicate that a change in the conditions of the contract is warranted, the Contractor or the City may request a change in contract. Such changes shall be processed by the City in the following manner: A letter outlining the required changes shall be forwarded to the City by Contractor to inform them of the proposed changes along with a statement of estimated changes in charges or time schedule. A Standard Amendment to Agreement shall be prepared by the City and approved by the City according to the procedures described in Carlsbad Municipal Code Section 3.28.172. Such Amendment to Agreement shall not render ineffective or invalidate unaffected portions of the agreement. 9. COVENANTS AGAINST CONTINGENT FEES The Contractor warrants that their firm has not employed or retained any company or person, other than a bona fide employee working for the 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, the City shall have the right to annul this agreement without liability, or, in its discretion, 4 rev. 8126196 to deduct from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fees, gift, or contingent fee. IO. NDISCRIMWN CLAUSE The Contractor shall comply with the state and federal laws regarding nondiscrimination. 11. TERMINATION OF CONTRACT In the event of the Contractor’s failure to prosecute, deliver, or perform the work as provided for in this contract, the City Manager may termjnate this contract for nonperformance by notifying the Contractor by certified mail of the termination of the Contractor. The Contractor, thereupon, has five (5) working days to deliver said documents owned by the City and all work in progress to the City Manager or his authorized representative. The City Manager or his authorized representative shall make a determination of fact based upon the documents delivered to City of the percentage of work which the Contractor has performed which is usable and of worth to the City in having the contract completed. Based upon that finding as reported to the City Manager, the Manager shall determine the final payment of the contract. This agreement may be terminated by either party upon tendering thirty (30) days written notice to the other party. In the event of such suspension or termination, upon request of the City, the Contractor shall assemble the work product and put same in order for proper filing and closing and deliver said product to City. In the event of termination, the Contractor shall be paid for work performed to the termination date; rev. 8/26/96 5 however, the total shall not exceed the lump sum fee payable under paragraph 4. The City Manager shall make the final determination as to the portions of tasks completed and the coinpensation to be made. 12. DISPUTES If a dispute should arise regarding the performance of work under this agreement, the following procedure shall be used to resolve any question of fact or interpretation not otherwise settled by agreement between parties. Such questions, if they become identified as a part of a dispute among persons operating under the provisions of this contract, shall be reduced to writing by the principal of the Contractor or the City Manager or his authorized representative. A copy of such documented dispute shall be forwarded to both parties involved along with recommended methods of resolution which would be of benefit to both parties. The City Manager or his authorized representative or principal receiving the letter shall reply to the letter along with a recommended method of resolution within ten (10) days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the dispute shall be forwarded to the City Council for their resolution through the Office of the City Manager. The City Council may then opt to consider the directed solution to the problem. In such cases, the action of the City Council shall be binding upon the parties involved, although nothing in this procedure shall prohibit the parties seeking remedies available to them at law. rev. 8/26/96 13. $J&JQlS AND LAWSUITS The Contractor agrees that any contract claim submitted to the City must be asserted as part of the contract process as set forth in this agreement and not in anticipation of litigation or in conjunction with litigation. The Contractor acknowledges that if a false claim is submitted to the City, it may be considered fraud and the Contractor may be subject to criminal prosecution. The Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act, 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 the City of Carlsbad seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including reasonable attorney’s fees. The Contractor acknowledges that the filing of a false claim may subject the Contractor to an administrative debarment proceeding wherein the Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five years. The Contractor acknowledges debarment by another jurisdiction is grounds for the City of Carlsbad to disqualify