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HomeMy WebLinkAboutRoesling Nakamura Tarada Architects Inc; 2023-05-31; PSA23-2195FACPSA23-2195FAC City Attorney Approved Version 12/28/2022 1 AGREEMENT FOR ORION CENTER DESIGN OPTIONS SERVICES ROESLING NAKAMURA TARADA ARCHITECTS, INC. THIS AGREEMENT is made and entered into as of the _________ day of ___________________, 2023, by and between the City of Carlsbad, California, a municipal corporation ("City") and Roesling Nakamura Tarada Architects, Inc., a California corporation ("Contractor”). RECITALS City requires the professional services of an architectural design consultant that is experienced in design and programming 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 one (1) year from the date first above written. 3. COMPENSATION The total fee payable for the Services to be performed shall not exceed six thousand, two hundred seventy dollars ($6,270). 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 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. DocuSign Envelope ID: 09D4046D-D50D-42CD-8ADF-4D41BB39D428 31st May PSA23-2195FAC City Attorney Approved Version 12/28/2022 2 6. INSURANCE Contractor will obtain and maintain policies of commercial general liability insurance, automobile liability insurance, a combined policy of workers' compensation, employers liability insurance, and professional liability insurance from an insurance company authorized to transact the business of insurance in the State of California which has a current 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. Contractor will obtain occurrence coverage, excluding Professional Liability, which will be written as claims- made coverage. The insurance will be in force during the life of this Agreement and will not be canceled without thirty (30) days prior written notice to the City by certified mail. City will be named as an additional insured on General Liability 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 an additional insured. Contractor will furnish certificates of insurance to the Contract Department, with endorsements to City prior to City’s execution of this Agreement. 7. 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 Ralph Roesling Title Municipal Projects Manager Title Project Manager Department Public Works Address 363 Fifth Avenue, Suite 202 City of Carlsbad San Diego, CA 92101 Address 1635 Faraday Ave Phone No. (619) 233-1023 Carlsbad, CA 92008 Email roesling@rntarchitects.com Phone No. (760) 442-2938 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 the requirements of the City of Carlsbad Conflict of Interest Code. The Contractor shall report investments or interests in all categories. Yes No 9. COMPLIANCE WITH LAWS Contractor will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment and will obtain and maintain a City of Carlsbad Business License for the term of this Agreement. DocuSign Envelope ID: 09D4046D-D50D-42CD-8ADF-4D41BB39D428 □ PSA23-2195FAC City Attorney Approved Version 12/28/2022 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: 09D4046D-D50D-42CD-8ADF-4D41BB39D428 PSA23-2195FAC City Attorney Approved Version 12/28/2022 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 ROESLING NAKAMURA TARADA ARCHITECTS, 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 Ralph R. Roesling, Chairperson (print name/title) By: (sign here) Christopher Bradbury, Chief Financial Officer (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: CINDIE K. McMAHON, City Attorney By: Deputy City Attorney DocuSign Envelope ID: 09D4046D-D50D-42CD-8ADF-4D41BB39D428 ~ PSA23-2195FAC City Attorney Approved Version 12/28/2022 5 EXHIBIT “A” SCOPE OF SERVICES Item No. Description Price Architectural design services Task 1 Meetings Task 2 Concept studies Task 3 Presentations and deliverables $6,270 TOTAL PROPOSAL VALUE $6,270 DocuSign Envelope ID: 09D4046D-D50D-42CD-8ADF-4D41BB39D428 R o e s l i n g N a k a m u r a T e r a d a A r c h i t e c t s w w w . r n t a r c h i t e c t s . c o m 3 6 3 F i f t h A v e I S t e 2 0 2 I S a n D i e g o , C A 9 2 1 0 1 I P 6 1 9 . 2 3 3 . 1 0 2 3 I F 6 1 9 . 2 3 3 . 