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HomeMy WebLinkAbout1992-12-08; Municipal Water District; 200; Engineering Services Consultant. CARLSBAD r-‘NICIPAL WATER DISTRICT c -lGENDA BILL AB# do0 TITLE: APPROVAL OF AN AGREEMENT WITH MTG. /d-8- 9s AN ENGINEERING SERVICES CONSULTANT DEPT. CMWD FOR DISTRICT ENGINEER CITY MGR%$ RECOMMENDED ACTION: Adopt Resolution No. 82S approving an agreement with an engineering services consultant for District Engineer. ITEM EXPLANATION: The Water Enterprise Fund has budgeted funds in the CMWD Professional Services Account to contract for services of a consulting District Engineer. With the transfer of City water, sewer and reclaimed water services to the District, the responsibilities of the General Manager/District Engineer increased and required separating the duties of the District Engineer from the General Manager position. As a result, on June 3, 1991, the District contracted with Robert W. Coates, P.E., as District Engineer. Since the District's standards and requirements have been revised to conform with City standards, staff is requesting approval of a new contract rather than an extension of the original agreement. The new contract will allow the District to use the Consultant's services for one year and to extend the agreement for additional one year periods based on District needs and satisfactory performance. FISCAL IMPACT: Funds are available in the CMWD Professional Services Account of the Water Enterprise Fund. Funds of $100,000 have been appropriated in the 1992/93 Budget-Professional Services Account, and the agreement for consulting services for District Engineer is estimated not to exceed $85,000. EXHIBITS: 1. Resolution No. 825 approving an agreement with an engineering services consultant for District Engineer. 2. Consultant Agreement with Robert W. Coates, P.E. 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 28 RESOLUTION NO. 825 A RESOLUTION OF THE CARLSBAD MUNICIPAL WATER DISTRICT OF CARLSBAD, CALIFORNIA APPROVING AN AGREEMENT WITH AN ENGINEERING SERVICES CONSULTANT FOR DISTRICT ENGINEER WHEREAS, the Executive Manager recommends and the Board of Directors concurs that utilization of consultants is required to augment District staff in order to maintain service levels; and WHEREAS, the services of an engineering services consultant for District Engineer is necessary because staff expertise is limited in this area; and WHEREAS, a satisfactory agreement has been negotiated with Robert W. Coates, P.E. NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Carlsbad Municipal Water District of Carlsbad, California, as follows: 1. That the above recitations are true and correct. /// /// /// /// /// /// /// /// /I/ /// /// /// 1 I 2. That the Board of Directors hereby authorizes the President to execute an engineering services agreement with Robert W. Coates, P.E. PASSED, APPROVED AND ADOPTED at a regular meeting of the Board of Directors of the Carlsbad Municipal Water District of Carlsbad, California, on the 8th day of DECEMBER f 1992, by the following vote, to wit: AYES: Board Members Lewis, Stanton, Nygaard NOES: None ABSENT: Board Member Ku ABSTAINED: Board Member ATTEST: ckdl ALETHA L. RAUTENKRANZ, Sebretary (SEAL) 1 2 3 4 5 6 7 0 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 - . AGREEMENT THIS AGREEMENT, made and entered into as of the 11th day of September I 1992, by and between the CARLSBAD MUNICIPAL WATER DISTRICT, hereinafter referred to as "District'l I and ROBERT W. COATES, P.E. hereinafter referred to as ltConsultantll . " _ : : RECITALS . '. , <'(. District requires,the services of an ensineerins consultant consultant to provide the necessary ^"' consulting ensineerins services for *' preparation of District Ensineerins Services ; and Consultant possesses the necessary skills and qualifications to provide"the services required by the District; I' NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained herein, District and Consultant a.gree as follows: 1. CONSULTANT'S OBLIGATIONS Under the supervision of the General Manager, he shall perform *. the function of District Engineer. ,( //I /// //I /I/ /// /// /// /// /// 1 g/11/92 REV. 1 2 3 4 5 6 7 a 9 10 11 12 13 14 15 16 17 ia 19 20 21 22 23 24 25 26 27 28 2. DISTRICT OBLIGATIONS The District shall provide an office, materials, and an.y other material t0,perfor-m the duties of District Engineer. //I /// SC’ /// _.<-. 3. PROGRESS ANDpCOMPLETION '-'i 2' h The work under this contract will begin within ten (10) days after receipt of,Jnotification ,to.+proceed by the District and be completed within 365 days of that date. Extensions of time may be granted if requested by the Consultant and agreed to in . . writing*'by the District Engineer or the General Manager. The / 6 , extensions will only be' given allowance for documented and substantiated unforeseeable and unavoidable delays not caused by a : lack of foresight on the part of the Consultant, or delays caused by District inaction or other agencies' lack of timely action. 