HomeMy WebLinkAbout2018-01-09; City Council; Resolution 2018-002RESOLUTION NO. 2018-002
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CARLSBAD,
CALIFORNIA, APPROVING A PROFESSIONAL SERVICES AGREEMENT FOR THE
PREPARATION OF CONSTRUCTION PLANS, SPECIFICATIONS, COST
ESTIMATES, AND ENVIRONMENTAL PERMITS WITH GHD, INC. FOR AN
AMOUNT NOT TO EXCEED $500,000 FOR THE CARLSBAD BOULEVARD
BEACH ACCESS REPAIRS FROM PINE AVENUE TO TAMARACK AVENUE,
PROJECT NO. 3896.
EXHIBIT 1
WHEREAS, the City Council of the City of Carlsbad, California has determined that it is necessary
and in the public interest to repair and maintain the beachfront facilities along Carlsbad Boulevard; and
WHEREAS, under Carlsbad Municipal Code section 3.28.060, the Department of Public Works
solicited Statements of Qualifications (SOQs) from consultants for the preparation of construction
plans, specifications, cost estimates, and environmental permits for the Carlsbad Boulevard Beach
Access Repairs from Pine Avenue to Tamarack Avenue, Project No. 3896 (Project), and received a total
of six SOQs from qualified consulting firms; and
WHEREAS, subsequent to a review of the SOQs, GHD, Inc. has been identified as the most
qualified consultant for the Project; and
WHEREAS, staff and GHD, Inc. have negotiated the scope of work and the associated fee in an
amount not to exceed $500,000 to provide professional services; and
WHEREAS, $3,070,000 in Infrastructure Replacement Fund funding has previously been
appropriated for the Project.
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
Agreement with GHD, Inc. for an amount not to exceed $500,000 for the Carlsbad
Boulevard Beach Access Repairs from Pine Avenue to Tamarack Avenue, Project No.
3896 which is attached hereto as Attachment A.
PASSED, APPROVED AND ADOPTED at a Regular Meeting of the City Council of the City of
Carlsbad on the 9th day of January, 2018, by the following vote, to wit:
AYES: Hall, Blackburn, M. Schumacher, C. Schumacher, Packard.
NOES: None.
ABSENT: None.
{SEAL)
TRAN1651
AGREEMENT FOR ENGINEERING SERVICES FOR BEACH ACCESS REPAIRS ALONG
CARLSBAD BLVD. FROM PINE AVE. TO TAMARACK AVE.
GHD, INC.
THIS AGREEMENT is made and entered into as of the l O ~ day of J d V\V\.e\~ , 20J1, by and between the CITY OF CARLSBAD, a municipal
corporation, ("City")~ GHD, Inc. a California Corporation ("Contractor").
RECITALS
A. City requires the professional services of a consultant that is experienced in
engineering and environmental analysis.
B. Contractor has the necessary experience in providing professional services and
advice related to engineering and environmental analysis.
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 eight hundred fifty (850) days from the
date first above written.
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 not
exceed Five Hundred Thousand dollars ($500,000). No other compensation for the Services will
be allowed except for items covered by subsequent amendments to this Agreement. 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".
Incremental payments, if applicable, should be made as outlined in attached Exhibit "A".
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
City Attorney Approved Version 9/27/17
January 9, 2018 Item #3 Page 5 of 27
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.
7. 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.
8. 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.
9. OTHER CONTRACTORS
The City reserves the right to employ other Contractors in connection with the Services.
10. 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'
City Attorney Approved Version 9/27/17
2 January 9, 2018 Item #3 Page 6 of 27
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.
11. 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
carrier is required to have a current Best's Key Rating of not less than "A-:VI I"; 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.
11.1 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 ins~red.
11.1.1 Commercial General Liability Insurance. $2,000,000 combined single-limit per
occurrence for bodily injury, personal injury and property damage. If the submitted policies contain
aggregate limits, general aggregate limits will apply separately to the work under this Agreement
or the general aggregate will be twice the required per occurrence limit.
11.1 .2 Automobile Liability. (if the use of an automobile is involved for Contractor's work
for City). $1 ,000,000 combined single-limit per accident for bodily injury and property damage.
