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HomeMy WebLinkAbout1995-07-11; City Council; Resolution 95-2084 ,. . 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 20 0 0 RESOLUTION NO. 9 5 - 2 0 8 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD, CALIFORNIA, APPROVING A CONSULTANT AGREEMENT WITH LA COSTA ENGINEERING FOR DESIGN SERVICES FOR ASSESSMENT DISTRICT NO. 92-1 (LA COSTA DOWNS) WHEREAS, the City Council of the City of Carlsbad, California, hereby finds it r desirable, and in the public interest to improve streets within Assessment District No. WHEREAS, the City Council of the Clty of Carlsbad, finds it necessary, desira~ the public interest to direct preparation of plans, specifications, and cost estimates fc improvements; and, WHEREAS, payment of fees under the consultant agreement is subject to recei from the sale of bonds and contingent upon the formation of a special assessment ( NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of California, as follows: 1. That the above recitations are true and correct. 2. That a consultant agreement between the City of Carlsbad and La Costa Er a copy of which is attached as Exhibit A, is hereby approved and the Mayor is authl directed to execute said agreement. The City Clerk is authorized and directed to forw Ill Ill Ill Ill Ill Ill Ill Ill Ill Ill 0 0 ’ 2 of the signed agreement to La Costa Engineering, 2382 Camino Vida Roble, C CA ’ 92009, as well as the Engineering Department. 3 4 PASSED, APPROVED AND ADOPTED at a regular meeting of the Carlsbad City 5 6 7 8 9 10 11 held on the llthday of JULY , 1995 by the following vote, to wit: AYES: Council Members Lewis, Kulchin, Finnila, Hall NOES: None ABSENT: Council Member Nygaard 12 ’ ATTEST: l3 LUaL R. g.22 14 ALETHA L. RAUTENWNZ, City (SEAL) 15 16 17 18 19 20 21 22 23 24 25 26 27 28 0 0. AGREEMENT FOR DESIGN SERVICES FOR PREPARATION OF PLANS FOR LA COSTA DOWNS IMPROVEMENTS THIS AGREEMENT, made and entered into as of the I[ p day of WLY 19 ~, by and between the CITY OF CARLSBAD, a municipal corporation, hereinaft referred to as "City", and LA COSTA ENGINEERING, hereinafter referred to i "Contractor." . RECITALS City requires the services of a Civil Engineering Contractor to provide t necessary design services for preparation of plans for La Costa Downs lmprovemen and Contractor possesses the necessary skills and qualifications to provide the servic required by the City; NOW, THEREFORE, in consideration of these recitals and the mutual covenal contained herein, City and Contractor agree as follows: 1. CONTRACTOR'S OBLIGATIONS Contractor shall: A. Prepare grading plans, improvement plans, specifications, and c estimate for street improvements within the proposed La Costa DOL Assessment District boundaries. B. Prepare legal descriptions and plats for road, utility, and drain; easements required for above improvements. rev.6, 0 0 2. CIN OBLIGATIONS The City shall: A. Provide a copy of the City Engineering Standards to Contractor. 6. Coordinate plans with Assessment Engineer. 3. PROGRESS AND COMPLETION The work under this contract will begin within ten (10) days after receipt notification to proceed by the City and be completed within one hundred twenty (1 2 days of that date. Extensions of time may be granted if requested by the Contractor a agreed to in writing by the City Engineer. The City Engineer will give allowance documented and substantiated unforeseeable and unavoidable delays not caused bl lack of foresight on the part of the Contractor, or delays caused by City inaction or otl agencies' lack of timely action. 4. FEES TO BE PAID TO CONTRACTOR The total fee payable for the services to be performed shall be $41,877. No otl compensation for services will be allowed except those items covered by suppleme1 agreements per Paragraph 8, "Changes in Work." The City reserves the right to withh a ten percent (10%) retention until the project has been accepted by the City. incremental payments, if applicable, should be made as outlined in attact Exhibit "A." 5. DURATION OF CONTRACT This agreement shall extend for a period of one (1) year from date thereof. contract may be extended by the City Manager for one (1) additional one (1) 1 rev.8, 2 0 0 periods or parts thereof, based upon a review of satisfactory performance and the Cio needs. The parties shall prepare extensions in writing indicating effective date and lenc of the extended Contract. 