HomeMy WebLinkAbout12 - Corona del Mar Fire Station No. 5 and Library ReplacementTO:
FROM:
Cy19'L9]1
NEWPORT BEACH
City Council Staff Report
February 27, 2018
Agenda Item No. 12
HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
David A. Webb, Public Works Director - 949-644-3311,
dawebb@newportbeachca.gov
PREPARED BY: Mark Vukojevic, Deputy Public Works Director/City Engineer,
mvukojevic newportbeachca.gov
PHONE: 949-644-3319
TITLE: Corona del Mar Fire Station No. 5 and Library Replacement — Award
of Contract No. 8136-2 (17F12)
ABSTRACT:
Staff has received acceptable bids for the Corona del Mar Fire Station No. 5 and Library
Replacement project. City Council approval to award the contract to TELACU Construction
Management Inc. of Orange, California and approval of the supporting professional consultant
service agreements is requested.
RECOMMENDATION:
a) Find this project exempt from the California Environmental Quality Act (CEQA) pursuant
to Section 15302 (Replacement or Reconstruction) of the CEQA Guidelines. This
exemption covers the replacement or reconstruction of existing structures and facilities
where the new structure will be located on the same site as the structures replaced and
will have substantially the same purpose and capacity of the structure replaced;
b) Approve the project drawings and specifications;
c) Award Contract No. 8136-2 to TELACU Construction Management Inc. (TELACU) for the
total bid price of $6,724,186.00 and authorize the Mayor and City Clerk to execute the
contract;
d) Establish a contingency of $540,814.00 (approximately eight percent) to cover the cost of
unforeseen work not included in the original contract;
e) Approve a Professional Services Agreement with GKK Works Inc. at a not -to -exceed fee
of $256,000.00 for construction management, inspection and construction support
services, and authorize the Mayor and City Clerk to execute the Agreement;
f) Approve Amendment No. 1 to the current Professional Services Agreement with WLC
Architects Inc. for a not -to -exceed fee of $162,000.00 for additional design, bidding and
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Corona del Mar Fire Station No. 5 and Library Replacement — Award of Contract No. 8136-2
(17F12) February 27, 2018
Page 2
construction support services; and authorize the Mayor and City Clerk to execute the
Agreement;
g) Approve a Professional Services Agreement with GMU Geotechnical Inc., for a not -to -
exceed fee of $65,000 for construction related geotechnical, material testing and
inspection services, and authorize the City Manager to execute the Agreement; and
h) Approve Budget Amendment No. 18BA-027 appropriating $897,000.00 from the Facilities
Financial Plan unappropriated fund balance to Account No. 53201-980000-15F12 for the
Corona del Mar Fire Station No. 5 and Library Replacement project.
FUNDING REQUIREMENTS:
Upon approval of the proposed budget amendment, sufficient funding is available for the
award of these contracts. Project funding will be expensed from the following accounts:
Account Description Account Number Amount
Fire Station Fund 53201-980000-15F12 $ 7,436,000.00
Fire Station Fund 53201-980000-15F12 $ 897,000.00
Total: $ 8,333,000.00
Proposed project funding uses are as follows:
VAnrinr
TELACU Construction Mgmt
TELACU Construction Mgmt
GKK Works, Inc.
WLC Architects
GMU Geotechnical
Various
Various
Various
Various
Various
Various
Various
BACKGROUND:
Purpose
Amount
Construction Contract
$
6,724,186
Construction Contingency
$
540,814
Construction Management
$
256,000
Design & Construction Support
$
162,000
Testing/Inspecting/Geotech
$
65,000
Temporary Fire Station
$
300,000
Fire Communication System
$
135,000
Utilities Connections
$
55,000
Temp. Station Comm. System
$
40,000
Specialty Equipment/Service
$
25,000
Incidentals
$
20,000
Pre -construction Services
$
10,000
Total:
$
8,333,000
The Corona Del Mar Fire Station No. 5 and Branch Library were constructed separately more
than sixty years ago. Both have exceeded their service lives, requiring frequent repairs and
do not meet operational needs. In the 2014 Facility Maintenance Management Program
Report, both buildings received low Condition Index ratings and were identified for
replacement. Fire Station No. 5 is the only fire station where the crew operates from a
permanent single -wide trailer; this facility does not meet current codes.
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Corona del Mar Fire Station No. 5 and Library Replacement — Award of Contract No. 8136-2
(17F12) February 27, 2018
Page 3
The CdM Fire Station/Library replacement design focused on cost and land efficient layout
that would provide the most flexibility to meet programming needs. To achieve these
objectives, it was decided by the project team that a mixed-use facility with joined building
footprint and MEP (mechanical, electrical, plumbing) infrastructures, which would also provide
additional on-site public parking and landscaping, was the most desirable configuration. The
project team and Public Works staff prepared multiple conceptual designs for considerations
and worked with the affected departments, Library Board and the community, including
conducting extensive public outreach, seeking comments and suggestions. The general
design and layout was ultimately approved by community consensus and the Library Board
of Trustees. On November 24, 2015, City Council reviewed and approved the conceptual
design. The final contract documents are for a 10,314 SF combined Fire Station/Library
building, with the new Library having essentially the same floor space as the existing. The
design of the Library and Fire Station was also approved by the Library the Fire Departments.
CONSULTANT SERVICES DURING CONSTRUCTION
While the routine inspections and management of the construction work will be handled by
the Public Works and Building staff inspectors, the Public Works Department recommends
the use of a consultant to handle the formal day-to-day construction management (CM) of the
CdM Fire Station/Library work. In 2016, four firms specializing in CM services that have
completed previous CM work for the City were invited to propose on the CdM Fire
Station/Library CM work during the previous 2016 bid. Staff reviewed the two received
proposals and selected GKKworks (GKK) as the top team to meet the City's needs based on
their experience with Fire Stations and Community Buildings. During the current 2018 bidding
of the project, staff received an updated proposal from GKK confirming their firm and services
were still the best fit for the project.
GKK's scope of work includes pre and post construction services; project coordination; project
reporting; correspondence and document control; schedule management; cost and change
order management; construction observation and inspection; material testing and inspection
coordination and coordination with Building Inspectors. GKK's $256,000 CM proposal
approach, which includes a half-time construction manager and support personnel, is cost
effective and is reasonable for this project.
In addition to approving the construction contract with TELACU and GKK, a contract
amendment with the project's design consultant, WLC Architects is also necessary.
Additional scope and services were necessary as the project evolved and required many
additional items of work. Originally planned as a 2,500 square foot area, the Library area
increased to mirror the existing footprint size and became the community focus of the project.
In addition, a parcel map not originally envisioned with the project, is required to consolidate
the lots prior to the completion of the project. Also, additional efforts were needed during the
repackaging and rebidding of the project. The project Architect also plays a vital role to
support the construction team during construction. In addition to site visits and inspections,
they will attend construction meetings, and provide construction support services in their
review and approval of shop drawings, submittals, requests for information/clarification and
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Corona del Mar Fire Station No. 5 and Library Replacement — Award of Contract No. 8136-2
(17F12) February 27, 2018
Page 4
proposal requests. WLC's $162,000 amendment for these additional services including
construction support is cost effective and reasonable for this project.
Similarly, in 2016, Public Works invited five companies to propose for the special materials
testing and special inspections required for both the Station 6 Apparatus Bay project and the
CdM Fire Station/Library Work. Staff received and reviewed four proposals and selected
GMU Geotechnical, Inc. (GMU) as the top team to meet the City's needs based on their
experience and proposal recommendations. During the current 2018 bidding of the project,
staff received an updated proposal from GMU confirming their services for the project. GMU's
$65,000 testing and inspection proposal is cost effective and reasonable for this project.
The identified temporary fire station, relocation needs, specialty equipment, and specialty
communications systems are all being administered through separate small contracts and
agreements.
