HomeMy WebLinkAbout07 - C-3037 Big Canyon Reservoir Floating CoverCITY OF NEWPORT BEACH
CITY COUNCIL STAFF REPORT
Agenda Item No. 7
February 10, 2004
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Public Works Department
Michael J. Sinacoh
949 -644 -3311
msinacori @city.newport-beach.ca.us
SUBJECT: BIG CANYON RESERVOIR FLOATING COVER AND DISINFECTION
SYSTEM - AWARD OF CONTRACT NO. 3037
RECOMMENDATIONS:
1. Approve the plans and specifications.
2. Award Contract No. 3037 to Banshee Construction Company of Colton,
California for the Total Bid Price of $5,664,015.00, and authorize the Mayor and
the City Clerk to execute the contract.
3. Establish an amount of $450,000.00 to cover the cost of unforeseen work and
estimated bonus for early completion.
4. Approve a Professional Services Agreement with Tetra Tech, Inc., for
Construction Support Services for a fee of $54,500.00.
5. Approve a Professional Services Agreement with PBS &J for Construction
Inspection Services for a fee of $229,108.00.
6. Approve a Professional Services Agreement with Hilts Consulting Group, Inc., for
Floating Cover Advisor Services for a fee of $84,000.00.
7. Approve a Professional Services Agreement with URS Corporation for
Geotechnical Services for a fee of $24,480.00.
8. Approve a Budget Amendment in the amount of $1,962,587.00 from Un-
appropriated Water Enterprise Fund Reserves and $17,300.00 from Grant Fund
Contributions to Account No. 7503- C5500690 and increase revenue estimates in
Account No. 500 -4841, EPA Grant.
Subject: Big Canyon Reservoir Floating Cover And Disinfection System - Award of Contract No. 3037
February 10, 2004
Page: 2
DISCUSSION
At 2:00 P.M. on January 27, 2004 the City Clerk opened and read the following bids for
this project:
BIDDER
Low Banshee Construction Company
2 Pacific Hydrotech Corporation
3 Griffith Company
4 Pascal & Ludwig Constructors
TOTAL BID AMOUNT
$5,664,015.00
5,783,518.00
5,950,000.00
6,018,000.00
* Corrected Bid Amount is $5,995,000.00
The low total bid amount is 2 percent above the Engineer's Estimate of $5,540,000.00.
The low bidder, Banshee Construction Company, possesses a California General State
Contractors License Class "A" as required by the project specifications. In addition, their
sub - contractors assigned to complete the covering portion of the contract (roughly 2 million
dollars of the project) also have the required experience to complete the project.
A check of the Contractors references indicates they have satisfactorily completed road
and bridge projects for other municipalities and have done significant work with
Caltrans. They have limited experience in this particular type of water resource work,
but have assembled a team of well respected sub - contractors in this field to expand
their business in the industry. In their most recent water project very favorable
comments were received from the agency.
BACKGROUND
The Big Canyon Reservoir (BCR) is a 600 acre -foot (200 million - gallon) potable water
storage reservoir located in Corona del Mar. The full capacity of the reservoir provides
the City with 10 days of average water demand storage. If an emergency takes place
within the City, those 10 days could be extended by implementing water conservation
measures.
During the 1950's, the City's wells in Huntington Beach began to experience saltwater
intrusion. As a result, the BCR facility was constructed in the 1960's as a main delivery
point for the imported Metropolitan Water District supply and the City's wells were
subsequently abandoned when the BCR was put into service. An open water reservoir
was an acceptable facility in the 1960's; however, as water quality standards have
become more stringent over the years, the Department of Health Services (DOHS)
mandated the City cover its reservoir or abandon the facility. This mandate has been in
effect since 1994. At that time, the City was designing and constructing the
Groundwater Development Project and funding was already committed to this effort.
The City planned to comply with the mandate and cover the reservoir by setting aside
reserves to complete the multi - million dollar project. After four years of applications to
EPA, staff was successful last year in securing $867,300.00 in federal funding
assistance.
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Subject: Big Canyon Reservoir Floating Cover And Disinfection System - Award of Contract No. 3037
February 10, 2004
Page: 3
• Per the contract specifications the Contractor will have 200 consecutive working days to
complete the work. The specifications also included a Council directed bonus /penalty
clause to provide an incentive to complete the project early ($3,000.00 per day).
Council received a detailed presentation of the work to be completed at their September
23, 2003 Study Session.
CONSULTANT SUPPORT SERVICES
For a project of this magnitude, outside construction support services will be required.
In addition, with the Council directed bonus /penalty clause included in the contract
documents, the construction activities will require more than full -time attention to this
project to address the extensive requests for inspection from the contractor.
Four main firms will be involved in assisting the City to complete this project: Tetra
Tech, Inc. is the project design firm providing construction support for shop drawing
review, responding to request for clarification and record drawings; PBS &J will provide
project inspection and administration; Hilts Consulting Group will provide oversight for
the cover installation beginning with material manufacturing and fabrication oversight
along with part-time installation observation and advising, and URS will provide the
necessary geotechnical services.
Tetra Tech, formerly ASL Consulting Engineers, was hired in 1995 to design the floating
• cover. In June 2002, the City Council approved an amendment to Tetra Tech's contract
to include the new disinfection facility which became integral to the cover design. Tetra
Tech's expertise will be required to review the multitude of shop drawings, requests for
clarification (RFC's), and requests for information (RFI's). On a project of this
magnitude we could be looking at a few hundred documents that require detailed review
and City approval. Tetra Tech will work in concert with our Utilities Department staff to
ensure the best quality products and components are being provided for this project.
They will also prepare the Record "As Built" drawings at the completion of the project.
The team of PBS &J and Hilts Consulting was used on the 2001 replacement of the El
Toro Water District's (ETWD) floating cover. The ETWD staff highly recommends these
experts who inspected their cover of roughly the identical size as the Big Canyon
Reservoir. The same inspection staff from PBS &J is available for this project, which will
be a full -time inspection assignment along with administrative support. By using this
same team, the City can draw on the ETWD experience and the lessons learned on that
project.
Doug Hilts has worked on several floating cover projects over his 20 -year career. Mr.
Hilts is considered the industry expert on floating covers who spent the first 10 years of
his career working for the Metropolitan Water District managing 3 major floating cover
projects. Mr. Hilts will oversee the manufacturing and fabrication of the cover material.
He will also be on site during the installation to insure proper construction.
. URS performed the recent seismic evaluation of the Big Canyon Reservoir Dam and
assessed the bottom conditions for Tetra Tech during the cover design process. Their
construction support services will include oversight for the reservoir asphalt bottom
Subject: Big Canyon Reservoir Floating Cover And Disinfection System - Award of Contract No. 3037
February 10. 2004
Page: 4
repairs and installation and overall testing services related to the structural elements of •
the disinfection facility and new access roads.
Staff believes the consulting team of Tetra Tech, PBS &J, Hilts Consulting, and URS will
be key for the successful and timely completion of this critical project. Professional
Services Agreements for the four firms are attached for Council consideration.
Environmental Review:
A Negative Declaration in accordance with the California Environmental Quality Act
(CEQA) has been prepared and approved by the City Council on June 27, 1994. An
environmental document in accordance with the National Environmental Policy Act
(NEPA) was developed by EPA as part of the implementation of the grant program.
The NEPA document and associated Finding of No Significant Impact (FONSI) was
issued in December 2003.
Fundina Availabilit
A Budget Amendment is required to complete this project. The FY 2003/04 CIP for the
covering project identified a contribution of $850,000.00 in federal funding. The final
approved EPA Grant Award is $867,000.00. An additional $1,962,587.00 needs to be
appropriated from the Un- Appropriated Water Enterprise Fund reserves. The City has
anticipated this expenditure and has set aside funds over the last several years to •
accomplish this project. Upon approval of the recommended Budget Amendments,
sufficient funds will be available in the following accounts for the project:
Account Description Account Number Amount
Big Canyon Reservoir Covering (Water Fund) 7503- C5500690 $51616,01 B.00
Big Canyon Disinfection Improvements (Water Fund) 7503- C55006B9 $6BB,OB5.00
TOTAL $6,506,103.00
Prepared by: Submitted by:
M' hael J. Sinacori, P.E. ph n G. Badum
rincipaf Engineer PulAc Works Director
Attachments: Bid Summary
Professional Services Agreement with Tetra Tech, Inc.
Professional Services Agreement with PBS &J
Professional Services Agreement with Hilts Consulting Group
Professional Services Agreement with URS, Inc.
Budget Amendment
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PROFESSIONAL SERVICES AGREEMENT WITH
TETRA TECH, INC.
FOR
BIDDING AND CONSTRUCTION SERVICES
THIS AGREEMENT is made and entered into as of this _ day of
20_, by and between the CITY OF NEWPORT BEACH, a Municipal Corporation
("City "), and TETRA TECH, INC. a Corporation whose address is 16241 Laguna
Canyon Road, Suite 200, Irvine, California, 92618 ( "Consultant "), and is made with
reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. City is planning to install a floating cover and new disinfection facilities at the Big
Canyon Reservoir (the "Project ").
C. City desires to engage Consultant for Bidding and Construction Phase Services
for the Project.
D. Consultant possesses the skill, experience, ability, background, certification and •
knowledge to provide the services described in this Agreement.
E. The principal member of Consultant for purposes of Project shall be Steve
Tedesco, P.E.
F. City has solicited and received a proposal from Consultant, has reviewed the
previous experience and evaluated the expertise of Consultant, and desires to
retain Consultant to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as
follows:
1. TERM
The term of this Agreement shall commence on the _ day of 2004,
and shall terminate on the 31s' day of January 2005, unless terminated earlier as
set forth herein.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference. The
City may elect to delete certain tasks of the Scope of Services at its sole
discretion.
3. TIME OF PERFORMANCE
Time is of the essence in the performance of services under this Agreement and
the services shall be performed to completion in a diligent and timely manner.
The failure by Consultant to perform the services in a diligent and timely manner
may result in termination of this Agreement by City.
Notwithstanding the foregoing, Consultant shall not be responsible for delays due
to causes beyond Consultant's reasonable control. However, in the case of any
such delay in the services to be provided for the Agreement, each party hereby
agrees to provide notice to the other party so that all delays can be addressed.
3.1 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator not later than ten (10) calendar days
after the start of the condition that purportedly causes a delay. The
Project Administrator shall review all such requests and may grant
reasonable time extensions for unforeseeable delays that are beyond
Consultant's control.
3.2 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the
circumstances, by either telephone, fax, hand - delivery or mail.
4. COMPENSATION TO CONSULTANT
City shall pay Consultant for the services on a time and expense not -to- exceed
basis in accordance with the provisions of this Section and the Schedule of
Billing Rates attached hereto as Exhibit B and incorporated herein by reference.
In no event shall Consultant's compensation exceed Fifty Four Thousand Five
Hundred Dollars and no /100 ($54,500.00) without additional authorization from
City. No billing rate changes shall be made during the term of this Agreement
without the prior written approval of City.
4.1 Consultant shall submit monthly invoices to City describing the work
performed the preceding month. Consultant's bills shall include the name
of the person who performed the work, a brief description of the services
performed and /or the specific task in the Scope of Services to which it
relates, the date the services were performed, the number of hours spent
on all work billed on an hourly basis, and a description of any
reimbursable expenditures. City shall pay Consultant no later than thirty
(30) days after approval of the monthly invoice by City staff.
2
4.2 City shall
reimburse
Consultant only for
those costs
or expenses
specifically
approved
in this Agreement,
or specifically
approved in
2
advance by City. Unless otherwise approved, such costs shall be limited
and include nothing more than the following costs incurred by Consultant:
A. The actual costs of subconsultants for performance of any of the
services that Consultant agrees to render pursuant to this
Agreement, which have been approved in advance by City and
awarded in accordance with this Agreement.
B. Approved reproduction charges.
C. Actual costs and /or other costs and /or payments specifically
authorized in advance in writing and incurred by Consultant in the
performance of this Agreement.
4.3 Consultant shall not receive any compensation for Extra Work without the
prior written authorization of City. As used herein, "Extra Work" means
any work that is determined by City to be necessary for the proper
completion of services for this Agreement, but which is not included within
the Scope of Services and which the parties did not reasonably anticipate
would be necessary at the execution of this Agreement. Compensation
for any authorized Extra Work shall be paid in accordance with the
Schedule of Billing Rates as set forth in Exhibit B.
5. PROJECT MANAGER
Consultant shall designate a Project Manager, who shall coordinate all phases of
the Project. This Project Manager shall be available to City at all reasonable times
during the Agreement term. Consultant has designated Steve Tedesco to be its
Project Manager. Consultant shall not remove or reassign the Project Manager or
any personnel listed in Exhibit A or assign any new or replacement personnel
services under this Agreement without the prior written consent of City. City's
approval shall not be unreasonably withheld with respect to the removal or
assignment of non -key personnel.
Consultant, at the sole discretion of City, shall remove from the Project any of its
personnel assigned to the performance of services upon written request of City.
Consultant warrants that it will continuously fumish the necessary personnel to
complete the services on a timely basis as contemplated by this Agreement.
6. ADMINISTRATION
This Agreement will be administered by the Public Works Department.
Michael J. Sinacori, P.E. shall be the Project Administrator and shall have the
authority to act for City under this Agreement. The Project Administrator or
his /her authorized representative shall represent City in all matters pertaining to
the services to be rendered pursuant to this Agreement.
E
3
7. CITY'S RESPONSIBILITIES
. In order to assist Consultant in the execution of its responsibilities under this
Agreement, City agrees to, where applicable:
A. Provide access to, and upon request of Consultant, one copy of all
existing relevant information on file at City. City will provide all such
materials in a timely manner so as not to cause delays in Consultant's
work schedule.
B. Provide blueprinting and other services through City's reproduction
company for bid documents. Consultant will be required to coordinate the
required bid documents with City's reproduction company. All other
reproduction will be the responsibility of Consultant and as defined above.
C. Provide usable life of facilities criteria and information with regards to new
facilities or facilities to be rehabilitated.
8. STANDARD OF CARE
8.1 All of the services shall be performed by Consultant or under Consultant's
supervision. Consultant represents that it possesses the professional and
technical personnel required to perform the services required by this
Agreement, and that it will perform all services in a manner commensurate
• with community professional standards. All services shall be performed
by qualified and experienced personnel who are not employed by City, nor
have any contractual relationship with City.
8.2 Consultant represents and warrants to City that it has or shall obtain all
licenses, permits, qualifications, insurance and approvals of whatsoever
nature that are legally required of Consultant to practice its profession.
Consultant further represents and warrants to City that Consultant shall, at
its sole cost and expense, keep in effect or obtain at all times during the
term of this Agreement, any and all licenses, permits, insurance and other
approvals that are legally required of Consultant to practice its profession.
Consultant shall maintain a City of Newport Beach business license during
the term of this Agreement.
8.3 Consultant shall not be responsible for delay, nor shall Consultant be
responsible for damages or be in default or deemed to be in default by
reason of strikes, lockouts, accidents, or acts of God, or the failure of City
to fumish timely information or to approve or disapprove Consultant's work
promptly, or delay or faulty performance by City, contractors, or
governmental agencies.
CI
9. HOLD HARMLESS
To the fullest extent permitted by law, Consultant shall indemnify, defend and .
hold harmless City, its City Council, boards and commissions, officers, agents
and employees (collectively, the "Indemnified Parties) from and against any and
all claims (including, without limitation, claims for bodily injury, death or damage
to property), demands, obligations, damages, actions, causes of action, suits,
losses, judgments, fines, penalties, liabilities, costs and expenses (including,
without limitation, attorney's fees, disbursements and court costs) of every kind
and nature whatsoever (individually, a Claim; collectively, "Claims'), which may
arise from or in any manner relate (directly or indirectly) to any work negligently
performed or services provided under this Agreement (including, without
limitation, defects in workmanship or materials and /or design defects [if the
design originated with Consultant]) or Consultant's presence or activities
conducted under this Agreement (including the negligent and /or willful acts,
errors and /or omissions of Consultant, its principals, officers, agents, employees,
vendors, suppliers, consultants, subcontractors, anyone employed directly or
indirectly by any of them or for whose acts they may be liable or any or all of
them).