0 0 1 6 4 Orion Center Concept Alternatives Study, May 9th, 2023 Page 1 May 9, 2023 Steven Stewart Municipal Project Manager CITY OF CARLSBAD Steven.Stewart@carlsbadca.gov Re: City of Carlsbad’s Orion Center Subject: Concept Alternatives Study Dear Steven, We are pleased to submit this proposal for additional architectural planning services for the City of Carlsbad’s Orion Center. The project will build upon previous design and planning services provided by RNT for the Center. The scope of work proposed for the Concept Alternatives Study includes analyzing the current program table and Conditional Use Permit schematic plans, recently approved by the City’s Planning Commission, to study development alternatives that reduces the current building program to help reduce the overall development needs. The current proposed departments of the future center include Utilities, Fleet & Facilities, Parks, and CM&I. The study will look at program floor area and parking changes for the following development alternatives: Current design less CM&I Current design less Utilities Current design less CM&I and Utilities New 20,000 SF Conditioned Storage Building Tasks include the following: Task 1: Meetings RNT will attend up to four (4) one-hour meetings with the City staff. Task 2: Alternatives Program Table RNT will review the current approved CUP plans and study the five development options outlined above. The study will be at a conceptual level and include the following elements: PSA23-2195FAC Exhibit "A" (cont.) DocuSign Envelope ID: 09D4046D-D50D-42CD-8ADF-4D41BB39D428 '( )) 0 ,. 0 Orion Center Alternatives Study, May 9th 2023 Page 2 Program tables summarizing total floor areas and required parking counts for each alternative. Written descriptions of each alternative, including building, operational site areas, and parking requirements. RNT will work with the City to develop high-level ROM cost figures for each alternative. Deliverables RNT will provide digital copies of the conceptual study both in PowerPoint and PDF formats. Fee Proposal RNT shall complete the above tasks for a fixed-fee of $6,270. The following items are excluded: Civil grading and utility plans Conceptual drawings Landscape plans Cost estimating services Entitlement / CUP amendments or processing Agency review & permit fees Reimbursable expenses for printing and deliveries Traffic studies Environmental studies Please review and call me if you have any questions or comments. Thank you again for the opportunity to submit this proposal. Sincerely, Rick Espana, AICP, Project Manager Roesling Nakamura Terada Architects, Inc. Cc: Ralph Roesling, RNT Attachments PSA23-2195FAC Exhibit "A" (cont.) DocuSign Envelope ID: 09D4046D-D50D-42CD-8ADF-4D41BB39D428 ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADDL SUBRLTRINSD WVD 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) 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 EACH OCCURRENCE $DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person) $OWNED SCHEDULED BODILY INJURY (Per accident) $AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY 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 LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) 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 PERIODINDICATED. 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. 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 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.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 8/23/2022 License # 0E67768 (619) 788-5795 50206 (619) 574-6288 13056 Roesling Nakamura Terada Architects, Inc. 363 Fifth Avenue, Suite 202 San Diego, CA 92101 11150 A 1,000,000 X PSB0003043 6/21/2022 6/21/2023 1,000,000 Cont Liab/Sev of Int 10,000 BFPD 1,000,000 2,000,000 2,000,000 Ded 0 1,000,000A PSA0001257 6/21/2022 6/21/2023 Comp.: $500 Coll.: $500 5,000,000A PSE0001122 6/21/2022 6/21/2023 5,000,000 X 0 A X PSW0001175 9/1/2022 9/1/2023 1,000,000 1,000,000 1,000,000 B Professional Liab.PAAEP0099804 6/21/2022 Per Claim 2,000,000 B Prof Liab/$50K Ded.PAAEP0099804 6/21/2022 6/21/2023 Aggregate 5,000,000 Re: All Operations The City of Carlsbad is Additional Insured with respect to General Liability per the attached endorsement as required by written contract. Insurance is Primary and Non-Contributory. Waiver of Subrogation applies to Workers’ Compensation in favor of The City of Carlsbad. 