DISCUSSION:
On February 8, 2018, at 2 p.m the City Clerk opened and read the following electronic bids
for this project:
1:319717:7
Low TELACU Construction Management
2 Metro Builders & Engineers Group, Ltd.
3 Saifco Construction Company
4 Act 1 Construction, Inc.
5 California Averland Construction, Inc.
6 Woodcliff Corporation
7 Dalke & Sons Construction, Inc.
8 RAL Investment Corp dba Silverstrand Construction
9 Keystone Builders Inc.
10 USS Cal Builders Inc.
11 R.C. Construction Services Inc.
12 R.I.C. Construction Co., Inc.
13 Monet Construction, Inc.
14 Morillo Construction Inc.
15 Horizons Construction Company Int'I Inc.
16 Tobo Construction Inc.
TOTAL BID AMOUNT
$ 6,724,186.00
$ 6,794,333.00
$ 6,995,000.00
$ 6,999,200.00
$ 7,000,000.00
$ 7,272,000.00
$ 7,282,230.00
$ 7,316,374.00
$ 7,424,000.00
$ 7,638,000.00
$ 7,649,000.00
$ 7,744,525.00
$ 7,763,000.00
$ 7,953,000.00
$ 8,214,000.00
$ 9,937,500.00
The bid amount submitted by TELACU is six percent below the Engineer's Estimate of
$7,350,000 and is less than the low bid from December 2016. TELACU possesses a
California State General Building "B" Contractors License, as required by the project
specifications, and has satisfactorily completed facility projects for other local agencies.
Pursuant to the contract specifications, TELACU is allotted 420 Calendar days to complete
the work. Liquidated damages in the amount of $2,500.00 per calendar day will be assessed
in case of tardy completion. Relocation of the Fire Station into temporary quarters at the
Oasis Auxiliary Parking Lot is currently underway. The Branch Library will temporarily close
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Corona del Mar Fire Station No. 5 and Library Replacement — Award of Contract No. 8136-2
(17F12) February 27, 2018
Page 5
in late March or early April for the duration of the project construction. Construction of the
new CdM Fire Station/Library complex is expected to begin in April 2018 and take 14 months
to complete.
ENVIRONMENTAL REVIEW:
Staff recommends the City Council find this project exempt from the California Environmental
Quality Act (CEQA) pursuant to Section 15302 (Replacement or Reconstruction) of the CEQA
Guidelines. This exemption covers the replacement or reconstruction of existing structures
and facilities where the new structure will be located on the same site as the structure replaced
and will have substantially the same purpose and capacity of the structure replaced;
NOTICING:
The agenda item has been noticed according to the Brown Act (72 hours in advance of the
meeting at which the City Council considers the Item).
ATTACHMENTS:
Attachment A — Location Map
Attachment B — Budget Amendment
Attachment C — Professional Service Agreement with GKK
Attachment D — Professional Service Agreement with WLC
Attachment E — Professional Service Agreement with GMU
12-5
FIRE STATION NO.5 / LIBRARY REPLACEMENT
LOCATION MAP
ATTACHMENT A
Not To Scale Project Limits
CITY OF NEWPORT BEACH
PUBLIC WORKS DEPARTMENT
C-8136-2 1 02/27/18
92-6
ATTACHMENT B
City of Newport Beach
BUDGET AMENDMENT
2017-18
EFFECT ON BUDGETARY FUND BALANCE:
Increase Revenue Estimates
X Increase Expenditure Appropriations AND
Transfer Budget Appropriations
SOURCE:
from existing budget appropriations
from additional estimated revenues
X from unappropriated fund balance
EXPLANATION:
NO. BA- 18BA-027
AMOUNT: 1 $897,000.00
This budget amendment is requested to provide for the following:
To increase expenditure appropriations from the Facilities Financial Planning Fund for the CdM Fire Station No.5/Library
Replacement Project.
ACCOUNTING ENTRY:
BUDGETARY FUND BALANCE
Fund
Object
Increase in Budgetary Fund Balance
X
REVENUE ESTIMATES
Decrease in Budgetary Fund Balance
Org
Object
No effect on Budgetary Fund Balance
ONE-TIME?
B
Yes
No
This budget amendment is requested to provide for the following:
To increase expenditure appropriations from the Facilities Financial Planning Fund for the CdM Fire Station No.5/Library
Replacement Project.
ACCOUNTING ENTRY:
BUDGETARY FUND BALANCE
Fund
Object
513
300000
REVENUE ESTIMATES
Org
Object
53299
691513
EXPENDITURE APPROPRIATIONS
Description
Facilities Fin Planning Fund - Fund Balance
Description
Fire Station Fund - Transfer In from FFP
Description
Org/Object 51399 991532 Facilities Fin Planning -Transfer Out to Fire Sta
Org/Object 53201 980000 Fire Station Fund CIP
15F12 -Construct -532 -Unassigned
Org/Object
Org/Object
Signed: tA
Signed
Signed
Amount
Debit Credit
$897,000.00
$897,000.00
$897,000.00
$897,000.00
® `� ' Automatic System Entr
Financial Approval: Finance
Administr�t Approval: City Ma'14aNr
City Council Approval: City Clerk
Date
Date
Date 12-7
ATTACHMENT C
PROFESSIONAL SERVICES AGREEMENT
WITH GKK WORKS FOR CONSTRUCTION MANAGEMENT SERVICES FOR THE
CORONA DEL MAR FIRE STATION NO. 5 AND BRANCH LIBRARY
REPLACEMENT PROJECT
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and
entered into as of this 27th day of February, 2018 ("Effective Date"), by and between the
CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"),
and GKK WORKS, a California corporation ("Consultant"), whose address is 2355 Main
Street, Suite 220, Irvine, California 92614, 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 desires to engage Consultant to provide technical and administrative
construction management services for the Corona del Mar Fire Station No. 5 and
branch library replacement project ("Project").
C. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the professional services described in this Agreement.
D. 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 Effective Date, and shall
terminate on June 30, 2021, 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 ("Services"
or "Work"). City may elect to delete certain Services within the Scope of Services at its
sole discretion.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this Agreement
and Consultant shall perform the Services in accordance with the schedule included in
12-8
Exhibit A. In the absence of a specific schedule, the Services shall be performed to
completion in a diligent and timely manner. The failure by Consultant to strictly adhere to
the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely
manner may result in termination of this Agreement by City.
3.2 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 Project, each party hereby agrees
to provide notice within two (2) calendar days of the occurrence causing the delay to the
other party so that all delays can be addressed.
3.3 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein 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.
3.4 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the circumstances, by
hand -delivery or mail.
4. COMPENSATION TO CONSULTANT
4.1 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. City shall pay
to Contractor and Contractor accepts as full payment the sum of Two Hundred Thirty
Three Thousand Two Hundred Forty Four Dollars and 001100 ($233,244.00).
Additionally, the City has allocated a contingency amount of Twenty Two Thousand
Seven Hundred Fifty Six Dollars and 001100 ($22,756.00) for unexpected costs, for a
total not to exceed amount of Two Hundred Fifty Six Thousand Dollars and 001100
($256,000.00). No portion of the contingency shall be expended without prior written
approval of City's Project Administrator.
4.2 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) calendar
days after approval of the monthly invoice by City staff.
4.3 City shall reimburse Consultant only for those costs or expenses specifically
identified in Exhibit B to this Agreement or specifically approved in writing in advance by
City.
4.4 Consultant shall not receive any compensation for Extra Work performed
without the prior written authorization of City. As used herein, "Extra Work" means any
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Work that is determined by City to be necessary for the proper completion of the Project,
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
5.1 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 J. Brandon Dekker 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 to the Project
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.
5.2 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 furnish the necessary personnel to complete
the Project on a timely basis as contemplated by this Agreement.
5.3 If Consultant is performing inspection services for City, the Project Manager
and any other assigned staff shall be equipped with a cellular phone to communicate with
City staff. The Project Manager's cellular phone number shall be provided to City.
6. ADMINISTRATION
This Agreement will be administered by the Public Works Department. City's
Public Works Director or designee shall be the Project Administrator and shall have the
authority to act for City under this Agreement. The Project Administrator shall represent
City in all matters pertaining to the Services to be rendered pursuant to this Agreement.
7. CITY'S RESPONSIBILITIES
To assist Consultant in the execution of its responsibilities under this Agreement,
City agrees to 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.
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
and with the ordinary degree of skill and care that would be used by other reasonably
competent practitioners of the same discipline under similar circumstances. All Services
shall be performed by qualified and experienced personnel who are not employed by City.
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By delivery of completed Work, Consultant certifies that the Work conforms to the
requirements of this Agreement, all applicable federal, state and local laws, and legally
recognized professional standards.
8.2 Consultant represents and warrants to City that it has, shall obtain, and shall
keep in full force and effect during the term hereof, at its sole cost and expense, all
licenses, permits, qualifications, insurance and approvals of whatsoever nature that is
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, 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.