Notwithstanding the foregoing, nothing herein shall be construed to require
Consultant to indemnify the Indemnified Parties from any Claim arising from the
active negligence or willful misconduct of the Indemnified Parties. Nothing in this
indemnity shall be construed as authorizing any award of attorney's fees in any
action on or to enforce the terms of this Agreement. This indemnity shall apply to .
all claims and liability regardless of whether any insurance policies are
applicable. The policy limits do not act as a limitation upon the amount of
indemnification to be provided by the Consultant.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Consultant on an independent contractor basis and
Consultant is not an agent or employee of City. The manner and means of
conducting the work are under the control of Consultant, except to the extent they
are limited by statute, rule or regulation and the expressed terms of this Agreement.
Nothing in this Agreement shall be deemed to constitute approval for Consultant or
any of Consultant's employees or agents, to be the agents or employees of City.
Consultant shall have the responsibility for and control over the means of
performing the work, provided that Consultant is in compliance with the terms of
this Agreement. Anything in this Agreement that may appear to give City the right
to direct Consultant as to the details of the performance or to exercise a measure of
control over Consultant shall mean only that Consultant shall follow the desires of
City with respect to the results of the services.
11. COOPERATION
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Consultant agrees to work closely and cooperate fully with City's designated Project
Administrator and any other agencies that may have jurisdiction or interest in the
• work to be performed. City agrees to cooperate with the Consultant.
12. CITY POLICY
Consultant shall discuss and review all matters relating to policy and Project
direction with City's Project Administrator in advance of all critical decision points
in order to ensure the Project proceeds in a manner consistent with City goals
and policies.
13. PROGRESS
Consultant is responsible for keeping the Project Administrator and /or his /her
duly authorized designee informed on a regular basis regarding the status and
progress of the Project, activities performed and planned, and any meetings that
have been scheduled or are desired.
14. INSURANCE
Without limiting Consultant's indemnification of City, and prior to commencement
of work. Consultant shall obtain, provide and maintain at its own expense during
the term of this Agreement, a policy or policies of liability insurance of the type
and amounts described below and in a form satisfactory to City.
• A. Certificates of Insurance. Consultant shall provide certificates of
insurance with original endorsements to City as evidence of the insurance
coverage required herein. Insurance certificates must be approved by
City's Risk Manager prior to commencement of performance or issuance
of any permit. Current certification of insurance shall be kept on file with
City at all times during the term of this Agreement.
B. Signature. A person authorized by the insurer to bind coverage on its
behalf shall sign certification of all required policies.
C. Acceptable Insurers. All insurance policies shall be issued by an
insurance company currently authorized by the Insurance Commissioner
to transact business of insurance in the State of California, with an
assigned policyholders' Rating of A (or higher) and Financial Size
Category Class VII (or larger) in accordance with the latest edition of
Best's Key Rating Guide, unless otherwise approved by the City's Risk
Manager.
D. Covera Lce Requirements.
i. Workers' Compensation Coverage. Consultant shall maintain
. Workers' Compensation Insurance and Employer's Liability
Insurance for his or her employees in accordance with the laws of
the State of California. In addition, Consultant shall require each
subcontractor to similarly maintain Workers' Compensation
Insurance and Employers Liability Insurance in accordance with •
the laws of the State of California for all of the subcontractor's
employees. Any notice of cancellation or non - renewal of all
Workers' Compensation policies must be received by City at least
thirty (30) calendar days prior to such change. The insurer shall
agree to waive all rights of subrogation against City, its officers,
agents, employees and volunteers for losses arising from work
performed by Consultant for City.
ii. General Liability Coverage. Consultant shall maintain commercial
general liability insurance in an amount not less than one million
dollars ($1,000,000) per occurrence for bodily injury, personal
injury, and property damage, including without limitation,
contractual liability. If commercial general liability insurance or
other form with a general aggregate limit is used, either the general
aggregate limit shall apply separately to the work to be performed
under this Agreement, or the general aggregate limit shall be at
least twice the required occurrence limit.
iii. Automobile Liability Coverage. Consultant shall maintain
automobile insurance covering bodily injury and property damage
for all activities of the Consultant arising out of or in connection with
work to be performed under this Agreement, including coverage for •
any owned, hired, non -owned or rented vehicles, in an amount not
less than one million dollars ($1,000,000) combined single limit for
each occurrence.
iv. Professional Errors and Omissions Insurance. Consultant shall
maintain professional errors and omissions insurance, which covers
the services to be performed in connection with this Agreement in
the minimum amount of one million dollars ($1,000,000).
E. Endorsements. Each general liability and automobile liability insurance
policy shall be endorsed with the following specific language:
i. The City, its elected or appointed officers, officials, employees,
agents and volunteers are to be covered as additional insureds with
respect to liability arising out of work performed by or on behalf of
the Consultant.
ii. This policy shall be considered primary insurance as respects to
City, its elected or appointed officers, officials, employees, agents
and volunteers as respects to all claims, losses, or liability arising
directly or indirectly from the Consultant's operations or services
provided to City. Any insurance maintained by City, including any .
self- insured retention City may have, shall be considered excess
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insurance only and not contributory with the insurance provided
hereunder.
• iii. This insurance shall act for each insured and additional insured as
though a separate policy had been written for each, except with
respect to the limits of liability of the insuring company.
iv. The insurer waives all rights of subrogation against City, its elected
or appointed officers, officials, employees, agents and volunteers.
V. Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to City, its elected or appointed
officers, officials, employees, agents or volunteers.
vi. The insurance provided by this policy shall not be suspended,
voided, canceled, or reduced in coverage or in limits, by either party
except after thirty (30) calendar days written notice has been
received by City.
F. Timely Notice of Claims. Consultant shall give City prompt and timely
notice of claim made or suit instituted arising out of or resulting from
Consultant's performance under this Agreement.
G. Additional Insurance. Consultant shall also procure and maintain, at its
. own cost and expense, any additional kinds of insurance, which in its own
judgment may be necessary for its proper protection and prosecution of
the work.
15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the services to be
provided under this Agreement shall not be assigned, transferred contracted or
subcontracted out without the prior written approval of City. Any of the following
shall be construed as an assignment: The sale, assignment, transfer or other
disposition of any of the issued and outstanding capital stock of Consultant, or of
the interest of any general partner or joint venturer or syndicate member or
cotenant if Consultant is a partnership or joint- venture or syndicate or cotenancy,
which shall result in changing the control of Consultant. Control means fifty
percent (50 %) or more of the voting power, or twenty -five percent (25 %) or more
of the assets of the corporation, partnership or joint- venture.
16. SUBCONTRACTING
The parties recognize that a substantial inducement to City for entering into this
Agreement is the professional reputation, experience and competence of
Consultant. Assignments of any or all rights, duties or obligations of the
. Consultant under this Agreement will be permitted only with the express written
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consent of City. Consultant shall not subcontract any portion of the work to be
performed under this Agreement without the prior written authorization of City.
17. OWNERSHIP OF DOCUMENTS
Each and every report, draft, map, record, plan, document and other writing
produced (hereinafter "Documents "), prepared or caused to be prepared by
Consultant, its officers, employees, agents and subcontractors, in the course of
implementing this Agreement, shall become the exclusive property of City, and
City shall have the sole right to use such materials in its discretion without further
compensation to Consultant or any other party. Consultant shall, at Consultant's
expense, provide such Documents to City upon prior written request.
Documents, including drawings and specifications, prepared by Consultant
pursuant to this Agreement are not intended or represented to be suitable for
reuse by City or others on any other project. Any use of completed Documents
for other projects and any use of incomplete Documents without specific written
authorization from Consultant will be at City's sole risk and without liability to
Consultant. Further, any and all liability arising out of changes made to
Consultant's deliverables under this Agreement by City or persons other than
Consultant is waived against Consultant and City assumes full responsibility for
such changes unless City has given Consultant prior notice and has received
from Consultant written consent for such changes.
18. CONFIDENTIALITY .
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the services in this Agreement, shall be kept
confidential unless City authorizes in writing the release of information.
29. OPINION OF COST
Any opinion of the construction cost prepared by Consultant represents his /her
judgment as a design professional and is supplied for the general guidance of
City. Since Consultant has no control over the cost of labor and material, or over
competitive bidding or market conditions, Consultant does not guarantee the
accuracy of such opinions as compared to contractor bids or actual cost to City.
20. INTELLECTUAL PROPERTY INDEMNITY
The Consultant shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement of any
United States' letters patent, trademark, or copyright infringement, including costs,
contained in Consultant's drawings and specifications provided under this
Agreement.
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21. RECORDS
Consultant shall keep records and invoices in connection with the work to be
performed under this Agreement. Consultant shall maintain complete and accurate
records with respect to the costs incurred under this Agreement and any services,
expenditures and disbursements charged to City, for a minimum period of three (3)
years, or for any longer period required by law, from the date of final payment to
Consultant under this Agreement. All such records and invoices shall be clearly
identifiable. Consultant shall allow a representative of City to examine, audit and
make transcripts or copies of such records and invoices during regular business
hours. Consultant shall allow inspection of all work, data, Documents, proceedings
and activities related to the Agreement for a period of three (3) years from the date
of final payment to Consultant under this Agreement.
22. WITHHOLDINGS
City may withhold payment to Consultant of any disputed sums until satisfaction
of the dispute with respect to such payment. Such withholding shall not be
deemed to constitute a failure to pay according to the terms of this Agreement.
Consultant shall not discontinue work as a result of such withholding. Consultant
shall have an immediate right to appeal to the City Manager or his /her designee
with respect to such disputed sums. Consultant shall be entitled to receive
interest on any withheld sums at the rate of return that City earned on its
investments during the time period, from the date of withholding of any amounts
found to have been improperly withheld.
23. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Consultant which result in expense to City greater than what
would have resulted if there were not errors or omissions in the work
accomplished by Consultant, the additional design, construction and /or
restoration expense shall be borne by Consultant. Nothing in this paragraph is
intended to limit City's rights under any other sections of this Agreement.
24. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS
City reserves the right to employ other Consultants in connection with the
Project.
25. CONFLICTS OF INTEREST
The Consultant or its employees
may be subject to the
provisions of the
California Political Reform Act of
1974 (the "Act "), which
(1)
requires such
persons to disclose any financial
interest that may foreseeably
be materially
affected by the work performed under this Agreement, and
(2)
prohibits such
persons from making, or participating in making, decisions that will foreseeably
financially affect such interest.
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If subject to the Act, Consultant shall conform to all requirements of the Act.
Failure to do so constitutes a material breach and is grounds for immediate
termination of this Agreement by City. Consultant shall indemnify and hold
harmless City for any and all claims for damages resulting from Consultant's
violation of this Section.
26. NOTICES
All notices, demands, requests or approvals to be given under the terms of this
Agreement shall be given in writing, to City by Consultant and conclusively shall
be deemed served when delivered personally, or on the third business day after
the deposit thereof in the United States mail, postage prepaid, first -class mail,
addressed as hereinafter provided. All notices, demands, requests or approvals
from Consultant to City shall be addressed to City at:
Attn: Michael J. Sinacori, P.E.
Public Works Department
City of Newport Beach
3300 Newport Boulevard
Newport Beach, CA 92663
Phone: 949 - 644 -3342
Fax: 949 - 644 -3308
All notices, demands, requests or approvals from City to Consultant shall be
addressed to Consultant at: .
Attn: Steve Tedesco, P.E.
Tetra Tech, Inc.
16241 Laguna Canyon Road, Suite 200
Irvine, CA 92618
Phone: 949 - 727 -7099
Fax: 949 - 727 -7097
27. TERMINATION
In the event that either party fails or refuses to perform any of the provisions of this
Agreement at the time and in the manner required, that party shall be deemed in
default in the performance of this Agreement. If such default is not cured within a
period of two (2) calendar days, or if more than two (2) calendar days are
reasonably required to cur: the default and the defaulting party fails to give
adequate assurance of due performance within two (2) calendar days after receipt
of written notice of default, specifying the nature of such default and the steps
necessary to cure such default, the non - defaulting party may terminate the
Agreement forthwith by giving to the defaulting party written notice thereof.
Notwithstanding the above provisions, City shall have the right, at its sole
discretion and without cause, of terminating this Agreement at any time by giving
seven (7) calendar days prior written notice to Consultant. In the event of
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termination under this Section, City shall pay Consultant for services satisfactorily
performed and costs incurred up to the effective date of termination for which
Consultant has not been previously paid. On the effective date of termination,
Consultant shall deliver to City all reports, Documents and other information
developed or accumulated in the performance of this Agreement, whether in draft
or final form.
28. COMPLIANCE WITH ALL LAWS
Consultant shall at its own cost and expense comply with all statutes,
ordinances, regulations and requirements of all governmental entities, including
federal, state, county or municipal, whether now in force or hereinafter enacted.
In addition, all work prepared by Consultant shall conform to applicable City,
county, state and federal laws, rules, regulations and permit requirements and be
subject to approval of the Project Administrator and City.
29. WAIVER
A waiver by either party of any breach, of any term, covenant or condition
contained herein shall not be deemed to be a waiver of any subsequent breach
of the same or any other term, covenant or condition contained herein, whether
of the same or a different character.
30. INTEGRATED CONTRACT
This Agreement represents the full and complete understanding of every kind or
nature whatsoever between the parties hereto, and all preliminary negotiations
and agreements of whatsoever kind or nature are merged herein. No verbal
agreement or implied covenant shall be held to vary the provisions herein.
31. CONFLICTS OR INCONSISTENCIES
In the event there are any conflicts or inconsistencies between this Agreement and
the Scope of Services or any other attachments attached hereto, the terms of this
Agreement shall govem.
32. AMENDMENTS
This Agreement may be modified or amended only by a written document executed
by both Consultant and City and approved as to form by the City Attorney.
33. SEVERABILITY
If any term or portion of this Agreement is held to be invalid, illegal, or otherwise
unenforceable by a court of competent jurisdiction, the remaining provisions of this
Agreement shall continue in full force and effect.
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34. CONTROLLING LAW AND VENUE
The laws of the State of California shall govern this Agreement and all matters
relating to it and any action brought relating to this Agreement shall be adjudicated
in a court of competent jurisdiction in the County of Orange.
35. EQUAL OPPORTUNITY EMPLOYMENT
Consultant represents that it is an equal opportunity employer and it shall not
discriminate against any subcontractor, employee or applicant for employment
because of race, religion, color, national origin, handicap, ancestry, sex or age.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on
the day and year first written above.
APPROVED AS TO FORM:
City Attorney
for the City of Newport Beach
ATTEST:
LaVonne Harkless,
City Clerk
CITY OF NEWPORT BEACH,
A Municipal Corporation
In
Mayor
for the City of Newport Beach
TETRA TECH, INC.:
In
Steve Tedesco
Vice President
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
f. \users\pbw\shared\agreements \fy 03 -04 \tetra tech -bcr floating cover.doc
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1* TETRATECH, INC.
Infrastructure Services Group
October 7. 2003
Mr. Michael J. Sinacori, P.E.
Utilities Manager
City of Newport Beach
3300 Newport Boulevard
Newport Beach, CA 92658 -8915
IR Mr- CEIVE
Of: T Y 7iGQ3
Reference: Big Canyon Reservoir Floating Cover and Disinfection Facilities
Proposal for Bidding and Construction Phase Services
Dear Mr. Sinacori:
Tetra Tech, Inc. is pleased to submit this proposal to provide bidding and construction phase
services for the Big Canyon Reservoir Floating Cover and Disinfection Facilities Project.
Bidding Phase Services
Following our submittal of signed plans and specifications to the City, bidding services to be
provided to the City shall include:
1. Coordination and response to questions from contractors and equipment suppliers.
2. Attend the prebid conference and job walk.
3. Preparation of any addenda.
4. Review of bid results.
It is anticipated that the bidding phase will be approximately 45 days, with a bid opening scheduled
for November 2003.
Construction Phase Services
The construction phase services will consist of the following tasks:
1. Shop Drawings will be reviewed for items including the floating cover, disinfection facilities,
mechanical equipment, piping, site work, electrical, instrumentation and structural.
2. Requests for Clarification (RFC) will be addressed from the contractor. The proposal
assumes an average 40 RFCs from the contractor will be addressed.
3. Site Visits/Meetings — Up to 12 site visits /project meetings will be attended by Tetra Tech
staff to meet with the City and contractor.
4. Review of contractor change orders. We have assumed assistance with 4 to 5 change orders.
5. Record Drawings — Upon completion of construction, the contractor's red line plans will be
used to prepare record drawings. Both mylars and electronic files will be updated accordingly
and provided to the City.
