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HomeMy WebLinkAbout11 - Sunset Ridge ParkCITY OF NEWPORT BEACH CITY COUNCIL STAFF REPORT Agenda Item No. 11 September 25, 2007 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: Public Works Department Michael J. Sinacori, Principal Engineer 949 -644 -3342 or msinacori@city.newport- beach.ca.us SUBJECT: SUNSET RIDGE PARK - APPROVAL OF PROFESSIONAL SERVICES AGREEMENT WITH EPT DESIGN FOR CONCEPT PLAN EFFORTS RECOMMENDATION: Approve a Professional Services Agreement (PSA) with EPT Design, of Irvine, for Landscape Architectural Services for preparation of the Sunset Ridge Concept Plan and Community Outreach at a not to exceed price of $155,015 and authorize the Mayor and City Clerk to execute the Agreement. DISCUSSION: In the spring 2005, staff solicited qualification statements for the subject project and four firms responded. On April 12, 2005, RJM Design Group was retained to complete the Sunset Ridge Park Master Plan for a not -to- exceed fee of $70,000. Approximately $30,000 of this contract was completed before the project was put on hold due to the land acquisition issues with the State. RJM's contract has now expired and staff has re- evaluated the statements previously received and are recommending that concept design services be authorized to EPT Design (EPT). EPT previously performed community outreach and prepared concept plans for the 30 -acre Bonita Canyon Sports park in the 1990's. EPT's scope of professional services will include the preparation of the preliminary concept plans for both the west and east portions of the park and community outreach in concert with the City staff. Once the outreach is completed, a final concept plan will be prepared. EPT's efforts will include preliminary soils analysis to determine the necessary steps and amendments to construct the park. , In addition, a preliminary geotechnical analysis will be conducted, which will be a separate contract outside of the EPT PSA. Environmental Review: CEQA documentation is not required for design services. CEQA determination will be prepared during the completion of the final construction documents. Sunset Ridge Park — Approval of Professional Services Agreement with EPT Design September 25. 2007 Page 2 Funding Availability: The EPT Design PSA is for a not -to exceed fee of $155,015. Staff also anticipates approximately $25,000 in preliminary geotechnical evaluation for the site. There are sufficient funds available in the following accounts for the project: Account Description Account Number Amount Sunset Ridge Park - Design 7021- C5100515 $ 150,000 Sunset Ridge Park Master Plan 7015- C5100790 $ 5,015 Total: $ 155,015 Prepared By: J. Sinacori, P.E. I Civil Engineer Submitted by: I Badum, Director &"�L nr;r—1 RECREATION AND SENIO SERVICES DEPARTMENT Wes Morgan, Director Attachment: Professional Services Agreement PROFESSIONAL SERVICES AGREEMENT WITH EPT DESIGN FOR CONCEPT DESIGN SERVICES FOR SUNSET RIDGE PARK THIS AGREEMENT is made and entered into as of this day of 2007, by and between the CITY OF NEWPORT BEACH, a Municipal Corporation ( "City "), and EPT DESIGN, a California Corporation whose address is 9821 Irvine Center Drive, Irvine, California, 92618 ( "Consultant "), and is made with reference to the following: RECITALS A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to cant' on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City is planning to develop Sunset Ridge Park as an active park area. C. City desires to engage Consultant to provide conceptual design drawings for the landscape development of Sunset Ridge Park and provide public outreach in connection with the design of the park ( "Project"). D. Consultant possesses the skill, experience,. ability, background, certification and knowledge to provide the services described in this Agreement. E. The principal member of Consultant for purposes of Project, shall be Richard H. Vanderwood, Jr. F. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM The term of this Agreement shall commence on the above written date, and shall terminate on the 31st day of December, 2008, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED Consultant shall diligently perform all the services described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference. The City may elect to delete certain tasks of the Scope of Services at its sole discretion. 3. TIME OF PERFORMANCE Time is of the essence in the performance of services under this Agreement and Consultant shall perform the services in accordance with the schedule included in Exhibit A. The failure by Consultant to strictly adhere to the schedule may result in termination of this Agreement by City. Notwithstanding the foregoing, Consultant shall not be responsible for delays due to causes beyond Consultant's reasonable control. However, in the case of any such delay in the services to be provided for the Project, each party hereby agrees to provide notice to the other party so that all delays can be addressed. 3.1 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests .and may grant reasonable time extensions for unforeseeable delays that are beyond Consultant's control. 