9. HOLD HARMLESS
9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers 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,
attorneys' 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 breach of the terms and conditions of this Agreement, any
Work performed or Services provided under this Agreement including, without limitation,
defects in workmanship or materials or Consultant's presence or activities conducted on
the Project (including the negligent, reckless, 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).
9.2 Notwithstanding the foregoing, nothing herein shall be construed to require
Consultant to indemnify the Indemnified Parties from any Claim arising from the sole
negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall
be construed as authorizing any award of attorneys' 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 Consultant.
10. INDEPENDENT CONTRACTOR
10.1 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
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limited by statute, rule or regulation and the expressed terms of this Agreement. No civil
service status or other right of employment shall accrue to Consultant or its employees.
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 of the Work 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.
10.2 Consultant agrees and acknowledges that no individual performing
Services or Work pursuant to this Agreement shall: work full-time for more than six (6)
months; work regular part-time service of at least an average of twenty (20) hours per
week for one year or longer; work nine hundred sixty (960) hours in any fiscal year; or
already be a CalPERS member.
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 on the Project.
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.
iK�:JZ1*1CJV=M_'t
Consultant is responsible for keeping the Project Administrator 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 or for other periods as specified in this Agreement, policies of insurance
of the type, amounts, terms and conditions described in the Insurance Requirements
attached hereto as Exhibit C, and incorporated herein by reference.
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
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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 co -tenancy, 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 subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A. Consultant shall be fully responsible to City for all acts and
omissions of any subcontractor. Nothing in this Agreement shall create any contractual
relationship between City and any subcontractor nor shall it create any obligation on the
part of City to pay or to see to the payment of any monies due to any such subcontractor
other than as otherwise required by law. City is an intended beneficiary of any Work
performed by the subcontractor for purposes of establishing a duty of care between the
subcontractor and City. Except as specifically authorized herein, the Services to be
provided under this Agreement shall not be otherwise assigned, transferred, contracted
or subcontracted out without the prior written approval of City.
17. OWNERSHIP OF DOCUMENTS
17.1 Each and every report, draft, map, record, plan, document and other writing
produced, including but not limited to, websites, blogs, social media accounts and
applications (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. Additionally, all material posted in cyberspace 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, including all logins
and password information to City upon prior written request.
17.2 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.
17.3 All written documents shall be transmitted to City in formats compatible with
Microsoft Office and/or viewable with Adobe Acrobat.
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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 expressly authorizes in writing the release of information.
19. INTELLECTUAL PROPERTY INDEMNITY
Consultant shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement or alleged
infringement of any United States' letters patent, trademark, or copyright, including costs,
contained in Consultant's Documents provided under this Agreement.
20. RECORDS
Consultant shall keep records and invoices in connection with the Services 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 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 Section is intended to limit City's rights under the law or any
other sections of this Agreement.
GKK Works Page 7
12-14
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
24.1 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.
24.2 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
25.1 All notices, demands, requests or approvals, including any change in
mailing address, to be given under the terms of this Agreement shall be given in writing,
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.
25.2 All notices, demands, requests or approvals from Consultant to City shall
be addressed to City at-
Attn: Public Works Director
Public Works Department
City of Newport Beach
100 Civic Center Drive
PO Box 1768
Newport Beach, CA 92658
25.3 All notices, demands, requests or approvals from City to Consultant shall
be addressed to Consultant at:
Attn: J. Brandon Dekker
GKK Works
2355 Main Street, Suite 220
Irvine, CA 92614
26. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under this Agreement, Consultant shall submit to City, in writing,
all claims for compensation under or arising out of this Agreement. Consultant's
GKK Works Page 8
12-15
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
identified by Consultant in writing as unsettled at the time of its final request for payment.
Consultant and City expressly agree that in addition to any claims filing requirements set
forth in the Agreement, Consultant shall be required to file any claim Consultant may have
against City in strict conformance with the Government Claims Act (Government Code
sections 900 et seq.).
27. TERMINATION
27.1 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, and
thereafter diligently take steps to cure the default, the non -defaulting party may terminate
the Agreement forthwith by giving to the defaulting party written notice thereof.
27.2 Notwithstanding the above provisions, City shall have the right, at its sole
and absolute discretion and without cause, of terminating this Agreement at any time by
giving no less than 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.
28. PREVAILING WAGES
If any of the Work contemplated under the Agreement is considered a "public
work", pursuant to the applicable provisions of the Labor Code of the State of California,
including but not limited to Section 1720 et seq., not less than the general prevailing rate
of per diem wages including legal holidays and overtime Work for each craft or type of
workman shall be paid to all workmen employed on such. In accordance with the
California Labor Code (Sections 1770 et seq.), the Director of Industrial Relations has
ascertained the general prevailing rate of per diem wages in the locality in which the Work
is to be performed for each craft, classification, or type of workman or mechanic needed
to execute the Agreement. A copy of said determination is available by calling the
prevailing wage hotline number (415) 703-4774, and requesting one from the Department
of Industrial Relations. The Contractor is required to obtain the wage determinations from
the Department of Industrial Relations and post at the job site the prevailing rate or per
diem wages. It shall be the obligation of the Contractor or any subcontractor under
him/her to comply with all State of California labor laws, rules and regulations and the
parties agree that the City shall not be liable for any violation thereof.
GKK Works Page 9
12-16
29. STANDARD PROVISIONS
29.1 Recitals. City and Consultant acknowledge that the above Recitals are true
and correct and are hereby incorporated by reference into this Agreement.
29.2 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.
29.3 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.
29.4 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.
29.5 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.
29.6 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
29.7 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.
29.8 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.
29.9 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, State of California.
29.10 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 race, religious creed, color, national origin,
GKK Works Page 10
12-17
ancestry, physical handicap, medical condition, marital status, sex, sexual orientation,
age or any other impermissible basis under law.
29.11 No Attorneys' Fees. In the event of any dispute or legal action arising under
this Agreement, the prevailing party shall not be entitled to attorneys' fees.
29.12 Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
GKK Works Page 11
12-18
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: ZJr,rl 16
i r
r
By:
Aaron C. Harp �"`"' ''-. LS
City Attorney
ATTEST:
Date:
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Marshall "Duffy' Duffield
Mayor
CONSULTANT: GKK Works, a California
corporation
Date:
By:
Leilani 1. Brown Mike Helton
City Clerk Senior Vice President
Date:
Bv:
Sam Porter
Chief Financial Officer
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C -- Insurance Requirements
GKK Works Page 12
12-19
EXHIBIT A
SCOPE OF SERVICES
CONSTRUCTION MANAGEMENT SERVICES - CORONA DEL MAR FIRE STATION NO.5 & BRANCH LIBRARY
REPLACEMENT PROJECT
Construction Manager: Gary Bolin
GENERAL
Consultant shall provide comprehensive services to ensure that the City's needs are
met in delivering a timely, cost effective, and high quality project. The overall scope of
work for the project includes the following general tasks and responsibilities:
• Provide onsite administration, observation, and management services to
coordinate and oversee all activities related to the construction of the project;
• Maintain close communications with the Project Administrator;
• Review, monitor, and manage the contractor's schedule, quality of work, and costs;
• Observe the work and prepare reports ;
• Maintain an awareness of safety requirements and enforce applicable contract
provisions for the protection of the public and site personnel;
• Maintain job records on site and electronically; and
• Evaluate cost reduction incentive proposals and provide recommendations for
acceptance or denial.
PROJECT KICKOFF
The initial scope of services shall start prior to construction and entail the following:
• Organize and facilitate the pre -construction kickoff meeting with the contractor,
City, Consultant, and other relevant parties;
• Organize and facilitate the pre -grading meeting with the contractor, grading
subcontractor, City inspector, and geotechnical consultant providing the soil
inspections and testing;
• Review the contractor's baseline construction schedule for approval. Consultant
shall thoroughly review and evaluate the schedule to confirm that it is reliable,
realistic, and accurate; fits within the allowable working days for the project and
has logical critical path sequencing and tasks;
• Develop a submittal procurement log; and
• Study and review the contract documents.
GKK Works Page A-1 12-20
CONSTRUCTION SERVICES
The Services during construction shall include the following areas:
Project Coordination, Correspondence, and Project Reporting
Consultant shall conduct regular project meetings to ensure the contractor, architect,
and Consultant are meeting their commitments.
