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HomeMy WebLinkAboutKimley Horn and Associates Inc; 2020-12-14; PSA21-1341FACPSA21-1341FAC City Attorney Approved Version 9/27/16 1 AMENDMENT NO.1 TO AGREEMENT FOR FLEET FUEL ISLAND UNDERGROUND STORAGE TANK (UST) REPLACEMENT PROJECT SERVICES KIMLEY-HORN & ASSOCIATES, INC. This Amendment No.1 is entered into and effective as of the ______ day of ______________________________, 20___, amending the agreement dated December 14, 2020 (the “Agreement”) by and between the City of Carlsbad, a municipal corporation, ("City"), and Kimley-Horn & Associates, Inc., a North Carolina corporation (“Contractor") (collectively, the “Parties”) for the Fleet Fuel Island Underground Storage Tank (UST) Replacement Project Services. RECITALS A. The Parties desire to add prevailing wage language to the agreement in accordance with the Director of Industrial Relations (DIR) requirements. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. The following prevailing wage language will be added as Paragraph No. 6 to the Original Agreement in accordance with the Director of Industrial Relations (DIR) requirements with all subsequent paragraphs consecutively renumbered: 6. PREVAILING WAGE RATES Any construction, alteration, demolition, repair, and maintenance work, including work performed during design and preconstruction such as inspection and land surveying work, cumulatively exceeding $1,000 and performed under this Agreement are subject to state prevailing wage laws. The general prevailing rate of wages, for each craft or type of worker needed to execute the contract, shall be those as determined by the Director of Industrial Relations pursuant to the Section 1770, 1773 and 1773.1 of the California Labor Code. Pursuant to Section 1773.2 of the California Labor code, a current copy of applicable wage rates is on file in the office of the City Engineer. Contractor shall not pay less than the said specified prevailing rates of wages to all such workers employed by him or her in the execution of the Agreement. Contractor and any subcontractors shall comply with Section 1776 of the California Labor Code, which generally requires keeping accurate payroll records, verifying and certifying payroll records, and making them available for inspection. Contractor shall require any subcontractors to comply with Section 1776. 2. All other provisions of the Agreement, as may have been amended from time to time, will remain in full force and effect. 3. All requisite insurance policies to be maintained by Contractor pursuant to the Agreement, as may have been amended from time to time, will include coverage for this Amendment. /// /// DocuSign Envelope ID: C443983D-C5A2-41D7-B060-4FFC7A3A3C72 December 20 22nd PSA21-1341FAC City Attorney Approved Version 9/27/16 2 4. The individuals executing this Amendment and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Amendment. CONTRACTOR, KIMLEY-HORN & ASSOCIATES, INC., a North Carolina corporation CITY OF CARLSBAD, a municipal corporation of the State of California By: By: (sign here) Geoff Patnoe, Assistant City Manager as authorized by the City Manager Dennis Landaal, Senior Vice-President (print name/title) By: (sign here) (print name/title) If required by City, proper notarial acknowledgment of execution by Contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups: Group A Group B Chairman, President, or Vice-President Secretary, Assistant Secretary, CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CELIA A. BREWER, City Attorney BY: _____________________________ Assistant City Attorney DocuSign Envelope ID: C443983D-C5A2-41D7-B060-4FFC7A3A3C72 INSR ADDLSUBRLTRINSR WVD DATE (MM/DD/YYYY) PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE INSURER(S) AFFORDING COVERAGE NAIC # Y / N N / A (Mandatory in NH) ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? EACH OCCURRENCE $ DAMAGE TO RENTED $PREMISES (Ea occurrence)CLAIMS-MADE OCCUR MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ $ PRO- OTHER: LOCJECT COMBINED SINGLE LIMIT $(Ea accident) BODILY INJURY (Per person) $ANY AUTO OWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS ONLY AUTOS AUTOS ONLYHIRED PROPERTY DAMAGE $AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION $$ PER OTH- STATUTE ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below POLICY NON-OWNED SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03) ACORDTM CERTIFICATE OF LIABILITY INSURANCE National Union Fire Ins. Co. Aspen American Insurance Company New Hampshire Ins. Co. Lloyds of London 3/28/2020 Greyling Ins. Brokerage/EPIC 