3.2 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by either telephone, fax, hand - delivery or mail. 4. COMPENSATION TO CONSULTANT City shall pay Consultant for the services on a time and expense not -to- exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit B and incorporated herein by reference. Consultant's compensation for all work performed in accordance with this Agreement, including all reimbursable items and subconsultant fees, shall not exceed One Hundred and Fifty -five Thousand and fifteen and no /100 ($155,015) 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. 4.1 Consultant shall submit monthly invoices to City describing the work performed the preceding month. Consultant's bills shall include the name of the person who performed the work, a brief description of the services performed and/or the specific task in the Scope of Services to which it relates, the date the services were performed, the number of hours spent on all work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Consultant no later than thirty (30) days after approval of the monthly invoice by City staff. 4.2 City shall reimburse Consultant only for those costs or expenses specifically approved in this Agreement, or specifically approved in writing 2 in advance by City. Unless otherwise approved, such costs shall be limited and include nothing more than the following costs incurred by Consultant: A. The actual costs of subconsultants for performance of any of the services that Consultant- agrees to render pursuant to this Agreement, which have been approved in advance by City and awarded in accordance with this Agreement. B. Approved reproduction charges. C. Actual costs and /or other costs and/or payments specifically authorized in advance in writing and incurred by Consultant in the performance of this Agreement. 4.3 Consultant shall not receive any compensation for Extra Work 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, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates as set forth in Exhibit B. 5. PROJECT MANAGER Consultant shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Consultant has designated Richard H. Vanderhood, Jr., 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. 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. 6. ADMINISTRATION This Agreement will be administered by the Public Works Department. Michael J. Sinacori, P.E., shall be the Project. Administrator and shall have the authority to act for City unde• this Agreement. The Project Administrator or his/her authorized representative shall represent City in all matters pertaining to the services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES In order to assist Consultant in the execution of. its responsibilities under this Agreement, City agrees to, where applicable: A. Provide access to, and upon request of Consultant, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Consultant's work schedule. B. Provide blueprinting and other services through City's reproduction company for Project. Consultant will be required to coordinate the required bid documents with City's reproduction company and obtain approval from City Administrator for all reproduction services to be paid directly for by the City. All other reproduction will be the responsibility of Consultant and as defined above, and included in the not -to- exceed contract fee. C. Provide usable life of facilities criteria and information with regards to new facilities or facilities to be rehabilitated. 8. STANDARD OF CARE 8.1 All of the services shall be performed by Consultant or under Consultant's supervision. Consultant represents that it possesses the professional and technical personnel required to perform the services required by this Agreement, and that it will perform all services in a manner commensurate with community professional standards. All services shall be performed by qualified and experienced personnel who are not employed by City, nor have any contractual relationship with City. By delivery of completed work, Consultant certifies that the work conforms to the requirements of this Agreement and all applicable federal, state and local laws and the professional standard of care. 8.2 Consultant represents and warrants to City that it has, shall obtain, and shall keep in full force in 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, or acts of God, or the failure of City to furnish timely information or to approve or disapprove Consultant's work promptly, or delay or faulty performance by City, contractors, or governmental agencies. I 9. HOLD HARMLESS To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents, 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, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims "), which may arise from or in any manner relate (directly or indirectly) to the negligence, recklessness, or willful misconduct of the Consultant or its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them. " Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the Indemnified Parties from any Claim arising from the sole negligence, active negligence_ or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Consultant. 10. INDEPENDENT CONTRACTOR It is understood that City retains Consultant on an independent contractor basis and Consultant is not an agent or employee of City. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. Nothing in this Agreement shall be deemed to constitute approval for Consultant or any of Consultant's employees or agents, to be the agents or employees of City. Consultant shall have the responsibility for and control over the means of performing the work, provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Consultant as to the details of the performance or to exercise a measure of control over Consultant shall mean only that Consultant shall follow the desires of City with respect to the results of the services. 