6. Reimbursable expenses include mileage, printing, mylars, etc.
16241 Laguna Canyon Road, Suite 200, Irvine, CA 92618
Tel 949.727.7099 Fax 949.727.7097
www.tetratech.com
EXHIBIT A
(*TETRATECH, INC.
Infrastructure Services Group
Mr. Michael J. Sinacori, P.E.
October 7, 2003
Page 2
The construction phase schedule is estimated to start in December 2003 and be completed in
October 2004. The total construction time is 200 working days.
The Scope of Services and Fee Schedule are presented in the attachments. The total requested fee
for bidding and construction phase services is $54,500. We look forward to continuing this project
through completion.
Sincerely,
Steve Tedesco, P.E.
Vice President
SDT /SE:cg
J:\0e06\0055v- 007se.docp 00l
Attachments is
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(* TETRA TECH, INC.
SCOPE OF SER1710ES
CITY OF NEWPORT BEACH
Reservoir Floatinq Cover and Disinfection Facilities
The following additional services are provided for the bidding and construction phase of the project:
Bidding Assistance
Shop Drawings
RFCs /Change Orders
Site Visits/Meetings (12)
Record Drawings
Reimbursibles
$ 6,000.00
$ 26,000.00
$ 9,000.00
$ 8,000.00
S 4,500.00
$ 1.000.00
Total $ 54,500.00
Our billing rates are presented in the attached rate schedule per Exhibit "A ".
1: \0606 \0055ll- 007se.doc(100)
1* TETRATECH, INC.
EXHIBIT "A"
2004
HOURLY CHARGE RATE AND
EXPENSE REIMBURSEMENT SCHEDULE
Professional
Engineering Intem /Technician ...................
S 48.00
Designer /CAD Operator/Engineer I...........
S 89.00
Engineer II and III/Senior Designer ..........
S 100.00
Biologist ...................... ...............................
$ 99.00
Planner ........................ ...............................
S 99.00
Senior Engineer /Landscape Architect........
S 115.00
Project Engineer/Project Coordinator........
$ 135.00
Senior Planner ...... :.....................................
$ 140.00
Senior Scientist ........... ...............................
$ 140.00
Project Manager /Sr. Project Coordinator...
S 150.00
Senior Project Manager ..............................
$ 165.00
Program Director/Project Director .............
$ 200.00
Administrative
Administrative Clerk ... ............................... $ 42.00
Word Processor /Admin. Support ............... S 58.00
Graphic Designer ........ ............................... S 94.00
Survev/Maaning
Survey Technician I .... ...............................
$ 90.00
Survey Technician UTield Supervisor......
$ 100.00
Senior Surveyor .......... ...............................
$ 115.00
Project Surveyor ......... ...............................
S 135.00
Two - Person Survey Party ..........................
$ 185.00
Two - Person Survey Party with GPS..........
$ 225.00
Three- Person Survey Party ........................
$ 268.00
Survey Travel Time (Two - person) ............
S 90.00
Survey Travel Time (Three- person) ...........
S 127.00
Construction Management
Construction Observer . ..............................$ 78.00
Senior Construction Observer .................... $ 85.00
Resident Engineer ....... ............................... S 120.00
Construction Manager . ............................... $ 150.00
Reproduction, special photography, postage, delivery services, express mail, out -of -area telephone calls,
printing and any other services performed by subcontractor, will be billed at costplus 15 %.
Reimbursable In -House Costs
Photo Copies (B &W 8.5 "x11 ") ......
S
0.10/Each
Photo Copies (B &W 11 "x17').......
S
0.35/Each
Color Copies (up to 8.5 "x11 ") ........
$
1.50/Each
Color Copies (to 11 "x17') ..............
$
2.50/Each
Compact Disks . ...............................
$10.00/Each
Large Format Copies ..................... $ 0.30 /S.F.
Computer Time ............................. $10.00/Hour
Mileage ............ ............................... $ 0.40/Mile
NOTE: All rates are effective to October 1, 2004. There will be a negotiated increase in rates, 5% minimum
per year, for contracts extending beyond October 1, 2004.
EXHIBIT B
1 \0606 \0055\1- 007se.doc(100)
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PROFESSIONAL SERVICES AGREEMENT WITH
PBS&J FOR
Is CONSTRUCTION INSPECTION SERVICES
THIS AGREEMENT is made and entered into as of this _ day of
2004, by and between the CITY OF NEWPORT BEACH, a Municipal Corporation
( "City "), and PBS&J a corporation whose address is 175 Calle Magdelena, Encinitas,
California, 92024 ( "Consultant'), and is made with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. City is planning to install a floating cover and new disinfection facilities at the Big
Canyon Reservoir (he "Project').
C. City desires to engage Consultant to provide construction inspection and
administrative support services for the Project.
D. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the services described in this Agreement.
E. The principal members of Consultant for purposes of Agreement shall be Gasper
A. Chifici, Vice President, and Charles "Skip" Griffin, Jr., Senior Vice
President.
F. City has solicited and received a proposal from Consultant, has reviewed the
previous experience and evaluated the expertise of Consultant, and desires to
retain Consultant to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as
follows:
1. TERM
The term of this Agreement shall commence on the day of
, 2004, and shall terminate on the 31st day of January, 2005,
unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of
. Services attached hereto as Exhibit A and incorporated herein by reference. The
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4.
City may elect to delete certain tasks of the Scope of Services at its sole
discretion.
TIME OF PERFORMANCE
Time is of the essence in the performance of services under this Agreement and
the services shall be performed to completion in a diligent and timely manner.
The failure by Consultant to perform the services in a diligent and timely manner
may result in termination of this Agreement by City.
Notwithstanding the foregoing, Consultant shall not be responsible for delays due
to causes beyond Consultant's reasonable control. However, in the case of any
such delay in the services to be provided for the Agreement, each party hereby
agrees to provide notice to the other party so that all delays can be addressed.
3.1 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator not later than ten (10) calendar days
after the start of the condition that purportedly causes a delay. The
Project Administrator shall review all such requests and may grant
reasonable time extensions for unforeseeable delays that are beyond
Consultant's control.
3.2 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the
circumstances, by either telephone, fax, hand - delivery or mail.
COMPENSATION TO CONSULTANT
City shall pay Consultant for the services on a time and expense not -to- exceed
basis in accordance with the provisions of this Section and the Schedule of
Billing Rates attached hereto as Exhibit B and incorporated herein by reference.
In no event shall Consultant's compensation exceed Two Hundred Twenty Nine
Thousand One Hundred Eight Dollars and no /100 ($229,108.00) without
additional authorization from City. No billing rate changes shall be made during
the term of this Agreement without the prior written approval of City.
4.1 Consultant shall submit monthly invoices to City describing the work
performed the preceding month. Consultant's bills shall include the name
of the person who performed the work, a brief description of the services
performed and /or the specific task in the Scope of Services to which it
relates, the date the services were performed, the number of hours spent
on all work billed on an hourly basis, and a description of any
reimbursable expenditures. City shall pay Consultant no later than thirty
(30) days after approval of the monthly invoice by City staff.
4.2 City shall reimburse Consultant only for those costs or expenses
specifically approved in this Agreement, or specifically approved in
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advance by City. Unless otherwise approved, such costs shall be limited
and include nothing more than the following costs incurred by Consultant:
A. The actual costs of subconsultants for performance of any of the
services that Consultant agrees to render pursuant to this
Agreement, which have been approved in advance by City and
awarded in accordance with this Agreement.
B. Approved reproduction charges.
C. Actual costs and /or other costs and /or payments specifically
authorized in advance in writing and incurred by Consultant in the
performance of this Agreement.
4.3 Consultant shall not receive any compensation for Extra Work without the
prior written authorization of City. As used herein, "Extra Work" means
any work that is determined by City to be necessary for the proper
completion of services for this Agreement, but which is not included within
the Scope of Services and which the parties did not reasonably anticipate
would be necessary at the execution of this Agreement. Compensation
for any authorized Extra Work shall be paid in accordance with the
Schedule of Billing Rates as set forth in Exhibit B.
5. PROJECT MANAGER
Consultant shall designate a Project Manager, who shall coordinate all phases of
the Project. This Project Manager shall be available to City at all reasonable times
during the Agreement term. Consultant has designated John Klimuszko to be its
Project Manager. Consultant shall not remove or reassign the Project Manager or
any personnel listed in Exhibit A or assign any new or replacement personnel for
services under this Agreement without the prior written consent of City. City's
approval shall not be unreasonably withheld with respect to the removal or
assignment of non -key personnel.
Consultant, at the sole discretion of City, shall remove personnel assigned to the
performance of services under this Agreement upon written request of City.
Consultant warrants that it will continuously fumish the necessary personnel to
complete the services on a timely basis as contemplated by this Agreement.
The Consultant is performing inspection and construction management services for
City. The Project Manager and any other assigned staff shall be equipped with a
Nextel Plus type cellular /direct connect unit to communicate with City staff.
Consultant's Nextel Direct Connect I.D. number will be provided to City to be
programmed into City Nextel units, and vice versa.
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6. ADMINISTRATION
This Agreement will be administered by the Public Works Department. 0
Michael J. Sinacori, P.E. shall be the Project Administrator and shall have the
authority to act for City under this Agreement. The Project Administrator or
his /her authorized representative shall represent City in all matters pertaining to
the services to be rendered pursuant to this Agreement.
7. CITY'S RESPONSIBILITIES
In order to assist Consultant in the execution of its responsibilities under this
Agreement, City agrees to, where applicable:
A. Provide access to, and upon request of Consultant, one copy of all
existing relevant information on file at City. City will provide all such
materials in a timely manner so as not to cause delays in Consultant's
work schedule.
B. Provide blueprinting and other services through City's reproduction
company for bid documents. Consultant will be required to coordinate the
required bid documents with City's reproduction company. All other
reproduction will be the responsibility of Consultant and as defined above.
C. Provide usable life of facilities criteria and information with regards to new
facilities or facilities to be rehabilitated.
8. STANDARD OF CARE
8.1 All of the services shall be performed by Consultant or under Consultant's
supervision. Consultant represents that it possesses the professional and
technical personnel required to perform the services required by this
Agreement, and that it will perform all services in a manner commensurate
with community professional standards. All services shall be performed
by qualified and experienced personnel who are not employed by City, nor
have any contractual relationship with City.
8.2 Consultant represents and warrants to City that it has or shall obtain all
licenses, permits, qualifications, insurance and approvals of whatsoever
nature that are legally required of Consultant to practice its profession.
Consultant further represents and warrants to City that Consultant shall, at
its sole cost and expense, keep in effect or obtain at all times during the
term of this Agreement, any and all licenses, permits, insurance and other
approvals that are legally required of Consultant to practice its profession.
Consultant shall maintain a City of Newport Beach business license during
the term of this Agreement.
8.3 Consultant shall not be responsible for delay, nor shall Consultant be •
responsible for damages or be in default or deemed to be in default by
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reason of strikes, lockouts, accidents, or acts of God, or the failure of City
to fumish timely information or to approve or disapprove Consultant's work
promptly, or delay or faulty performance by City, contractors, or
governmental agencies.
8.4 The term Construction Management or Construction Manager does not
imply that Consultant is engaged in any aspect of the physical work of
construction contracting. Consultant shall not have control over or be in
charge of and shall not be responsible for the project's design, City's
project contractor ( "Contractor"), construction means, methods,
techniques, sequences or procedures, or for any health or safety
precautions and programs in connection with the work. These duties are
and shall remain the sole responsibility of the Contractor. Consultant shall
not be responsible for the Contractors' schedules or failure to carry out the
work in accordance with the contract documents. Consultant shall not
have control over or be responsible for acts or omissions of City, Design
Engineer, Contractor, Subcontractors, or their Agents or employees, or of
any other persons performing portions of the work.
9. HOLD HARMLESS
To the fullest extent permitted by law, Consultant shall indemnify, defend and
hold harmless City, its City Council, boards and commissions, officers, agents
and employees (collectively, the "Indemnified Parties) from and against any and
all claims (including, without limitation, claims for bodily injury, death or damage
to property), demands, obligations, damages, actions, causes of action, suits,
losses, judgments, fines, penalties, liabilities, costs and expenses (including,
without limitation, attorney's fees, disbursements and court costs) of every kind
and nature whatsoever (individually, a Claim; collectively, "Claims "), which may
arise from or in any manner relate (directly or indirectly) to any work negligently
performed or services provided under this Agreement (including, without
limitation, defects in workmanship or materials and /or design defects [if the
design originated with Consultant)) or Consultant's presence or activities
conducted on under this Agreement (including the negligent and /or willful acts,
errors and /or omissions of Consultant, its principals, officers, agents, employees,
vendors, suppliers, consultants, subcontractors, anyone employed directly or
indirectly by any of them or for whose acts they may be liable or any or all of
them).
Notwithstanding the foregoing, nothing herein shall be construed to require
Consultant to indemnify the Indemnified Parties from any Claim arising from the
active negligence or willful misconduct of the Indemnified Parties. Nothing in this
indemnity shall be construed as authorizing any award of attorney's fees in any
action on or to enforce the terms of this Agreement. This indemnity shall apply to
all claims and liability regardless of whether any insurance policies are
applicable. The policy limits do not act as a limitation upon the amount of
indemnification to be provided by the Consultant.
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10. INDEPENDENT CONTRACTOR
It is understood that City retains Consultant on an independent contractor basis and ,
Consultant is not an agent or employee of City. The manner and means of
conducting the work are under the control of Consultant, except to the extent they
are limited by statute, rule or regulation and the expressed terms of this Agreement.
Nothing in this Agreement shall be deemed to constitute approval for Consultant or
any of Consultant's employees or agents, to be the agents or employees of City.
Consultant shall have the responsibility for and control over the means of
performing the work, provided that Consultant is in compliance with the terms of
this Agreement. Anything in this Agreement that may appear to give City the right
to direct Consultant as to the details of the performance or to exercise a measure of
control over Consultant shall mean only that Consultant shall follow the desires of
City with respect to the results of the services.
11. COOPERATION
Consultant agrees to work closely and cooperate fully with City's designated Project
Administrator and any other agencies that may have jurisdiction or interest in the
work to be performed. City agrees to cooperate with the Consultant.
12. CITY POLICY
Consultant shall discuss and review all matters relating to policy and Project
direction with City's Project Administrator in advance of all critical decision points
in order to ensure the Project proceeds in a manner consistent with City goals
and policies.
13. PROGRESS
Consultant is responsible for keeping the Project Administrator and /or his /her
duly authorized designee informed on a regular basis regarding the status and
progress of the Project, activities performed and planned, and any meetings that
have been scheduled or are desired.
14. INSURANCE
Without limiting Consultant's indemnification of City, and prior to commencement
of work. Consultant shall obtain, provide and maintain at its own expense during
the term of this Agreement, a policy or policies of liability insurance of the type
and amounts described below and in a form satisfactory to City.
A. Certificates of Insurance. Consultant shall provide certificates of
insurance with original endorsements to City as evidence of the insurance
coverage required herein. Insurance certificates must be approved by
City's Risk Manager prior to commencement of performance or issuance
of any permit. Current certification of insurance shall be kept on file with
City at all times during the term of this Agreement.
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B. Signature. A person authorized by the insurer to bind coverage on its
. behalf shall sign certification of all required policies.
C. Acceptable Insurers. All insurance policies shall be issued by an
insurance company currently authorized by the Insurance Commissioner
to transact business of insurance in the State of California, with an
assigned policyholders' Rating of A (or higher) and Financial Size
Category Class VII (or larger) in accordance with the latest edition of
Best's Key Rating Guide, unless otherwise approved by the City's Risk
Manager.
D. Coverage Requirements.
i. Workers' Compensation Coverage. Consultant shall maintain
Workers' Compensation Insurance and Employer's Liability
Insurance for his or her employees in accordance with the laws of
the State of California. In addition, Consultant shall require each
subcontractor to similarly maintain Workers' Compensation
Insurance and Employers Liability Insurance in accordance with
the laws of the State of California for all of the subcontractor's
employees. Any notice of cancellation or non - renewal of all
Workers' Compensation policies must be received by City at least
thirty (30) calendar days prior to such change. The insurer shall
agree to waive all rights of subrogation against City, its officers,
agents, employees and volunteers for losses arising from work
performed by Consultant for City.
ii. General Liability Coverage. Consultant shall maintain commercial
general liability insurance in an amount not less than one million
dollars ($1,000,000) per occurrence for bodily injury, personal
injury, and property damage, including without limitation,
contractual liability. If commercial general liability insurance or
other form with a general aggregate limit is used, either the general
aggregate limit shall apply separately to the work to be performed
under this Agreement, or the general aggregate limit shall be at
least twice the required occurrence limit.
iii. Automobile Liability Coverage. Consultant shall maintain
automobile insurance covering bodily injury and property damage
for all activities of the Consultant arising out of or in connection with
work to be performed under this Agreement, including coverage for
any owned, hired, non -owned or rented vehicles, in an amount not
less than one million dollars ($1,000,000) combined single limit for
each occurrence.