3780 Mansell Road, Suite 370 Alpharetta, GA 30022 Jerry Noyola 770-552-4225 866-550-4082 jerry.noyola@greyling.com Kimley-Horn and Associates, Inc. 421 Fayetteville Street, Suite 600 Raleigh, NC 27601 5268169 5268169 01589368604/01/2020 PSA21-1341FAC City Attorney Approved Version 6/12/18 1 AGREEMENT FOR FLEET FUEL ISLAND UNDERGROUND STORAGE TANK (UST) REPLACEMENT PROJECT SERVICES KIMLEY-HORN & ASSOCIATES, INC. THIS AGREEMENT is made and entered into as of the ______________ day of _________________________, 20___, by and between the City of Carlsbad, a municipal corporation, ("City"), and Kimley-Horn & Associates, Inc., a North Carolina corporation, ("Contractor"). RECITALS A. City requires the professional services of a consultant that is experienced in engineering consulting. B. Contractor has the necessary experience in providing professional services and advice related to engineering consulting. C. Contractor has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the "Services") that are defined in attached Exhibit "A", which is incorporated by this reference in accordance with this Agreement’s terms and conditions. 2. STANDARD OF PERFORMANCE While performing the Services, Contractor will exercise the reasonable professional care and skill customarily exercised by reputable members of Contractor's profession practicing in the Metropolitan Southern California Area, and will use reasonable diligence and best judgment while exercising its professional skill and expertise. 3. TERM The term of this Agreement will be effective for a period of one and a half (1.5) years (547 days) from the date first above written. The City Manager may amend the Agreement to extend it for two (2) additional six (6) month periods (182 days) or parts thereof. Extensions will be based upon a satisfactory review of Contractor's performance, City needs, and appropriation of funds by the City Council. The parties will prepare a written amendment indicating the effective date and length of the extended Agreement. 4. TIME IS OF THE ESSENCE Time is of the essence for each and every provision of this Agreement. 5. COMPENSATION The total fee payable for the Services to be performed during the initial Agreement term will be a not to exceed value of eighty-eight thousand five hundred forty-five dollars ($88,545). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. If the City elects to extend the Agreement, the amount shall not exceed twenty thousand dollars ($20,000) per Agreement year. The City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or Services specified in Exhibit "A". DocuSign Envelope ID: 00714A37-BDEC-4445-A157-B47C17998A52 December 20 14th PSA21-1341FAC City Attorney Approved Version 6/12/18 2 Incremental payments, if applicable, should be made as outlined in attached Exhibit "A". 6. STATUS OF CONTRACTOR Contractor will perform the Services in Contractor's own way as an independent contractor and in pursuit of Contractor's independent calling, and not as an employee of City. Contractor will be under control of City only as to the result to be accomplished, but will consult with City as necessary. The persons used by Contractor to provide services under this Agreement will not be considered employees of City for any purposes. The payment made to Contractor pursuant to the Agreement will be the full and complete compensation to which Contractor is entitled. City will not make any federal or state tax withholdings on behalf of Contractor or its agents, employees or subcontractors. City will not be required to pay any workers' compensation insurance or unemployment contributions on behalf of Contractor or its employees or subcontractors. Contractor agrees to indemnify City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Contractor or any agent, employee, or subcontractor of Contractor for work done under this Agreement. At the City’s election, City may deduct the indemnification amount from any balance owing to Contractor. 7. SUBCONTRACTING Contractor will not subcontract any portion of the Services without prior written approval of City. If Contractor subcontracts any of the Services, Contractor will be fully responsible to City for the acts and omissions of Contractor's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Contractor is for the acts and omissions of persons directly employed by Contractor. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Contractor and City. Contractor will be responsible for payment of subcontractors. Contractor will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Contractor's work unless specifically noted to the contrary in the subcontract and approved in writing by City. 8. OTHER CONTRACTORS The City reserves the right to employ other Contractors in connection with the Services. 9. INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorney’s fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City’s self-administered workers’ compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. 10. INSURANCE Contractor will obtain and maintain for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Contractor or Contractor’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. The insurance DocuSign Envelope ID: 00714A37-BDEC-4445-A157-B47C17998A52 PSA21-1341FAC City Attorney Approved Version 6/12/18 3 carrier is required to have a current Best's Key Rating of not less than "A-:VII"; OR with a surplus line insurer on the State of California’s List of Approved Surplus Line Insurers (LASLI) with a rating in the latest Best’s Key Rating Guide of at least “A:X”; OR an alien non-admitted insurer listed by the National Association of Insurance Commissioners (NAIC) latest quarterly listings report. 10.1 Coverage and Limits. Contractor will maintain the types of coverage and minimum limits indicated below, unless the Risk Manager or City Manager approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Contractor's indemnification obligations under this Agreement. City, its officers, agents and employees make no representation that the limits of the insurance specified to be carried by Contractor pursuant to this Agreement are adequate to protect Contractor. If Contractor believes that any required insurance coverage is inadequate, Contractor will obtain such additional insurance coverage, as Contractor deems adequate, at Contractor's sole expense. The full limits available to the named insured shall also be available and applicable to the City as an additional insured. 10.1.1 Commercial General Liability (CGL) Insurance. Insurance written on an “occurrence” basis, including personal & advertising injury, with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. 10.1.2 Automobile Liability. (if the use of an automobile is involved for Contractor's work for City). $2,000,000 combined single-limit per accident for bodily injury and property damage. 10.1.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code. Workers' Compensation will not be required if Contractor has no employees and provides, to City's satisfaction, a declaration stating this. 10.1.4 Professional Liability. Errors and omissions liability appropriate to Contractor’s profession with limits of not less than $1,000,000 per claim. Coverage must be maintained for a period of five years following the date of completion of the work. 10.2 Additional Provisions. Contractor will ensure that the policies of insurance required under this Agreement contain, or are endorsed to contain, the following provisions: 10.2.1 The City will be named as an additional insured on Commercial General Liability which shall provide primary coverage to the City. 10.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. 10.2.3 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to City sent by certified mail pursuant to the Notice provisions of this Agreement. 10.3 Providing Certificates of Insurance and Endorsements. Prior to City's execution of this Agreement, Contractor will furnish certificates of insurance and endorsements to City. 10.4 Failure to Maintain Coverage. If Contractor fails to maintain any of these insurance coverages, then City will have the option to declare Contractor in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain DocuSign Envelope ID: 00714A37-BDEC-4445-A157-B47C17998A52 PSA21-1341FAC City Attorney Approved Version 6/12/18 4 the required coverages. Contractor is responsible for any payments made by City to obtain or maintain insurance and City may collect these payments from Contractor or deduct the amount paid from any sums due Contractor under this Agreement. 10.5 Submission of Insurance Policies. City reserves the right to require, at any time, complete and certified copies of any or all required insurance policies and endorsements. 11. BUSINESS LICENSE Contractor will obtain and maintain a City of Carlsbad Business License for the term of the Agreement, as may be amended from time-to-time. 12. ACCOUNTING RECORDS Contractor will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Contractor will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement. Contractor will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 13. OWNERSHIP OF DOCUMENTS All work product produced by Contractor or its agents, employees, and subcontractors pursuant to this Agreement is the property of City. In the event this Agreement is terminated, all work product produced by Contractor or its agents, employees and subcontractors pursuant to this Agreement will be delivered at once to City. Contractor will have the right to make one (1) copy of the work product for Contractor’s records. 