HomeMy WebLinkAbout2017-07-11; City Council; Resolution 2017-140RESOLUTION NO. 2017-140
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD,
CALIFORNIA, AUTHORIZING EXECUTION OF A PROFESSIONAL SERVICES
MASTER AGREEMENT FOR ENVIRONMENTAL MANAGEMENT SERVICES
BETWEEN THE CITY OF CARLSBAD AND ENVIRONMENTAL SCIENCE
ASSOCIATES (ESA) FOR AN AMOUNT NOT TO EXCEED $1,800,000.
Exhibit 1
WHEREAS, the City Council of the City of Carlsbad, California has determined it necessary,
desirable, and in the public interest to use professional services to manage the creation, establishment,
and acceptance of habitat mitigation sites related to impacts resulting from the implementation of city
Capital Improvement Program (CIP) projects; and
WHEREAS, the Department of Public Works solicited, received and reviewed Statements of
Qualifications for environmental management services consistent with the Carlsbad Municipal Code
section 3.28.060; and
WHEREAS, subsequent to a review of the Statements of Qualifications, Environmental Science
Associates (ESA) has been identified as the most qualified firm; and
WHEREAS, staff and ESA have negotiated the scope of work and the rate schedule for the
Professional Services Master Agreement; and
WHEREAS, expenditures for the professional services are subject to availability of budget
appropriations associated with the related CIP projects.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Carlsbad, California, as
follows:
1. That the above recitations are true and correct.
2. That the mayor is authorized and directed to execute the Professional Services Master
Agreement with ESA in an amount not to exceed $1,800,000, which is attached hereto
as Attachment A.
Exhibit 1
PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of
Carlsbad on the 11th day of J..!tly, 2017, by the following vote, to wit:
AYES:
NOES:
ABSENT:
M. Hall, K. Blackburn, M. Schumacher, C. Schumacher, M. Packard.
None.
None.
(SEAL)
TRAN1571
MASTER AGREEMENT FOR
PROFESSIONAL ENVIRONMENTAL SERVICES
(ENVIRONMENTAL SCIENCE ASSOCIATES)
THIS AGREEMENT is made and entered into as of the \ 2 t;0 day of cJu. \ ~ , 20.1J., by and between the CITY OF CARLSBAD, a municipal corporation,
hereinafter r~ferred to as "City", and ENVIRONMENTAL SCIENCE ASSOCIATES, a California
corporation, hereinafter referred to as "Contractor."
RECITALS
A. City requires the professional services of an environmental services consultant that is
experienced in providing project management for project requiring environmental services.
8. The professional services are required on a non-exclusive, project-by-project basis.
C. Contractor has the necessary experience in providing professional services and advice
related to project management and advice for environmental services.
D. 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.
Contractor's obligations with respect to any project granted to Contractor under this Agreement will be
as specified in the Task Description for the project (see paragraph 5 below).
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 until November 30, 2021. 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. PROGRESS AND COMPLETION
The work for any project granted to Contractor pursuant to this Agreement will begin within ten (10)
days after receipt of notification to proceed by City and be completed within the time specified in the
Task Description for the project (see paragraph 5 below). Extensions of time for a specific Task
Description may be granted if requested by Contractor and agreed to in writing by the City Manager or
the Division Director as authorized by the City Manager ("Director"). The City Manager or Director will
give allowance for documented and substantiated unforeseeable and unavoidable delays not caused
by a lack of foresight on the part of Contractor, or delays caused by City inaction or other agencies' lack
of timely action. In no event shall a specific Task Description exceed the term of this Agreement.
City Attorney Approved Version 6/9/15
TRAN1571
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.
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.
Executed by Contractor this 21JJdA day of J \Lb:& , 20 \ 1 .
CONTRACTOR
ENVIRONMENTAL SCIENCE
ASSOC IA TES, a ·tornia corporation
By:
1gn here)
~ob~n~~J6~~ ~~~ By~~ r k
y== (sign he,;;-r-;,;a-
A lb e(t cu,sioot ILFo
(print namelffife)
CITY OF CARLSBAD, a municipal
corporation of the State of California By:~/d
Matt Hall, Mayor
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.
CITY OF CARLSBAD, a municipal corporation of the State of California
APPROVED AS TO FORM: :~LIA A;rrf (!:Attorney
~t .0eputy City Attorney
7 City Attorney Approved Version 6/9/15