Consultant shall:
• Serve as the City's point of contact for all correspondence to and from the
contractor, architect, City's consultants, and other agencies, including utility
companies;
• Copy the Project Administrator on RFIs and engage the Project Administrator
when City input is appropriate related to RFIs and submittals;
• Prepare daily inspection reports and document the work with progress photos;
• Conduct weekly construction meetings; prepare and distribute the meeting
minutes to all relevant parties;
• Arrange and/or attend any other necessary meetings as required; and
• Maintain communication with the Project Administrator, providing daily notification
of any significant items of concern, bi-weekly status reports, and monthly progress
reports that include a schedule update, budget update, and discussion regarding
significant issues and concerns.
SCHEDULE MANAGEMENT
Consultant shall ensure that the contractor has established a realistic and accurate
baseline construction schedule and a thorough submittal procurement log to track the
submittals and procurement of materials. Once the schedule and submittal log are
developed, the following services will be provided to ensure management of the schedule:
Continuously observe the progress of work in place and monitor the schedule,
identifying items that may be impacting the critical path schedule.
Review three week look ahead schedules on a weekly basis at the construction
meetings; and
Review master schedule updates on a monthly basis to ensure they stay on track
in achieving milestones and maintaining the critical path schedule.
Consultant shall coordinate with the contractor to encourage proactive measures to
avoid delays before they occur, and Consultant shall tightly manage the submittal process
to ensure the contractor orders long lead items for in -time delivery to the site.
Should items arise that negatively affect the construction schedule, Consultant shall
work closely with the contractor to ensure that any detrimental impacts can be reduced
or eliminated. Consultant shall assist the Contractor in anticipating and solving scheduling
issues as well effectively disputing potential claims for delay by the contractor. Consultant
shall closely monitor contractor's schedule, so issues can be dealt with quickly.
GKK Works Page A-2 12-21
MANAGEMENT OF SUBMITTALS AND REQUESTS FOR INFORMATION (RFIS)
• Prior to the start of construction, Consultant shall prepare a procurement submittal
log based on the requirements in the specifications. Consultant shall ask the
contractor to prepare a schedule for submission of the submittals in this log so the
design review team can plan accordingly, and shall track progress to verify that all
items are being submitted and procured in a timely manner. Proactively tracking
the procurement submittal log will minimize delays from occurring.
• Consultant shall receive, stamp, log, review, and distribute the submittals to and
from the architect, contractor, and other parties as needed. Consultant shall
carefully review each submittal for compliance and coordination with the contract
documents. For any submittal that may warrant input or confirmation from the City,
Consultant shall coordinate the distribution to and from the Project Administrator.
• Consultant shall receive, process, and monitor RFIs from the contractor and
prepare timely responses.
• Consultant shall coordinate design related RFIs with the architect and other
consultants and proactively assist in recommending solutions in order to expedite
resolution.
• Consultant shall coordinate with the Contractor to resolve issues in the field.
COST CONTROL AND CHANGE ORDER MANAGEMENT
Controlling cost during construction is essential to a successful project. Consultant
shall develop tracking logs and reporting forms necessary for this Project.
Consultant Shall:
• Establish a cost control report for tracking and measuring project costs;
• Create a change order requests log and provide weekly updates;
• Review and recommend acceptance, denial, or revisions to contract change order
requests;
• Forecast and track potential changes that impact contingencies whether these are
desired owner changes or results of unforeseen conditions; and
• Review and approve monthly progress payment requests from the Contractor
checking for accuracy and comparing it to the actual work in place and materials
stored, negotiate adjustments to payment requests, and coordinate processing of
payment requests with the Project Administrator. As part of the monthly review of
the payment requests, Consultant shall also review as -built drawing updates with
the contractor.
DOCUMENT CONTROL
• Consultant shall assist the City in establishing project procedures and a document
control system to manage and store project related information electronically as
well as copies at the job site where necessary and desired.
• Consultant shall maintain all necessary documentation, record keeping, and
reporting documents.
GKK Works Page A-3 12.22
• Web -based tools can be utilized to store and process project information and
provide real-time access of information to all parties. Submittals and RFls can be
uploaded, reviewed, responded, and downloaded by all relevant parties.
• Consultant shall coordinate with the contractor to ensure a complete set of current
construction documents is maintained at all times, both in the field and
electronically, incorporating changes to drawings and RFI responses. This ensures
all contractors are working from the most current, correct information and
eliminates mistakes and errors.
CONSTRUCTION OBSERVATION/ INSPECTION SERVICES
• Provide inspection of the work on an ongoing basis to ensure the work adheres to
the contract documents.
• Identify any issues in the field; provide notification to the contractor, architect, and
Project Administrator; and coordinate with contractor to address the issue.
• Consultant shall request that the contractor conduct pre -installation conferences
with their subcontractors to ensure compliance with the design intent, as well as
complete coordination with the assigned inspector. Thorough review of submittals
and materials/ equipment delivered to the site will be performed to ensure the
contractor is providing specified material and equipment.
MATERIALS TESTING AND INSPECTION COORDINATION
Consultant shall coordinate with third party consultants and inspection and testing
firms. Consultant's efforts shall include:
• Coordinating with the materials testing and special inspection firm as well as the
geotechnical firm providing soil inspections and testing, ensuring testing and
inspections are being provided when needed and that they are being scheduled in
an efficient manner to manage the inspection costs;
• Ensuring the rough grade report and pad certification are achieved;
• Reviewing testing and inspection reports,
• Reviewing and approving invoices, if desired by the City; and
• Assisting the City with inspection services, if desired by the City, including,
preparing RFPs, reviewing proposals, and making final recommendations.
POST -CONSTRUCTION SERVICES
Consultant shall coordinate and supervise the contractor's obligation to provide as -
built documents. Review of as -built updates will be part of the review process of the
Contractor's monthly pay request.
As part of the closeout, Consultant shall:
• Compile the punch list and coordinate with the contractor for completion of the
punch list items. Consultant shall incorporate punch list items from the architect
and consultants, along with items from the City, to create one comprehensive list;
• Coordinate with the contractor and City to ensure the contractor provides proper
training of City staff;
GKK Works Page A-4 12-23
• Create a closeout log to identify and track receipt of all closeout requirements
including: operation and maintenance manuals, warranties, as -built plans and
record drawings, attic stock, certifications, tests, and reports, and financial items;
• Coordinate with the contractor to ensure completion and receipt of post -
construction surveys and tests and AQMD Operating Permit;
• Coordinate with contractor and design consultants to deliver and verify as -built
plans and final record drawings;
• Manage substantial and final completion processes and final payment; and
• Consultant recommends conducting a 300 -day walk after completion of the project
that identifies any potential issues prior to the end of the 1 -year warranty period.
Consultant shall compile a list of any warranty items and distribute that list to the
contractor and track completion of the items.
GKK Works Page A-5 12-24
EXHIBIT B
SCHEDULE OF BILLING RATES
HOURLY RATE SCHEDULE FOR CONSTRUCTION MANAGEMENT SERVICES
FOR THE
CORONA DEL MAR FIRE STATION NO. 5 AND BRANCH LIBRARY REPLACEMENT PROJECT
Project Manager
Construction Manager
Superintendent $165
Estimator
Scheduler
Senior Project Engineer $125
Assistant Project Manager $115
Project Engineer $105
Document Control Specialist
$95
Administrative
Intern $50
CeamylJLIVT
Page B-1
12-25
EXHIBIT C
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
1. Provision of 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, policies of insurance of the
type and amounts described below and in a form satisfactory to City. Consultant
agrees to provide insurance in accordance with requirements set forth here. If
Consultant uses existing coverage to comply and that coverage does not meet
these requirements, Consultant agrees to amend, supplement or endorse the
existing coverage.
2. 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.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Consultant shall maintain Workers'
Compensation Insurance, statutory limits, and Employer's Liability
Insurance with limits of at least one million dollars ($1,000,000) each
accident for bodily injury by accident and each employee for bodily injury by
disease in accordance with the laws of the State of California, Section 3700
of the Labor Code.
Consultant shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its City Council, boards
and commissions, officers, agents, volunteers and employees.
B. General Liability Insurance. Consultant shall maintain commercial general
liability insurance, and if necessary umbrella liability insurance, with
coverage at least as broad as provided by Insurance Services Office form
CG 00 01, in an amount not less than one million dollars ($1,000,000) per
occurrence, two million dollars ($2,000,000) general aggregate. The policy
shall cover liability arising from premises, operations, personal and
advertising injury, and liability assumed under an insured contract (including
the tort liability of another assumed in a business contract).
