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HomeMy WebLinkAboutC-2899(A) - Bolsa Avenue Mini-Parks' Y To: Oyler, Shauna Subject: Bolsa Avenue Mini Park Contract 2899 Minutes of 2 -12 -96 - Under Contracts/Agreements, item #7 Boise Park Contract No. 2899 - Accept the work; authorize the C /Clerk to file N/C and release bonds 35 das aftr recordation, and was recorded and mailed back to the City Clerk on 3/18/96. Has the Consultant (Robert L. Pedersen & Assoc.) finished his work? This is still on our slelf in the vault. Pedersen & Assoc. consultant agreement was entered into on 3/20/92. Please advise. Thanks. CONSULTANT AGREEMENT THIS AGREEMENT, entered into this / L day of ��Iaorai, 1992, by and between CITY OF NEWPORT BEACH , a Municipal Corporation (hereinafter referred to as "CITY "), and Robert L. Pedersen & Associates, whose address is 20271 Acacia Street, Suite 120, Santa Ana Heights, California, 92707 (hereinafter referred to as "CONSULTANT "), 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 accept CONSULTANT's proposal submitted February 27, and addendum dated March 12, 1992, to perform professional engineering services for the preparation of final engineering and construction documents for the construction of Bolsa Avenue Mini -Park. NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows: 1. TERM The Term of this Agreement shall commence on the day of execution shown above and shall terminate upon the completion of all services to be performed unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED CONSULTANT shall perform the tasks set forth in Exhibit "A ", attached hereto and incorporated herein by this reference. 3. COMPENSATION TO CONSULTANT CONSULTANT shall be compensated for services performed pursuant to this Agreement in the amount and manner set forth in Exhibit "B ", attached hereto and incorporated herein by this reference. 4. STANDARD OF CARE All of the work shall be performed by CONSULTANT or under 1 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 the 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. The CONSULTANT shall be responsible to CITY for any errors or omissions in the execution of this Agreement. CONSULTANT represents and warrants to CITY that it has or shall obtain all licenses, permits, qualifications and approvals required of its profession. CONSULTANT further represents and warrants that it shall keep in effect all such licenses, permits and other approvals during the term of this Agreement. 5. INDEPENDENT PARTIES CITY retains CONSULTANT on an independent contractor basis and CONSULTANT is not an 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 express terms of this Agreement. No civil service status or other right of employment with CITY will be acquired by virtue of CONSULTANT's services. None of the benefits provided by CITY to its employees, including, but not limited to, unemployment insurance, worker's compensation plans, vacation and sick leave, are available from CITY to CONSULTANT, its employees or agents. Deductions shall not be made for any state or federal taxes, FICA payments, PERS payments or other purposes normally associated with an employer - employee relationship from any fees due CONSULTANT. Payments of the above items, if required, are the responsibility of CONSULTANT. 6. COOPERATION CONSULTANT agrees to work closely and cooperate fully with CITY's designated project administrator, and any other agencies which may have jurisdiction or interest in the work to be performed. CITY agrees to cooperate with CONSULTANT on the 2 0 project. 7. PROJECT ADMINISTRATOR i CITY's Project Administrator or his authorized representative shall represent the CITY in all matters pertaining to the services to be rendered pursuant to this Agreement. T h e P r o j e c t Administrator is Horst Hlawaty, P.E. of the Public Works Department. 8. PROJECT MANAGER CONSULTANT's Project Manager shall coordinate all phases of the project and shall be available to CITY at all times. The CONSULTANT has designated Robert Pedersen, Landscape Architect, to be its Project Manager. 9. TIME OF PERFORMANCE The Scope of Services to be performed by CONSULTANT under and pursuant to Exhibit "A" of this Agreement as described under Item A, Preliminary Landscape Plans, shall be completed and submitted by April 1, 1992. The Construction Documents Phase of Exhibit "A" under Item B shall be completed by June 1, 1992. CONSULTANT shall receive no additional compensation if completion of its obligation under this Agreement requires a time greater than as set forth herein, unless such extension is caused solely by the conduct of CITY. Each party hereby agrees to provide timely notice to the other of any violation occurring under this Section and the cause thereof. 10. CITY POLICY CONSULTANT shall discuss and review all matters relating to policy and project direction with the Project Administrator in advance of all critical decision points in order to ensure that the project proceeds in a manner consistent with the goals and policies of CITY. 11. COMPLIANCES AND APPROVALS OF WORK Work prepared by CONSULTANT shall comply with applicable city, county, state and federal ordinances, laws, rules and regulations, and shall be subject to approval of the Project Administrator. 3 0 0 12. PROGRESS CONSULTANT is responsible to keep the Project Administrator informed on a regular basis regarding the status and progress of the work, activities performed and planned, and any meetings that have been scheduled or are desired. 