. iv. Professional Errors and Omissions Insurance. Consultant shall
maintain professional errors and omissions insurance, which covers
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the services to be performed in connection with this Agreement in
the minimum amount of one million dollars ($1,000,000). •
E. Endorsements. Each general liability and automobile liability insurance
policy shall be endorsed with the following specific language:
i. The City, its elected or appointed officers, officials, employees,
agents and volunteers are to be covered as additional insureds with
respect to liability arising out of work performed by or on behalf of
the Consultant.
ii. This policy shall be considered primary insurance as respects to
City, its elected or appointed officers, officials, employees, agents
and volunteers as respects to all claims, losses, or liability arising
directly or indirectly from the Consultant's operations or services
provided to City. Any insurance maintained by City, including any
self- insured retention City may have, shall be considered excess
insurance only and not contributory with the insurance provided
hereunder.
iii. This insurance shall act for each insured and additional insured as
though a separate policy had been written for each, except with
respect to the limits of liability of the insuring company.
iv. The insurer waives all rights of subrogation against City, its elected •
or appointed officers, officials, employees, agents and volunteers.
V. Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to City, its elected or appointed
officers, officials, employees, agents or volunteers.
vi. The insurance provided by this policy shall not be suspended,
voided, canceled, or reduced in coverage or in limits, by either party
except after thirty (30) calendar days written notice has been
received by City.
F. Timely Notice of Claims. Consultant shall give City prompt and timely
notice of claim made or suit instituted arising out of or resulting from
Consultant's performance under this Agreement.
G. Additional Insurance. Consultant shall also procure and maintain, at its
own cost and expense, any additional kinds of insurance, which in its own
judgment may be necessary for its proper protection and prosecution of
the work.
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15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the services to be
provided under this Agreement shall not be assigned, transferred contracted or
subcontracted out without the prior written approval of City. Any of the following
shall be construed as an assignment: The sale, assignment, transfer "or other
disposition of any of the issued and outstanding capital stock of Consultant, or of
the interest of any general partner or joint venturer or syndicate member or
cotenant if Consultant is a partnership or joint- venture or syndicate or cotenancy,
which shall result in changing the control of Consultant. Control means fifty
percent (50 %) or more of the voting power, or twenty -five percent (25 %) or more
of the assets of the corporation, partnership or joint- venture.
16. SUBCONTRACTING
The parties recognize that a substantial inducement to City for entering into this
Agreement is the professional reputation, experience and competence of
Consultant. Assignments of any or all rights, duties or obligations of the
Consultant under this Agreement will be permitted only with the express written
consent of City. Consultant shall not subcontract any portion of the work to be
performed under this Agreement without the prior written authorization of City.
17. OWNERSHIP OF DOCUMENTS
• Each and every report, draft, map, record, plan, document and other writing
produced (hereinafter "Documents "), prepared or caused to be prepared by
Consultant, its officers, employees, agents and subcontractors, in the course of
implementing this Agreement, shall become the exclusive property of City, and
City shall have the sole right to use such materials in its discretion without further
compensation to Consultant or any other party. Consultant shall, at Consultant's
expense, provide such Documents to City upon prior written request.
Documents, including drawings and specifications, prepared by Consultant
pursuant to this Agreement are not intended or represented to be suitable for
reuse by City or others on any other project. Any use of completed Documents
for other projects and any use of incomplete Documents without specific written
authorization from Consultant will be at City's sole risk and without liability to
Consultant. Further, any and all liability arising out of changes made to
Consultant's deliverables under this Agreement by City or persons other than
Consultant is waived against Consultant and City assumes full responsibility for
such changes unless City has given Consultant prior notice and has received
from Consultant written consent for such changes.
18. CONFIDENTIALITY
. All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the services in this Agreement, shall be kept
confidential unless City authorizes in writing the release of information.
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19. INTELLECTUAL PROPERTY INDEMNITY
The Consultant shall defend and indemnify City, its agents, officers, representatives •
and employees against any and all liability, including costs, for infringement of any
United States' letters patent, trademark, or copyright infringement, including costs,
contained in Consultant's drawings and specifications provided under this
Agreement.
20. RECORDS
Consultant shall keep records and invoices in connection with the work to be
performed under this Agreement. Consultant shall maintain complete and accurate
records with respect to the costs incurred under this Agreement and any services,
expenditures and disbursements charged to City, for a minimum period of three (3)
years, or for any longer period required by law, from the date of final payment to
Consultant under this Agreement. All such records and invoices shall be clearly
identifiable. Consultant shall allow a representative of City to examine, audit and
make transcripts or copies of such records and invoices during regular business
hours. Consultant shall allow inspection of all work, data, Documents, proceedings
and activities related to the Agreement for a period of three (3) years from the date
of final payment to Consultant under this Agreement.
21. WITHHOLDINGS
City may withhold payment to Consultant of any disputed sums until satisfaction
of the dispute with respect to such payment. Such withholding shall not be
deemed to constitute a failure to pay according to the terms of this Agreement.
Consultant shall not discontinue work as a result of such withholding. Consultant
shall have an immediate right to appeal to the City Manager or his /her designee
with respect to such disputed sums. Consultant shall be entitled to receive
interest on any withheld sums at the rate of return that City earned on its
investments during the time period, from the date of withholding of any amounts
found to have been improperly withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Consultant which result in expense to City greater than what
would have resulted if there were not errors or omissions in the work
accomplished by Consultant, the additional design, construction and /or
restoration expense shall be borne by Consultant. Nothing in this paragraph is
intended to limit City's rights under any other sections of this Agreement.
23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS
City reserves the right to employ other Consultants in connection with the
Project.
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24. CONFLICTS OF INTEREST
. The Consultant or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act "), which (1) requires such
persons to disclose any financial interest that may foreseeably be materially
affected by the work performed under this Agreement, and (2) prohibits such
persons from making, or participating in making, decisions that will foreseeably
financially affect such interest.
If subject to the Act, Consultant shall conform to all requirements of the Act.
Failure to do so constitutes a material breach and is grounds for immediate
termination of this Agreement by City. Consultant shall indemnify and hold
harmless City for any and all claims for damages resulting from Consultant's
violation of this Section.
25. NOTICES
All notices, demands, requests or approvals to be given under the terms of this
Agreement shall be given in writing, to City by Consultant and conclusively shall
be deemed served when delivered personally, or on the third business day after
the deposit thereof in the United States mail, postage prepaid, first -class mail,
addressed as hereinafter provided. All notices, demands, requests or approvals
from Consultant to City shall be addressed to City at:
. Attn: Michael J. Sinacori, P.E.
Public Works Department
City of Newport Beach
3300 Newport Boulevard
Newport Beach, CA 92663
Phone: 949 - 644 -3342
Fax: 949 - 644 -3308
All notices, demands, requests or approvals from City to Consultant shall be
addressed to Consultant at:
Attn: Gasper A. Chifici
PBS &J
175 Calle Magdalena
Encinitas, CA 92024
Phone: 760 - 753 -1120
Fax: 760 - 753 -0730
26. TERMINATION
In the event that either party fails or refuses to perform any of the provisions of this
• Agreement at the time and in the manner required, that party shall be deemed in
default in the performance of this Agreement. If such default is not cured within a
period of two (2) calendar days, or if more than two (2) calendar days are
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reasonably required to cure the default and the defaulting party fails to give
adequate assurance of due performance within two (2) calendar days after receipt •
of written notice of default, specifying the nature of such default and the steps
necessary to cure such default, the non - defaulting party may terminate the
Agreement forthwith by giving to the defaulting party written notice thereof.
Notwithstanding the above provisions, City shall have the right, at its sole
discretion and without cause, of terminating this Agreement at any time by giving
seven (7) calendar days prior written notice to Consultant. In the event of
termination under this Section, City shall pay Consultant for services satisfactorily
performed and costs incurred up to the effective date of termination for which
Consultant has not been previously paid. On the effective date of termination,
Consultant shall deliver to City all reports, Documents and other information
developed or accumulated in the performance of this Agreement, whether in draft
or final form.
27. COMPLIANCE WITH ALL LAWS
Consultant shall at its own cost and expense comply with all statutes,
ordinances, regulations and requirements of all governmental entities, including
federal, state, county or municipal, whether now in force or hereinafter enacted.
In addition, all work prepared by Consultant shall conform to applicable City,
county, state and federal laws, rules, regulations and permit requirements and be
subject to approval of the Project Administrator and City.
28. WAIVER
A waiver by either party of any breach, of any term, covenant or condition
contained herein shall not be deemed to be a waiver of any subsequent breach
of the same or any other term, covenant or condition contained herein, whether
of the same or a different character.
29. INTEGRATED CONTRACT
This Agreement represents the full and complete understanding of every kind or
nature whatsoever between the parties hereto, and all preliminary negotiations
and agreements of whatsoever kind or nature are merged herein. No verbal
agreement or implied covenant shall be held to vary the provisions herein.
30. CONFLICTS OR INCONSISTENCIES
In the event there are any conflicts or inconsistencies between this Agreement and
the Scope of Services or any other attachments attached hereto, the terms of this
Agreement shall govem.
•
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32. SEVERABILITY
• If any term or portion of this Agreement is held to be invalid, illegal, or otherwise
unenforceable by a court of competent jurisdiction, the remaining provisions of this
Agreement shall continue in full force and effect.
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33. CONTROLLING LAW AND VENUE
The laws of the State of California shall govern this Agreement and all matters
relating to it and any action brought relating to this Agreement shall be adjudicated
in a court of competent jurisdiction in the County of Orange.
34. EQUAL OPPORTUNITY EMPLOYMENT
Consultant represents that it is an equal opportunity employer and it shall not
discriminate against any subcontractor, employee or applicant for employment
because of race, religion, color, national origin, handicap, ancestry, sex or age.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on
the day and year first written above.
APPROVED AS TO FORM:
City Attorney
for the City of Newport Beach
ATTEST:
City Clerk
CITY OF NEWPORT BEACH,
A Municipal Corporation
By:
Tod W. Ridgeway, Mayor
for the City of Newport Beach
PBS &J:
By:
Gasper A. Chifici, Vice President
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
f: \users\pbw\shared \agreements\fy 03- 04 \pbs &i -bcr floating covecdoc
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Scope of Services !
PBS&J's goal is to provide professional services that
create value for our clients through technical
excellence and innovation
DESCRIPTION OF FACILITIES
The facility for which this scope of work is intended is the Big Canyon Reservoir for
the City of Newport Beach. The work required for the facility includes the addition of
a floating cover and side slope chafer, a sump and rainwater collection system, a
cement slung bottom, repairs to the existing asphalt lining, a sub -drain system, four
new mixing pumps, disinfection facilities, an asphalt ramp, and various related
appurtenant improvements
SCOPE OF SERVICES
Based on our experience with similar projects, and our understanding of your needs,
the following scope of services describes the anticipated tasks and level of effort
anticipated for the construction phase of the Project. The Scope is purposely described
in terms that allow you to decide upon the level of service you require from us. The
fee proposal that accompanies the Scope is therefore presented in two three separate
options. Option 1 includes Construction Engineering only —that is, full time project
inspection and related tasks. Option 1B includes Construction Engineering and a
limited amount of Construction Management oversight, and does not include
submittal review, logging, or tracking, which would be done by either the designer, or
City staff. Option 2 includes Construction Engineering and full Construction
Management & Administration.
The extent of construction management services is based upon the following
construction phase schedule assumptions. It is assumed that the actual construction
will require nine (9) months (approximately 40 weeks) for completion. Based on our
experience on similar construction projects, we anticipate that there will be a two-
week mobilization and start-up phase involving submittal review and site work that
will require only limited on -site project observation. There will then be a 36 -week
period of major construction that will require increased project observation, followed
by 2 weeks that will require diminishing levels of project observation during the punch
list and start-up phase.
Field Inspection and Resident Engineering during Construction
(Construction Engineering)
Field Inspection and Resident Engineering services are those services typically
performed by a qualified Construction Field Representative or Resident Engineer,
with support from a qualified Construction Manager. Each of our Field
Comprehensive resources, proven smice section 3, Page I
EXHIBIT A
Representatives and Resident Engineers is furnished with a vehicle, laptop computer,
digital camera, and cellular phone. During the construction of the project, PBS &I will
provide the following construction phase services, as a minimum:
1. We will provide one full -time on -site Resident Inspector, subject to the City's
approval, for project observation and field engineering services during the
construction phase, to assure that the progress and quality of work is in
conformance with the contract documents and the City's expectations, and to
inform the City of the overall progress. He will prepare Daily Inspection Reports
documenting the progress of construction, including notations of visitors to the
site, weather conditions, contractor work force and equipment, changed
conditions encountered, workmanship, safety concerns, and all associated
construction - related issues. The Resident Inspector will also provide daily
construction photo documentation. He will document construction activities on a
daily basis, and specific issues as they occur. Construction photographs will be
taken using a minimum 2.0 megapixel digital camera or 35 mm standard format
pocket camera. Standard format film will be developed and scanned onto a CD
as digital images. Photo proof sheets with thumbnail images shall be attached to
the Daily Construction Progress Reports. All digital files will be transferred to
the City upon completion of the project and will be organized by date. The
Resident Inspector will report directly to the City's Project Manager for this
project. The project is expected to take approximately 9 months to complete. Our
Resident Inspector will establish his schedule based upon the Contractor's.
2. We will attend and conduct weekly on -site Construction Team Progress meetings
with the Contractor, Designer, sub - contractors, and the City, with a fixed agenda,
producing action items with designated responsible parties and due dates.
3. We will issue, process and track Requests for Information (RFIs) for
interpretations and clarifications of the contract documents. The appropriate
design engineer may review interpretations and clarifications. We will consult
and advise the City on the effects of the interpretations and clarifications of the
contract documents.
4. We will provide as- needed scheduling services for periodic review, analysis and
tracking of the Contractor's construction schedule.
5. We will review, negotiate and make recommendations on construction contract
change orders to address contract revisions, design changes, unanticipated field
conditions, additional work requests, etc.
6. We will observe initial operation and testing of the completed project, and
prepare a punch list of deficiencies and follow up with the Contractor to ensure
that the deficiencies are corrected in a timely manner.
7. We will coordinate and manage the City - provided construction materials testing
services. It is assumed that the City will provide independent contract
construction testing services for items such as cover materials, concrete, rebar,
welding, coatings and geotechnical.
Comprehensive resources, proven service- Section s, age 2
8. We will coordinate and manage the City- provided construction surveying
support services. It is assumed that the City will provide independent contract
construction surveying support services for items such as boundary control,
rough grade stakes, line and grade stakes, finish grade stakes and final grade
verification.
9. We will perform a final inspection of the project.
a. We will schedule and conduct substantial completion inspections, prepare
and issue punch lists, and advise the City when the completed facility is
acceptable.
b. We will provide construction management services and assistance to the
City, as required, related to operational aspects of the constructed facility.
c. We will prepare a final report documenting the contractor's actual versus
planned progress schedule, start-up procedures, the disposition of all claims
and disputed change orders that impact the City's long -term interests, and all
other pertinent information.
d. We will present the City with a complete set of all project records in hard
copy and electronic format. We will make certain that changes are made to
the drawings based upon Contractor - furnished record of construction
changes, and our own independent documentation.
e. We will collect from the Contractor all equipment submittal information
required for an O &M Manual for the project.
f. We will provide construction management services to the City during the 12-
month warranty period, including 11th month warranty inspection and
coordination and inspection of remedial work performed by the Contract(r.
Other incidental tasks that are included in the above are:
+ Assuming that the State of California's provisions for Prevailing Wage apply
with respect to the inspection of this project, and in accordance with the State of
California's requirements, PBS &J will prepare weekly Certified Payroll
Documentation for this project.
4- We will assure that the contactor keeps up with the documentation of all field
changes to the plans and specifications.