6. PAYMENT OF FEES Payment of fees to Contractor under this agreement is subject to receipt of fun from the sale of bonds and contingent upon the formation of a special assessml district by the City Council. Upon the sale of bonds, Contractor shall submit his/her invoice for the wc performed. Payment of approved items on the invoice shall be mailed to the Contrac within thirty (30) days after receipt of invoice. 7. FINAL SUBMISSIONS Within ten (10) days of completion and approval of the plans, the Contractor st deliver to the City the following items: A. Original plans, specifications, and cost estimate. B. Original plats and legal descriptions for easements. 8. CHANGES IN WORK If, in the course of the contract, changes seem merited by the Contractor or City, and informal consultations with the other party indicate that a change in conditions of the contract is warranted, the Contractor or the City may request a char in contract. Such changes shall be processed by the City in the following manner letter outlining the required changes shall be forwarded to the City by Contract0 inform them of the proposed changes along with a statement of estimated change rev. 61 3 0 0. charges or time schedule. A Standard Amendment to Agreement shall be prepared the City and approved by the City according to the procedures described in Carlsb Municipal Code Section 3.28.172. Such Amendment to Agreement shall not rent 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 comp: or person, other than a bona fide employee working for the Contractor, to solicil secure this agreement, and that Contractor has not paid or agreed to pay any comp: or person, other than a bona fide employee, any fee, commission, percentage, broker; fee, gift, or any other consideration contingent upon, or resulting from, the awarc making of this agreement. For breach or violation of this warranty, the City shall h the right to annul this agreement without liability, or, in its discretion, to deduct from agreement price or consideration, or otherwise recover, the full amount of such commission, percentage, brokerage’fees, gift, or contingent fee. 10. NONDISCRIMINATION CLAUSE The Contractor shall comply with the state and federal laws regarc nondiscrimination. 11. TERMINATION OF CONTRACT In the event of the Contractor’s failure to prosecute, deliver, or perform the \ as provided for in this contract, the City may terminate this contract for nonperform: by notifying the Contractor by certified mail of the termination of the contractor. Contractor, thereupon, has five (5) working days to deliver said documents owned b- rev. I 4 0 0' City and all work in progress to the City Engineer. The City Engineer shall make determination of fact based upon the documents delivered to City of the percentage 1 work which the Contractor has performed which is usable and of worth to the City having the contract completed. Based upon that finding as reported to the C' Manager, the Manager shall determine the final payment of the contract. This agreement may be terminated by either party upon tendering thirty (30) da written notice to the other party. In the event of such suspension or termination, upc request of the City, the Contractor shall assemble the work product and put same order for proper filing and closing and deliver said product to City. In the event termination, the Contractor shall be paid for work performed to the termination da however, the total shall not exceed the lump sum fee payable under paragraph 4. T City shall make the final determination as to the portions of tasks completed and t compensation to be made. 12. DISPUTES If a dispute should arise regarding the performance of work under this agreeme the following procedure shall be used to resolve any question of fact or interpretation I otherwise settled by agreement between parties. Such questions, if they becol identified as a part of a dispute among persons operating under the provisions of. contract, shall be reduced to writing by the principal of the 'Contractor or the ( Engineer. A copy of such documented dispute shall be forwarded to both par involved along with recommended methods of resolution which would be of benefi both parties. The City Engineer or principal receiving the letter shall reply to the le along with a recommended method of resolution within ten (10) days. If the resolu rev. 4 5 0 0' thus obtained is unsatisfactory to the aggrieved party, a letter outlining the dispute st be forwarded to the City Council for their resolution through the Office of the C Manager. The City Council may then opt to consider the directed