11.1.3 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.
11.1.4 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.
11.2 Additional Provisions. Contractor will ensure that the policies of insurance required under
this Agreement contain, or are endorsed to contain, the following provisions:
11.2.1 The City will be named as an additional insured on Commercial General Liability
which shall provide primary coverage to the City.
11.2.2 Contractor will obtain occurrence coverage, excluding Professional Liability, which
will be written as claims-made coverage.
City Attorney Approved Version 9/27/17
3 January 9, 2018 Item #3 Page 7 of 27
Address 1635 Faraday Av
Carlsbad, CA 92008
Phone No. 760-602-7558
TRAN1651
Phone No. 949-648-5262
Email robert.sherwood@ghd.com
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.
17. 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 four categories.
Yes~ No D
18. 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.
19. DISCRIMINATION AND HARASSMENT PROHIBITED
Contractor will comply with all applicable local, state and federal laws and regulations prohibiting
discrimination and harassment.
20. 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.
21. 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
City Attorney Approved Version 9/27/17
5
January 9, 2018 Item #3 Page 9 of 27
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
under this Agreement. City will make the final determination as to the portions of tasks completed
and the compensation to be made.
22. 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 deducf from the Agreement price or consideration, or otherwise recover, the full amount of the
fee, commission, percentage, brokerage fees, gift, or contingent fee.
23. 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 litlgation 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.
24. 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.
25. 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.
City Attorney Approved Version 9/27/17
6 January 9, 2018 Item #3 Page 10 of 27
TRAN1651
26. 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.
27. 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
GHD, Inc. a California Corporation
G/l.8:, WA-!ftt.JAB-C: V/t:=E /:tZ.Gs-/Z>e-"'r
(print name/title)
By: _j,~ --c: \
(sign here) \
~. ""D If N~ ~N;)LA-'-\ S,-s< .. JlL1-tn\
(print name/title) )
CITY OF CARLSBAD, a municipal
corporation of the State of California
Ma H II
Mayor
ATTEST:
Barbara
City Clerk
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
Chairman,
President, or
Vice-President
Group B
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:~~
Deputy City Attorney
City Attorney Approved Version 9/27/17
7 January 9, 2018 Item #3 Page 11 of 27
EXHIBIT "A"
SCOPE OF SERVICES
Itemized List of what Contractor will do for City and at what price.
City Attorney Approved Version 9/27/17
8 January 9, 2018 Item #3 Page 12 of 27
ENGINEERING SERVICES FOR BEACH ACCESS REPAIRS ALONG CARLSBAD BOULEVARD FROM PINE AVE TO TAMARACK AVE
~
i
Jl!I¥.II ~ t f
ll ;f!il ·;·~·r # i J If~ j i i • ¥ i : : i 1 . I .3 ! .!' f~ s ~ f. ! t [ ~ ~ ~ i: I ·I 1!? i ~ ; ~ h ,
u.
!1J;
r jj_ ~i-~ ~ ~ ~ ~ ~ ~ ~ I -, ! i , ! t ii ·ti f 1 j .i 1 ,l ~ -~ ~ "'Z ~ -~ ~ 1
'• j; f -~ !' ! ! • .~ i . t H ( .:] o •,l ~· I ,2:; :: 1N :~ ~; ~!f ~~~ ~~ : : ' ln:1uat1bc:on~ilanb~Wku ·j '"" ,,,., '"" ,.,.. '""
Te.%~t;.?:i.;~F lot -J .... ,n1 .... -1_,_l.----0.i--J_I I I I I I - -T 1 1 T 1 1
\.2 0;><'.u,o·_>(ll i-:i,.~ ......
Lj G,;at1,1d 11•••l~hlt,11<Jt1
1.4 /l.>1i:,(.'fo;,o.,S~"'-'~ f I Tfl~[r1~rr1r ii~ \,Ii! S;~~i';lr1WA!~~ic1
1~,]~---·l-·l-1--1-I-I ·l-/·-'-1-I ~:! ~!~~:;!r;· -rT1 -r-1 ~
1. P11JmilL1[JC<1<1r:t,..-,.......,
.. ~:1,'.'.-'-11.,~
Sahl~~
~\1 ··w~·1';$:,i-=-ro~bimf-l~l--f-:-!~ ..... 1-,,!ill.-
Pn!1·1ert ic'lr'!lln
~
•
UID •
. . ,,,. . · 1· . , .