C. Automobile Liability Insurance. Consultant shall maintain automobile
insurance at least as broad as Insurance Services Office form CA 00 01
covering bodily injury and property damage for all activities of 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 each accident.
GKK Works Page C-1 12-26
D. Professional Liability (Errors & Omissions) Insurance. Consultant shall
maintain professional liability insurance that covers the Services to be
performed in connection with this Agreement, in the minimum amount of
one million dollars ($1,000,000) per claim and two million dollars
($2,000,000) in the aggregate. Any policy inception date, continuity date,
or retroactive date must be before the Effective Date of this Agreement and
Consultant agrees to maintain continuous coverage through a period no
less than three years after completion of the Services required by this
Agreement.
4. Other Insurance Requirements. The policies are to contain, or be endorsed to
contain, the following provisions:
A. Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this Agreement shall be endorsed to waive subrogation against
City, its City Council, boards and commissions, officers, agents, volunteers
and employees or shall specifically allow Consultant or others providing
insurance evidence in compliance with these requirements to waive their
right of recovery prior to a loss. Consultant hereby waives its own right of
recovery against City, and shall require similar written express waivers from
each of its subconsultants.
B. Additional Insured Status. All liability policies including general liability,
excess liability, pollution liability, and automobile liability, if required, but not
including professional liability, shall provide or be endorsed to provide that
City, its City Council, boards and commissions, officers, agents, volunteers
and employees shall be included as insureds under such policies.
C. Primary and Non Contributory. All liability coverage shall apply on a primary
basis and shall not require contribution from any insurance or self-insurance
maintained by City.
D. Notice of Cancellation. All policies shall provide City with thirty (30)
calendar days' notice of cancellation (except for nonpayment for which ten
(10) calendar days' notice is required) or nonrenewal of coverage for each
required coverage.
5. Additional Agreements Between the Parties. The parties hereby agree to the
following:
A. Evidence of Insurance. Consultant shall provide certificates of insurance to
City as evidence of the insurance coverage required herein, along with a
waiver of subrogation endorsement for workers' compensation and other
endorsements as specified herein for each coverage. Insurance certificates
and endorsement must be approved by City's Risk Manager prior to
commencement of performance. Current certification of insurance shall be
kept on file with City at all times during the term of this Agreement. City
reserves the right to require complete, certified copies of all required
insurance policies, at any time.
GKK Works Page C-2 12-27
B. City's Right to Revise Requirements. City reserves the right at any time
during the term of the Agreement to change the amounts and types of
insurance required by giving Consultant sixty (60) calendar days' advance
written notice of such change. If such change results in substantial
additional cost to Consultant, City and Consultant may renegotiate
Consultant's compensation.
C. Enforcement of Agreement Provisions. Consultant acknowledges and
agrees that any actual or alleged failure on the part of City to inform
Consultant of non-compliance with any requirement imposes no additional
obligations on City nor does it waive any rights hereunder.
D. Requirements not Limiting. Requirements of specific coverage features or
limits contained in this Section are not intended as a limitation on coverage,
limits or other requirements, or a waiver of any coverage normally provided
by any insurance. Specific reference to a given coverage feature is for
purposes of clarification only as it pertains to a given issue and is not
intended by any party or insured to be all inclusive, or to the exclusion of
other coverage, or a waiver of any type. If the Consultant maintains higher
limits than the minimums shown above, the City requires and shall be
entitled to coverage for higher limits maintained by the Consultant. Any
available insurance proceeds in excess of the specified minimum limits of
insurance and coverage shall be available to the City.
E. Self-insured Retentions. Any self-insured retentions must be declared to
and approved by City. City reserves the right to require that self-insured
retentions be eliminated, lowered, or replaced by a deductible. Self-
insurance will not be considered to comply with these requirements unless
approved by City.
F. City Remedies for Non -Compliance. If Consultant or any subconsultant fails
to provide and maintain insurance as required herein, then City shall have
the right but not the obligation, to purchase such insurance, to terminate this
Agreement, or to suspend Consultant's right to proceed until proper
evidence of insurance is provided. Any amounts paid by City shall, at City's
sole option, be deducted from amounts payable to Consultant or reimbursed
by Consultant upon demand.
G. Timely Notice of Claims. Consultant shall give City prompt and timely notice
of claims made or suits instituted that arise out of or result from Consultant's
performance under this Agreement, and that involve or may involve
coverage under any of the required liability policies. City assumes no
obligation or liability by such notice, but has the right (but not the duty) to
monitor the handling of any such claim or claims if they are likely to involve
City.
H. Consultant's 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.
GKK Works Page C-3 12.28
ATTACHMENT D
AMENDMENT NO. ONE TO
PROFESSIONAL SERVICES AGREEMENT
WITH WOLF F/LANG/CHRISTOPHER ARCHITECTS, INC. DBA WLC
ARCHITECTS, INC. FOR
CORONA DEL MAR FIRE STATION NO. 5/LIBRARY REPLACEMENT DESIGN
SERVICES
THIS AMENDMENT NO. ONE TO PROFESSIONAL SERVICES AGREEMENT
("Amendment No. One") is made and entered into as of this 27th day of February, 2018
("Effective Date"), by and between the CITY OF NEWPORT BEACH, a California
municipal corporation and charter city ("City"), and WOLFF/LANG/CHRISTOPHER
ARCHITECTS, INC. DBA WLC ARCHITECTS, INC., a California corporation
("Consultant"), whose address is 8163 Rochester Avenue, Suite 100, Rancho
Cucamonga, California 91730, and is made with reference to the following:
RECITALS
A. On March 10, 2015, City and Consultant entered into a Professional Services
Agreement ("Agreement") wherein Consultant agreed to provide professional
design services for the Corona Del Mar Fire Station No. 5/1-ibrary Replacement
Project ("Project").
B. The parties desire to enter into this Amendment No. One to reflect additional
Services not included in the Agreement, to extend the term of the Agreement to
June 30, 2021, and to increase the total compensation.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. TERM
Section 1 of the Agreement is amended in its entirety and replaced with the
following: "The term of this Agreement shall commence on the Effective Date, and shall
terminate on June 30, 2021, unless terminated earlier as set forth herein."
2. SERVICES TO BE PERFORMED
Exhibit A to the Agreement shall be supplemented to include the Scope of
Services, attached hereto as Exhibit A and incorporated herein by reference ("Services"
or "Work"). Exhibit A to the Agreement, and Exhibit A to this Amendment No. One shall
collectively be known as "Exhibit A." The City may elect to delete certain Services within
the Scope of Services at its sole discretion.
3. COMPENSATION TO CONSULTANT
Exhibit B to the Agreement shall be supplemented to include the Schedule of
Billing Rates/Fees, attached hereto as Exhibit B and incorporated herein by reference
12-29
("Services" or "Work"). Exhibit B to the Agreement, and Exhibit B to this Amendment No.
One shall collectively be known as "Exhibit B."
Section 4.1 of the Agreement is amended in its entirety and replaced with the
following: "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. Consultant's
compensation for all Work performed in accordance with this Agreement, including all
reimbursable items and subconsultant fees, shall not exceed Six Hundred Fourteen
Thousand Seven Hundred Dollars and 00/100 ($614,700.00), without prior written
authorization from City. No billing rate changes shall be made during the term of this
Agreement without the prior written approval of City."
The total amended compensation reflects Consultant's additional compensation
for additional Services to be performed in accordance with this Amendment No. One,
including all reimbursable items and subconsultant fees, in an amount not to exceed One
Hundred Sixty Two Thousand Dollars and 00/100 ($162,000.00).
4. INTEGRATED CONTRACT
Except as expressly modified herein, all other provisions, terms, and covenants
set forth in the Agreement shall remain unchanged and shall be in full force and effect.