4. FEES TO BE PAID TO CONSULTANT The Consultant ,will be working on an hourly basis and Consultant's hourly fee is fi,fty-eight dollars ($58.00). The total fee payable according to Paragraph 6, "Payment of Fees," shall not exceed $ 85,000 . No other compensation for services will be allowed except those items covered by supplemental agreements per Paragraph 8, "Changes in Work.,, 5. DURATION OF CONTRACT This agreement shall extend for a period of one (1) year from the date thereof. The contract may be extended for additional one (1) year periods or parts thereof, based upon satisfactory performance and the District's needs. 2 g/11/92 REV. 1 2 3 4 5 6 7 a 9 10 11 12 13 14 15 16 17 16 19 20 21 22 23 24 25 26 27 28" 6. PAYMENT OF FEES Payment of fees shall be upon delivery of approved final- bi-weeklv invoices . 7. FINAL SUBMISSIONS Within fifteen (15) days of completion and approval of the the Consultant shall deliver to the District the following items: N/A 8. CHANGES IN WORK If, in the course of the contract, changes seem merited by the Consultant or the District, and informal consultations with the other party indicate that a change in the conditions of the contract is warranted, the Consultant or the District may request a change in contract. Such changes shall be processed by the District in the following manner: A letter outlining the required changes shall be forwarded to the District by the Consultant to inform District of the proposed changes along with a statement of estimated changes in charges or time schedule. A supplemental agreement shall be prepared by the District and approved by the District. Such supplemental agreement shall not render ineffective or invalidate unaffected portions of the agreement. 9. COVENANTS AGAINST CONTINGENT FEES The Consultant warrants that their firm has not employed or retained any company or person, other than a bona fide employee working for the Consultant, to solicit or secure this agreement, and that Consultant has not paid or agreed to pay any company or 3 g/11/92 REV. 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 28 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, the District shall have the right to annul this agreement without liability, or, in its discretion, to deduct from the agreement price or '.i .(' ,~ : consideration, orotherwise recover, the full amount of such fee, ,,- commission, percentage, brokerage fees, gift, or contingent fee. 10. NONDISCRIMINATION CLAUSE .' The Consultant shall comply with the state and federal laws regarding fiondiscrimination. 11. TERMINATION OF CONTRACT In the event of the Consultant's failure to prosecute, deliver, or perform the work as provided for in this contract, the District may terminate this contract for nonperformance by notifying the Consultant by certified mail of the termination of the Consultant. The Consultant, thereupon, has five (5) working days to deliver said documents owned by the District and all work in progress to the General Manager. The General Manaqer shall make a determination of fact based upon the documents delivered to District of the percentage of work which the Consultant has performed which is usable and of worth to the District in having the contract completed. Based upon that finding as reported to the General Manager, the General Manager shall determine the final payment of the contract. 12. DISPUTES If a dispute should arise regarding the performance of work under this agreement, the following procedure shall be used to II 4 g/11/92 REV. I 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 28 - resolve any question of fact or interpretation not otherwise settled by agreement between parties. Such questions, if they become identified as a part of a dispute among persons operating under the provisions of this contract, shall be reduced to writing by the principal of the Consultant or the District General Msr. . A copy of such documented, dispute shall be forwarded to both */ parties involved along'with recommended methods of resolution which r would be of benefitto both parties. The District General Mqr. 1 or principal receiving the letter shall reply to the letter along with a recommended method of resolution within ten (10) days. If the resolution thus obtained is unsatisfactory to the aggrieved party, ,a letter outlining the dispute shall be forwarded to the Board of Directors for their resolution through the office of the General Manager. The Board of Directors may then opt to consider the directed solution to the problem. In such cases, the action of the Board of Directors shall be binding upon the parties involved, although nothing in this procedure shall prohibit the parties seeking remedies available to them at law. 13. SUSPENSION OR TERMINATION OF SERVICES This agreement may be terminated by either party upon tendering thirty (30) days written notice to the other party. In the event of such suspension or termination, upon request of the District, the Consultant shall assemble the work product and put same in order for proper filing and closing and deliver said product to District. In the event of termination, the Consultant shall be paid for work performed to the termination date: however, the total shall not exceed the total fee payable under paragraph 4. The District shall make the final determination as to the portions 5 9/11/9-Z REV. 