14. COPYRIGHTS Contractor agrees that all copyrights that arise from the services will be vested in City and Contractor relinquishes all claims to the copyrights in favor of City. 15. NOTICES The name of the persons who are authorized to give written notice or to receive written notice on behalf of City and on behalf of Contractor under this Agreement. For City For Contractor Name Steven Stewart Name Peter Ritchey Title Municipal Projects Manager Title Project Manager Department Public Works Address 401 B Street Suite 600 City of Carlsbad San Diego, CA 92101 Address 1635 Faraday Avenue Phone No. 619-272-7193 Carlsbad, CA 92010 Email peter.ritchey@kimley-horn.com Phone No. (760) 602-7543 Each party will notify the other immediately of any changes of address that would require any notice or delivery to be directed to another address. DocuSign Envelope ID: 00714A37-BDEC-4445-A157-B47C17998A52 PSA21-1341FAC City Attorney Approved Version 6/12/18 5 16. CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all categories. Yes ☒ No ☐ 17. GENERAL COMPLIANCE WITH LAWS Contractor will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Contractor, or in any way affect the performance of the Services by Contractor. Contractor will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of Contractor's services with all applicable laws, ordinances and regulations. Contractor will be aware of the requirements of the Immigration Reform and Control Act of 1986 and will comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants whose services are required by this Agreement. 18. DISCRIMINATION AND HARASSMENT PROHIBITED Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 19. DISPUTE RESOLUTION If a dispute should arise regarding the performance of the Services the following procedure will be used to resolve any questions of fact or interpretation not otherwise settled by agreement between the parties. Representatives of Contractor or City will reduce such questions, and their respective views, to writing. A copy of such documented dispute will be forwarded to both parties involved along with recommended methods of resolution, which would be of benefit to both parties. The representative receiving the letter will reply to the letter along with a recommended method of resolution within ten (10) business days. If the resolution thus obtained is unsatisfactory to the aggrieved party, a letter outlining the disputes will be forwarded to the City Manager. The City Manager will consider the facts and solutions recommended by each party and may then opt to direct a solution to the problem. In such cases, the action of the City Manager will be binding upon the parties involved, although nothing in this procedure will prohibit the parties from seeking remedies available to them at law. 20. TERMINATION In the event of the Contractor's failure to prosecute, deliver, or perform the Services, City may terminate this Agreement for nonperformance by notifying Contractor by certified mail of the termination. If City decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, City may terminate this Agreement upon written notice to Contractor. Upon notification of termination, Contractor has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Contractor has performed which is usable and of worth to City in having the Agreement completed. Based upon that finding City will determine the final payment of the Agreement. Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of City, Contractor will assemble the work product and put it in order for proper filing and closing and deliver it to City. Contractor will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable DocuSign Envelope ID: 00714A37-BDEC-4445-A157-B47C17998A52 PSA21-1341FAC City Attorney Approved Version 6/12/18 6 under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made. 21. COVENANTS AGAINST CONTINGENT FEES Contractor warrants that Contractor has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Agreement, and that Contractor has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to annul this Agreement without liability, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee. 22. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation. Contractor acknowledges that if a false claim is submitted to City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that California Government Code sections 12650 et seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Contractor acknowledges that the filing of a false claim may subject Contractor to an administrative debarment proceeding as the result of which Contractor may be prevented to act as a Contractor on any public work or improvement for a period of up to five (5) years. Contractor acknowledges debarment by another jurisdiction is grounds for City to terminate this Agreement. 23. JURISDICTION AND VENUE Any action at law or in equity brought by either of the parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Diego, State of California, and the parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 24. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement will be binding upon City and Contractor and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Contractor without the prior consent of City, which shall not be unreasonably withheld. 25. ENTIRE AGREEMENT This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. DocuSign Envelope ID: 00714A37-BDEC-4445-A157-B47C17998A52 PSA21-1341FAC City Attorney Approved Version 6/12/18 7 26. AUTHORITY The individuals executing this Agreement and the instruments referenced in it on behalf of Contractor each represent and warrant that they have the legal power, right and actual authority to bind Contractor to the terms and conditions of this Agreement. CONTRACTOR CITY OF CARLSBAD, a municipal corporation of the State of California KIMLEY-HORN & ASSOCIATES, INC., a North Carolina corporation By: By: (sign here) Geoff Patnoe, Assistant City Manager Dennis Landaal, Senior Vice-President (print name/title) ATTEST: By: (sign here) for Barbara Engleson, City Clerk (print name/title) If required by City, proper notarial acknowledgment of execution by contractor must be attached. If a corporation, Agreement must be signed by one corporate officer from each of the following two groups. Group A Group B Chairman, Secretary, President, or Assistant Secretary, Vice-President CFO or Assistant Treasurer Otherwise, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering the officer(s) signing to bind the corporation. APPROVED AS TO FORM: CELIA A. BREWER, City Attorney BY: _____________________________ Assistant City Attorney DocuSign Envelope ID: 00714A37-BDEC-4445-A157-B47C17998A52 PSA21-1341FAC City Attorney Approved Version 6/12/18 8 EXHIBIT “A” SCOPE OF SERVICES Task 1 Project Kick Off and Management $3,950 Task 2 Project Set Up and Data Collection $2,865 Task 3 Plans, Specifications and Estimates $32,180 Task 4 Bidding / Design Services During Construction $6,750 Subconsultant - Ninyo & Moore $35,800 Subconsultant - Aguirre & Associates $6,500 Miscellaneous $500 - TOTAL NOT-TO-EXCEED VALUE (INCLUSIVE OF REIMBURSABLE EXPENSES) $88,545 DocuSign Envelope ID: 00714A37-BDEC-4445-A157-B47C17998A52 November 11, 2020 Steven Stewart, CCM City of Carlsbad, Facilities Engineering Division 1635 Faraday Avenue Carlsbad, CA 92008 Re: 2480 Impala Drive UST Replacement Project Dear Mr. Stewart: Kimley-Horn and Associates, Inc. (“Kimley-Horn” or “Consultant”) is pleased to submit this letter agreement (the “Agreement”) to the City of Carlsbad (“City”) for providing Civil Design Plans, Specifications, and Estimate (“PS&E”) for the 2480 Impala Drive UST Replacement Project. Project Understanding The City of Carlsbad owns and operates a centralized fueling site located at 2480 Impala Drive in Carlsbad that is adjacent to the City’s Fleet Services & Repair Facility. This fueling site was activated in January of 1986 and consists of three double-walled underground fuel storage tanks and three separate fuel dispensing pump stations connected with single walled piping construction. In 2014 the State of California approved legislation that requires all owners and operators of underground storage tanks that do not meet certain requirements, to be brought into compliance via upgrade or replacement no later than December 31, 2025 or face permanent closure. It was discovered that the existing distribution piping of the City’s fuel site storage and distribution system was not double-walled and will not meet environmental compliance after December 31, 2025. Given these impending regulations, as well as existing deficiencies noted on site with settled and uneven pavement, the City would like to have this fuel site repaired and brought into environmental compliance with work completed