[SIGNATURES ON NEXT PAGE]
Wolff/Lang/Christopher Architects, Inc. DBA WLC Architects, Inc. Page 2
12-30
IN WITNESS WHEREOF, the parties have caused this Amendment No. One to be
executed on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY' OFFICE
Date:
By:
Aaron C. Harp 'h" J.•k6.(f
City Attorney
ATTEST:
Date:
Leilani i. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
SO
Marshall "Duffy" Duffield
Mayor
CONSULTANT: Wolff/Lang/Christopher
Architects, Inc. DBA WLC Architects, Inc.,
a California corporation
Date:
By:
Kelley Needham
Vice President
Date:
:
George Weins
Chief Financial Officer
[END OF SIGNATURES]
Attachments: Exhibit A - Scope of Services
Exhibit B - Schedule of Billing Rates/Fees
Wolff/Lang/Christopher Architects, Inc. DBA WLC Architects, Inc. Page 3
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EXHIBIT A
SCOPE OF SERVICES
Additional Construction Administration Support
Consultant shall conduct job site meetings at two-week intervals in order to generally
review and evaluate the construction schedule, monitor weekly performance, review
quality control standards, and provide assistance for any clarification or revision to the
contract for construction. Shop drawings and related submittals shall be reviewed and
returned to Consultant for appropriate action. The contractor's requests for information,
proposal requests, and related communications shall be attended to on a regular basis.
Contractor's pay requests shall be reviewed by the Consultant on a monthly basis in
accordance with the amount of work completed and in accordance with the contract
documents. At every job site meeting, minutes shall be prepared, published and
distributed by Consultant to all parties concerned, specifically noting current action items
and related responsibilities. Upon completion of the construction phase, Consultant shall
organize and conduct a final walk-through and review, and prepare a final punch list for
all required corrections and remaining work.
The following services shall be furnished:
A. Preconstruction Conference
A preconstruction conference shall be organized and conducted by Consultant to
brief all parties concerned with general and special requirements of the contract for
construction. Procedural matters, routing of information and project representatives shall
be defined.
B. Job Site Meetings
Job site meetings at two-week intervals shall be scheduled and conducted by
Consultant for the same day and time through the duration of the project. Scheduling,
coordination, requests for information, and changes to the contract for construction are
routinely monitored. Consultant shall publish and distribute a field report for each job site
meeting documenting the progress of construction and specifically noting current and
delinquent action items. The following number of meetings are anticipated to be required
for each project: Civil (2); Architectural (24); Structural (3); Mechanical (3); Electrical (3);
and Landscaping (3).
C. Submittal and Shop Drawing Review
Consultant shall review all required shop drawings and related submittals as
required by the contract documents.
D. Project Closeout
At the completion of the construction phase, a final job site meeting and review of
the entire facility shall be conducted. Consultant shall publish and distribute a final punch
Wolff/Lang/Christopher Architects, Inc. DBA WLC Architects, Inc. Page A-1 12-32
list to all parties concerned, specifically noting required corrections, non -conforming work,
and work remaining to be completed. A second walk-through shall be conducted when all
punch list items have been corrected, at which time a Final Notice of Completion shall be
filed by the City.
E. Record Documents
A set of final record documents will be created from the contractor's as -built
drawings.
Additional Design and Support
Additional design and support services are required due to an increase in the size and
focus of the Project not contemplated at the time of the execution of the Agreement.
Repeat Bid Phase (Bidding)
Consultant shall perform additional work required to re -bid the Project, including
repackaging of bid documents (plans, special provisions, supplemental documents) per
scope changes and updates, and providing responses to bidder questions via issuance
of addenda during bidding phase
Mapping/Lot Merger/Parcel Map
Additional mapping/lot merger/parcel map services are necessary to complete the draft
of a Parcel Map due to a change in Project requirements not contemplated at the time of
execution of the Agreement.
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EXHIBIT B
SCHEUDLE OF BILLING RATES/FEES
Construction Administration Support
Base Fee Adjustment/additional Design
Repeat Bid Phase
Mapping/Lot Merger/Parcel Map
TOTAL Not -to -Exceed for
Amendment No. One (NTE):
$85,000.00
$38,000.00
$22,000.00
$16,500.00
$162,000.00
Wolff/Lang/Christopher Architects, Inc. DBA WLC Architects, Inc. Page B-1
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ATTACHMENT E
PROFESSIONAL SERVICES AGREEMENT
WITH GMU GEOTECHNICAL, INC. FOR
CORONA DEL MAR FIRE STATION NO. 5 / LIBRARY REPLACEMENT PROJECT
GEOTECHNICAL CONSTRUCTION AND SPECIAL INSPECTION SERVICES
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and
entered into as of this 27th day of February, 2018 ("Effective Date"), by and between the
CITY OF NEWPORT BEACH, a California municipal corporation and charter city ("City"),
and GMU GEOTECHNICAL, INC., a California corporation ("Consultant"), whose address
is 23241 Arroyo Vista, Rancho Santa Margarita, California 92688, 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 desires to engage Consultant to provide geotechnical construction and special
inspection services for the Corona del Mar Fire Station No. 5 and Branch Library
Replacement Project ("Project").
C. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the professional services described in this Agreement.
D. 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 Effective Date, and shall
terminate on June 30, 2021, 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 ("Services"
or "Work"). City may elect to delete certain Services within the Scope of Services at its
sole discretion.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this Agreement
and Consultant shall perform the Services in accordance with the schedule included in
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Exhibit A. In the absence of a specific schedule, the Services shall be performed to
completion in a diligent and timely manner. The failure by Consultant to strictly adhere to
the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely
manner may result in termination of this Agreement by City.
3.2 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 Project, each party hereby agrees
to provide notice within two (2) calendar days of the occurrence causing the delay to the
other party so that all delays can be addressed.
3.3 Consultant shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein 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.
3.4 For all time periods not specifically set forth herein, Consultant shall
respond in the most expedient and appropriate manner under the circumstances, by
hand -delivery or mail.
4. COMPENSATION TO CONSULTANT
4.1 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. City shall pay
to Consultant and Consultant accepts as full payment the sum of Fifty Nine Thousand
Two Hundred Eighty Dollars and 00/100 ($59,280.00). Additionally, the City has
allocated a contingency amount of Five Thousand Seven Hundred Twenty Dollars and
00/100 ($5,720.00) for unexpected costs, for a total not to exceed amount of Sixty Five
Thousand Dollars and 00/100 ($65,000.00). No portion of the contingency shall be
expended without prior written approval of City's Project Administrator.
4.2 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) calendar
days after approval of the monthly invoice by City staff.
4.3 City shall reimburse Consultant only for those costs or expenses specifically
identified in Exhibit B to this Agreement or specifically approved in writing in advance by
City.
4.4 Consultant shall not receive any compensation for Extra Work performed
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 the Project,
GMU Geotechnical, Inc. Page 2
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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
5.1 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 Greg Silver 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 to the Project 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.
5.2 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 furnish the necessary personnel to complete
the Project on a timely basis as contemplated by this Agreement.
5.3 If Consultant is performing inspection services for City, the Project Manager
and any other assigned staff shall be equipped with a cellular phone to communicate with
City staff. The Project Manager's cellular phone number shall be provided to City.
6. ADMINISTRATION
This Agreement will be administered by the Public Works Department. City's
Public Works Director or designee shall be the Project Administrator and shall have the
authority to act for City under this Agreement. The Project Administrator shall represent
City in all matters pertaining to the Services to be rendered pursuant to this Agreement.
7. CITY'S RESPONSIBILITIES
To assist Consultant in the execution of its responsibilities under this Agreement,
City agrees to 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.
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
and with the ordinary degree of skill and care that would be used by other reasonably
competent practitioners of the same discipline under similar circumstances. All Services
shall be performed by qualified and experienced personnel who are not employed by City.
By delivery of completed Work, Consultant certifies that the Work conforms to the
GMU Geotechnical, Inc. Page 3
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requirements of this Agreement, all applicable federal, state and local laws, and legally
recognized professional standards.
8.2 Consultant represents and warrants to City that it has, shall obtain, and shall
keep in full force and effect during the term hereof, at its sole cost and expense, all
licenses, permits, qualifications, insurance and approvals of whatsoever nature that is
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, 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.
A�.Is]41l:Y-11N `,MM
9.1 To the fullest extent permitted by law, Consultant shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers 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,
attorneys' fees, disbursements and court costs) of every kind and nature whatsoever
(individually, a Claim; collectively, "Claims"), and which relate (directly or indirectly) to the
negligence, recklessness, or willful misconduct of the Consultant or its principals, officers,
agents, employees, vendors, suppliers, subconsultants, subcontractors, anyone
employed directly or indirectly by any of them or for whose acts they may be liable, or any
or all of them.