the Contractor from the selection process. MLftnitial) The provisions of Carlsbad Municipal Code sections 3.32.025, 3.32.026, 3.32.027 and 3.32.028 pertaining to false claims are incorporated herein by reference. f%lJQlnitial) rev. 8126196 7 14. STATUS OF THE CONTRACTOR The Contractor shall perform the services provided for herein in Contractor’s own way as an independent Contractor and in pursuit of Contractor’s independent calling, and not as an employee of the City. Contractor shall be under control of the City only as to the result to be accomplished, but shall consult with the City as provided for in the request for proposal. The persons used by the Contractor to provide services under this agreement shall not be considered employees of the City for any purposes whatsoever. , The Contractor is an independent Contractor of the City. The payment made to the Contractor pursuant to the contract shall be the full and complete compensation to which the Contractor is entitled. The City shall not make any federal or state tax withholdings on behalf of the Contractor or his/her employees or subcontractors. The City shall not be required to pay any workers’ compensation insurance or unemployment contributions on behalf of the Contractor or his/her employees or subcontractors. The Contractor agrees to indemnify the City within 30 days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers’ compensation payment which the City may be required to make on behalf of the Contractor or any employee or subcontractor of the Contractor for work done under this agreement or such indemnification amount may be deducted by the City from any balance owing to the Contractor. The Contractor shall be aware of the requirements of the Immigration Reform and Control Act of 1986 and shall comply with those requirements, including, but not 8 rev. 8/26/96 limited to, verifying the eligibility for employment of all agents, employees, subcontractors and Consultants that are included in this agreement. 15. The Contractor shall cause all drawings and specifications to conform to all applicable requirements of law: federal, state and local. Contractor shall provide all necessary supporting documents, to be filed with any agencies whose approval is necessary. The City will provide copies of the approved plans to any other agencies. 16. OWNERSHIP OF DOCUMENTS All plans, studies, sketches, drawings, reports, and specifications as herein required are the property of the City, whether the work for which they are made be executed or not. In the event this contract is terminated, all documents, plans, specifications, drawings, reports, and studies shall be delivered forthwith to the City upon receipt of payment from City to Contractor, Contractor shall have the right to make one (1) copy of the plans, studies, sketches, drawings, reports, and specifications for his/her records. 17. REPRODUCTION RIGHTS The Contractor agrees that all copyrights which arise from creation of the work pursuant to this contract shall be vested in City and hereby agrees to relinquish all claims to such copyrights in favor of City. 18. Contractor agrees to indemnify and hold harmless the City of Carlsbad and its 9 rev. 8/26/96 officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including reasonable attorney fees to the extent arising out of the performance of the work described herein caused in whole or in part by any willful misconduct or negligent act or negligent omission 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, except where caused by the active negligence, sole negligence, or willful misconduct of the City of Cartsbad. Contractor shall at its own expense, upon written request by the City, defend any such suit or action brought against the City, its officers, officials, employees and volunteers. Contractors indemnification of City shall not be limited by any prior or subsequent declaration by the Contractor. 19. ASSIGNMENT OF CONTRACT The Contractor shall not assign this contract or any part thereof or any monies due thereunder without the prior written consent of the City. 20. SUBCONTRACTING If the Contractor shall subcontract any of the work to be performed under this ._ contract by the Contractor, Contractor shall be fully responsible to the 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 contract shall create any contractual relationship between any subcontractor of Contractor and the 10 rev. 8/26/96 City. The Contractor shall bind every subcontractor and every subcontractor of a subcontractor by the terms of this contract applicable to Contractor’s work unless specifically noted to the contrary in the subcontract in question approved in writing by the City. 21. PROHIBITED INTEREST No official of the City who is authorized in such capacity on behalf of the City to negotiate, make, accept, or approve, or take part in negotiating, making, accepting, or approving of this agreement, shall become directly or indirectly interested personally in this contract or in any part thereof. No officer or employee of the City who is authorized in such capacity and on behalf of the City to exercise any executive, supervisory, or similar functions in connection with the performance of this contract shall become directly or indirectly interested personally in this contract or any part thereof. 