11. COOPERATION 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. 5 " 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 mariner consistent With City goals and policies. 13. PROGRESS Consultant is responsible for keeping the Project Administrator and/or his/her duly authorized designee informed on a regular basis regarding the status and progress of the Project, activities performed and planned, and any meetings that have been scheduled or are desired. 14. INSURANCE Without limiting Consultant's indemnification of City, and prior to commencement of work. Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, a policy or policies of liability insurance of the type and amounts described below and in a form satisfactory to City. A. Certificates of Insurance. Consultant shall provide certificates of insurance with original endorsements to City as evidence of the insurance coverage required herein. Insurance certificates must be approved by City's Risk Manager prior to commencement of performance or issuance of any permit. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. B. Signature. A person authorized by the insurer to bind coverage on its behalf shall sign certification of all required policies. C. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. D. Coverage Requirements. Workers' Compensation Coverage. Consultant shall maintain Workers' Compensation Insurance and Employers Liability Insurance for his or her employees in accordance with the laws of the State of California. In addition, Consultant shall require each subcontractor to similarly maintain Workers' Compensation Insurance and Employers Liability Insurance in accordance with the laws of the State of California for all of the subcontractors employees. Any notice of cancellation or non - renewal of all W Workers' Compensation policies must be received by City at least thirty (30) calendar days (10 calendar days written notice of non - payment of premium) prior to such change. The insurer shall agree to waive all rights of subrogation against City, its officers, agents, employees and volunteers for losses arising from work performed by Consultant for City. - ii. General Liability Coverage. Consultant shall maintain commercial general liability insurance in an amount not less than one million dollars ($1,000,000) per occurrence for bodily injury, personal injury, and property damage, including without limitation, contractual liability. If commercial general liability insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement, or the general aggregate limit shall be at least twice the required occurrence limit. iii. Automobile Liability Coverage. Consultant shall maintain automobile insurance covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with work to be performed under this Agreement, including coverage for any owned, hired, non - owned or rented vehicles, in an amount not less than one million dollars ($1,000,000) combined single limit for each occurrence. iv. Professional Errors and Omissions Insurance. Consultant shall maintain professional errors and omissions insurance, which covers the services to be performed in connection with this Agreement in the minimum amount of one million dollars ($1,000,000). E. Endorsements. Each general liability and automobile. liability insurance policy shall be endorsed with the following specific language: The City, its elected or.appointed officers, officials, employees, agents and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the Consultant. ii. This policy shall be considered primary insurance as respects to City, its elected or appointed officers, officials, employees, agents and volunteers as respects to all claims, losses, or liability arising directly or indirectly from the Consultant's operations or services provided to City. Any insurance maintained by City, including any self- insured retention City may have, shall be considered excess insurance' only and not contributory with the insurance provided hereunder. iii. This insurance shall act for each insured and additional insured as though a separate policy had been written for each, except with respect to the limits of liability of the insuring company. iv. The irisurer waives all rights of subrogation against City, its elected or appointed officers, officials, employees, agents and volunteers. V. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its elected or appointed officers, officials, employees, agents or volunteers. vi. The insurance provided by this policy shall not be suspended, voided, canceled, or reduced in coverage or in limits, by either party except after thirty (30) calendar days (10 calendar days written notice of non - payment of premium) written notice has been received by City. F. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claim made or suit instituted arising out of or resulting from Consultant's performance under this Agreement. G. Additional Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work. 15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint- venture or syndicate or cotenancy, which shall result in changing the control of Consultant. Control means fifty percent (50 %) or more of the voting power, or twenty-five percent (25 %) or more of the assets of the corporation, partnership or joint- venture. 