9.2 Notwithstanding the foregoing, nothing herein shall be construed to require
Consultant to indemnify the Indemnified Parties from any Claim arising from the sole
negligence, active negligence or willful misconduct of the Indemnified Parties. Nothing in
this indemnity shall be construed as authorizing any award of attorneys' 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. No civil
service status or other right of employment shall accrue to Consultant or its employees.
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
GMU Geotechnical, Inc. Page 4
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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 of the Work 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 on the Project.
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 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 or for other periods as specified in this Agreement, policies of insurance
of the type, amounts, terms and conditions described in the Insurance Requirements
attached hereto as Exhibit C, and incorporated herein by reference.
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 co -tenancy, 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 subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A. Consultant shall be fully responsible to City for all acts and
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omissions of any subcontractor. Nothing in this Agreement shall create any contractual
relationship between City and any subcontractor nor shall it create any obligation on the
part of City to pay or to see to the payment of any monies due to any such subcontractor
other than as otherwise required by law. City is an intended beneficiary of any Work
performed by the subcontractor for purposes of establishing a duty of care between the
subcontractor and City. Except as specifically authorized herein, the Services to be
provided under this Agreement shall not be otherwise assigned, transferred, contracted
or subcontracted out without the prior written approval of City.
17. OWNERSHIP OF DOCUMENTS
17.1 Each and every report, draft, map, record, plan, document and other writing
produced, including but not limited to, websites, blogs, social media accounts and
applications (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. Additionally, all material posted in cyberspace 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, including all logins
and password information to City upon prior written request.
17.2 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.
17.3 CADD data delivered to City shall include the professional stamp of the
engineer or architect in charge of or responsible for the Work. City agrees that Consultant
shall not be liable for claims, liabilities or losses arising out of, or connected with (a) the
modification or misuse by City, or anyone authorized by City, of CADD data; (b) the
decline of accuracy or readability of CADD data due to inappropriate storage conditions
or duration; or (c) any use by City, or anyone authorized by City, of CADD data for
additions to this Project, for the completion of this Project by others, or for any other
Project, excepting only such use as is authorized, in writing, by Consultant. By
acceptance of CADD data, City agrees to indemnify Consultant for damages and liability
resulting from the modification or misuse of such CADD data. All original drawings shall
be submitted to City in the version of AutoCAD used by the City in .dwg file format, on a
CD, and should comply with the City's digital submission requirements for improvement
plans available from the City's Public Works Department. The City will provide Consultant
with City title sheets as AutoCAD file(s) in .dwg file format. All written documents shall
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be transmitted to City in formats compatible with Microsoft Office and/or viewable with
Adobe Acrobat.
17.4 All improvement and/or construction plans shall be prepared with indelible
waterproof ink or electrostatically plotted on standard twenty-four inch (24") by thirty-six
inch (36") Mylar with a minimum thickness of three (3) mils. Consultant shall provide to
City `As -Built' drawings and a copy of digital Computer Aided Design and Drafting
("CADD") and Tagged Image File Format (.tiff) files of all final sheets within ninety (90)
days after finalization of the Project. For more detailed requirements, a copy of the City
of Newport Beach Standard Design Requirements is available from the City's Public
Works Department.
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 expressly authorizes in writing the release of information.
19. INTELLECTUAL PROPERTY INDEMNITY
Consultant shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement or alleged
infringement of any United States' letters patent, trademark, or copyright, including costs,
contained in Consultant's Documents provided under this Agreement.
20. RECORDS
Consultant shall keep records and invoices in connection with the Services 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 designee with respect to such disputed sums.
Consultant shall be entitled to receive interest on any withheld sums at the rate of return
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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 Section is intended to limit City's rights under the law or 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
24.1 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.
24.2 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
25.1 All notices, demands, requests or approvals, including any change in
mailing address, to be given under the terms of this Agreement shall be given in writing,
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.
25.2 All notices, demands, requests or approvals from Consultant to City shall
be addressed to City at:
Attn: Public Works Director
Public Works Department
City of Newport Beach
100 Civic Center Drive
PO Box 1768
Newport Beach, CA 92658
25.3 All notices, demands, requests or approvals from City to Consultant shall
be addressed to Consultant at:
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Attn: Greg Silver
GMU Geotechnical, Inc.
23241 Arroyo Vista
Rancho Santa Margarita, CA 92688
26. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under this Agreement, Consultant shall submit to City, in writing,
all claims for compensation under or arising out of this Agreement. Consultant's
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
identified by Consultant in writing as unsettled at the time of its final request for payment.
Consultant and City expressly agree that in addition to any claims filing requirements set
forth in the Agreement, Consultant shall be required to file any claim Consultant may have
against City in strict conformance with the Government Claims Act (Government Code
sections 900 et seq.).
27. TERMINATION
27.1 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, and
thereafter diligently take steps to cure the default, the non -defaulting party may terminate
the Agreement forthwith by giving to the defaulting party written notice thereof.
27.2 Notwithstanding the above provisions, City shall have the right, at its sole
and absolute discretion and without cause, of terminating this Agreement at any time by
giving no less than 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.
28. PREVAILING WAGES
Pursuant to the applicable provisions of the Labor Code of the State of California,
not less than the general prevailing rate of per diem wages including legal holidays and
overtime Work for each craft or type of workman needed to execute the Work
contemplated under the Agreement shall be paid to all workmen employed on the Work
to be done according to the Agreement by the Consultant and any subcontractor. In
accordance with the California Labor Code (Sections 1770 et seq.), the Director of
Industrial Relations has ascertained the general prevailing rate of per diem wages in the
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locality in which the Work is to be performed for each craft, classification, or type of
workman or mechanic needed to execute the Agreement. A copy of said determination
is available by calling the prevailing wage hotline number (415) 703-4774, and requesting
one from the Department of Industrial Relations. The Consultant is required to obtain the
wage determinations from the Department of Industrial Relations and post at the job site
the prevailing rate or per diem wages. It shall be the obligation of the Consultant or any
subcontractor under him/her to comply with all State of California labor laws, rules and
regulations and the parties agree that the City shall not be liable for any violation thereof.
29. STANDARD PROVISIONS
29.1 Recitals. City and Consultant acknowledge that the above Recitals are true
and correct and are hereby incorporated by reference into this Agreement.
29.2 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.
29.3 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.
29.4 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.
29.5 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.
29.6 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
29.7 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.
29.8 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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29.9 Controllinq 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, State of California.
29.10 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 race, religious creed, color, national origin,
ancestry, physical handicap, medical condition, marital status, sex, sexual orientation,
age or any other impermissible basis under law.
29.11 No Attorneys' Fees. In the event of any dispute or legal action arising under
this Agreement, the prevailing party shall not be entitled to attorneys' fees.
29.12 Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATT RNE �S OFFICE
Date: o �S
By:
Aaron C. Harp kw' 1 �y•�a
City Attorney
ATTEST:
Date:
Leilani I. Brown
City Clerk
CITY OF NEWPORT BEACH,
a California municipal corporation
Date:
By:
Marshall "Duffy" Duffield
Mayor
CONSULTANT: GMU Geotechnical, Inc.,
a California corporation
Date:
By:
Gregory P. Silver
Chief Executive Officer/President
Date:
By:
Michael B
Secretary
[END OF SIGNATURES]
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Moscrop
GMU Geotechnical, Inc. Page 12
12-46
EXHIBIT A
SCOPE OF SERVICES
SCOPE OF WORK - GEOTECHNICAL CONSTRUCTION SERVICES
1. Consultant shall provide the services of a Senior Engineering Technician on a full
and part-time basis to perform observation and testing during grading and construction of
on-site improvement including the following:
• Site grading;
• Excavations for foundations and footings,
• Subgrade preparation for footings, slabs, pavement, and concrete flatwork;
• Fill placement; and
• Installation of utilities and drainage improvements.
2. Consultant shall perform geotechnical laboratory testing on an as -needed basis
during the Project. Laboratory testing will include compaction, sand equivalent, particle
size, and the like.
3. Consultant shall provide the services of a Registered Geologist/Engineer to
supervise the project (i.e., support field technician, attend Project meetings, review data,
prepare Project correspondence, and the like).
4. Consultant shall prepare one typical summary grading letter at the completion of
grading for submittal to the City of Newport Beach to release the building areas for
construction.