13. HOLD HARMLESS CONSULTANT agrees to indemnify, defend, save and hold harmless CITY, its City Council, boards and commissions, officers and employees from and against any and all loss, damages, liability, claims, suits, costs and expenses for damages of any nature whatsoever, including, but not limited to, bodily injury, death, personal injury, property damages, attorneys fees and court costs arising from any and all negligent actions of CONSULTANT, its employees, agents or subcontracts in the performance of services or work conducted or performed pursuant to this Agreement. CONSULTANT shall indemnify and hold harmless CITY, its City Council, boards and commissions, officers and employees from and against any and all loss, damages, liability, claims, suits, costs and expenses whatsoever, including reasonable attorneys' fees, accruing or resulting to any and all persons, firms or corporations furnishing or supplying work, services, materials, equipment or supplies arising from or in any manner connected to CONSULTANT's negligent performance of services or work conducted or performed pursuant to this Agreement. 14. PROHIBITION AGAINST TRANSFERS CONSULTANT shall not assign, sublease, hypothecatee or transfer this Agreement or any interest in this Agreement, directly or indirectly, by operation of law or otherwise without prior written consent of CITY. Any attempt to do so without consent of CITY shall be null and void, and any assignee, sublessee, hypothecate or transferee shall acquire no right or interest by reason of an attempted assignment, hypothecation or transfer. 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 4 0 0 member or cotenant, if CONSULTANT is a partnership or joint venture or syndicate or cotenancy, which shall result in changing the control of CONSULTANT, shall be construed as an assignment of this Agreement. 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. 15. REPORTS Each and every report, draft, work product, map, record and other document reproduced, prepared or caused to be prepared by CONSULTANT pursuant to or in connection with this Agreement shall be the exclusive property of CITY. No report, information or other data given to or prepared or assembled by CONSULTANT pursuant to this Agreement shall be made available to any individual or organization by CONSULTANT without prior approval by CITY. CONSULTANT shall, at such time and in such forms as CITY may require, furnish reports concerning the status of services required under this Agreement. 16. CONFIDENTIALITY The information which results from the services in this Agreement is to be kept confidential unless the release of information is authorized by CITY. 17. RECORDS CONSULTANT shall keep records and invoices in connection with its work to be performed under this Agreement. CONSULTANT shall maintain complete and accurate records with respect to the costs incurred under this Agreement. All such records shall be clearly identifiable. CONSULTANT shall allow a representative of CITY during normal business hours to examine, audit and make transcripts or copies of such records. CONSULTANT shall allow inspection of all work, data, documents, proceedings and activities for a period of three (3) years from the date of final payment under this Agreement. 18. CITY'S RESPONSIBILITIES CITY shall furnish to CONSULTANT base maps, existing studies, W ordinances, data and other existing information as shall be requested by CONSULTANT, and materials in CITY's possession necessary for CONSULTANT to complete the work contemplated by this Agreement. CITY further agrees to provide all such materials in a timely manner so as not to cause delays in CONSULTANT's work schedule. 19. EXTRA WORK CONSULTANT shall receive compensation for extra work authorized by CITY in an amount as specified by the parties at the time authorization is given. Extra work shall be prior authorized in writing by the Project Administrator, and CONSULTANT shall not be entitled to extra compensation without such authorization. 20. REIMBURSEMENT FOR EXPENSES CONSULTANT shall be reimbursed for expenses as follows: 1. Reproduction costs of all completed drawings and specifications. Printing costs will be invoiced at 1.10 times the amount billed the CONSULTANT. 2. Fees for special consultants retained with approval of client at 1.15 times consultants billing. 3. Soils tests for agricultural suitability as may be deemed necessary. 4. Travel cost, no charge. 21. PAYMENT OF COMPENSATION CITY shall make payments to CONSULTANT within thirty (30) days after receiving an invoice unless CITY disputes the amount CONSULTANT claims is owed under this Agreement. 22. WITHHOLDINGS CITY may withhold payment 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 its work as a result of such withholding until a period of thirty (30) days from the date of withholding has expired. CONSULTANT shall have an immediate right to appeal to the CITY Manager as such disputed sums. The determination of the CITY 2 Manager with respect to such matters shall be final. CONSULTANT shall be entitled to receive interest on any withheld sums at the rate of ten percent (10 %) per annum from the date of withholding of any amounts found to have been improperly withheld. 23. NONDISCRIMINATION BY CONSULTANT CONSULTANT represents and agrees that CONSULTANT, its affiliates, subsidiaries or holding companies do not and will not discriminate against any subcontractor, subconsultant, employee or applicant for employment because of race, religion, color, sex, handicap or national origin. Such nondiscrimination shall include, but not be limited to, the following: employment, upgrading, demotion, transfers, recruitment, recruitment advertising, layoff, termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. 24. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS CITY reserves the right to employ other consultants in connection with this project. 