16. SUBCONTRACTING City and Consultant agree that subconsultants may be used to complete the work outlined in the Scope of Services. The subconsultants authorized by City to perform work on this Project are identified in Exhibit A. Consultant shall be fully responsible to City for all acts and omissions of the subcontractor. Nothing in this Agreement shall create any contractual relationship - between City and 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. The City is an intended beneficiary of any work performed by the subcontractor for purposes of establishing a duty of care between the subcontractor and the 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 Each and every report, draft, map, record, plan, document and other writing produced (hereinafter "Documents "), prepared or caused to be prepared by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Consultant shall, at Consultant's expense, provide such Documents to City upon prior written request. Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed Documents for other projects and any use of incomplete Documents without specific written authorization from Consultant will be at City's sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent for such changes. All improvement and/or construction plans shall be prepared with indelible waterproof ink or electrostaticly plotted on standard 24 -inch by 36 -inch Mylar with a minimum thickness of three mils. Consultant shall provide to City 'As- Built' drawings, and a copy of digital ACAD and tiff image 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. COMPUTER DELIVERABLES 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 CITY in ".dwg" file.format on a CD, and should comply with the City's digital submission requirements for Improvement Plans. The City will provide AutoCAD .file of City Title Sheets. All written documents shall be transmitted to CiWin the City's latest adopted version of Microsoft Word and Excel. 19. CONFIDENTIALITY All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the services in this Agreement, shall be kept confidential unless City authorizes in writing the release of information. 20. OPINION OF COST Any opinion of the construction cost prepafed by Consultant represents his/her judgment as a design professional and is supplied for the general guidance of City. Since Consultant has no control over the cost of labor and material, or over competitive bidding or market conditions, Consultant does not guarantee the accuracy of such opinions as compared to contractor bids or actual cost to City. 21. INTELLECTUAL PROPERTY INDEMNITY The Consultant shall defend and indemnify City, its agents, officers, representatives and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in Consultant's drawings and specifications provided under this Agreement. 22. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a .representative of City to examine, audit and make transcripts or copies of such records and invoices during regular business hours. Consultant shall allow inspection of all work, data, Documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 23. WITHHOLDINGS City may withhold payment to Consultant of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Consultant shall not discontinue work as a result of such withholding. Consultant shall have an immediate right to appeal to the City Manager or his /her designee ILI 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. 24. ERRORS AND OMISSIONS - In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the work accomplished by. Consultant, the additional design, construction and/or restoration expense shall be borne by Consultant. Nothing in this paragraph is intended to limit City's rights under the law or any other sections of this Agreement. 25. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 26. CONFLICTS OF INTEREST The Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act "), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. If subject to the Act, Consultant shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for immediate termination of this Agreement by City. Consultant shall indemnify and hold harmless City for any and all claims for damages resulting from Consultant's violation of this Section. 27. NOTICES All notices, demands, requests or approvals 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. All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Attn: Michael J. Sinacori, P.E. Publit Works Department City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92663 Phone: 949 -644 -3342 Fax: 949 -644 -3308 11 All notices, demands, requests or approvals from CITY to Consultant shall be addressed to Consultant at: Attention: Richard J. Vanderwood, Jr. EPT Design 9821 Irvine Center Drive Irvine, CA, 92618 Phone: 949- 502 -4500 Fax: 949 - 502 -4510 28. TERMINATION In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to .give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, 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. Notwithstanding the above provisions, City shall have the right, at its sole discretion and without cause, of terminating this Agreement at any time by giving seven (7) calendar days prior written notice to Consultant. In the event of termination under this Section, City shall pay Consultant for services satisfactorily performed and costs incurred up to the effective date of termination for which Consultant has not been previously paid. On the effective date of termination, Consultant shall deliver to City all reports, Documents and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 29. 