Construction Management and Administration during Construction
Construction Management and Administration Services are typically performed by a
qualified Construction Manager and/or Resident Engineer, and a part -time off -site
clerical assistant. When Construction Management and Administration is included in
the services we perform, we also add the following Construction Engineering tasks:
We will support and coordinate the efforts of all subconsultants provided by
either the City or by PBS&J.
During the construction phase, PBS&J will provide the following Construction
Management and Administration services, as a minimum:
1 M111
Comprehensive resources, proven sereice section s. Page 3
9
1. We will prepare the agenda for and conduct the pre - construction conference, and
issue minutes of the meeting within 3 days.
2. We will log, track and review Contractor submittals using Expedition (or other
software if the City so desires). The Construction Management team will review
all Contractor submittals with the exception of those requiring review by the
design engineer. We will consult and advise the City on the acceptability of
substitute materials and equipment proposed by the Contractor.
3. We will coordinate and review lab, shop and mill test reports and results of field
materials testing, including concrete tests, soils tests, etc.
4. We will provide general construction contract administration services during the
construction phase, including such tasks as maintaining and documenting all
project records and general correspondence with the City, Designer, the
Contractor, and any other stakeholders, using Expedition. We will provide any
and all services requested by the City or otherwise required for the proper
administration of the construction contract,
5. We will prepare contract revisions, if required, during construction to resolve
problems due to unanticipated field conditions or other field changes.
6. We will provide construction cost accounting services during the construction
• phase, including such tasks as progress payment review, cost accounting, budget
tracking, general correspondence with the City and Contractor, etc. We will
consult with and advise the City on construction cost - related issues.
7. We will meet with the City regularly, at the City's convenience, to discuss
construction- related issues.
8. We will assist the City in the closing of the project with services such as Final
Acceptance, claims negotiations, filing of the Notice of Completion, and make
recommendations for final payment, and release of retention or securities of the
Contractor.
Incidental tasks in addition to the above include:
v We will prepare and submit monthly progress reports documenting the general
progress of the construction, along with the progress of submittal reviews, the status
of RFI's, any changes to the schedule, status of change orders, and any other pertinent
information.
C• We will monitor the contractor's compliance with all construction and site
permits, and advise the City on the appropriate course of action to assist the contractor
in complying with the permit conditions.
PWIGI
Comprehensive resources, proven service. Section 3, Page 4
Project Name: Big Canyon Reservoir
Client/Owner: City of Newport Beach
Project Manager: Blaine Barth
Prepared By:
Proj /Prop No.:
Date:
Gasper Chifici
Option 1B
January 27, 2004
ENGINEERING SERVICES
Officer - OFF
Senior Program Manager- SPG
Project Director - PD
Principal Engineer III - PRIII
Program Manager - PGM
Principal Engineer II - PRII
Principal Engineer i - PR
Senior Project Manager - SPM
Project Manager - PM
Senior Project Engineer- SPE
Project Engineer II - SEII
Project Engineer I - SEI
Senior Engineer- SE
Engineer II - Ell
Engineer I - El
Engineering Aide It - EAII
Engineering Aide I - EAI
ADMINISTRATIVE SERVICES
Financial Manager - FM
Administrative Manager - AM
Senior Administrative Asst 11- SAII
Senior Administrative Asst I - SAI
Project Analyst - PA
Administrative Assistant - AA
Administrative Clerk - AC
OTHER PROFESSIONAL SERVICES
Principal Professional, Division Mgr. - PP
Sr. Prof. III, Frog Mgr, Sr. Developer III - SPIII
Sr. Prof. 11, Sr. Analyst III, Sr. Devel If - SPII
Senior Analyst 11, Sr. Developer I - SAD
Sr. Prof. I, Sr. Analyst 1, Developer II - SPI
Professional 11, Analyst It - Pit
Professional I, Analyst 1, Developer I - PI
$19D
$175
$165
$15D
$145
$14D
$135
$125
$115
$1D8
$1 D2
$96
$88
$85
$75
$50
$45
$11D
$8D
$66
$62
$57
$5D
$43
$16D
$145
$125
$11D
$9D
$75
$65
FEE SUMMARY
ITEM TOTAL
Labor $219,888
Outside Services $0
Direct Costs $9,220
TOTAL $229,108
BILLING RATES
ENVIRONMENTAL SCIENCE
Senior Scientist III - 55111
Senior Scientist 11 - 5511
Senior Scientist I - 551
Scientist III - 5111
Scientist 11 - 511
Scientist I - 51
Assistant Scientist - AS
Research Assistant - RA
CONSTRUCTION RELATED SERVICES
Senior Construction Manager - SCM
Construction Manager - CM
Senior Project Engr (Const.) - SPEC
Prevailing Wage Field Rep. - PWFR
Senior Field Representative` - SFR
Construction Mgmt Rep. If* - CMII
Construction Mgmt Rep. I` - CMI
(' non - prevailing wage)
DESIGN & GRAPHIC SERVICES
Senior Design Manager - SDM
Senior Designer III - 5DIII
Senior Designer 11- SDII
Senior Designer I - SDI
Senior Graphics Designer - SGD
Designer - DES
Graphics Designer - GD
Senior CADD Technician - SCT
CADD Technician II - CTII
CADD Technician I - CTI
JPA BsJ PA40bWD1
California Offices in Irvine, Riverside, Encinitas, and San Diego
FILE: Big Canyon Reservoir Option1B.zls EXHIBIT B
$160
$124
$116
$106
$98
$85
$70
$50
$118
$108
$96
$98
$111
$82
$75
$110
$105
$95
$85
$80
$75
$75
$71
$66
$60
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PBS&J
Direct Costs
DESCRIPTION
Task
Type
Quantity
Unit
Unit Cost
TOTALS
Cost
Pt
Vehicle - Monthly
9
MONTHS
$750.00
$6,750.00
Film /Processing
400
PHOTOS
$0.30
$120.00
Cell Phone Usage per month
9
VARIES
$150.00
$1,350.00
Courier - Next Day
40
TRIPS
$20.00
$800.00
Fed Ex
20
PARCELS
$10.00
$200.00
TOTAL
$9,220
JPA PMM2/99 Big Canyon Reservoir Option 7BAS - 72712004
•
•
•
PROFESSIONAL SERVICES AGREEMENT WITH
HILTS CONSULTING GROUP, INC.
FOR REPRESENTATIVE SERVICES
THIS AGREEMENT is made and entered into as of this _ day of ,
20_, by and between the CITY OF NEWPORT BEACH, a Municipal Corporation
( "City "), and HILTS CONSULTING GROUP, INC. a corporation whose address is
16716 Quail Country Avenue, Chino Hills, California, 91709 ( "Consultant"), and is
made with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. City is planning to install a floating cover and new disinfection facilities at the Big
Canyon Reservoir (The "Project ").
C. City desires to engage Consultant to provide manufacturing, fabrication and
installation observation services for the cover portion of the Project.
• D. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the services described in this Agreement.
E. The principal member of Consultant for purposes of this Agreement shall be
Douglas Hilts, S.E.
F. City has solicited and received a proposal from Consultant, has reviewed the
previous experience and evaluated the expertise of Consultant, and desires to
retain Consultant to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as
follows:
1. TERM
The term of this Agreement shall commence on the _ day of 2004,
and shall terminate on the 31st day of January, 2005, unless terminated earlier as
set forth herein.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference. The
3.
4.
City may elect to delete certain tasks of the Scope of Services at its sole
discretion. •
TIME OF PERFORMANCE
Time is of the essence in the performance of services under this Agreement and
the services shall be performed to completion in a diligent and timely manner.
The failure by Consultant to perform the services in a diligent and timely manner
may result in termination of this Agreement by City.
Notwithstanding the foregoing, Consultant shall not be responsible for delays due
to causes beyond Consultant's reasonable control. However, in the case of any
such delay in the services to be provided for the Agreement, each party hereby
agrees to provide notice to the other party so that all delays can be addressed.
3.1 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator not later than ten (10) calendar days
after the start of the condition that purportedly causes a delay. The
Project Administrator shall review all such requests and may grant
reasonable time extensions for unforeseeable delays that are beyond
Consultant's control.
3.2 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the •
circumstances, by either telephone, fax, hand - delivery or mail.
COMPENSATION TO CONSULTANT
City shall pay Consultant for the services on a time and expense not -to- exceed
basis in accordance with the provisions of this Section and the Schedule of
Billing Rates attached hereto as Exhibit B and incorporated herein by reference.
In no event shall Consultant's compensation exceed Eighty Four Thousand
Dollars and no /100 ($84,000.00) without additional authorization from City. No
billing rate changes shall be made during the term of this Agreement without the
prior written approval of City.
4.1 Consultant shall submit monthly invoices to City describing the work
performed the preceding month. Consultant's bills shall include the name
of the person who performed the work, a brief description of the services
performed and /or the specific task in the Scope of Services to which it
relates, the date the services were performed, the number of hours spent
on all work billed on an hourly basis, and a description of any
reimbursable expenditures. City shall pay Consultant no later than thirty
(30) days after approval of the monthly invoice by City staff.
4.2 City shall reimburse Consultant only for those costs or expenses •
specifically approved in this Agreement, or specifically approved in
2
advance by City. Unless otherwise approved, such costs shall be limited
• and include nothing more than the following costs incurred by Consultant:
A. The actual costs of subconsultants for performance of any of the
services that Consultant agrees to render pursuant to this
Agreement, which have been approved in advance by City and
awarded in accordance with this Agreement.
B. Approved reproduction charges.
C. Actual costs and /or other costs and /or payments specifically
authorized in advance in writing and incurred by Consultant in the
performance of this Agreement.
4.3 Consultant shall not receive any compensation for Extra Work without the
prior written authorization of City. As used herein, "Extra Work" means
any work that is determined by City to be necessary for the proper
completion of services for this Agreement, but which is not included within
the Scope of Services and which the parties did not reasonably anticipate
would be necessary at the execution of this Agreement. Compensation
for any authorized Extra Work shall be paid in accordance with the
Schedule of Billing Rates as set forth in Exhibit B.
5. PROJECT MANAGER
Consultant shall designate a Project Manager, who shall coordinate all phases of
the Project. This Project Manager shall be available to City at all reasonable times
during the Agreement term. Consultant has designated Douglas Hilts to be its
Project Manager. Consultant shall not remove or reassign the Project Manager or
any personnel listed in Exhibit A or assign any new or replacement personnel for
services under this Agreement without the prior written consent of City. City's
approval shall not be unreasonably withheld with respect to the removal or
assignment of non -key personnel.
Consultant, at the sole discretion of City, shall remove personnel assigned to the
performance of services under this Agreement upon written request of City.
Consultant warrants that it will continuously fumish the necessary personnel to
complete the services on a timely basis as contemplated by this Agreement.
6. ADMINISTRATION
This Agreement will be administered by the Public Works Department.
Michael J. Sinacori, P.E. shall be the Project Administrator and shall have the
authority to act for City under this Agreement. The Project Administrator or
his /her authorized representative shall represent City in all matters pertaining to
the services to be rendered pursuant to this Agreement.
•
K,
7
8.
CITY'S RESPONSIBILITIES
In order to assist Consultant in the execution of its responsibilities under this
Agreement, City agrees to, where applicable:
A. Provide access to, and upon request of Consultant, one copy of all
existing relevant information on file at City. City will provide all such
materials in a timely manner so as not to cause delays in Consultant's
work schedule.
B. Provide blueprinting and other services through City's reproduction
company for bid documents. Consultant will be required to coordinate the
required bid documents with City's reproduction company. All other
reproduction will be the responsibility of Consultant and as defined above.
STANDARD OF CARE
8.1 All of the services shall be performed by Consultant or under Consultant's
supervision. Consultant represents that it possesses the professional and
technical personnel required to perform the services required by this
Agreement, and that it will perform all services in a manner commensurate
with community professional standards. All services shall be performed
by qualified and experienced personnel who are not employed by City, nor
have any contractual relationship with City. •
8.2 Consultant represents and warrants to City that it has or shall obtain all
licenses, permits, qualifications, insurance and approvals of whatsoever
nature that are legally required of Consultant to practice its profession.
Consultant further represents and warrants to City that Consultant shall, at
its sole cost and expense, keep in effect or obtain at all times during the
term of this Agreement, any and all licenses, permits, insurance and other
approvals that are legally required of Consultant to practice its profession.
Consultant shall maintain a City of Newport Beach business license during
the term of this Agreement.
8.3 Consultant shall not be responsible for delay, nor shall Consultant be
responsible for damages or be in default or deemed to be in default by
reason of strikes, lockouts, accidents, or acts of God, or the failure of City
to fumish timely information or to approve or disapprove Consultant's work
promptly, or delay or faulty performance by City, contractors, or
governmental agencies.
8.4 The term Construction Management or Construction Manager does not
imply that Consultant is engaged in any aspect of the physical work of
construction contracting. Consultant shall not have control over or be in
charge of and shall not be responsible for the project's design, City's
project contractor ( "Contractor'), construction means, methods,
techniques, sequences or procedures, or for any health or safety
11
precautions and programs in connection with the work. These duties are
and shall remain the sole responsibility of the Contractor. Consultant shall
not be responsible for the Contractors' schedules or failure to carry out the
work in accordance with the contract documents. Consultant shall not
have control over or be responsible for acts or omissions of City, Design
Engineer, Contractor, Subcontractors, or their Agents or employees, or of
any other persons performing portions of the work.
9. HOLD HARMLESS
To the fullest extent permitted by law, Consultant shall indemnify, defend and
hold harmless City, its City Council, boards and commissions, officers, agents
and employees (collectively, the "Indemnified Parties) from and against any and
all claims (including, without limitation, claims for bodily injury, death or damage
to property), demands, obligations, damages, actions, causes of action, suits,
losses, judgments, fines, penalties, liabilities, costs and expenses (including,
without limitation, attorney's fees, disbursements and court costs) of every kind
and nature whatsoever (individually, a Claim; collectively, "Claims'), which may
arise from or in any manner relate directly to any work negligently performed or
services provided under this Agreement (including, without limitation, defects in
workmanship or materials and /or design defects [if the design originated with
Consultant]) or Consultant's presence or activities conducted under this
Agreement (including the negligent and /or willful acts, errors and /or omissions of
Consultant, its principals, officers, agents, employees, vendors, suppliers,
consultants, subcontractors, anyone employed directly or indirectly by any of
them or for whose acts they may be liable or any or all of them).
Notwithstanding the foregoing, nothing herein shall be construed to require
Consultant to indemnify the Indemnified Parties from any Claim arising from the
active negligence or willful misconduct of the Indemnified Parties. Nothing in this
indemnity shall be construed as authorizing any award of attorney's fees in any
action on or to enforce the terms of this Agreement. This indemnity shall apply to
all claims and liability regardless of whether any insurance policies are
applicable. The policy limits do not act as a limitation upon the amount of
indemnification to be provided by the Consultant.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Consultant on an independent contractor basis and
Consultant is not an agent or employee of City. The manner and means of
conducting the work are under the control of Consultant, except to the extent they
are limited by statute, rule or regulation and the expressed terms of this Agreement.
Nothing in this Agreement shall be deemed to constitute approval for Consultant or
any of Consultant's employees or agents, to be the agents or employees of City.
Consultant shall have the responsibility for and control over the means of
performing the work, provided that Consultant is in compliance with the terms of
this Agreement. Anything in this Agreement that may appear to give City the right
to direct Consultant as to the details of the performance or to exercise a measure of
5
control over Consultant shall mean only that Consultant shall follow the desires of
City with respect to the results of the services.
11. COOPERATION
Consultant agrees to work closely and cooperate fully with City's designated Project
Administrator and any other agencies that may have jurisdiction or interest in the
work to be performed. City agrees to cooperate with the Consultant.
12. CITY POLICY
Consultant shall discuss and review all matters relating to policy and Project
direction with City's Project Administrator in advance of all critical decision points
in order to ensure the Project proceeds in a manner consistent with City goals
and policies.
13. PROGRESS
Consultant is responsible for keeping the Project Administrator and /or his /her
duly authorized designee informed on a regular basis regarding the status and
progress of the Project, activities performed and planned, and any meetings that
have been scheduled or are desired.
14. INSURANCE
Without limiting Consultant's indemnification of City, and prior to commencement
of work Consultant shall obtain, provide and maintain at its own expense during
the term of this Agreement, a policy or policies of liability insurance of the type
and amounts described below and in a form satisfactory to City.