• $ 2-450(1 1 .. . .
!,OOi:: $ 23.000 $ . ' ..
""' $ 11172' $ .. ' .. L l:_!--;.,,I
• S -• • $
,.,..... """"""""""Q,9;.'r'::i:;::;:;:c:-1 ~,-,-,---r-, ,-~ ; ...... 1.1 Prr,,tu,; .• oo"Joar~~ -1 a 1.io 2"' ·"'ci 2" I ~-i .~ ... lfillols 1~~o!s a1ndErtiilli1,;
1.2 0,j(Ji~('Spl0Jilivi.'.Kl1" 1.3 ~:,<,;.C..-Jl%,I),,.,.._, ' " : I 2'.\80 1,
s ··-s
. ,; 1,0801'
. ' . ' ,!_,0
• . ..-.,::--..;__ • 15:,,110
~t;,1~!
Ta:sll l !3', C!&IGN DEVELOPl,Dl'T
-2.1 P&Juc.~%01aWng:1--
ndCdibii1 ~~ u~ T•ctnic:11
Sp1cr->'..llk:.n•
2_. S».Coo::l:~li>
!!!!!!ctal
" "
. ' " ..
-r•o..._ l~1Joo<.;,COtm"!UCT~CUl~f !...,•1-1~
~.1 ,~eoo:.lloolioo I ! In! Dnt•,,,.·~
1Cl0":.Tocltnkal
i;:1,:,vil1t.1alii:i.s
1000,.Ct,:;1&\imalE
~blot11I
-
· 1· ..
. ,.
. I' . ll
·1·· . . ..
'
•~ •
~ ,.
--S 41.120 .....
3,080
" " 20
I·· ,. '10
I
f
"
"
" JO "
30
, I • '
"
,. 2,4GS S
b!m:mllli..™1.[£ .!!!Ii.I !'!e""~""'-.'1/;~1-~t--l"'?" 1-,, I 1.1 .._tl....CP~M~lll"'IJ
1.2 Pres:i1r.a.1~~ or Ui11 .._d<Mmfa
1.3 t::np~M.nl-:>Gli:LI""' I
~ -S 4,46D ' 2,lUO ffm 1, : ll
OJ.•fon•
!lublol'll :!i :!i
-TU~:., .C~=::~;n~Tse,t~;~ r,r-1 ;,I -1 -.. /2S!ie\'h!ts ::1:.2 Re·.·1t1•.T1,~hop
011,W~11W1 Simmi1>:1:~
R1q::>ndlr,JWRF:•IJ1>1n
Cc,ir,11cl:lf
R1<.1.r<IDra,-l~
~
1.1J n,~t,ursabl&~i:1.-...K
(Ot,slgri,i~~ P1rmi*ill)
1.2 RKnbu1.1!i&tifaf1nF.v.
{B~ ~ .. ,, Ca,wJ,11:;II..,,,)
~! otal cOst-P·h.ases 1 lo ~
• • .. ....
I
4-2 [341l 1.4 \ 304 n,i-,_o--4so l GG -I 140G
...
• ~'6 '
1,!'20 S
',.. $ 3.430 S ... . " • . -· • ·-' li.fl1fi S
2.875 S
$ :):,6401'
. '
ill.!. IE Men t 20,_5~
•• ,. ""I ' '·"''I' •, m ~.s . s
• I S----=-Ti
. ,, . I•
-: ~uo fs 1106 ls ~ 1, · It
$214,120) S7.4,5D6j U2,905}-s21Jfo)!14i8}0DI
• 4,:,16,
....
_,_....,.,
S 7,lOC
•
· 11. i
26,100
~.•HS
",0,:\1~
-ri 2J,i:5
710
!_ 3,215
.J~?7!.!lllDJ 12 169 l 71 41
10
!L-.i... -. .
22 " 18
" " to '' I,,
1lG ( 207 [ 17'1
I
January 9, 2018 Item #3 Page 25 of 27