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. 30. 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. 12 31. 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. 32. 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 terns of this Agreement shall govern. 33. 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. 34. 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. 35. 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. 36. 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. 37. EQUAL OPPORTUNITY EMPLOYMENT Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. 13 IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year first written above. APPR VEDAS TO FORM: Aaroln C. Harp Assistant City Attorney for the City of Newport Beach ATTEST: :- LaVonne Harkless, City Clerk CITY OF NEWPORT BEACH, A Municipal Corporation By: Steve Rosansky Mayor for the City of Newport Beach CONSULTANT: EPT DESIGN By: (Corporate Officer) Title: Vice President Richard H. Vanderwood. Jr (Financial Officer) Title: Chief Financial Officer Steve Carrol Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates 14 landscape orchiledvre I nrben design I planning 7 September 2007 Mr. Michael John Sinocori, P.E. City of Newport Beach 3300 Newport Blvd Newport Beach, CA 92663 Re: Sunset Ridge Park Newport Beads, CA Proposal for Landscape Auchitectural Services Thank you for the opportunity to provide our proposal for landscape architectural services for the Sunset Ridge Park project. We look forward to the possibilities of contributing to this special project and we are committed to providing you with outstanding design and professional services. We realize one of the first important steps to the success of this project is the community outreach process. This process was instrumental in developing the program for the Bonita Canyon Sports Pork that we completed several years ago. Through these efforts the community felt a port of the park development and contributed greatly to the success it is today. EPTDESIGN is committed to working closely with the city staff an this outreach. Please do not hesitate to call if you have questions regarding the enclosed proposal or if you require any additional information. We look forward to working with you and your team on this project. Regards, R Vandwrw , Jr. ASLA Principal 1 m U) landscape architecture I urban design I planning Sunset Ridge Park EXH[B f A — SCOPE OF WORK For Landscape Architectural Services 7. September 2907 Page 2 of 7 EXHIBIT W Sunset Ridge Park Newport Beach, CA 7 September 2007 Proposal for Landscape Architectural Services I. SCOPE "OFWORK A. Basic Services 1. Conceptual Design 2. Project Meetings B. Design Team EPIDESIGN - Prime Consultant Principol -in- Charge - Richard Vanderwood Associate - Carrie Rylxxynski Project Manager - Nathan Siems Urban Resource - Civil Engineer Principal - Kelly Aguerre Ran Yea and Associates - Architect Principal - Ron Yea Soil and Plant Laboratory - Agronomy Agronomist -Jack Demonte C. Project Scope EPTDESIGN shall provide landscape architectural design services for the two sites as delineated on the aerial view plan provided by the city. Design services include preparation of conceptual level plans for the Wowing program: 1. Perimeter sheet frontage interface along Pacific Coast Highway and Superior Avenue 2. Adjacent housing interface along Northern edge 3. Site hordscape and landscape design for the project including, but not limited to, sports fields, tot lot, passive picnic areas, reshaoms, porking, and potential skateboard pork 4. Explore the possibility of a bridge crossing between the two parcels. EPTDESIGN landscape architecture I urban design I planning Sunset Ridge Park EXHIBIT A — SCOPE OF WORK for landsoope Architectural Services 7 September 2007 Page 3 of 7 II. SCOPE OF SERVICES A. Conceptual Design Phase To complete the Conceptual Design Phase, EPTDESIGN will provide the Following services: General _ 1. EPTDESIGN will prepare conceptual design drawings for the landscape development of Sunset Ridge Park. Process 2. Obtain all documentation related to the project and project site, including site plan, grading and/or tope plans, and any other pertinent documentation. 3. Make one site visit to evaluate site conditions and determine special design considerations. EPTDESIGN will photo document the site and surrounding development for consideration in conceptual design. 4. Prepare a base sheet from available city plans and our site evaluation. 5. Consider the adjacent developments in overall landscape design concept and material palette for this project. 6. Conduct a thorough review of the applicable codes to determine the landscape requirements this project must satisfy to assist in the decision making process of the design. 7. Conduct a preliminary soil agronomy analysis to determine existing soil conditions to address in design. 8. Present conceptual design plans to the Client and project team for review and comment, revise plans to address review comments. 9. Attend review meetings with the city. 10. Attend team meetings with Client and consultants retained for the project, as well as any necessary city, community, Outreach, or agency meetings necessary for approval of the conceptual design; these meetings shall be provided on a time and materials basis. 