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HomeMy WebLinkAboutSTC Traffic Inc; 2021-10-05; PSA22-1603TRANPSA22-1603TRAN City Attorney Approved Version 6/12/18 1 AGREEMENT FOR CAMINO DE LOS COCHES AND MAVERICK WAY PLANS, SPECIFICATIONS & ESTIMATES (PS&E) UPDATE SERVICES STC TRAFFIC, INC. THIS AGREEMENT is made and entered into as of the ______________ day of ___________________, 2021, by and between the City of Carlsbad, a municipal corporation, ("City"), and STC Traffic, Inc., a California corporation, ("Contractor”). RECITALS City requires the professional services of a consultant that is experienced in engineering services. Contractor has the necessary experience in providing these professional services, has submitted a proposal to City and has affirmed its willingness and ability to perform such work. NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, City and Contractor agree as follows: 1. SCOPE OF WORK City retains Contractor to perform, and Contractor agrees to render, those services (the “Services”) that are defined in Exhibit “A”, attached and incorporated by this reference in accordance with the terms and conditions set forth in this Agreement. 2. TERM This Agreement will be effective for a period of ninety (90) working days from the date first above written. 3. COMPENSATION The total fee payable for the Services to be performed shall not exceed three thousand dollars ($3,000). No other compensation for the Services will be allowed except for items covered by subsequent amendments to this Agreement. City reserves the right to withhold a ten percent (10%) retention until City has accepted the work and/or the Services specified in Exhibit “A.” 4. STATUS OF CONTRACTOR Contractor will perform the Services as an independent contractor and in pursuit of Contractor’s independent calling, and not as an employee of City. Contractor will be under the control of City only as to the results to be accomplished. 5. INDEMNIFICATION Contractor agrees to indemnify and hold harmless the City and its officers, officials, employees and volunteers from and against all claims, damages, losses and expenses including attorneys’ fees arising out of the performance of the work described herein caused by any negligence, recklessness, or willful misconduct of the Contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The parties expressly agree that any payment, attorney’s fee, costs or expense City incurs or makes to or on behalf of an injured employee under the City’s self-administered workers’ compensation is included as a loss, expense or cost for the purposes of this section, and that this section will survive the expiration or early termination of this Agreement. DocuSign Envelope ID: 3DE871B7-9011-4BC8-A012-02875E334042 5th October PSA22-1603TRAN City Attorney Approved Version 6/12/18 2 6.INSURANCEContractor will obtain and maintain policies of commercial general liability insurance, automobile liability insurance, a combined policy of workers' compensation, employers liability insurance, andprofessional liability insurance from an insurance company authorized to transact the business ofinsurance in the State of California which has 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, in an amount of not less than one million dollars ($1,000,000) each,unless otherwise authorized and approved by the Risk Manager or the City Manager. Contractorwill obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. The insurance will be in force during the life of this Agreement and will not becanceled without thirty (30) days prior written notice to the City by certified mail. City will be namedas an additional insured on General Liability which shall provide primary coverage to the City. The full limits available to the named insured shall also be available and applicable to the City as anadditional insured. Contractor will furnish certificates of insurance to the Contract Department,with endorsements to City prior to City’s execution of this Agreement. 7.NOTICESThe name of the persons who are authorized to give written notice or to receive written notice onbehalf of City and on behalf of Contractor under this Agreement. For Contractor Name Jason Stack For City Name Nestor Mangohig Title Senior Engineer Title Project Manager Department Public Works Address 5865 Avenida Encinas 142 B City of Carlsbad Carlsbad, CA 92008 Address 1635 Faraday Ave Phone No. 714-315-4640 Carlsbad, CA 92008 Email jason.stack@stctraffic.com Phone No. 760-602-7504 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. 8.CONFLICT OF INTEREST Contractor shall file a Conflict of Interest Statement with the City Clerk in accordance with therequirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall reportinvestments or interests in all categories. Yes ☒ No ☐ 9.COMPLIANCE WITH LAWSContractor will comply with all applicable local, state and federal laws and regulations prohibitingdiscrimination and harassment and will obtain and maintain a City of Carlsbad Business Licensefor the term of this Agreement. DocuSign Envelope ID: 3DE871B7-9011-4BC8-A012-02875E334042 PSA22-1603TRAN City Attorney Approved Version 6/12/18 3 10. TERMINATION City or Contractor may terminate this Agreement at any time after a discussion, and written notice to the other party. City will pay Contractor's costs for services delivered up to the time of termination, if the services have been delivered in accordance with the Agreement. 