22. VERBAL AGREEMENT OR CONVERSATION No verbal agreement or conversation with any officer, agent, or employee of the City, either before, during or after the execution of this contract, shall affect or modify any of the terms or obligations herein contained nor entitle .e additional payment whatsoever under the terms of this contract. 23. SUCCESSORS OR ASSIGNS the Contractor to any Subject to the provisions of Paragraph 18, “Hold Harmless Agreement,” all terms, conditions, and provisions hereof shall inure to and shall bind each of the parties hereto, and each of their respective heirs, executors, administrators, successors, and 11 rev. 8126196 assigns. 24. WFFCTIVF DATE This agreement shall be effective on and from the day and year first written above. 25. CONFLICT OF INTEREST The Contractor shall file a conflict of interest statement with the City Clerk in accordance with the requirements of the City’s conflict of interest code incorporating Fair Political Practices Commission Regulation 18700 as it defines A consultant. The disclosure category shall be categories 1, 2, 3, and 4. 26. JNSURANCE The Contractor shall obtain and maintain for the duration of the contract 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 work hereunder by the Contractor, his agents, representatives, employees or subcontractors. Said insurance shall 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% Key Rating of not less than “A-Y and shall meet the City’s policy for insurance as stated in Resolution No. 91-403. A. Coveraaes and Limits, Contractor shall maintain the types of coverages and minimum limits indicated herein, unless a lower’ amount is approved by the City Attorney or City rev. 8/26/96 12 - Manager: 1. Comprehensive General Liability Insurance. $1 ,OOO,OOO combined single-limit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits shall apply separately to the work under this contract or the general aggregate shall be twice the required per occurrence limit. 2. Automobile Liability (if the use of an automobile is involved for Contractor’s work for theCity). $1 ,OOO,OOO combined single-limit per accident for bodily injury and property damage. 3. Workers’ Compensation and Employer’s Liability. Workers’ Compensation limits as required by the Labor Code of the State of California and Employer’s Liability limits of $1 ,OOO,OOO per accident for bodily injury. 4. Professional Liability. Errors and omissions liability appropriate to the contractor’s profession with limits of not less than $1 ,OOO,OOO per claim. Coverage shall be maintained for a period of three years following the date of completion of the work. Provisions. Contractor shall ensure that the policies of insurance required under this agreement contain, or are endorsed to contain, the following provisions. 1. The City shall be named as an additional insured on all policies excluding Workers’ Compensation and Professional Liability. 13 rev. 8126196 ., C 2. The Contractor shall furnish certificates of insurance to the City before commencement of work. 3. The Contractor shall obtain occurrence coverage, excluding Professional Liability which shall be written as claims-made coverage. 4. This insurance shall be in force during the life of the agreement and any extension thereof and shall not be canceled without 30 days prior written notice to the City sent by certified mail. 5. If the Contractor fails to maintain any of the insurance coverages required herein, then the City will have the option to declare the Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order that the required coverages may be maintained. The Contractor is responsible for any payments made by the City to obtain or maintain such insurance and the City may collect the same from the Contractor or deduct the amount paid from any sums due the Contractor underthis agreement. 14 rev. 8126196 27. RESPONSU PARTIES The name of the persons who are authorized to give written notices or to receive written notice on behalf of the City and on behalf of the Contractor in connection with the foregoing are as follows: For Contractor: Title: Name: Address: For City: Title: Name: Address: 28. BUSINESS LICENSE Manager, Engineering Services Lawrence E. Carroll 9177 Sky Park Court San Diego, California 92123 Municipal Projects Manager John J. Cahill 2075 Las Palmas Drive Cansbad, California 92009 Contractor shall obtain and maintain a City of Carlsbad Business License for the duration of the contract. 