per the scope of services referenced in this RFP. It is our understanding that three (3) Underground Storage Tanks (USTs) exist on site – two (2) 20,000- gallon gasoline tanks and one (1) 12,000-gallon diesel tank. The three USTs will be emptied and cleaned by City forces prior to construction associated with the scope of services described herein. The USTs are to be removed and replaced in the same footprint by new USTs of the same size. Scope of Services Kimley-Horn will provide the services specifically set forth below. Task 1: Project Management and Kick-Off Kimley-Horn will coordinate with the City and subconsultants during the project duration; this Task includes phone calls and/or site and office meetings to discuss specific project-related items as needed. Kimley- Horn will manage in-house staff and subconsultants and will prepare monthly invoices for processing with the City. For budget purposes, up to 20 hours are included for this Task. Additional time, if required, would be considered an additional service. Kimley-Horn will participate in project meetings as described below: PSA21-1341FAC Appendix "A" (continued) DocuSign Envelope ID: 00714A37-BDEC-4445-A157-B47C17998A52 1. Kick-off meeting: One (1) Kimley-Horn staff and up to two (2) subconsultant staff will participate in an onsite kick-off meeting with City staff to discuss the project parameters, schedule, and budget. 2. Design Meetings: The Kimley-Horn team will participate in two (2) design meetings with City staff – one after each of the 60% / 100% submittals – to discuss the design and process for the project. Task 2: Site Investigation Task 2.1 – Survey The Kimley-Horn team will perform a limited field survey of the project area. The limits of survey are depicted in the exhibit below. Survey scope includes research and coordination, tie into primary control and a City benchmark, set and survey supplemental control, field survey, and preparation of DTM and topographic mapping. Survey control is based on NAD 83 and NGVD 29 per ROS 17271. Aerial mapping and a property boundary survey are excluded from this scope. The topographic survey points will include pavement finished surface and grade breaks, top of curb, building corners, and aboveground utility appurtenances (manholes, valves, etc.) within the project limits. Task 2.2 – Research It is assumed that the City will provide Kimley-Horn all available existing record drawings for the site, identifying location, size, and details of the underground storage tanks (USTs). Electronic utility locating and potholing are excluded from this Scope of Services but may be provided as an additional service upon authorization by the City. Results of the investigations will be integrated into an existing utility CAD base map that will be used by the project team to develop preliminary and final design plans. PSA21-1341FAC Appendix "A" (continued) DocuSign Envelope ID: 00714A37-BDEC-4445-A157-B47C17998A52 Task 2.3 – Geotechnical Engineering Based on an initial review of data provided by the City, the Kimley-Horn team will perform a geotechnical analysis of the project area. The work to be performed will consist of the following: • Review of background information including available geotechnical reports, topographic maps, geologic maps, fault maps, and aerial photographs • A geotechnical reconnaissance of the site, and coordination with Underground Service Alert and City of Carlsbad staff. • Excavation of one (1) exploratory boring in the roadway of the proposed pavement improvements; this boring will be excavated to measure existing pavement section and depth of underlying fills soils up to a depth of 20-ft, and to collect soil samples for laboratory testing. • Geologic logging of the boring. • Obtain representative soil samples during drilling to perform geotechnical laboratory testing on representative soil samples collected from our subsurface exploration to evaluate soil characteristics and design parameters. • Compiling and performing an engineering analysis of the data obtained • Memorandum of geotechnical analysis of data obtained with recommendations for temporary shoring, trench backfill, and pavement reconstruction. Assumptions: • City will provide record drawings and any information/documentation regarding the USTs. • Geotechnical field work will be performed using Prevailing Wage rates. • Traffic control is excluded. • No permits are required by the City to perform the field work associated with the drilling efforts. Task 3: Plans, Specifications, and Estimates (PS&E) Kimley-Horn will prepare design plans, specifications, and