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 28 of tasks completed and the compensation to be made. 14. STATUS OF THE CONSULTANT The Consultant shall perform the services provided for herein in Consultantls own way as an independent contractor and in pursuit of Consultant's independent calling, and not as an employee of the District. Consultant shall be under control of the District only ,.‘. .1 as to the result'to be accomplished, but shall consult with the District as provided for in the request for proposal. The Consultant is an independent contractor of the District. The payment made to the Consultant pursuant to the contract shall be the full and complete compensation to which the Consultant is entitled. The District shall not make any federal or state tax withholdings on behalf of the Consultant. The District shall not be required to pay any workers' compensation insurance on behalf of the Consultant. The Consultant agrees to indemnify the District for any tax, retirement contribution, social security, overtime payment, or workers' compensation payment which the District may be required to'make on behalf of the Consultant or any employee of the Consultant for work done' under this agreement. The Consultant shall be aware of the requirements of the Immigration Reform and Control Act of 1986 and shall comply with those requirements, including, but not limited to, verifying the eligibility for employment of all agents, employees, subcontractors and consultants that are included in this agreement. 15. CONFORMITY TO LEGAL REOUIREMENTS The Consultant shall cause all drawings and specifications to conform to all applicable requirements of law: federal, state and local. Consultant shall provide all necessary supporting 6 g/11/92 REV. 1 documents, to be filed with any agencies whose approval is 2 necessary. 3 The District will provide copies of the approved plans to any 4 other agencies. 5 16. OWNERSHIP OF DOCUMENTS 6 All plans, studies, sketches, drawings, reports, and ~. 7 specifications as herein required are the property of the District, \. 8 whether the work for which they are made be executed or not. In 9 the event, this contract is terminated, all documents, plans, 10 specifications', drawings, reports, and studies shall be delivered 11 forthwith to-the District. Consultant shall have the right to make 12 one (1) copy of the plans for his/her records. 13 17. REPRODUCTION RIGHTS' 14 The Consultant agrees that all copyrights which arise from .^ 15 creation of the work pursuant to this contract shall be vested in 16 District and hereby agrees to relinquish all claims to such '17 copyrights in favor of District. 16 18. HOLD HARMLESS AGREEMENT 19 The District, its officers, and employees shall not be liable 20 for any claims, liabilities, penalties, fines, or any damage to 21 goods, properties, or effects of any person whatever, nor for 22 personal injuries or death caused by, or resulting from, any 23 intentional or negligent acts, errors or omission of Consultant or 24 Consultantfs agents, employees, or representatives. Consultant 25 agrees to defend, indemnify, and save free and harmless the 26 District and its officers and employees against any of the 27 foregoing claims, liabilities, penalties or fines, including 28 liabilities or claims by reason of alleged defects in any plans and 7 g/11/92 REV. ._ 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 28 specifications, and any cost, expense or attorney's fees which are incurred by the District on account of any of the foregoing. 19. ASSIGNMENT OF CONTRACT I The Consultant shall not assign this contract or any part thereof or any monies due thereunder without the prior written consent of the District. ' 20. SUBCONTRACTING If the Consultant shall subcontract any of the work to be performed under this contract by the Consultant, Consultant shall be fully responsible to the District for the acts and omissions of Consultant's, subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Consultant is for the acts and omissions of persons directly employed by consultant. Nothing contained in this contract shall create any contractual relationship between any subcontractor of Consultant. and the District. The Consultant shall bind every subcontractor and every subcontractor of a subcontractor by the terms of this contract applicable to Consultantls work unless specifically noted to the contrary in the subcontract in question approved in writing by the District. 