A. Certificates of Insurance. Consultant shall provide certificates of
insurance with original endorsements to City as evidence of the insurance
coverage required herein. Insurance certificates must be approved by
City's Risk Manager prior to commencement of performance or issuance
of any permit. Current certification of insurance shall be kept on file with
City at all times during the term of this Agreement.
B. Signature. A person authorized by the insurer to bind coverage on its
behalf shall sign certification of all required policies.
C. Acceptable Insurers. All insurance policies shall be issued by an
insurance company currently authorized by the Insurance Commissioner
to transact business of insurance in the State of California, with an
assigned policyholders' Rating of A (or higher) and Financial Size
Category Class VII (or larger) in accordance with the latest edition of
Best's Key Rating Guide, unless otherwise approved by the City's Risk
Manager.
n.
0
•
9
D. Coverage Requirements.
i. General Liability Coverage. Consultant shall maintain commercial
general liability insurance in an amount not less than one million
dollars ($1,000,000) per occurrence for bodily injury, personal
injury, and property damage, including without limitation,
contractual liability. If commercial general liability insurance or
other form with a general aggregate limit is used, either the general
aggregate limit shall apply separately to the work to be performed
under this Agreement, or the general aggregate limit shall be at
least twice the required occurrence limit.
ii. Automobile Liability Coverage. Consultant shall maintain
automobile insurance covering bodily injury and property damage
for all activities of the Consultant arising out of or in connection with
work to be performed under this Agreement, including coverage for
any owned, hired, non -owned or rented vehicles, in an amount not
less than one million dollars ($1,000,000) combined single limit for
each occurrence.
iii. Professional Errors and Omissions Insurance. Consultant shall
maintain professional errors and omissions insurance, which covers
the services to be performed in connection with this Agreement in
the minimum amount of one million dollars ($1,000,000).
• E. Endorsements. Each general liability and automobile liability insurance
policy shall be endorsed with the following specific language:
i. The City, its elected or appointed officers, officials, employees,
agents and volunteers are to be covered as additional insureds with
respect to liability arising out of work performed by or on behalf of
the Consultant.
ii. This policy shall be considered primary insurance as respects to
City, its elected or appointed officers, officials, employees, agents
and volunteers as respects to all claims, losses, or liability arising
directly from the Consultant's operations or services provided to
City. Any insurance maintained by City, including any self- insured
retention City may have, shall be considered excess insurance only
and not contributory with the insurance provided hereunder.
iii. This insurance shall act for each insured and additional insured as
though a separate policy had been written for each, except with
respect to the limits of liability of the insuring company.
iv. The insurer waives all rights of subrogation against City, its elected
or appointed officers, officials, employees, agents and volunteers.
V. Any failure to comply with reporting provisions of the policies shall
. not affect coverage provided to City, its elected or appointed
officers, officials, employees, agents or volunteers.
7
vi. The insurance provided by this policy shall not be suspended,
voided, canceled, or reduced in coverage or in limits, by either party •
except after thirty (30) calendar days written notice has been
received by City.
F. Timely Notice of Claims. Consultant shall give City prompt and timely
notice of claim made or suit instituted arising out of or resulting from
Consultant's performance under this Agreement.
G. Additional Insurance. Consultant shall also procure and maintain, at its
own cost and expense, any additional kinds of insurance, which in its own
judgment may be necessary for its proper protection and prosecution of
the work.
15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the services to be
provided under this Agreement shall not be assigned, transferred contracted or
subcontracted out without the prior written approval of City. Any of the following
shall be construed as an assignment: The sale, assignment, transfer or other
disposition of any of the issued and outstanding capital stock of Consultant, or of
the interest of any general partner or joint venturer or syndicate member or
cotenant if Consultant is a partnership or joint- venture or syndicate or cotenancy,
which shall result in changing the control of Consultant. Control means fifty
percent (50 %) or more of the voting power, or twenty -five percent (25 %) or more
of the assets of the corporation, partnership or joint- venture. •
16. SUBCONTRACTING
The parties recognize that a substantial inducement to City for entering into this
Agreement is the professional reputation, experience and competence of
Consultant. Assignments of any or all rights, duties or obligations of the
Consultant under this Agreement will be permitted only with the express written
consent of City. Consultant shall not subcontract any portion of the work to be
performed under this Agreement without the prior written authorization of City.
17. OWNERSHIP OF DOCUMENTS
Each and every report, draft, map, record, plan, document and other writing
produced (hereinafter "Documents'), prepared or caused to be prepared by
Consultant, its officers, employees, agents and subcontractors, in the course of
implementing this Agreement, shall become the exclusive property of City, and
City shall have the sole right to use such materials in its discretion without further
compensation to Consultant or any other party. Consultant shall, at Consultant's
expense, provide such Documents to City upon prior written request.
Documents, including drawings and specifications, prepared by Consultant
pursuant to this Agreement are not intended or represented to be suitable for
reuse by City or others on any other project. Any use of completed Documents •
for other projects and any use of incomplete Documents without specific written
authorization from Consultant will be at City's sole risk and without liability to
L•'
Consultant. Further, any and all liability arising out of changes made to
• Consultant's deliverables under this Agreement by City or persons other than
Consultant is waived against Consultant and City assumes full responsibility for
such changes unless City has given Consultant prior notice and has received
from Consultant written consent for such changes.
18. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the services in this Agreement, shall be kept
confidential unless City authorizes in writing the release of information.
19. RECORDS
Consultant shall keep records and invoices in connection with the work to be
performed under this Agreement. Consultant shall maintain complete and accurate
records with respect to the costs incurred under this Agreement and any services,
expenditures and disbursements charged to City, for a minimum period of three (3)
years, or for any longer period required by law, from the date of final payment to
Consultant under this Agreement. All such records and invoices shall be clearly
identifiable. Consultant shall allow a representative of City to examine, audit and
make transcripts or copies of such records and invoices during regular business
hours. Consultant shall allow inspection of all work, data, Documents, proceedings
. and activities related to the Agreement for a period of three (3) years from the date
of final payment to Consultant under this Agreement.
20. WITHHOLDINGS
City may withhold payment to Consultant of any disputed sums until satisfaction
of the dispute with respect to such payment. Such withholding shall not be
deemed to constitute a failure to pay according to the terms of this Agreement.
Consultant shall not discontinue work as a result of such withholding. Consultant
shall have an immediate right to appeal to the City Manager or his /her designee
with respect to such disputed sums. Consultant shall be entitled to receive
interest on any withheld sums at the rate of return that City earned on its
investments during the time period, from the date of withholding of any amounts
found to have been improperly withheld.
21. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Consultant which result in expense to City greater than what
would have resulted if there were not errors or omissions in the work
accomplished by Consultant, the additional design, construction and /or
restoration expense shall be borne by Consultant. Nothing in this paragraph is
• intended to limit City's rights under any other sections of this Agreement.
O
22. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS
City reserves the right to employ other Consultants in connection with the •
Project.
23. CONFLICTS OF INTEREST
The Consultant or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act "), which (1) requires such
persons to disclose any financial interest that may foreseeably be materially
affected by the work performed under this Agreement, and (2) prohibits such
persons from making, or participating in making, decisions that will foreseeably
financially affect such interest.
If subject to the Act, Consultant shall conform to all requirements of the Act.
Failure to do so constitutes a material breach and is grounds for immediate
termination of this Agreement by City. Consultant shall indemnify and hold
harmless City for any and all claims for damages resulting from Consultant's
violation of this Section.
24. NOTICES
All notices, demands, requests or approvals to be given under the terms of this
Agreement shall be given in writing, to City by Consultant and conclusively shall
be deemed served when delivered personally, or on the third business day after •
the deposit thereof in the United States mail, postage prepaid, first -class mail,
addressed as hereinafter provided. All notices, demands, requests or approvals
from Consultant to City shall be addressed to City at:
Attn: Michael J. Sinacori, P.E.
Public Works Department
City of Newport Beach
3300 Newport Boulevard
Newport Beach, CA 92663
Phone: 949 - 644 -3342
Fax: 949 - 644 -3308
All notices, demands, requests or approvals from City to Consultant shall be
addressed to Consultant at:
Attn: Douglas Hilts, S. E.
Hilts Consulting Group, Inc.
16716 Quail Country Avenue
Chino Hills, CA 91709
Phone: 909 - 590 -5200
10
25. TERMINATION
• In the event that either party fails or refuses to perform any of the provisions of this
Agreement at the time and in the manner required, that party shall be deemed in
default in the performance of this Agreement. If such default is not cured within a
period of two (2) calendar days, or if more than two (2) calendar days are
reasonably required to cure the default and the defaulting party fails to give
adequate assurance of due performance within two (2) calendar days after receipt
of written notice of default, specifying the nature of such default and the steps
necessary to cure such default, the non - defaulting party may terminate the
Agreement forthwith by giving to the defaulting party written notice thereof.
Notwithstanding the above provisions, City shall have the right, at its sole
discretion and without cause, of terminating this Agreement at any time by giving
seven (7) calendar days prior written notice to Consultant. In the event of
termination under this Section, City shall pay Consultant for services satisfactorily
performed and costs incurred up to the effective date of termination for which
Consultant has not been previously paid. On the effective date of termination,
Consultant shall deliver to City all reports, Documents and other information
developed or accumulated in the performance of this Agreement, whether in draft
or final form.
26. COMPLIANCE WITH ALL LAWS
Consultant shall at its own cost and expense comply with all statutes,
• ordinances, regulations and requirements of all governmental entities, including
federal, state, county or municipal, whether now in force or hereinafter enacted.
In addition, all work prepared by Consultant shall conform to applicable City,
county, state and federal laws, rules, regulations and permit requirements and be
subject to approval of the Project Administrator and City.
27. WAIVER
A waiver by either party of any breach, of any term, covenant or condition
contained herein shall not be deemed to be a waiver of any subsequent breach
of the same or any other term, covenant or condition contained herein, whether
of the same or a different character.
28. INTEGRATED CONTRACT
This Agreement represents the full and complete understanding of every kind or
nature whatsoever between the parties hereto, and all preliminary negotiations
and agreements of whatsoever kind or nature are merged herein. No verbal
agreement or implied covenant shall be held to vary the provisions herein.
29. CONFLICTS OR INCONSISTENCIES
In the event there are any conflicts or inconsistencies between this Agreement and
the Scope of Services or any other attachments attached hereto, the terms of this
is Agreement shall govern.
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30. AMENDMENTS
This Agreement may be modified or amended only by a written document executed
by both Consultant and City and approved as to form by the City Attorney.
31. SEVERABILITY
If any term or portion of this Agreement is held to be invalid, illegal, or otherwise
unenforceable by a court of competent jurisdiction, the remaining provisions of this
Agreement shall continue in full force and effect.
32. CONTROLLING LAW AND VENUE
The laws of the State of California shall govern this Agreement and all matters
relating to it and any action brought relating to this Agreement shall be adjudicated
in a court of competent jurisdiction in the County of Orange.
33. EQUAL OPPORTUNITY EMPLOYMENT
Consultant represents that it is an equal opportunity employer and it shall not
discriminate against any subcontractor, employee or applicant for employment
because of race, religion, color, national origin, handicap, ancestry, sex or age.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on
the day and year first written above.
APPROVED AS TO FORM: CITY OF NEWPORT BEACH,
A Municipal Corporation
By:
City Attorney Tod W. Ridgeway, Mayor
for the City of Newport Beach for the City of Newport Beach
ATTEST:
LaVonne Harkless,
City Clerk
HILTS CONSULTING GROUP, INC.:
By:
Douglas Hilts, S.E.
President
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
f: \users\pbwlsharedlagreements \fy 03- 0Chilts -bor floating cover.doc .
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Hilts Consulting Group, Inc.
16716 Quail Country Ave.
Chino Hills, CA 91709
(909) 590 -5200
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City of Newport Beach
3300 Newport Blvd.
P.O. Box 1768
Newport Beach, CA 92658 -8915
Attn.: Mr. Mike Sinacori
February 2, 2004
Big Canyon Reservoir— Floating Cover Project — City Representative Services
Mr. Sinacori,
Hilts Consulting Group, Inc. (HCG) had completed a peer review for the City of
Newport Beach (City) Big Canyon Reservoir Improvement Project. As part of the peer
is review, HCG reviewed plans and specifications prepared by the City's design
consultant, Tetra Tech, and attended coordination review meetings with City personnel
and Tetra Tech. The Big Canyon Reservoir Improvement Project is currently advertised
for public bidding. HCG would like to submit our proposal to provide City
Representative Services for the floating cover aspects of this project,
SCOPE OF WORK:
HCG would like to submit our proposal for City representative services to assist
the City during the construction of the Big Canyon Reservoir Floating Cover Project.
HCG's involvement on the Big Canyon Reservoir project is limited to the floating cover
portions of work. The scope of work has been jointly defined between HCG and the
City and includes the following tasks:
Project Management/ Coordination
• Back check previous peer review comments.
• Attend peer review coordination meeting with City and Tetra Tech.
• Attend mandatory contractor pre -bid meeting.
• Provide coordination with the City and Tetra Tech during construction.
Construction Period Support:
• Attend kick -off meeting with City, Tetra Tech, and Contractor.
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Big Canyon Reservoir— Floating Cover Project — City Representative Services
February 2, 2004
Page 2 of 4
• Review geomembrane manufacturer's quality control / quality assurance
plan for the floating cover and chafer.
• Review geomembrane fabricator's quality control / quality assurance plan
for both the floating cover and - chafer.
• Review geomembrane installation contractor's quality control / quality
assurance plan for both the floating cover and chafer.
• Review contractor floating cover related submittals.
Construction Meetings / Site Visits
• Attend weekly construction coordination meetings. This proposal
assumes (16) 1 -hour meetings which will be conducted by others.
• Site visits during construction of the floating cover. This proposal
assumes on site 2 days per week during the construction of the floating
cover. The floating cover construction duration is assumed at 16 weeks.
• Site visits 2 days per week for up to 4 weeks during the initial fill and start
up of the floating cover.
• Interact with the City's inspector (or hired inspector) relative to floating
cover construction activities.
Off -Site Observations Visits: .
• Site visit and observation to geomembrane manufacturing facility during
the production of the reinforced polypropylene floating cover material.
This proposal. assumes 2 days on site during the manufacturing for a
portion of the geomembrane material. This random observation does not
assume full -time inspection.
• Site visit and observation to geomembrane fabricator facility during the
fabrication of the reinforced polypropylene floating cover prefabricated
panels. This proposal assumes 2 days on site during the fabrication for a
portion of the floating cover panels. This random observation does not
assume full -time inspection.
The construction phase services are based on the following assumptions:
• Inspection services are not part of this proposal, and the City will
separately engage inspection services.
• All material testing will be performed by the Contractor and under the
direction of the on site inspector. Material testing is not included in this
proposal.
• Responses to Contractor RFI's shall be performed by others.
• HCG will provide comments on Contractor submittals. The submittals
shall be reviewed by the design engineer of record and HCG's
comments shall be in addition to the design engineer's comments.
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Big Canyon Reservoir — Floating Cover Project — City Representative Services
February 2, 2004
Page 3 of 4
The consolidation of HCG comments with those comments by other
reviewers shall be performed by others.
• Construction progress coordination meetings shall be conducted by
others. Meeting minutes shall be prepared by others.
• Contractor progress pay applications shall be reviewed performed by
others.
• Contractor's initial construction schedule and periodic update reviews
shall be performed by others.
• Contractor change order reviews shall be performed by others.
PROFESSIONAL FEES:
The professional fees for the city representative services scope of work defined
above are proposed on time and materials basis plus reimbursables, with an estimated
maximum payable amount of $84,000. A cost breakdown by task is listed below.
Task
Estimated Fee
Project Management / Coordination $12,000
Construction Period Support $58,000
Off -Site Observation Visits $12,000
Misc. Reimbursables $2,000
Total $84,000
Billing will be in accordance with the attached fee schedule. At the direction of
the City, additional services may be performed and shall be based on the hourly rates in
the attached fee schedule plus reimbursable expenses.
HCG will submit invoices to the City on a monthly basis commensurate with work
completed as of the billing date. Invoices will indicate the total amount billed to date of
all previous invoices, the current invoice amount, and the remaining agreement amount.
LIMITATIONS:
The design of the Big Canyon Reservoir Improvement Project was designed by
entities other than HCG. HCG is not the design engineer of record, and as such, HCG
assumes no design liability for the design concepts, drawings, and specifications.