11. CLAIMS AND LAWSUITS By signing this Agreement, Contractor agrees it may be subject to civil penalties for the filing of false claims as set forth in the California False Claims Act, Government Code sections 12650, et seq., and Carlsbad Municipal Code Sections 3.32.025, et seq. Contractor further acknowledges that debarment by another jurisdiction is grounds for the City of Carlsbad to terminate this Agreement. 12. JURISDICTIONS AND VENUE Contractor agrees and stipulates that the proper venue and jurisdiction for resolution of any disputes between the parties arising out of this Agreement is the State Superior Court, San Diego County, California. 13. ASSIGNMENT Contractor may assign neither this Agreement nor any part of it, nor any monies due or to become due under it, without the prior written consent of City. 14. AMENDMENTS This Agreement may be amended by mutual consent of City and Contractor. Any amendment will be in writing, signed by both parties, with a statement of estimated changes in charges or time schedule. /// /// /// /// /// /// /// /// /// /// /// /// /// DocuSign Envelope ID: 3DE871B7-9011-4BC8-A012-02875E334042 PSA22-1603TRAN City Attorney Approved Version 6/12/18 4 15. 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 STC TRAFFIC, INC., a California corporation CITY OF CARLSBAD, a municipal corporation of the State of California By: By: (sign here) Paz Gomez, Deputy City Manager, Public Works, as authorized by the City Manager Jason Stack, President (print name/title) By: (sign here) Morna Stack, CFO (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: 3DE871B7-9011-4BC8-A012-02875E334042 PSA22-1603TRAN City Attorney Approved Version 6/12/18 5 EXHIBIT “A” SCOPE OF SERVICES DocuSign Envelope ID: 3DE871B7-9011-4BC8-A012-02875E334042 STC Traffic, Inc. 5865 Avenida Encinas 142 B, Carlsbad, CA 92008 www.stctraffic.com September 9, 2021 Nestor Mangohig, PE, TE, PTOE Senior Engineer City of Carlsbad 1635 Faraday Ave Carlsbad, CA 92008 RE: Camino De Los Coches/ Maverick Way PS&E Update Dear Mr. Mangohig, STC Traffic (STC) is pleased to provide the City of Carlsbad the following proposal to update the PS&E for improvements at Camino De Los Coches/ Maverick Way. The update will include the following activities: •Verify the existing conditions haven’t changed. •Check the General Provisions to ensure latest provisions are included. •Update material, equipment and labor estimate based on current costs. •Plan check design and constructability. •Update plan dates and signatures. •Submit draft for City review. •Address comments/ revisions. •Once approved package PS&E for bid and plot Mylars. The Not to Exceed (NTE) fee estimate for this work is $3,000 and will be billed on a time and materials basis. By signing below and returning a copy of this letter, you will have authorized STC to proceed. I appreciate the opportunity to provide these important services to the City of Carlsbad. Please contact me if you have questions regarding the scope of work or fee. Sincerely, STC Traffic Jason Stack, TE, PTOE Principal Engineer DocuSign Envelope ID: 3DE871B7-9011-4BC8-A012-02875E334042 02/09/2021 Matsen Insurance Brokers, Inc. 3101 Concorde Drive, Suite C McKinleyville CA 95519 Jacqueline Byrne (707) 444-9292 (707) 444-9529 jackie@matsen.com STC Traffic, Inc. 5865 Avenida Encinas, Suite 142-B Carlsbad CA 92008 Lloyds of London Nationwide Mutual 23787 Endurance American Specialty Ins. Co. Hartford P&C 34690 CL2111508558 A Y GLL0178800 01/10/2021 01/01/2022 1,000,000 100,000 5,000 1,000,000 2,000,000 2,000,000 B ACPBA3036931702 01/01/2021 01/01/2022 1,000,000 C ELD30003063500 01/14/2021 01/01/2022 6,000,000 6,000,000 D Y 57WECGI9278 01/01/2021 01/01/2022 1,000,000 1,000,000 1,000,000 A Professional Liability DCCT00077-21 01/01/2021 01/01/2022 Aggregate $3,000,000 Per a Claim $2,000,000 Lloyd's Syndicate for 6/9/15 to 6/9/16: 510Percentage=100% Pseudonym: KLN - Tokio Marine Kiln City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services P.O. Box 4668 - ECM #35050 New York NY 10163 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES 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 onthis certificate does not confer rights to the certificate holder in lieu of such endorsement(s). 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 POLICIESBELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBRWVDADDLINSD 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 THISCERTIFICATE 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. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATIONAND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED?(Mandatory in NH) DESCRIPTION OF OPERATIONS belowIf yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) RE: All projectsThe City of Carlsbad, its officials, employees and volunteers are included as additional insured per the attached form CG 20 10 04 13. This coverage is primary and waiver of subrogation applies per the attached forms CG 20 01 04 13 and CG 24 04 05 09.30 Days notice of cancellation EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCEDAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIREDAUTOS ONLY COMMERCIAL GENERAL LIABILITY CG 20 01 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 01 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 PRIMARY AND NONCONTRIBUTORY – OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1)The additional insured is a Named Insured under such other insurance; and (2)You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. POLICY NUMBER: GLL-10788-00 POLICY NUMBER: GLL-10788-00 COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CG 20 10 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 2 ADDITIONAL INSURED – OWNERS, LESSEES OR CONTRACTORS – SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s) Location(s) Of Covered Operations Any person or organization whom you are required to add as an additional insured to this policy under a written contract executed prior to the occurrence which results in bodily injury or property damage under Coverage A, or the offense which results in personal and advertising injury under Coverage B. All locations where your ongoing operations are performed for any additional insured as specified in a written contract. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A.Section II – Who Is An Insured is amended toinclude as an additional insured the person(s) ororganization(s) shown in the Schedule, but onlywith respect to liability for "bodily injury", "propertydamage" or "personal and advertising injury"caused, in whole or in part, by: 1.Your acts or omissions; or 2.The acts or omissions of those acting on yourbehalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. However: 1.The insurance afforded to such additionalinsured only applies to the extent permitted bylaw; and 2.If coverage provided to the additional insured isrequired by a contract or agreement, theinsurance afforded to such additional insuredwill not be broader than that which you arerequired by the contract or agreement toprovide for such additional insured. B.With respect to the insurance afforded to theseadditional insureds, the following additionalexclusions apply: This insurance does not apply to "bodily injury" or"property damage" occurring after: 1.All work, including materials, parts orequipment furnished in connection with suchwork, on the project (other than service,maintenance or repairs) to be performed by oron behalf of the additional insured(s) at thelocation of the covered operations has beencompleted; or 2.That portion of "your work" out of which theinjury or damage arises has been put to itsintended use by any person or organizationother than another contractor or subcontractorengaged in performing operations for aprincipal as a part of the same project. C.With respect to the insurance afforded to theseadditional insureds, the following is added toSection III – Limits Of Insurance: Page 2 of 2 © Insurance Services Office, Inc., 2012 CG 20 10 04 13 If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1.Required by the contract or agreement; or 2.Available under the applicable Limits ofInsurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. CG 24 04 05 09 © Insurance Services Office, Inc., 2008 Page 1 of 1 POLICY NUMBER: GLL-10788-00 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PARTPRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV - Conditions: We waive any right of recovery we may have againstthe person or organization shown in the Scheduleabove because of payments we make for injury ordamage arising out of your ongoing operations or"your work" done under a contract with that personor organization and included in the "products-completed operations hazard". This waiver appliesonly to the person or organization shown in theSchedule above. Any person or organization whom you are required to waive any right of recovery under a written contract executed prior to the occurrence which results in bodily injury or property damage under Coverage A, or the offense which results in personal and advertising injury under coverage B. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Countersigned by Authorized Representative Form WC 04 03 06 (1)Printed in U.S.A. Process Date:11/18/20 Policy Expiration Date:01/01/22 WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA Policy Number:57 WEC GI9278 Endorsement Number:Effective Date:01/01/21 Effective hour is the same as stated on the Information Page of the policy.Named Insured and Address:STC TRAFFIC, INC.5865 AVENIDA ENCINAS STE 142 BCARLSBADCA92008 We havetheright to recover our payments from anyone liablefor an injury covered by this policy.Wewill not enforceourright against the person or organization named intheSchedule.(This agreement applies only to the extent that youperform work under a written contract that requires you to obtain this agreement from us.) You must maintainpayroll records accurately segregating the remuneration of your employeeswhile engaged intheworkdescribed in the Schedule. The additional premium for this endorsement shall be 2 %oftheCalifornia workers'compensation premium otherwise dueon such remuneration. SCHEDULE Person or Organization Job Description Any person or organization for whom you are required by written contract or agreement to obtain this waiver of rights fromus