an opinion of probable construction cost (OPCC) as further described below. The design will take into consideration existing constraints including the existing pavement and fuel islands, utilities, and striping. Design submittals will be made to the City at 60% and 100% phases as further described below. Kimley-Horn does not anticipate significant impacts to the drainage patterns from this design. Kimley-Horn will perform on-going quality assurance/quality control (QA/QC) review of documents prepared under this task. Assumptions: • Design will be based upon our understanding and feedback from the kick-off meeting and available record drawings provided by the City. • This task includes document preparation and coordination with City staff during the review process. Design support beyond the scope described herein will be considered an additional service. • Improvements will be limited to the area containing the existing tanks to be replaced and fuel pump islands. Improvements to the rest of the site are excluded from this design. PSA21-1341FAC Appendix "A" (continued) DocuSign Envelope ID: 00714A37-BDEC-4445-A157-B47C17998A52 Task 3.1 – Prepare 60% Project Submittal Kimley-Horn will prepare 60% Plans, Technical Specifications, and Estimate (“PS&E”). The design will be based on the following standards: San Diego Regional Standard Drawings, City of Carlsbad Special Provisions, Standard Specifications (Greenbook 2018 edition), and Code of Federal Regulations (CFR) Title 40, Chapter I-I-280. The following plans and documents are anticipated for this project: • Title Sheet and General Notes: (1 sheet) • Demolition Plan: 1” = 20’ scale (1 sheet) showing existing USTs and pavement to be removed. • UST Installation Plan: 1” = 20’ scale (1 sheet) showing the proposed USTs, pavement, fuel pump dispensers, air compressor/water station, and waste/recycling bins. • Construction Details: (4 sheets) showing details for proposed UST piping connections, fuel pump dispensers, and signage. • Draft Engineering Technical Summary Memo will be prepared to identify the process for testing, removal, and replacement of the USTs in compliance with City and CFR-40-I-I-280 requirements. The Memo will list the steps necessary for completion of the project construction phase. • Draft Technical Specifications will be prepared based on a City template and in compliance with CFR 40-I-I-280 requirements. • Draft OPCC will be prepared to show the proposed bid items, unit prices, contingencies, and an overall cost. Unit costs will be based on readily available bid results from previous Kimley-Horn projects and readily available City bid results of projects of similar size. Task 3.2 – Prepare 100% Project Submittal Using the 60% PS&E (Task 3.1) and submittal comments provided by the City, Kimley-Horn will prepare revised 100% Plans and Documents, Technical Specifications, and Estimate (“PS&E”). Task 4: Bid Phase Services and Design Services During Construction (DSDC) The Kimley-Horn team will provide limited bid- and construction-phase services as follows. Task 4.1 – Bid Phase Services Kimley-Horn will provide limited assistance to the City during the bidding phase of the project including the following. If additional bidding support is required, it will be considered an additional service: • Participate in one (1) pre-bid meeting at the project site, assumed to be up to two (2) hours duration. Up to three (3) Kimley-Horn team members will participate. • Respond to engineering-related technical questions limited to the improvements described above. Task 4.2 – DSDC Kimley-Horn will provide limited assistance to the Client during the construction phase of the project to respond to engineering-related technical questions limited to the improvements described above. Construction support beyond the scope described herein will be considered an additional service. This task includes the following: • Perform up to two (2) construction site visits. • Review of civil-related material submittals. • Respond to up to five (5) reasonable Requests for Information (“RFI”). PSA21-1341FAC Appendix "A" (continued) DocuSign Envelope ID: 00714A37-BDEC-4445-A157-B47C17998A52 Task 4.3 – Record Drawings Kimley-Horn will prepare Record Drawings for the City’s records upon completion of construction. It is assumed that the Contractor will provide redlined plans identifying any changes made during construction. Revisions will be made electronically. This task assumes up to 10 hours of record drawing services. If additional record drawing support is required, it will be considered an additional