25. CONFLICTS OF INTEREST A. CONSULTANT or its employees may be subject to the provisions of the California Political Reform Act of 1974 (hereinafter referred to as "the Act "), which (1) requires such persons to disclose financial interest that may be foreseeable affected by the work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeable financially affect such interest. B. If subject to the Act, CONSULTANT shall conform to all requirements of the Act. Failure to do so constitutes a material breach of contract and is grounds for termination of this Agreement by the CITY. 26. SUBCONTRACTING A. CONSULTANT shall not subcontract any portion of the work required by this Agreement without prior approval of CITY, except as expressly stated herein. B. Subcontracts shall contain a provision making them W 0 0 subject to all provisions stipulated in this Agreement. 27. NOTICES All notices, demands, requests or approvals to be given under this Agreement shall be given in writing and conclusively shall be deemed served when delivered personally or on the second business day after the deposit thereof in the United States mail, postage prepaid, registered or certified, addressed as hereinafter provided. All notices, demands, requests or approvals from CONSULTANT to CITY shall be addressed to CITY at: City of Newport Beach 3300 Newport Boulevard P. O. Box 1768 Newport Beach, CA 92659 -1768 Attention: Horst Hlawaty, P.E. All notices, demands, requests or approvals from CITY to CONSULTANT shall be addressed to CONSULTANT at: Robert L. Pedersen Landscape Architecture 20271 Acacia Street Suite 120 Santa Ana Heights, CA 92707 28. TERMINATION In the event CONSULTANT hereto fails or refuses to perform any of the provisions hereof at the time and in the manner required hereunder, CONSULTANT shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) days after receipt by CONSULTANT from CITY of written Notice of Default specifying the nature of such default and the steps necessary to cure such default, CITY may terminate the Agreement forthwith by giving CONSULTANT written notice thereof. CITY shall have the option, at its sole discretion and without cause, of terminating this Agreement with seven (7) days' prior written notice to CONSULTANT as provided herein. Upon termination of this Agreement, each party shall pay to the other party that portion of compensation specified in this Agreement that is earned and unpaid prior to the effective date of termination. 29. COST OF LITIGATION If any legal action is necessary to enforce any provision 8 • 0 hereof or for damages by reason for an alleged breach of any provisions of this Agreement, the prevailing party shall be entitled to receive from the losing party all costs and expenses in such amount as the court may adjudge to be reasonable attorneys' fees. 30. WAIVER A waver by CITY 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. 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 hereon. Any modification of this Agreement will be effective only by written execution signed by both CITY and CONSULTANT IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the day and year first written above. APPROVED AS TO FORM: CITY ATTORNEY E CITY CITY MANAGER CONSULTANTJJ / By: Robert L. Pedersen EXHIBIT "A" SERVICES TO BE PERFORMED 0 CONSULTANT's services shall include the following: A. Preliminary Landscape Plans: 1. Attend a meeting with the client to discuss your goals and objectives and to acquire existing street plans, utility plans and boundary information for the preparation of base sheets for the work described herein. 2. Review existing street and utility plans and prepare one inch equals eight feet scaled base sheets. 3. Perform a site survey to acquire topographic information of the entire site, existing street, curb, gutters and drainage facilities. 4. Prepare a one - eighth scale colored preliminary landscape plan of the proposed park showing all recreation facilities, walks, benches, plantings, planters and proposed lighting within the site. 5. Attend a meeting with the CITY's Park, Beaches and Recreation Commission to discuss the preliminary park plan, landscape development and construction approach for the project. B. Construction Documents Phase: The following construction plans will be prepared for the project: 1. Based on the approved preliminary plan, we will prepare all construction plans for the park complex and drainage plans on old Newport Boulevard, consisting of: a. Construction plans, locating all walls, fences, planters, walks and entry features, plus construction details as required. b. Street improvement and drainage plans including all underground utility improvements within the site. C. Irrigation plans, consisting of the design of an all automatic system using durable equipment offering minimum maintenance and potential breakage. d. Planting plans, indicating all planting locations, botanical names, and planing details. e. Specifications: Specifications will be prepared covering all construction and landscape improvements, soil preparation, planting and irrigation. 10 • ! EXHIBIT "B" COMPENSATION TO CONSULTANT CITY shall compensate CONSULTANT for Services to be Performed (Exhibit "A") as follows: 1. Meetings with Park Department and engineering staff prior to preparation of construction drawings $ 200.00 2. Preliminary plan as described in Item A 1,000.00 3. Parks, Beaches and Recreation Commission meeting 200.00 4. Construction plans and documents as described in Item B 7,300.00 5. Construction plans for underground drainage on Old Newport Boulevard 3,200.00 The total amount not -to- exceed shall be $11,900.00 (eleven thousand nine hundred dollars), except as otherwise approved by the CITY. 11