5. Consultant shall prepare one geotechnical report summarizing the results of
observation and testing performed during the project as required by the City of Newport
Beach at the end of the Project.
SCOPE OF WORK - SPECIAL INSPECTION SERVICES
1. Reinforced Concrete — Consultant shall provide the services of a Registered
Special Inspector to observe the following:
• Rebar placement in footings and slab -on -grade;
• Concrete placement (continuous);
�ode);
Casting of concrete cylinders (per Chapter 17 of the California Building
and
• Non -shrink grout sampling under column plates.
GMU Geotechnical, Inc. Page A-1 12-47
2. Structural Masonry — Consultant shall provide the services of a Registered Special
Inspector to observe the following:
• Concrete Masonry Unit block placement (periodic);
• Grout placement (continuous); and
• Taking grout/mortar samples (per Chapter 17 of the California Building
Code).
3. Structural Steel Welding — Consultant shall provide the services of a Registered
Special Inspector to observe the welding of the roof to column plates.
4. Consultant shall provide the services of a Registered Geologist/Engineer to
supervise the project (i.e., support field technician, attend Project meetings, review data,
prepare Project correspondence, and the like).
5. Consultant shall prepare one letter containing the results of materials testing for
the Project.
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EXHIBIT B
SCHEDULE OF BILLING RATES/COSTS
GEOTECHNICAL CONSTRUCTION ESTIMATED COST PER TASK
1.
Grading - Senior Engineering Technician
130 hours
$14,950.00
2.
Laboratory Testing (30 hours)
$3,450.00
3.
Field Observations, Supervision, Meetings,
Preparation of Correspondences - Registered
Engineer/Geologist (30 hours)
$5,850.00
4.
Grading Release Letter
$780.00
5.
Geotechnical Report at completion of Project
$3,130.00
Estimated Total of Geotechnical Construction Costs
$28,160.00
SPECIAL INSPECTION COST ESTIMATED COST PER TASK
1.
Reinforced Concrete - Senior Special Inspector (72
hours and 36 concrete cylinders)
$9,315.00
2.
Structural Masonry -Senior Special Inspector
70 hours and 20 samples
$8,625.00
3.
Structural Steel Welding - Senior Special Inspector
(40 hours)
$4,600.00
4.
Field Observations, Supervision, Meetings,
Preparation of Correspondences - Registered
Engineer/Geologist (40 hours)
$7,800.00
5.
Special Inspection Letter
$780.00
Estimated Total of Special Inspection Costs
$31,120.00
Total Project Cost ($28,160.00 + $31,120.00) $59,280.00
Total Contingency $5,720.00
Total Not to Exceed Amount $65,000.00
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EXHIBIT C
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
1. Provision of 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, policies of insurance of the
type and amounts described below and in a form satisfactory to City. Consultant
agrees to provide insurance in accordance with requirements set forth here. If
Consultant uses existing coverage to comply and that coverage does not meet
these requirements, Consultant agrees to amend, supplement or endorse the
existing coverage.
2. 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.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Consultant shall maintain Workers'
Compensation Insurance, statutory limits, and Employer's Liability
Insurance with limits of at least one million dollars ($1,000,000) each
accident for bodily injury by accident and each employee for bodily injury by
disease in accordance with the laws of the State of California, Section 3700
of the Labor Code.
Consultant shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its City Council, boards
and commissions, officers, agents, volunteers and employees.
B. General Liability Insurance. Consultant shall maintain commercial general
liability insurance, and if necessary umbrella liability insurance, with
coverage at least as broad as provided by Insurance Services Office form
CG 00 01, in an amount not less than one million dollars ($1,000,000) per
occurrence, two million dollars ($2,000,000) general aggregate. The policy
shall cover liability arising from premises, operations, personal and
advertising injury, and liability assumed under an insured contract (including
the tort liability of another assumed in a business contract).
C. Automobile Liability Insurance. Consultant shall maintain automobile
insurance at least as broad as Insurance Services Office form CA 00 01
covering bodily injury and property damage for all activities of 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 each accident.
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D. Professional Liabilitv (Errors & Omissions) Insurance. Consultant shall
maintain professional liability insurance that covers the Services to be
performed in connection with this Agreement, in the minimum amount of
one million dollars ($1,000,000) per claim and two million dollars
($2,000,000) in the aggregate. Any policy inception date, continuity date,
or retroactive date must be before the Effective Date of this Agreement and
Consultant agrees to maintain continuous coverage through a period no
less than three years after completion of the Services required by this
Agreement.
4. Other Insurance Requirements. The policies are to contain, or be endorsed to
contain, the following provisions:
A. Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this Agreement shall be endorsed to waive subrogation against
City, its City Council, boards and commissions, officers, agents, volunteers
and employees or shall specifically allow Consultant or others providing
insurance evidence in compliance with these requirements to waive their
right of recovery prior to a loss. Consultant hereby waives its own right of
recovery against City, and shall require similar written express waivers from
each of its subconsultants.
B. Additional Insured Status. All liability policies including general liability,
excess liability, pollution liability, and automobile liability, if required, but not
including professional liability, shall provide or be endorsed to provide that
City, its City Council, boards and commissions, officers, agents, volunteers
and employees shall be included as insureds under such policies.
C. Primary and Non Contributory. All liability coverage shall apply on a primary
basis and shall not require contribution from any insurance or self-insurance
maintained by City.
D. Notice of Cancellation. All policies shall provide City with thirty (30)
calendar days' notice of cancellation (except for nonpayment for which ten
(10) calendar days' notice is required) or nonrenewal of coverage for each
required coverage.
5. Additional Agreements Between the Parties. The parties hereby agree to the
following:
A. Evidence of Insurance. Consultant shall provide certificates of insurance to
City as evidence of the insurance coverage required herein, along with a
waiver of subrogation endorsement for workers' compensation and other
endorsements as specified herein for each coverage. Insurance certificates
and endorsement must be approved by City's Risk Manager prior to
commencement of performance. Current certification of insurance shall be
kept on file with City at all times during the term of this Agreement. City
reserves the right to require complete, certified copies of all required
insurance policies, at any time.
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B. City's Right to Revise Requirements. City reserves the right at any time
during the term of the Agreement to change the amounts and types of
insurance required by giving Consultant sixty (60) calendar days' advance
written notice of such change. If such change results in substantial
additional cost to Consultant, City and Consultant may renegotiate
Consultant's compensation.
C. Enforcement of Agreement Provisions. Consultant acknowledges and
agrees that any actual or alleged failure on the part of City to inform
Consultant of non-compliance with any requirement imposes no additional
obligations on City nor does it waive any rights hereunder.
D. Requirements not Limiting. Requirements of specific coverage features or
limits contained in this Section are not intended as a limitation on coverage,
limits or other requirements, or a waiver of any coverage normally provided
by any insurance. Specific reference to a given coverage feature is for
purposes of clarification only as it pertains to a given issue and is not
intended by any party or insured to be all inclusive, or to the exclusion of
other coverage, or a waiver of any type. If the Consultant maintains higher
limits than the minimums shown above, the City requires and shall be
entitled to coverage for higher limits maintained by the Consultant. Any
available insurance proceeds in excess of the specified minimum limits of
insurance and coverage shall be available to the City.
E. Self-insured Retentions. Any self-insured retentions must be declared to
and approved by City. City reserves the right to require that self-insured
retentions be eliminated, lowered, or replaced by a deductible. Self-
insurance will not be considered to comply with these requirements unless
approved by City.
F. City Remedies for Non -Compliance. If Consultant or any subconsultant fails
to provide and maintain insurance as required herein, then City shall have
the right but not the obligation, to purchase such insurance, to terminate this
Agreement, or to suspend Consultant's right to proceed until proper
evidence of insurance is provided. Any amounts paid by City shall, at City's
sole option, be deducted from amounts payable to Consultant or reimbursed
by Consultant upon demand.
G. Timely Notice of Claims. Consultant shall give City prompt and timely notice
of claims made or suits instituted that arise out of or result from Consultant's
performance under this Agreement, and that involve or may involve
coverage under any of the required liability policies. City assumes no
obligation or liability by such notice, but has the right (but not the duty) to
monitor the handling of any such claim or claims if they are likely to involve
City.
H. Consultant's Insurance. Consultant shall also procure and maintain, at its
own cost and expense, any additional kinds of insurance, which in its own
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judgment may be necessary for its proper protection and prosecution of the
Work.
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