solution to problem. In such cases, the action of the City Council shall be binding upon the par involved, although nothing in this procedure shall prohibit the parties seeking remec available to them at law. 13. STATUS OF THE CONTRACTOR The Contractor shall perform the services provided for herein in Contractor's c way as an independent contractor and in pursuit of Contractor's independent calling, not as an employee of the City. Contractor shall be under control of the City only a the result to be accomplished, but shall consult with the City as provided for in request for proposal. The persons used by theContractor to provide services under agreement shall not be considered employees of the City for any purposes whatsoc The Contractor is an independent contractor of the City. The payment mad the Contractor pursuant to the contract shall be the full and complete compensatio which the Contractor is entitled. The City shall not make any federal or state withholdings on behalf of the Contractor or his/her employees or subcontractors. City shall not be required to pay any workers' compensation insurance or unemployr contributions on behalf of the Contractor or his/her employees or subcontractors. Contractor agrees to indemnify the City within 30 days for any tax, retire1 contribution, social security, overtime payment, unemployment payment or worl compensation payment which the City may be required to make on behalf 0' rev. 6 0 0 Contractor or any employee or subcontractor of the Contractor for work done under tl agreement or such indemnification amount may be deducted by the City from a balance owing to the Contractor. The Contractor shall be aware of the requirements of the Immigration Reform a Control Act of 1986 and shall comply with those requirements, including, but not limit to, verifying the eligibility for employment of all agents, employees, subcontractors a Consultants that are included in this agreement. 14. CONFORMITY TO LEGAL REQUIREMENTS The Contractor shall cause all drawings and specifications to conform to applicable requirements of law: federal, state and local. Contractor shall provide necessary supporting documents, to be filed with any agencies whose approva necessary. The City will provide copies of the approved plans to any other agencies. 15. OWNERSHIP OF DOCUMENTS All plans, studies, sketches, drawings, reports, and specifications as her required are the property of the City, whether the work for which they are made executed or not. In the event this contract is terminated, all documents, pla specifications, drawings, reports, and studies shall be delivered forthwith to the ( Contractor shall have the right to make one (1) copy of the plans for his/her record rev. 6, 7 0 0 16. REPRODUCTION RIGHTS The Contractor agrees that all copyrights which arise from creation of the w( pursuant to this contract shall be vested in City and hereby agrees to relinquish all clail to such copyrights in favor of City. 17. HOLD HARMLESS AGREEMENT The City, its elected and appointed officers and employees shall not be liable any claims, liabilities, penalties, fines, or any damage to goods, properties, or effects any person whatever; nor for personal injuries or death caused by, or resulting from. any intentional or negligent acts, errors or omissions of Contractor or Contractc agents, employees, or representatives. Furthermore, Contractor agrees to defend, indemnify, protect, and hold free i harmless the City and its elected and appointed officers and employees against i claims for damages, liabilities, penalties or fines, costs or expenses, including liabili or claims by reason of alleged defects in any plans and specifications arising out of conduct of the Contractor or any agent or employee, subcontractors, or other! connection with the execution of the work covered by this agreement, except only those claims arising from the sole negligence or sole willful conduct of the City, o elected and appointed officers and employees. Furthermore, Contractor agrees to defend, indemnify, protect, and hold free harmless the City and its elected and appointed officers and employees against claims for damages, liabilities, penalties or fines, costs or expenses, including liabi or claims by reason of alleged defects in any plans and specifications arising out ’ rev.