11. Prepare a conceptual construction cost estimate. Products 12. Prepare written narrative describing character and theme of the landscape. Story will be used in the development of design and selection of materials. EPTDESIGN landscape archilecture I arban design I planning Sunset Ride Park EXHIBIT A - SCOPE OF WORK for landscape Architectural Services 7 September 2007 Page 4 of 7 .. .. .. .. .... ..... v . 13. Prepare image boards) to characterize the landscape concept for the design under consideration. Image boards will include softscape (planting) and hardscape (paving, walls, etc.) materials. T4. Prepare one (1) rendered, colored conceptual design plan at for the landscape areas, conceptual grading and drainage, street edges, and perimeter, in sufficient detail to adequately illustrate the landscape concept for the preparation of a cost analysis of the design under consideration. This would include site cross - sections to illustrate topography and site line concerns. The final rendered conceptual design plan will take into consideration comments provided by the city, community groups, and project team. III. ASSUMPTIONS The following items are assumed by EPI'DESIGN under this contract: A. The City will provide digital base file for our use in developing conceptual plan. This base file will include topography, boundary and utility information. B. Signoge and graphics are not a port of the project scope. C. All work is to be completed in accordance with Federal, State and local rules and regulations. D. The City will provide a geotechnicol consultant for the project. E. The City will provide a Project Facilitator for community meetings and presentations. M EXCWSIONS The following items are excluded under this contract: A. Colored illustrative landscape site plan(s) beyond Conceptual Design Phase site plan. B. Reproduction or prinfing costs for purposes other than coordination with the City and project team. C. Computer plotting costs for purposes other than coordination with the City and project team. D. Preparation and presentation of graphic exhibits or models, (for the Client or public agencies) other than those described in the Scope of Services in order to aid the Client in securing approvals for the landscape work. EPTDESIGN landscape architecture I urban design I planning Sunset Ridge Pork EXHIBIT A — SCOPE OF WORK for Landscape Ardtitedural Services 7 Septeetber 2007 Page 5 of 7 V. CONSULTANT EXPENSES Any consultant hired by EPTDESIGN to perform services in behalf of the City shall be invoiced at cost plus ten percent (10%) unless noted otherwise. Billing shall be accompanied by appropriate backup. A. BILLING PROCEDURES A. Unless noted otherwise, invoicing will be on o monthly basis for the portion of the work completed or total hours expended. B. AN invoices are due and payable upon receipt. VII. PROJECT SCHEDULE Project IGck-Off Meeting with City Site Evaluation Base Sheet Preparation Conceptual Design Development City Staff Reviews and Plan Adjustments Public Outreach Meetings and Wan Adjustments Presentation to City and Wan Adjustments Final Approval EPTDESIGN 10/1/07 10 /1 /07 — 10/12/07 10/8/07— 10/22/07 10/15/07 - 11/19/07 11/19/07-01/21/08 01/28/08 —03/24/08 03/24/08-04/21/08 04/28/08 landscape architecture I urban design I planning Sunset Ridge Park EXHIBIT B - FEE SCHEDULE for Landscape Architectural Services 7 September-2007 Page 6 of 7 EXHIBIT T FEE SCHEDULE A. General EPTDESIGN will provide our services on an hourly, not -to- exceed basis, see attached: Conceptual Design Phase $125,000 Aerial Topography and Mapping 10,000 Project Meetings 15.000 Total Fees $150,000 Reimbursables $ 5,000 B. Additional Services EPTDESIGN will provide to the City such additional services as requested. For additional services, compensation shall be on an hourly or negotiated lump -sum basis. Principal $ 210.00 Studio Director $ 160.00 Associate $ 150.00 Project Manager $ 110.00 Project Captain $ 100.00 Designer $ 90.00 Clerical $ 75.00 Rates are effective through 31 December 2008, and are subject to escalafion each year thereafter D. Reimbursable Expenses Reimbursable expenses shall include reproduction, overnight delivery, messenger services and mileage billed at $.485 /mile. Al reimbursable expenses shall be submitted with appropriate back -up. EPTDESIGN will utilize any account established by the City with a local reprographics company for all plotting and printing needs. This account shall be billed directly to the City. EPTDESIGN landscape architecture I urban design I planning Sunset Ridge Pork EXHIBIT 8 — FEE SCHEDULE for Landscape Architectural Services 7 September 2007 Page 7 of 7 Project Fee Matrix Conceptual Design Process Principal $210.00 Studio Dir. Assoc. P.M. P. C- Clerical 5160.00 S150.00 $110.00 $100.00 $75.00 Totals luafion 8 1680 2 320 32 4800 16 1760 8,560n .an 2 420 3 480 16 2400 31 3410 7 700 7A10 P 4 840 3 480 20 3000 16 1760 .®1 . 111 61080 30 6300 9 1440 80 12000 8 880 ® 11 ■■M 20620 iews & uslmenls 16 3360 24 3600 24 2640 9AW ulreadt 10 2100 32 4800 32 3520 M : 11 m® 10A20 Ned Ma ment 40 8400 17 2720 130 19500 18 1980 11 825 33A25 1 24 1 5040 1 1 2640 14,580 n.wt.w EPTOESIGN M�-_© 11 M�-_-_� 4':J'11�4:{'�'• ®• • 1 �• ®• 1 ©1 .111 11 111 .®1 . 111 ©M■.E '11 M ..11 ® 11 ■■M M�_ --_M // M 1'1 M : 11 m® . M. EPTOESIGN