service. Kimley-Horn will perform on-going quality assurance/quality control (QA/QC) review of documents prepared under this task. Additional Services Any services not specifically provided for in the above scope will be billed as additional services and performed at our then-current hourly rates. We can provide additional services including, but not limited to, the following: ⚫ Public Outreach ⚫ Coordination with offsite property owners ⚫ Submittals to other regulatory agencies ⚫ Grading Plans ⚫ Underground Utility Locating Services, Potholing and/or Video for existing utilities ⚫ Photometric lighting studies ⚫ Lighting and Electrical Plans ⚫ Landscape Architecture and/or Irrigation Design Plans ⚫ Hydrology and Hydraulics Report/Analysis ⚫ Drainage Plans ⚫ Storm Water Quality Management Plan (SWQMP) and Hydromodification Design – Per City Form E-34 and coordination with the City, Kimley-Horn assumes this project will not be considered a “development project” as it is limited to repair/improvements to the existing UST structures; therefore, the project is assumed to be exempt from SWQMP / BMP Manual requirements. ⚫ Storm Water Pollution Prevention Plan (SWPPP) – Per City Form E-32, Kimley-Horn assumes this project will be considered Tier 2, Medium Construction Threat. However, it is assumed the City will prepare its own SWPPP and therefore is excluded from the Kimley-Horn scope. ⚫ Water Pollution Control Plans & Details ⚫ Traffic Control Plans ⚫ Meetings and Coordination beyond what is described in the scope herein Information Provided by the City We shall be entitled to rely on the completeness and accuracy of all information provided by the City or the City’s consultants or representatives. The City shall provide all information requested by Kimley-Horn during the project, including but not limited to the following: ⚫ Previously approved plans and estimates ⚫ Record Drawings for the project site and utilities in and adjacent to the project area ⚫ Site access PSA21-1341FAC Appendix "A" (continued) DocuSign Envelope ID: 00714A37-BDEC-4445-A157-B47C17998A52 Schedule We will provide our services as expeditiously as practicable with the goal of meeting the overall project schedule. Fee and Expenses Kimley-Horn will complete Tasks 1 - 4 on a time and materials basis for an amount not to exceed basis of $88,545. COST AMOUNT Kimley-Horn Cost $45,745 Subconsultant (Aguirre) Cost $ 6,500 Subconsultant (Ninyo & Moore) Cost $35,800 Other Direct Costs (Mileage, Plotting) $ 500 Total Cost $88,545 Fees will be invoiced monthly based upon the overall percentage of services performed as of the invoice date. Payment will be due within 30 days of your receipt of the invoice. We appreciate the opportunity to provide these services to you. Please contact me if you have any questions. KIMLEY-HORN AND ASSOCIATES, INC. Pete Ritchey, P.E. Leo Espelet, P.E., T.E. Task Manager Secretary RCE #67652 RCE #71532, TE # 2678 PSA21-1341FAC Appendix "A" (continued) DocuSign Envelope ID: 00714A37-BDEC-4445-A157-B47C17998A52 INSR ADDLSUBRLTRINSR WVD DATE (MM/DD/YYYY) PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext): E-MAILADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY) (MM/DD/YYYY) COMMERCIAL GENERAL LIABILITY AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE INSURER(S) AFFORDING COVERAGE NAIC # Y / N N / A (Mandatory in NH) ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? EACH OCCURRENCE $ DAMAGE TO RENTED $PREMISES (Ea occurrence)CLAIMS-MADE OCCUR MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ $ PRO- OTHER: LOCJECT COMBINED SINGLE LIMIT $(Ea accident) BODILY INJURY (Per person) $ANY AUTO OWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS ONLY AUTOS AUTOS ONLYHIRED PROPERTY DAMAGE $AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE $ CLAIMS-MADE AGGREGATE $ DED RETENTION $$ PER OTH- STATUTE ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMIT $DESCRIPTION OF OPERATIONS below POLICY NON-OWNED SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORDACORD 25 (2016/03) ACORDTM CERTIFICATE OF LIABILITY INSURANCE National Union Fire Ins. Co. Aspen American Insurance Company New Hampshire Ins. Co. Lloyds of London 3/28/2020 Greyling Ins. Brokerage/EPIC 3780 Mansell Road, Suite 370 Alpharetta, GA 30022 Jerry Noyola 770-552-4225 866-550-4082 jerry.noyola@greyling.com Kimley-Horn and Associates, Inc. 421 Fayetteville Street, Suite 600 Raleigh, NC 27601 This page has been left blank intentionally. 5268169 5268169 This page has been left blank intentionally. 01589368604/01/2020 This page has been left blank intentionally.