30 Days Notice of Cancellation with 10 Days Notice for Non-Payment of Premium in accordance with the policy provisions. City of Carlsbad/CMWD c/o EXIGIS Insurance Compliance Services P.O. Box 947 Murrieta, CA 92564 ROESNAK-01 MCCOWANA IOA Insurance Services 4370 La Jolla Village Drive Suite 600 San Diego, CA 92122 Ali Smith Ali.Smith@ioausa.com RLI Insurance Company Arch Insurance Company X 6/21/2023 X X X X X X X X X X DocuSign Envelope ID: 09D4046D-D50D-42CD-8ADF-4D41BB39D428 ACORD" I ~ I ~ □ □ ~ ~ ~ □ □ ~ ~ ~ ~ ~ ~ ~ ~ H I I I I I □ I DocuSign Envelope ID: 09D4046D-D50D-42CD-8ADF-4D41BB39D428 Named Insured: Roesling Nakamura Terada Architects, Inc. Policy Number: PS80003043 RLI Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack® FOR PROFESSIONALS BLANKET ADDITIONAL INSURED ENDORSEMENT This endorsement modifies insL1rance provided under the following; BUSINESSOWNERS COVERAGE FORM -SECTION II -LIABILITY 1. C. WHO IS AN INSURED is amended to include as an additional insured any person or organization that yolJ agree in a contract or agreement requiring insurance to include as an additional insured on this policy, but only with respect to liability for 'bodily injury'', "property damage" or "personal and advertising injury" caused in whole or in part by you or those acting on your behalf: a. In the performance of your ongoing operations; b. In connection with premises owned by or rented to you; or c. In connection with "your work" and incltJded within the "product•completed operations hazard". 2. The insurance provided to the additional insured by this endorsement is limited as follows: a. This insllrance does not apply on any basis to any person or organization for which coverage as an additional insured specifically is added by another endorsement to this policy. b. This insurance does not apply to the rendering of or faih.ire to render any "professional services". c. This endorsement does not increase any of the limits of insurance stated in D. Liability And Medical Expenses Limits of Insurance. 3. The following is added to SECTION Ill H.2. Other Insurance -COMMON POLICY CONDITIONS (BUT APPLICABLE ONLY TO SECTION II - LIABILITY) However, if you specifically agree in a contract or agreement that the insurance provided to an additional insured under this policy must apply on a primary basis, or a primary and non-contributory basis, this insurance is primary to other insurance that is available to such additional insured which covers such additional insured as a named inst.ired, and we will not share with that other insurance, provided that: a. The "bodily injury" or "property damage'' for which coverage is sought occurs after you have entered into that contract or agreement or b. The "personal and adVertising injury" for which coverage is sought arises out of an offense committed after you have entered into that contract or agreement. 4. The following is added to SECTION Ill K. 2. Transfer of Rights of Recovery Against Others to Us -COMMON POLICY CONDITIONS (BUT APPLICABLE TO ONLY TO SECTION II - LIABILITY) We waive any rights of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or ''personal and advertising injury" arising out of "your work" performed by you, or on your behalf, under a contract or agreement with that person or organization. We waive these rights only where you have agreed to do so as part of a contract or agreement with such person or organization entered into by you before the "bodily injury" or "property damage" occurs, or the "personal and advertising injury" offense is committed. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPB 304 02 12 ~ DocuSign Envelope ID: 09D4046D-D50D-42CD-8ADF-4D41BB39D428 Named Insured: Roesling Nakamura Terada Architects, Inc. WORKERS' COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY Policy Number: PSW0001175 WC 04 03 06 (Ed. 04-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be __ % of the California workers' compensation premium otherwise due on such remuneration. Person or organization All persons or organizations that are party to a contract that requires you to obtain this agreement, provided you executed the contract before the loss Schedule Job Description Jobs performed for an person or organization that you have agreed with in a written contract to provide this agreement