21. PROHIBITED INTEREST No official of the District who is authorized in such capacity on behalf of the District to negotiate, make, accept, or approve, or take part in negotiating, making, accepting, or approving of this agreement, shall become directly or indirectly interested personally in this contract or in any part thereof. No officer or employee of the District who is authorized in such capacity and on behalf of the District to exercise any executive, supervisory, or /I 8 g/11/92 REV. - 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 '28 - similar functions in connection with the performance of this contract shall become directly or indirectly interested personally in this contract or any part thereof. 22. VERBAL AGREEMENT OR CONVERSATION No verbal agreement or conversation with any officer, agent, or employee of the District, either before, during or after the execution of this contract, shall affect or.modify any of the terms or obligations herein contained nor entitle the Consultant to any additional payment whatsoever under the terms of this contract. 23. SUCCESSORS OR ASSIGNS Subject to the provisions of Paragraph 18, "Hold Harmless Agreement," all terms, conditions, and provisions hereof shall inure to and shall bind,each of the parties hereto, and"each of their respective heirs, executors, administrators, successors, and assigns. 24. EFFECTIVE DATE This agreement shall be effective on and from the day and year first above written. 25. CONFLICT OF INTEREST The Consultant shall file a Conflict of Interest Statement with the Secretary of the Board of Directors in accordance with the requirements of the Carlsbad Municipal Water District Conflict of Interest Code. The Consultant shall report investments or interests in real property. 26. INSURANCE The Consultant shall obtain and maintain policies of automobile liability insurance, and a combined policy of worker's compensation and employers liability insurance from an insurance 9 g/11/92 REV. 1 2 3 4 5 6 7 8 9 10 11 IQ No. 5193 - company authorized to do business in the State of California in an insurable amount of not less than one million dollars ($l,OOO,OOO) each, unless a lower amount is approved by the General Counsel or the General Manager. This insurance shall be in force during the life of this agreement and shall not be canceled without thirty (30) days prior written notice to the District sent by certified , . mail. *" ‘ * ". -. The District shall be named as an additional insured on these policies. The Consultant shall furnish certificates of insurance to the District before commencement of work. Executed by Consultant this 11th day of September I -I nr\m -- __. State of California - OPTIONAL SECTION - CAPACITY CLAIMED BY SIGNER County of San Diego Though statute does not require the Notary to fill in the data below, doing so may prove invaluable to persons relying on the document. On g/11/92 before me, Sandra J. Schuck , 0 INDIVIDUAL DATE NAME, TITLE OF OFFICER - E.G., “JANE DOE, NOTARY PUBLIC” a CORPORATE OFFICER(S) personally appeared Robert W. Coates 1 District Engineer NAME(S) OF SIGNER(S) TITLE(S) mersonally known to me - OR - a/grpye@/tg papp Jty+,a$s p$q$Qfjqttgry pyi&n~$~ / to be the person(sj whose name($) is/&$/ 0 PARTNER(S) # iF:EyAL subscribed to the within instrument and ac- 0 ATTORNEY-IN-FACT , knowledged to me that he/$&M& executed 0 TRUSTEE(S) the same in hislbl$r/t..4?8fi authorized capacity(P66{, and that by hislK8dlPhW 0 GUARDIAN/CONSERVATOR nOTHER: SIGNER IS REPRESENTING: NAME OF PERSON(S) OR ENTITY(lES) Carlsbad . . MunIcieal Water District THIS CERTIFICATE MUST BE ATTACHED TO TITLE OR TYP NT Consultant's Agreement THE DOCUMENT DESCRIBED AT RIGHT: NUMBER OF PAGES 11 DATE OF DOCUMENT g/11/92 Though the data requested here is not required by law, 01992 NATIONAL NOTARY ASSOCIATION l 8236 Remmet Ave., P.O. Box 7184 l Canoga Park, CA 91309-7184 10 g/11/92 REV. 1 2 3 4 5 6 7 a 9 10 11 12 I I 13 i n' 14 15 16 17 la 19 20 21 22 23 24 25 26 27 28 - company'authorized to do business in the State of California in an insurable amount of not less than one million dollars ($l,OOO,OOO) each, unless a lower amount is approved by the General Counsel or the General Manager. This insurance shall be in force during the life of this agreement and shall not be canceled without thirty (30) days prior written notice to the District sent by certified mail. The District shall be named as an additional insured on these policies. The Consultant shall furnish certificates of insurance to the District before commencement of work. Executed by Consultant this 11th day of September I 19%. CONSULTANT: CAR TER DISTRICT ROBERT W. COATES '. ,By: Board of DirectArs ATTEST: (print name here) #Mcx!- (title and organization of signatory) ALETBA L. RAUTENKRANZ Secretary (Proper notarial acknowledgment'of execution by CONSULTANT must be attached.) //I /// //I /// //I /// /// I. 0 g/11/92 REV. - (President or vice-president and secretary or assistant secretary must sign for corporations. If only one officer signs, the corporation must attach a resolution certified by the secretary or assistant secretary under corporate seal empowering that officer to bind the corporation.) APPROVED AS TO FORM: General Counsel' JI,9.qz, 11 g/11/92 REV.