HCG's involvement during the construction phase shall be limited to the floating cover
components, and shall not include other items such as the chemical storage and feed
systems, mechanical systems, electrical systems. HCG's involvement is to assist the
City during the construction phase for the floating cover portion of work.
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Big Canyon Reservoir — Floating Cover Project — City Representative Services
February 2, 2004
Page 4 of 4
HCG appreciates the opportunity to submit our proposal. If you have any
questions regarding this proposal, please call me at (909) 590 -5200.
Very truly yours,
Hilts Consulting Group, Inc.
bougl s Hilts, S.E.
Principal
Attachments
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HILTS CONSULTING GROUP, INC.
FEE SCHEDULE
\ % FOR
PROFESSIONAL ENGINEERING SERVICES
Big Canyon Reservoir — Floating Cover Project
City Representative Services
Professional Services
Classification / Title Hourly Billing Rate
Principal $150.00
Senior Engineer $125.00
Project Draftsperson $85.00
Clerical $40.00
• Reimbursable Expenses
Reproduction Cost plus 15%
Outside Consultant Services Cost plus 15%
Automobile Transportation $0.325 / mile
Delivery / Courier/ Express Mail Cost plus 15%
Travel / Subsistence Cost
Rates effective for calendar year 2004
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PROFESSIONAL SERVICES AGREEMENT WITH
URS CORPORATION •
FOR OBSERVATION AND TESTING SERVICES
THIS AGREEMENT is made and entered into as of this _ day of ,
20_, by and between the CITY OF NEWPORT BEACH, a Municipal Corporation
( "City"), and URS Corporation, whose address is 2020 East First Street, Suite 400,
Santa Ana, California, 92705 ( "Consultant"), and is made with reference to the
following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. City is planning to install a floating cover and new disinfection facilities at the Big
Canyon Reservoir (the "Project ").
C. City desires to engage Consultant to perform geotechnical observation and
testing services for the Project.
D. Consultant possesses the skill, experience, ability, background, certification and •
knowledge to provide the services described in this Agreement.
E. The principal member of Consultant for purposes of Project shall be Jean Suter
Hill.
F. City has solicited and received a proposal from Consultant, has reviewed the
previous experience and evaluated the expertise of Consultant, and desires to
retain Consultant to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as
follows:
1. TERM
The term of this Agreement shall commence on the _ day of 2004,
and shall terminate on the 31st day of January, 2005, unless terminated earlier as
set forth herein.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of •
Services attached hereto as Exhibit A and incorporated herein by reference. The
City may elect to delete certain tasks of the Scope of Services at its sole
discretion.
3. TIME OF PERFORMANCE
Time is of the essence in the performance of services under this Agreement and
the services shall be performed to completion in a diligent and timely manner.
The failure by Consultant to perform the services in a diligent and timely manner
may result in termination of this Agreement by City.
Notwithstanding the foregoing, Consultant shall not be responsible for delays due
to causes beyond Consultant's reasonable control. However, in the case of any
such delay in the services to be provided for the Agreement, each party hereby
agrees to provide notice to the other party so that all delays can be addressed.
3.1 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator not later than ten (10) calendar days
after the start of the condition that purportedly causes a delay. The
Project Administrator shall review all such requests and may grant
reasonable time extensions for unforeseeable delays that are beyond
Consultant's control.
3.2 For all time periods not specifically set forth herein, Consultant shall
• respond in the most expedient and appropriate manner under the
circumstances, by either telephone, fax, hand - delivery or mail.
4. COMPENSATION TO CONSULTANT
City shall pay Consultant for the services on a time and expense not -to- exceed
basis in accordance with the provisions of this Section and the Schedule of
Billing Rates attached hereto as Exhibit B and incorporated herein by reference.
In no event shall Consultant's compensation exceed Twenty Four Thousand
Four Hundred and Eighty Dollars and no /100 ($24,480.00) without additional
authorization from City. No billing rate changes shall be made during the term of
this Agreement without the prior written approval of City.
4.1 Consultant shall submit monthly invoices to City describing the work
performed the preceding month. Consultant's bills shall include the name
of the person who performed the work, a brief description of the services
performed and /or the specific task in the Scope of Services to which it
relates, the date the services were performed, the number of hours spent
on all work billed on an hourly basis, and a description of any
reimbursable expenditures. City shall pay Consultant no later than thirty
(30) days after approval of the monthly invoice by City staff.
• 4.2 City shall reimburse Consultant only for those costs or expenses
specifically approved in this Agreement, or specifically approved in
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advance by City. Unless otherwise approved, such costs shall be limited
and include nothing more than the following costs incurred by Consultant:
A. The actual costs of subconsultants for performance of any of the
services that Consultant agrees to render pursuant to this
Agreement, which have been approved in advance by City and
awarded in accordance with this Agreement.
B. Approved reproduction charges.
C. Actual costs and /or other costs and /or payments specifically
authorized in advance in writing and incurred by Consultant in the
performance of this Agreement.
4.3 Consultant shall not receive any compensation for Extra Work without the
prior written authorization of City. As used herein, "Extra Work" means
any work that is determined by City to be necessary for the proper
completion of services for this Agreement, but which is not included within
the Scope of Services and which the parties did not reasonably anticipate
would be necessary at the execution of this Agreement. Compensation
for any authorized Extra Work shall be paid in accordance with the
Schedule of Billing Rates as set forth in Exhibit B.
PROJECT MANAGER
Consultant shall designate a Project Manager, who shall coordinate all phases of
the Project. This Project Manager shall be available to City at all reasonable times
during the Agreement term. Consultant has designated Jean Suter Hill to be its
Project Manager. Consultant shall not remove or reassign the Project Manager or
any personnel listed in Exhibit A or assign any new or replacement personnel
services under this Agreement without the prior written consent of City. City's
approval shall not be unreasonably withheld with respect to the removal or
assignment of non -key personnel.
Consultant, at the sole discretion of City, shall remove from the Project any of its
personnel assigned to the performance of services under this Agreement upon
written request of City. Consultant warrants that it will continuously fumish the
necessary personnel to complete the services on a timely basis as contemplated by
this Agreement.
ADMINISTRATION
•
This Agreement will be administered by the Public Works Department.
Michael J. Sinacori, P.E. shall be the Project Administrator and shall have the
authority to act for City under this Agreement. The Project Administrator or
his /her authorized representative shall represent City in all matters pertaining to •
the services to be rendered pursuant to this Agreement.
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7. CITY'S RESPONSIBILITIES
• In order to assist Consultant in the execution of its responsibilities under this
Agreement, City agrees to, where applicable:
A. Provide access to, and upon request of Consultant, one copy of all
existing relevant information on file at City. City will provide all such
materials in a timely manner so as not to cause delays in Consultant's
work schedule.
B. Provide blueprinting and other services through City's reproduction
company for bid documents. Consultant will be required to coordinate the
required bid documents with City's reproduction company. All other
reproduction will be the responsibility of Consultant and as defined above.
C. Provide usable life of facilities criteria and information with regards to new
facilities or facilities to be rehabilitated.
8. STANDARD OF CARE
8.1 All of the services shall be performed by Consultant or under Consultant's
supervision. Consultant represents that it possesses the professional and
technical personnel required to perform the services required by this
• Agreement, and that it will perform all services in a manner commensurate
with community professional standards. All services shall be performed
by qualified and experienced personnel who are not employed by City, nor
have any contractual relationship with City.
8.2 Consultant represents and warrants to City that it has or shall obtain all
licenses, permits, qualifications, insurance and approvals of whatsoever
nature that are legally required of Consultant to practice its profession.
Consultant further represents and warrants to City that Consultant shall, at
its sole cost and expense, keep in effect or obtain at all times during the
term of this Agreement, any and all licenses, permits, insurance and other
approvals that are legally required of Consultant to practice its profession.
Consultant shall maintain a City of Newport Beach business license during
the term of this Agreement.
8.3 Consultant shall not be responsible for delay, nor shall Consultant be
responsible for damages or be in default or deemed to be in default by
reason of strikes, lockouts, accidents, or acts of God, or the failure of City
to furnish timely information or to approve or disapprove Consultant's work
promptly, or delay or faulty performance by City, contractors, or
governmental agencies.
8.4 The term Construction Management or Construction Manager does not
• imply that Consultant is engaged in any aspect of the physical work of
construction contracting. Consultant shall not have control over or be in
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charge of and shall not be responsible for the project's design, City's
project contractor ( "Contractor"), construction means, methods, •
techniques, sequences or procedures, or for any health or safety
precautions and programs in connection with the work. These duties are
and shall remain the sole responsibility of the Contractor. Consultant shall
not be responsible for the Contractors' schedules or failure to carry out the
work in accordance with the contract documents. Consultant shall not
have control over or be responsible for acts or omissions of City, Design
Engineer, Contractor, Subcontractors, or their Agents or employees, or of
any other persons performing portions of the work.
9. HOLD HARMLESS
To the fullest extent permitted by law, Consultant shall indemnify, defend and
hold harmless City, its City Council, boards and commissions, officers, agents
and employees (collectively, the "Indemnified Parties) from and against any and
all claims (including, without limitation, claims for bodily injury, death or damage
to property), demands, obligations, damages, actions, causes of action, suits,
losses, judgments, fines, penalties, liabilities, costs and expenses (including,
without limitation, attorney's fees, disbursements and court costs) of every kind
and nature whatsoever (individually, a Claim; collectively, "Claims'), which may
arise from or in any manner relate (directly or indirectly) to any work negligently
performed or services provided under this Agreement (including, without
limitation, defects in workmanship or materials and /or design defects [if the •
design originated with Consultant]) or Consultant's presence or activities
conducted under this Agreement (including the negligent and /or willful acts,
errors and /or omissions of Consultant, its principals, officers, agents, employees,
vendors, suppliers, consultants, subcontractors, anyone employed directly or
indirectly by any of them or for whose acts they may be liable or any or all of
them).
Notwithstanding the foregoing, nothing herein shall be construed to require
Consultant to indemnify the Indemnified Parties from any Claim arising from the
active negligence or willful misconduct of the Indemnified Parties. Nothing in this
indemnity shall be construed as authorizing any award of attorney's fees in any
action on or to enforce the terms of this Agreement. This indemnity shall apply to
all claims and liability regardless of whether any insurance policies are
applicable. The policy limits do not act as a limitation upon the amount of
indemnification to be provided by the Consultant.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Consultant on an independent contractor basis and
Consultant is not an agent or employee of City. The manner and means of
conducting the work are under the control of Consultant, except to the extent they
are limited by statute, rule or regulation and the expressed terms of this Agreement.
Nothing in this Agreement shall be deemed to constitute approval for Consultant or
any of Consultant's employees or agents, to be the agents or employees of City.
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Consultant shall have the responsibility for and control over the means of
performing the work, provided that Consultant is in compliance with the terms of
this Agreement. Anything in this Agreement that may appear to give City the right
to direct Consultant as to the details of the performance or to exercise a measure of
control over Consultant shall mean only that Consultant shall follow the desires of
City with respect to the results of the services.
11. COOPERATION
Consultant agrees to work closely and cooperate fully with City's designated Project
Administrator and any other agencies that may have jurisdiction or interest in the
work to be performed. City agrees to cooperate with the Consultant.
12. CITY POLICY
Consultant shall discuss and review all matters relating to policy and Project
direction with City's Project Administrator in advance of all critical decision points
in order to ensure the Project proceeds in a manner consistent with City goals
and policies.
13. PROGRESS
Consultant is responsible for keeping the Project Administrator and /or his /her
duly authorized designee informed on a regular basis regarding the status and
• progress of the Project, activities performed and planned, and any meetings that
have been scheduled or are desired.
14. INSURANCE
Without limiting Consultant's indemnification of City, and prior to commencement
of work Consultant shall obtain, provide and maintain at its own expense during
the term of this Agreement, a policy or policies of liability insurance of the type
and amounts described below and in a form satisfactory to City.
A. Certificates of Insurance. Consultant shall provide certificates of
insurance with original endorsements to City as evidence of the insurance
coverage required herein. Insurance certificates must be approved by
City's Risk Manager prior to commencement of performance or issuance
of any permit. Current certification of insurance shall be kept on file with
City at all times during the term of this Agreement.
B. Signature. A person authorized by the insurer to bind coverage on its
behalf shall sign certification of all required policies.
C. Acceptab /e Insurers. All insurance policies shall be issued by an
insurance company currently authorized by the Insurance Commissioner
• to transact business of insurance in the State of California, with an
assigned policyholders' Rating of A (or higher) and Financial Size
Category Class VII (or larger) in accordance with the latest edition of
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Best's Key Rating Guide, unless otherwise approved by the City's Risk
Manager. 0
D. Coverage Requirements.
Workers' Compensation Coverage. Consultant shall maintain
Workers' Compensation Insurance and Employer's Liability
Insurance for his or her employees in accordance with the laws of
the State of California. In addition, Consultant shall require each
subcontractor to similarly maintain Workers' Compensation
Insurance and Employer's Liability Insurance in accordance with
the laws of the State of California for all of the subcontractor's
employees. Any notice of cancellation or non - renewal of all
Workers' Compensation policies must be received by City at least
thirty (30) calendar days prior to such change. The insurer shall
agree to waive all rights of subrogation against City, its officers,
agents, employees and volunteers for losses arising from work
performed by Consultant for City.
ii. General Liability Coverage. Consultant shall maintain commercial
general liability insurance in an amount not less than one million
dollars ($1,000,000) per occurrence for bodily injury, personal
injury, and property damage, including without limitation,
contractual liability. If commercial general liability insurance or
other form with a general aggregate limit is used, either the general
aggregate limit shall apply separately to the work to be performed
under this Agreement, or the general aggregate limit shall be at
least twice the required occurrence limit.
iii. Automobile Liability Coverage. Consultant shall maintain
automobile insurance covering bodily injury and property damage
for all activities of the Consultant arising out of or in connection with
work to be performed under this Agreement, including coverage for
any owned, hired, non -owned or rented vehicles, in an amount not
less than one million dollars ($1,000,000) combined single limit for
each occurrence.
iv. Professional Errors and Omissions Insurance. Consultant shall
maintain professional errors and omissions insurance, which covers
the services to be performed in connection with this Agreement in
the minimum amount of one million dollars ($1,000,000).
E. Endorsements. Each general liability and automobile liability insurance
policy shall be endorsed with the following specific language:
The City, its elected or appointed officers, officials, employees, •
agents and volunteers are. to be covered as additional insureds with
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respect to liability arising out of work performed by or on behalf of
the Consultant.
ii. This policy shall be considered primary insurance as respects to
City, its elected or appointed officers, officials, employees, agents
and volunteers as respects to all claims, losses, or liability arising
directly or indirectly from the Consultant's operations or services
provided to City. Any insurance maintained by City, including any
self- insured retention City may have, shall be considered excess
insurance only and not contributory with the insurance provided
hereunder.
iii. This insurance shall act for each insured and additional insured as
though a separate policy had been written for each, except with
respect to the limits of liability of the insuring company.
iv. The insurer waives all rights of subrogation against City, its elected
or appointed officers, officials, employees, agents and volunteers.,
V. Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to City, its elected or appointed
officers, officials, employees, agents or volunteers.
vi. The insurance provided by this policy shall not be suspended,
voided, canceled, or reduced in coverage or in limits, by either party
except after thirty (30) calendar days written notice has been
received by City.
F. Timely Notice of Claims. Consultant shall give City prompt and timely
notice of claim made or suit instituted arising out of or resulting from
Consultant's performance under this Agreement.
G. Additional Insurance. Consultant shall also procure and maintain, at its
own cost and expense, any additional kinds of insurance, which in its own
judgment may be necessary for its proper protection and prosecution of
the work.
15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the services to be
provided under this Agreement shall not be assigned, transferred contracted or
subcontracted out without the prior written approval of City. Any of the following
shall be construed as an assignment: The sale, assignment, transfer or other
disposition of any of the issued and outstanding capital stock of Consultant, or of
the interest of any general partner or joint venturer or syndicate member or
cotenant if Consultant is a partnership or joint- venture or syndicate or cotenancy,
which shall result in changing the control of Consultant. Control means fifty
percent (50 %) or more of the voting power, or twenty -five percent (25 %) or more
of the assets of the corporation, partnership or joint- venture.
16. SUBCONTRACTING
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19.
The parties recognize that a substantial inducement to City for entering into this
Agreement is the professional reputation, experience and competence of
Consultant. Assignments of any or all rights, duties or obligations of the
Consultant under this Agreement will be permitted only with the express written
consent of City. Consultant shall not subcontract any portion of the work to be
performed under this Agreement without the prior written authorization of City.