( 8 0 0’ connected with the negligent conduct of the .Contractor or any agent or employc subcontractors, or others in connection with the execution of the work covered by t agreement. Contractor’s indemnification shall include any and all costs, expenses, attorn; fees and liability incurred by the City, its officers, agents, or employees in defend against such claims, whether the same proceed to judgment or not. Consultant shall at its own expense, upon written request by the City, defend i such suit or action brought against the City, its officers, agents or employe Contractor’s indemnification of City shall not be limited by any prior or subseql declaration by the contractor. 18. ASSIGNMENT OF CONTRACT The Contractor shall not assign this contract or any part thereof or any monies 1 thereunder without the prior written consent of the City. 19. SUBCONTRACTING If the Contractor shall subcontract any of the work to be performed under contract by the Contractor, Contractor shall be fully responsible to the City for the and omissions of Contractor‘s subcontractor and of the persons either direct11 indirectly employed by the subcontractor, as Contractor is for the acts and omissior persons directly employed by Contractor. Nothing contained in this contract shall cr any contractual relationship between any subcontractor of Contractor and the City. Contractor shall bind every subcontractor and every subcontractor of a subcontractc the terms of this contract applicable to Contractor’s work unless specifically noted tc contrary in the subcontract in question approved in writing by the City. rev.1 9 0 0 " 20. PROHIBITED INTEREST No official of the City who is authorized in such capacity on behalf of the City negotiate, make, accept, or approve, or take part in negotiating, making, accepting, approving of this agreement, shall become directly or indirectly interested personally this contract or in any part thereof. No officer or employee of the City who is authorizl in such capacity and on behalf of the City to exercise any executive, supervisory, similar functions in connection with the performance of this contract shall become direc or indirectly interested personally in this contract or any part thereof. 21. VERBAL AGREEMENT OR CONVERSATION No verbal agreement or conversation with any officer, agent, or employee of 1 City, either before, during or after the execution of this contract, shall affect or modify 3 of the terms or obligations herein contained nor entitle the Contractor to any additiol payment whatsoever under the terms of this contract. 22. SUCCESSORS OR ASSIGNS Subject to the provisions of Paragraph 18, "Hold Harmless Agreement," all terr conditions, and provisions hereof shall inure to and shall bind each of the parties herc and each of their respective heirs, executors, administrators, successors, and assig 23. EFFECTIVE DATE This agreement shall be effective on and from the day and year first written abc 24. CONFLICT OF INTEREST The Contractor shall file a conflict of interest statement with the City Clerl accordance with the requirements of the City's conflict of interest code. The disclo: category shall be category 1. rev.6 10 0 0' 25. INSURANCE The Contractor shall obtain and maintain for the duration of the contract and z and all amendments insurance against claims for injuries to persons or damage property which may arise out of or in connection with performance of the work hereunl by the contractor, his agents, representatives, employees or subcontractors. S insurance shall be obtained from an insurance carrier admitted and authorized to business in the State of California. The insurance carrier is required to have a curr Best's Key Rating of not less than "A-:VI and shall meet the City's policy for insurar as stated in Resolution No. 91-403. A. Coverages and Limits. Contractor shall maintain the types of coverages and minimum lir indicated herein, unless a lower amount is approved by the City Attorney or 1 Manager: 1. Comprehensive General Liability Insurance. $1,000,000 combil single-limit per occurrence for bodily injury, personal injury and property damage. If submitted policies contain aggregate limits, general aggregate limits shall af separately to the work under this contract or the general aggregate shall be twice required per occurrence limit. 2. Automobile Liability (if the use of an automobile is involved contractor's work for the City). $1,000,000 combined single-limit per accident for bc injury and property damage. I 11 I rev.6 0 0 3. Workers’ Compensation and Employer’s Liability. Worker Compensation limits as required by the Labor Code of the State of California ar Employe& Liability limits of $1,000,000 per accident for bodily injury. 