29. ENTIRE AGREEMENT This agreement, together with any other written document referred to or contemplated herein, embody the entire agreement and understanding between the parties relating to the subject matter hereof. Neither this agreement nor any provision hereof may be amended, modified, waived or discharged except by an instrument in writing executed by the party against which enforcement of such amendment, waiver or discharge is sought. 15 rev. 8126196 C Executed by Contractor this day of Jwy , 1997. CONTRACTOR: LAJ$pJ;~gy$fiG. &Ed u @eMwd/I’B (print name/title) o& ATTEST: (sign here) (print name/title) ALETHA L. RAUiENRRANZ City Clerk (Proper notarial acknowledgment of execution by Contractor must be attached.) (President or vice-president and secretary or assistant secretary must sign for corporations. If only one officer signs, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering that officer to bind the corporation.) APPROVED AS TO FORM: RONALD R. BALL ’ City Attorney 16 rev. 8/26/96 NOTARIAL, ACKNOWLEDGMENT STATE OF GEORGIA COUNTY OF COBB I,Ttwmt m OuAhlS , a notary in good standing in the State of Georgia, am kniliar with and hereby acknowledge the signatures of Glum N. Coffman, as Vice President, and Lawrence D. Young, as SecreUy, of Law Engineering and Environmental Services, Inc. (the “Corporatio~$‘), a Georgia corporation with the California division known as Law/Crandall. I further state that the Secretary has confirmed to me that Mr. C&man is currently a Vice President with the Corporation with full authority to bind the Corporation under Georgia law. Signed: &.+&A. G$l.L Date: 23.1991 0 u ’ N&try Public, DeKalb Co&, Georgia My commission expires on: my Commissipn Fx-.ircs September 22,200O SEAL -4 EXHIBIT 1 LAW/CRANDALL,INC. ENGINEERING AND ENVlRONMENTAL SERVICES April 22, 1997 Mr. John J. Cahill Municipal Projects Manager City of Carlsbad 2075 Las Palmas Drive Carlsbad, California 92009- 1576 Subject: Proposal for Construction Materials Testing and Inspection Services Carlsbad City Library Project El Camino Real and Dove Lane I Carlsbad, California LawKrandall Proposal 70341-7-8076 Dear Mr. Cahill: We are pleased to respond to your request for proposal for Construction Materials Testing and Specialized Inspection services during construction of the Carlsbad City Library. The San Diego Office of LawKrandall, a Division of Law Engineering and Environmental Services, Inc., is very interested in providing these services for this project. We have a staff of 28 technicians and inspectors, with an average of 11 years experience in the testing and inspection field. This includes Registered Special Inspectors, Non-Destructive Evaluators, and Soil, Concrete, Roofing and Asphalt Technicians. In addition, our professional staff, which includes Registered Engineers, Architects and Roof Consultants, are utilized to technically supervise the technical staff and to assist the owner in evaluating and solving construction quality issues that surface during the project. For the special inspection on this project we propose to use one of our senior registered special inspectors. Attached are resumes for Mr. Ken Varela and Mr. Tom Zeffi. Both of our proposed inspectors are registered for structural steel, concrete, masonry, and fireproofing, through the ICBO and the City of San Diego and are Certified Welding Inspectors through the American Welding Society (AWSKWI). If the work schedule requires a second inspector we will provide an inspector registered in the discipline required. All required Ultrasonic Testing will be performed by a ASNT Level II non-destructive testing technician. We have prepared the following preliminary cost estimate for your review. To prepare our cost estimate we have reviewed the relevant specification sections provided by Mr. Les Medlin of McGraw-Baldwin Architects, The plans we reviewed are dated 10-28-91. It is our understanding that the plans and specification are being revised. This cost estimate has been prepared without the benefit of a construction schedule. When the construction schedule has been determined we can revise our estimate if requested. Our work will be invoiced on a time and materials basis. Our estimate of fees to provide the services requested in your letter dated April 15, 1997 is as follows. 9177 SKY PARK CT. -SAN DIEGO, CA 92123 1619) 2763606 * FM {619) 276-5300 mr ff I* uwc0vANIrS d . I. Ciry of Carlsbad April 22, 199 7 . .* . . - Co&bad City Library Prqiect Law/Crandall Proposal 70341-7-8076 Proposal for Construction Materials Testing and Inspection Services l Reinforced Concrete (includes footings, slabs-on-grade, and elevated metal deck) Registered Special Inspector, 120 hours at $5 l/per hour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ..~............. $6,120 l Reinforced Masonry Registered Special Inspector, 320 hours at $5 l/per hour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $16,320 l Structural Steel 1. Fabrication Shop Inspection (spot check) for approved fabricators Registered Special Inspector, 40 hours at $5 l/per hour . . . . ..a....................................... $2,040 2. Field Welding and Bolting Inspection Registered Special Inspector, 240 hours at $5 l/per hour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $12,240 3. Field Welding Inspection of Miscellaneous Metal Registered Special Inspector, 40 hours at $S l/per hour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,040 l Fireproofing Inspection (if required) Registered Special Inspector, 40 hours at $5 l/per hour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,040 . Crib wall backfill and site work Soil Technician, 160 hours at $4S/per hour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $7,200 l Crib wall concrete (fabricate cylinders at the plant [unknown at this time] plus travel) Concrete Technician, 20 hours at $45/per hour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $900 l Structural Concrete (part-time technician to assist special inspection during large placements) Concrete Technician, 40 hours at $45/per hour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,800 . . l Maximum Density Determination (crib wall backfill) 1 at $150 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ...... $150 l Compressive Strength Testing 5 sets of 4 cylinders (crib wall) at SlUper cylinder.. .......................................................... $240 18 sets of 4 cylinders (reinforced concrete) at S 12/per cylinder ......................................... $864 12 pick-ups at $35 per pick-up & delivery .......................................................................... $420 l Absorption Testing 5 tests (crib wall) at $20 per test . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $100 * . City of Car&bad April 22. 1997 I_ .’ . Curlsbad Ci(y Library Project L.aw/CrandaIl Proposal 70341- 7-8076 Proposal for Construction Materials Testing and Inspection Services l Masonry Testing 15 sets of 3 specimens (grout) at S I S/per specimen ............................................................ $675 15 sets of 3 specimens (mortar) at S 1 S/per specimen ......................................................... $675 3 sets of 3 specimens (masonry prisms) at $135/per specimen ....................................... $1,215 l High Strength Bolt Testing 50 bolts for hardness and wedge tensile at $55/per bolt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $2,750 l Fireproofing Testing 10 samples for density at $45/per sample . . . . . . . . . . . . * . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $450 Time spent in review of project specifications, test results analysis and reporting, concrete mix review (3 mixes) and technical supervision. 50 hours at SlOO/per hour . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $5,000 Overtime We estimate 10% of labor hours should be budgeted for overtime . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $7,650 TOTAL ESTIMATE . . . . . . . . . . . . . ..f........................................................................................... 370,889 ADDITIONAL SER VICES Estimate 3 weeks to install roof membrane system. We propose to provide a Roofing Inspector, full-time to observe the rooting process and document that the installation is in accordance with the project specifications.. In addition, we propose to conduct a pre-roofing conference with the installer, general contractor and representatives of the owner to define the process to be utilized, determine proposed material suitability, resolve questions or concerns and to set schedules. A final report will be issued after completion of the roofing process. Rooting Inspection, 128 hours at $SO/hour.. ........................................................................... $6,400 Rooting Consultant, 24 hours at $SO/hour .............................................................................. $1,920 We have used the current rates established in our annual agreement with the City of Carlsbad as amended through February 14, 1997, for all services identified above. Overtime will be charged at I.5 times the hourly rate expended. No mileage will be charged for travel within a 30 mile radius of our San Diego office. Travel time is included in our estimate where appropriate. 3 . . 1 City of Carkbad April 22. 1997 * ‘. l Carlsbad City Library Project LuwKrandall Proposal 70341-7-8076 Proposal for Construction Materials Testing and Inspection Services If you have any questions, please call us at (619) 278-3600. We look forward to continuing our successful relationship with the City of Carlsbad on this project. Sincerely, LAWKXUNDALL, A Division of Law Engineering and Environment Services, Inc. Lawrence E. Carroll Manager, Engineering Services David C. Wilson, RCE 54734 Project Engineer Attachments: Proposal Acceptance Sheet Resume, Ken Varela Resume, Tom Zeffuo i:kngbroplf 997karMad cryWO76.docUEC:mas