OWNERSHIP OF DOCUMENTS
Each and every report, draft, map, record, plan, document and other writing
produced (hereinafter "Documents "), prepared or caused to be prepared by
Consultant, its officers, employees, agents and subcontractors, in the course of
implementing this Agreement, shall become the exclusive property of City, and
City shall have the sole right to use such materials in its discretion without further
compensation to Consultant or any other party. Consultant shall, at Consultant's
expense, provide such Documents to City upon prior written request.
Documents, including drawings and specifications, prepared by Consultant
pursuant to this Agreement are not intended or represented to be suitable for
reuse by City or others on any other project. Any use of completed Documents
for other projects and any use of incomplete Documents without specific written
authorization from Consultant will be at City's sole risk and without liability to
Consultant. Further, any and all liability arising out of changes made to
Consultant's deliverables under this Agreement by City or persons other than
Consultant is waived against Consultant and City assumes full responsibility for
such changes unless City has given Consultant prior notice and has received
from Consultant written consent for such changes.
CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the services in this Agreement, shall be kept
confidential unless City authorizes in writing the release of information.
INTELLECTUAL PROPERTY INDEMNITY
The Consultant shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement of any
United States' letters patent, trademark, or copyright infringement, including costs,
contained in Consultant's drawings and specifications provided under this
Agreement.
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20. RECORDS
• Consultant shall keep records and invoices in connection with the work to be
performed under this Agreement. Consultant shall maintain complete and accurate
records with respect to the costs incurred under this Agreement and any services,
expenditures and disbursements charged to City, for a minimum period of three (3)
years, or for any longer period required by law, from the date of final payment to
Consultant under this Agreement. All such records and invoices shall be clearly
identifiable. Consultant shall allow a representative of City to examine, audit and
make transcripts or copies of such records and invoices during regular business
hours. Consultant shall allow inspection of all work, data, Documents, proceedings
and activities related to the Agreement for a period of three (3) years from the date
of final payment to Consultant under this Agreement.
21. WITHHOLDINGS
City may withhold payment to Consultant of any disputed sums until satisfaction
of the dispute with respect to such payment. Such withholding shall not be
deemed to constitute a failure to pay according to the terms of this Agreement.
Consultant shall not discontinue work as a result of such withholding. Consultant
shall have an immediate right to appeal to the City Manager or his /her designee
with respect to such disputed sums. Consultant shall be entitled to receive
interest on any withheld sums at the rate of return that City earned on its
investments during the time period, from the date of withholding of any amounts
• found to have been improperly withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Consultant which result in expense to City greater than what
would have resulted if there were not errors or omissions in the work
accomplished by Consultant, the additional design, construction and /or
restoration expense shall be borne by Consultant. Nothing in this paragraph is
intended to limit City's rights under any other sections of this Agreement.
23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS
City reserves the right to employ other Consultants in connection with the
Project.
24. CONFLICTS OF INTEREST
The Consultant or its employees may be subject. to the provisions of the
California Political Reform Act of 1974 (the "Act "), which (1) requires such
persons to disclose any financial interest that may foreseeably be materially
affected by the work performed under this Agreement, and (2) prohibits such
persons from making, or participating in making, decisions that will foreseeably
financially affect such interest.
10
If subject to the Act, Consultant shall conform to all requirements of the Act.
Failure to do so constitutes a material breach and is grounds for immediate
termination of this Agreement by City. Consultant shall indemnify and hold •
harmless City for any and all claims for damages resulting from Consultant's
violation of this Section.
25. NOTICES
All notices, demands, requests or approvals to be given under the terms of this
Agreement shall be given in writing, to City by Consultant and conclusively shall
be deemed served when delivered personally, or on the third business day after
the deposit thereof in the United States mail, postage prepaid, first -class mail,
addressed as hereinafter provided. All notices, demands, requests or approvals
from Consultant to City shall be addressed to City at:
Attn: Michael J. Sinacori, P.E.
Public Works Department
City of Newport Beach
3300 Newport Boulevard
Newport Beach, CA 92663
Phone: 949 - 644 -3342
Fax: 949 - 644 -3311
All notices, demands, requests or approvals from City to Consultant shall be
addressed to Consultant at:
Attn: Jean Suter Hill
URS, Corporation
2020 East First Street, Suite 400
Santa Ana, CA 92705
Phone: 714- 835 -6886
Fax: 714- 667 -7147
26. TERMINATION
In the event that either party fails or refuses to perform any of the provisions of this
Agreement at the time and in the manner required, that party shall be deemed in
default in the performance of this Agreement. If such default is not cured within a
period of two (2) calendar days, or if more than two (2) calendar days are
reasonably required to cure the default and the defaulting party fails to give
adequate assurance of due performance within two (2) calendar days after receipt
of written notice of default, specifying the nature of such default and the steps
necessary to cure such default, the non - defaulting party may terminate the
Agreement forthwith by giving to the defaulting party written notice thereof.
Notwithstanding the above provisions, City shall have the right, at its sole .
discretion and without cause, of terminating this Agreement at any time by giving
seven (7) calendar days prior written notice to Consultant. In the event of
11
termination under this Section, City shall pay Consultant for services satisfactorily
performed and costs incurred up to the effective date of termination for which
• Consultant has not been previously paid. On the effective date of termination,
Consultant shall deliver to City all reports, Documents and other information
developed or accumulated in the performance of this Agreement, whether in draft
or final form.
27. COMPLIANCE WITH ALL LAWS
Consultant shall at its own cost and expense comply with all statutes,
ordinances, regulations and requirements of all governmental entities, including
federal, state, county or municipal, whether now in force or hereinafter enacted.
In addition, all work prepared by Consultant shall conform to applicable City,
county, state and federal laws, rules, regulations and permit requirements and be
subject to approval of the Project Administrator and City.
28. WAIVER
A waiver by either party of any breach, of any term, covenant or condition
contained herein shall not be deemed to be a waiver of any subsequent breach
of the same or any other term, covenant or condition contained herein, whether
of the same or a different character.
29. INTEGRATED CONTRACT
• This Agreement represents the full and complete understanding of every kind or
nature whatsoever between the parties hereto, and all preliminary negotiations
and agreements of whatsoever kind or nature are merged herein. No verbal
agreement or implied covenant shall be held to vary the provisions herein.
30. CONFLICTS OR INCONSISTENCIES
In the event there are any conflicts or inconsistencies between this Agreement and
the Scope of Services or any other attachments attached hereto, the terms of this
Agreement shall govern.
31. AMENDMENTS
This Agreement may be modified or amended only by a written document executed
by both Consultant and City and approved as to form by the City Attorney.
32. SEVERABILITY
If any term or portion of this Agreement is held to be invalid, illegal, or otherwise
unenforceable by a court of competent jurisdiction, the remaining provisions of this
Agreement shall continue in full force and effect.
12
The laws of the State of California shall govern this Agreement and all matters •
relating to it and any action brought relating to this Agreement shall be adjudicated
in a court of competent jurisdiction in the County of Orange.
34. EQUAL OPPORTUNITY EMPLOYMENT
Consultant represents that it is an equal opportunity employer and it shall not
discriminate against any subcontractor, employee or applicant for employment
because of race, religion, color, national origin, handicap, ancestry, sex or age.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on
the day and year first written above.
APPROVED AS TO FORM:
City Attorney
for the City of Newport Beach
ATTEST:
CITY OF NEWPORT BEACH,
A Municipal Corporation
Tod W. Ridgeway, Mayor
for the City of Newport Beach
URS Corporation:
By:
LaVonne Harkless, Steve Pearson
City Clerk Senior Vice President
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
f : \usem\pbw\shared\agreements \fy 03- 04 \urs -bor floating cover.doc
13
Ll
0
January 30, 2004
Mr. Michael J. Sinacori, P.E.
Project Manager
Public Works Department
City of Newport Beach
3300 Newport Boulevard
P.O. Box 1768
Newport Beach, California 92658
SUBJECT: PROPOSAL TO PROVIDE FIELD OBSERVATION AND TESTING SERVICES
BIG CANYON RESERVOIR FLOATING COVER AND
DISINFECTION FACILITIES PROJECT
NEWPORT BEACH, CALIFORNIA
Dear Mr. Sinacori:
URS Corporation (URS) is pleased to have this opportunity to propose construction observation
and materials testing services as part of the City of Newport Beach's quality assurance program
• for the subject project. Specifically, use propose to provide the following services on an as-
needed basis:
• Engineering services to assist the City with the review of the contractor's submittals
Field technician(s) to observe subdrain construction observations and perform QA tests
on soils and asphalt
The following paragraphs describe our proposed scope of services in more detail.
ENGINEERING SERVICES
Over the past 4 years, URS' engineers have provided various services to the City relative to Big
Canyon Dam and Reservoir. Most recently, we designed a subdrain to control the groundwater
table under the existing porous asphalt lining while the cover construction work is proceeding in
the reservoir. The subdrain will be tied into the existing "East Underdrain" system at the
reservoir, and provide additional capacity to reduce pore water pressures under the lining during
future lowerings of the reservoir.
We propose to continue to make our principal engineer for the Big Canyon project, Ms. Sean Hill,
available to the City for as- needed construction -phase assistance in reviewing required contractor
submittals for the new subdrain, including, but not limited to, product data and material
certifications for conformance with the technical specifications, and the contractor's trench
excavation plan, possibly including an Excavation Safety Plan (possibly including shoring
design) for consistency with accepted safe practices.
EXHIBIT A
URS Corporation
2020 East Frst Street. Suite 400
Santa Ana, CA 92705
Tel: 714.835.6886
Fm 714.667.7147
EXHIBIT A
FFP_1 L9
Mr. Michael J. Sinacori, P.E.
City of Newport Beach
January 30, 2004
Page 2 of 3 •
Ms. Hill will also be responsible for scheduling technicians for construction -phase field
assignments as described in the following paragraphs, and preparation of a report at the end of
construction presenting our field observations and test results. Ms. Hill, a California- registered
civil engineer, will stamp and sign the construction report.
FIELD OBSERVATION AND TESTING SERVICES
Our proposed field observation and testing services includes the subdrain work designed by URS
as well as new pavement and base designed by others. Specifically, our field technician(s) will
provide the following services:
• Observation and documentation of the contractor's methods of trench excavation and
groundwater control including assistance to the City's survey crew in obtaining the as-
built line and grade of the trench invert, and verification of the minimum trench width.
• Testing of the proposed pipe bedding and backfill and the trench backfill materials prior
to use in construction for conformance with the technical specifications.
• Observation, testing and documentation of subdrain pipe - laying and backfill operations
for conformance with the technical specifications, particularly compaction requirements.
At least one field test will be made per material type per construction shift. We will
utilize the nuclear test gage for determining relative compaction, with daily quality
control checks using a sand cone apparatus.
• Assistance to the City's survey crew in obtaining the as -built line and grade of the •
subdrain pipe.
Observation, testing and documentation of the contractor's pavement construction for
conformance with the project specifications, including, but not limited to, testing of the
aggregate base gradation, measuring the asphalt temperature at placement, documenting
the base and pavement section thicknesses, and testing the in -place density of the asphalt.
Asphalt density testing will be performed using the nuclear test gage.
TERMS
URS proposes to perform the above - described construction -phase services on the time -and-
materials basis under the City's standard professional services agreement. Although we have not
reviewed the terms of a specific agreement, we note that we have not taken_ significant exception
to the City's terms in the past.
Without knowledge of the contractor's schedule, it is difficult to estimate the office and field
effort that will be required to complete the scope of work proposed herein. The following table
presents our unit rates and recommended initial budget allowance. Our rate for the field
technician is based on prevailing wage rates for "Field Soils and Material Tester" per the
California Labor Code. We have assumed 8 -hour days for the field technician.
J
trRs Mr. Michael J. Newport P.E.
u ��� City of Navpon BeacU
January 30, 2004
Page 3 of 3
Personnel Category
Unit Rate
Estimated
Recommended
Comments
Quantity
Initial Budget
.
PM /Principal (J. Hill)
$1601hr
40 hrs.
$6,400
Sr. Project/ Project
$1151hr
12 hrs.
$1,380
Significant effort not
Professional
anticipated; however,
occasional effort may
Sr. Staff/ Staff
$701hr
4 hrs.
$280
Professional
be required to assist
PM's review work.
Word Processor/
$551hr
4 hrs.
$220
Project Asst.
Field Technician
$900 1day
18 days
$16,200
Rate includes time,
vehicle, and all field
and laboratory testing
effort. Hourly rate:
$125/hr, 2 hrs min.
TOTAL
$24,480
URS looks forward to continuing work with the City on the Bid Canyon Reservoir project. If you
• have any questions or comments regarding this proposal, please do not hesitate to call Ms. Jean
Hill at 714 -648 -2756.
Very truly yours;
URS CORPORATION
Jean Suter Hill
Principal Engineer
EXHIBIT B
City of Newport Beach NO. BA- 031
BUDGET AMENDMENT
2003 -04
EFFECT ON BUDGETARY FUND BALANCE:
X Increase Revenue Estimates
X Increase Expenditure Appropriations AM
Transfer Budget Appropriations
SOURCE:
from existing budget appropriations
X from additional estimated revenues
X from unappropriated fund balance
EXPLANATION:
This budget amendment is requested to provide for the following:
AMOUNT: 51, 979, 887.00
0
Increase in Budgetary Fund Balance
X Decrease in Budgetary Fund Balance
No effect on Budgetary Fund Balance
To increase revenue estimates and expenditure appropriations related to the Big Canyon Reservoir Floating Cover and
Disinfection System.
ACCOUNTING ENTRY:
BUDGETARY FUND BALANCE
Fund Account Description
500 3785 Water Fund Infrastructure Reserve
REVENUE ESTIMATES (3601)
Signed
City Manager
Amount
Debit Credit
$1,962,587.00
•
$17,300.00
$1,979,887.00
Automatic
Date
2 ate
Signed:
City Council Approval: City Clerk Date
Fund /Division Account
Description
500 4841
Water Fund - EPA Grant
EXPENDITURE APPROPRIATIONS (3603)
Description
Division
Number 7503
Water Fund - Pumping & Operating
Account
Number C5500690
Big Canyon Reservoir Cover
Division
Number
Account
Number
Division
Number
Account
Number
Division
Number
Account
Number
Signed:
'��
24i�
Fina cjal Approval: Administrative
Services Director
Signed
City Manager
Amount
Debit Credit
$1,962,587.00
•
$17,300.00
$1,979,887.00
Automatic
Date
2 ate
Signed:
City Council Approval: City Clerk Date
City of Newport Beach NO. BA? 031
BUDGET AMENDMENT
2003 -04 AMOUNT: $1,s7s,sa7.00
EFFECT ON BUDGETARY FUND BALANCE:
X Increase Revenue Estimates Increase in Budgetary Fund Balance
X Increase Expenditure Appropriations AND �X Decrease in Budgetary Fund Balance
Transfer Budget Appropriations No effect on Budgetary Fund Balance
SOURCE:
from existing budget appropriations
X from additional estimated revenues
X from unappropriated fund balance
EXPLANATION:
This budget amendment is requested to provide for the following:
To increase revenue estimates and expenditure appropriations related to the Big Canyon Reservoir Floating Cover and
Disinfection Svstem.
ACCOUNTING ENTRY:
BUDGETARY FUND BALANCE
Fund Account Description
500 3785 Water Fund Infrastructure Reserve
REVENUE ESTIMATES (3601)
Fund /Division Account Description
500 4841 Water Fund - EPA Grant
EXPENDITURE APPROPRIATIONS (3603)
Division
Account
Division
Account
Division
Account
Division
Account
Signed:
Signed:
Signed:
Financial Approval: Administrative Services Director
Admit trative /pproval: City manager
City Council Approval: City Clerk
Amount
Debit Credit
$1,962,587.00
$17,300.00
Automatic
$1,979,887.00
Date
2 ate IZ
a��L�
Date
Description
Number
7503 Water Fund - Pumping & Operating
Number
C5500690 Big Canyon Reservoir Cover
Number
Number
Number
Number
Number
Number
Financial Approval: Administrative Services Director
Admit trative /pproval: City manager
City Council Approval: City Clerk
Amount
Debit Credit
$1,962,587.00
$17,300.00
Automatic
$1,979,887.00
Date
2 ate IZ
a��L�
Date