4. Professional Liability. Errors and omissions liability appropriate the contractor’s profession, with a discovery period of not less than 12 months aft completion of work or termination of contract. $1,000,000 per occurrence. B. Additional Provisions. Contractor shall ensure that the policies of insurance required under tt agreement contain, or are endorsed to contain, the following provisions. 1. The City shall be named as an additional insured on all polici excluding Workers’ Compensation. 2. The contractor shall furnish certificates of insurance to the City befc commencement of work. 3. The contractor shall obtain occurrence coverage, excludi Professional Liability which shall be written as claims-made coverage. 4. This insurance shall be in force during the life of the agreement a any extension thereof and shall not be canceled without 30 days prior written notice the City sent by certified mail. 5. If the contractor fails to maintain any of the insurance coverac required herein, then the City will have the option to declare the contractor in breach may purchase replacement insurance or pay the premiums that are due on exist policies in order that the required coverages may be maintained. The contractol responsible for any payments made by the City to obtain or maintain such insurance 2 rev.t3/ 12 0 0' the City may collect the same from the contractor or deduct the amount paid from i sums due the contractor under this agreement. 26. RESPONSIBLE PARTIES The name of the persons who are authorized to give written notices or to rece written notice on behalf of the City and on behalf of the Contractor in connection with foregoing are as follows: For City: For Contractor: Title Principal Civil Enaineer Name Richard H. Allen, Jr. Address Citv of Carlsbad 2075 Las Palmas Drive Carlsbad, CA 92009 Title President Name Martell B. Montaomew Address La Costa Enqineerinq 2382 Camino Vida Roble Carlsbad, CA 92009 I rev.E 13 m 0. 27. BUSINESS LICENSE Contractor shall obtain and maintain a City of Carlsbad Business License for * duration of the contract. Executed by Contractor this \ [ 'n+ day of w\ I 193 CONTRACTOR: CITY OF CARLSBAD, a municipal LA COSTA ENGINEERING By: :?* (sign here) . t"m~Ft (print name here) (title and organization of signatory) bw3Nr ATTEST: \ By:: ALETHA L. RAUTENKRANZ C ALIFORNIA ALL=PURPOSE ACKNOWLEDGMENT State of ( '/iL/ FG-U'i 4 County of ?JLJ/L! bi&&C> ,t -, 1 On /-e/ I - qt; _I before me, &&AIC/ckJ t!- /JL@E/Ee &'07&2c/ kb&E? DATE NAME, TITLE OF OFFICER - E.G.. "JANE DOE, NOTARY PUBLIC' personally appeared m/-J/>?E Cl-. .e . /330&j-7~0/77E&)/ NAME(S) OF SIGNER(S) I personally known to me - OR - 0 proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) E are subscribed to the within instrument an (2 ac- knowledged to me tha@she/they executed the same in (6$her/their uthorized capacity(ies), and that by &herltheir signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. I - OPTIONAL : CAPACITY CLAIM1 Though statute does not r fill in the data below, dc invaluable to persons relyir 0 INDIVIDUAL CORPORATE OF TITLE PARTNER(S) c 0 ATTORNEY-IN-Fl 0 TRUSTEE(S) [7 GUARDIAN/CON! OTHER: C SIGNER IS REPRI NAME OF PERSON(S) OR E ~i+LLLL~t?$ / &-e r&.:LhJ SIGNATURE OF NOTA& OPTIONAL SECTION THIS CERTIFICATE MUST BE ATTACHED'TO TITLE OR NPE OF DOCUMENT THE DOCUMENT DESCRIBED AT RIGHT: - NUMBER OF PAGES DATE OF DOCUMENT Though the data requested here is not required by law, it could prevent fraudulent reattachment of this form. SIGNER(S) OTHER THAN NAMED ABOVE ~~ ~ "_~~ ~ "" ~~~~ "" ~ """ ~ "" ~~"_~~~~.. PlOO? hlATlnhlAl NATARV A94nPlATlnN - R7?K RDrnmPt AVP P 0 Rnu 71RA - ra ~~ ~ . ~"" 0 0. -. 27. BUSINESS LICENSE L Contractor shall obtain and maintain a City of Carlsbad Business License fi duration of the contract. Executed by Contractor this \ lW dayof w , I! CONTRACTOR: CITY OF CARLSBAD, a municipal LA COSTA ENGINEERING By: % 2 (sign here) d vu / 6, klAYm-wr-tBty (print name here) (title and organization of signatory) lxt%mw ATTEST: ALETHA L. RAUTENKRANZ City Clerk 1 . (title and organization of \ (Proper notarial acknowledgment of-execution by Contractor must be attached.) (President or vice-president and secretary or assistant secretary must sig corporations. If only one officer signs, the corporation must attach a resolution CE by the secretary or assistant secretary under corporate seal empowering that offic bind the corporation.) APPROVED AS TO FORM: ,.e RONALD R. BALL City Attorney BY j DeptQ&ity Attorney7. /L. 7 r. 14 rev