HomeMy WebLinkAboutC-3981 - McFadden Square Plaza Centennial Monument• r C -3qg (
AMENDMENT NO. 1
TO
PROFESSIONAL SERVICES AGREEMENT
WITH PERIDIAN INTERNATIONAL, INC.
FOR MCFADDEN SQUARE CENTENNIAL MONUMENT
THIS AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT, entered
into this Of" day of March , 2008, by and between the CITY OF
NEWPORT BEACH, a municipal corporation, (hereinafter referred to as "City ") and
Peridian International, Inc. a California corporation whose address is 2600 Newport
Blvd., Suite 130, Newport Beach, California, 92663 ("Consultant"), and is made with
reference to the following:
RECITALS
A. On August 14, 2007, CITY and CONSULTANT entered into a
Professional Services Agreement, hereinafter referred to as "Agreement',
for Consultant Landscape Architecture Design services for the McFadden
Square Centennial Monument, hereinafter referred to as "Project'. This
Agreement is scheduled to expire on December 31, 2008.
B. City desires to enter into this Amendment No. 1 to reflect additional
services not included in the Agreement or prior Amendments.
C City desires to compensate Consultant for additional professional services
needed for Project.
D City and Consultant mutually desire to amend Agreement, hereinafter
referred to as "Amendment No. 1 ", as provided here below.
NOW, THEREFORE, the parties hereto agree as follows:
1. Consultant shall be compensated for services performed pursuant to this
Amendment No.1 according to "Exhibit A" dated January 30, 2008
attached hereto.
2. Total additional compensation to Consultant for services performed
pursuant to this Amendment No. 1 for all work performed in accordance
with this Amendment, including all reimbursable items and subconsultant
fees, shall not exceed Seven Thousand Five Hundred Dollars
($7,500.00).
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3. Except as expressly modified herein, all other provisions, terms, and
covenants set forth in Agreement shall remain unchanged and shall be in
full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 1 on
the date first above written.
APPROVED AS TO FORM:
City Attorney
for the City of Newport Beach
ATTEST:
By
LaVonne Harkless,
City Clerk
CITY OF NEWPORT BEACH,
A Municipal Corporation
By:
omer Bludau
for the City of Newport Beach
PERIDIAN
(Corporate
Title: 10r&.0-7
Print Name: G
(Financial Officer)
Title:
Print Name:
Attachments: Exhibit A — Scope of Services
f:lusers\pbw \shared \agreements \fy 07 -08 \peridian- mcfadden plaza centennial monument -1.doc
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INThRNATIONAL, INC.
AGREEMENT FOR ADDITIONAL SERVICES
To: City of Newport Beach pate:
Public Works Department
3300 Nc%%Vm Blvd. Re.
Nc%%pon Beach. CA 92653 -3884
Attention: Mr. Emmet Bertey, P.F
January 30, 2008
McFadden CattcnnW Pl=
Project No: 02 -03764 -01
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The follm%ing ertm serwiees are not included in the original agreement and will be performed and/or coordinated for the compensation Aril: tGi: IF
described below. Hourly mtcs and any additional reimbursable apeases incurred shall be paid under the same terms as the original
contract agreement. doted luau t 14, ??>n7.
Per Our.
x_ Telephone Conversation Meeting with FAwn ? Ber►tcry
as the 3e day of jmnuarst 20M
We agreed to perform the following:
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All other twits and conditions of
retum a copy to us. Peridia Ags
Amount Not- To-Pseeed:
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full fax and effect and aahongcd. Piesse sign atd dote below and
l upon receipt of signed agreement.
Client: City of Nc%pat Beach
Jnmmry 30.200.5
Ootc 2Kait Sawa \a�rina, 26'tit \o twit blvd . Suite 130, oN°tampart ILach. CA 42653
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PROFESSIONAL SERVICES AGREEMENT WITH
PERIDIAN INTERNATIONAL, INC.,
FOR MCFADDEN PLAZA CENTENNIAL MONUMENT
THIS AGREEMENT is made and entered into as of this,60 day of u K.Sr
2007, by and between the CITY OF NEWPORT BEACH, a Municipa orporation
( "City "), and PERIDIAN INTERNATIONAL, INC., a California Corporation, whose
address is 28TH Street Marina, 2600 Newport Boulevard, Suite 130, Newport Beach,
California, 92663 ( "Consultant "), and is made with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now
being conducted under the statutes of the State of California and the Charter of
City.
B. City is planning to install a McFadden Plaza Centennial Monument in McFadden
Plaza.
C. City desires to engage Consultant to review landscape standards and develop a
conceptual landscape design for softscape and hardscape, prepare landscape
construction plans and construction details, and other related additional services
described in Exhibit "A ". ( "Project').
D. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the services described in this Agreement.
E. The principal member[s] of Consultant for purposes of Project, shall be Rae L.
Price, FASLA, Principal.
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 July, 2009, unless terminated earlier as set forth
herein.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference. The
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City may elect to delete certain tasks of the Scope of Services at its sole
discretion.
TIME OF PERFORMANCE
Time is of the essence in the performance of services under this Agreement and
the services shall be performed to completion in a diligent and timely manner.
The failure by Consultant to perform the services in a diligent and timely manner
may result in termination of this Agreement by City.
Notwithstanding the foregoing, Consultant shall not be responsible for delays
due to causes beyond Consultant's reasonable control. However, in the case of
any such delay in the services to be provided for the 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 Thirty Five Thousand Dollars and no /100 ($35,000.00) 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.
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
in advance by City. Unless otherwise approved, such costs shall be
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limited and include nothing more than
Consultant:
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the following costs incurred by
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.
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 RAE L. PRICE,
FASLA, 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.
ADMINISTRATION
This Agreement will be administered by the Public Works Department.
EMMET BERKERY, P.E., shall be the Project Administrator and shall have the
authority to act for City under this Agreement. The Project Administrator or
his /her authorized representative shall represent City in all matters pertaining to
the services to be rendered pursuant to this Agreement.
CITY'S RESPONSIBILITIES
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In order to assist Consultant in the execution of its responsibilities under this
Agreement, City agrees to, where applicable:
A. Provide access to, and upon request of Consultant, one copy of all
existing relevant information on file at City. City will provide all such
materials in a timely manner so as not to cause delays in Consultant's
work schedule.
B. Provide blueprinting and other services through City's reproduction
company for bid documents. Consultant will be required to coordinate the
required bid documents with City's reproduction company. All other
reproduction will be the responsibility of Consultant and as defined above.
C. Provide usable life of facilities criteria and information with regards to new
facilities or facilities to be rehabilitated.
8. STANDARD OF CARE
8.1 All of the services shall be performed by Consultant or under Consultant's
supervision. Consultant represents that it possesses the professional and
technical personnel required to perform the services required by this
Agreement, and that it will perform all services in a manner
commensurate with community professional standards. All services shall
be performed by qualified and experienced personnel - who are not
employed by City, nor have any contractual relationship with City. 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.
8.4 The term Construction Management or Construction Manager does not
imply that Consultant is engaged in any aspect of the physical work of
_ construction contracting. Consultant shall not have control over or be in
charge of and shall not be responsible for the project's design, City's
project contractor ( "Contractor "), construction means, methods,
techniques, sequences or procedures, or for any health or safety
precautions and programs in connection with the work. These duties are
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and shall remain the sole responsibility of the Contractor. Consultant shall
not be responsible for the Contractors' schedules or failure to carry out the
work in accordance with the contract documents. Consultant shall not
have control over or be responsible for acts or omissions of City, Design
Engineer, Contractor, Subcontractors, or their Agents or employees, or of
any other persons performing portions of the work.
9. HOLD HARMLESS
To the fullest extent permitted by law, Consultant shall indemnify, defend and
hold harmless City, its City Council, boards and commissions, officers, agents,
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.
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11. COOPERATION
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Consultant agrees to work closely and cooperate fully with City's designated
Project Administrator and any other agencies that may have jurisdiction or
interest in the work to be performed. City agrees to cooperate with the
Consultant 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 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.
i. Workers' Compensation Coverage. Consultant shall maintain
Workers' Compensation Insurance and Employer's Liability
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Insurance for his or her employees in accordance with the laws of
the State of California. In addition, Consultant shall require each
subcontractor to similarly maintain Workers' Compensation
Insurance and Employer's Liability Insurance in accordance with
the laws of the State of California for all of the subcontractor's
employees. Any notice of cancellation or non - renewal of all
Workers' Compensation policies must be received by City at least
thirty (30) calendar days (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:
i. The City, its elected or appointed officers, officials, employees,
agents and volunteers are to be covered as additional insureds with
respect to liability arising out of work performed by or on behalf of
the Consultant.
ii. This policy sljall be considered primary insurance as respects to
City, its elected or appointed officers, officials, employees, agents
and volunteers as respects to all claims, losses, or liability arising
directly or indirectly from the Consultant's operations or services
provided to City. Any insurance maintained by City, including any
self- insured retention City may have, shall be considered excess
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insurance only and not contributory with the insurance provided
hereunder.
iii. This insurance shall act for each insured and additional insured as
though a separate policy had been written for each, except with
respect to the limits of liability of the insuring company.
iv. The insurer waives all rights of subrogation against City, its elected
or appointed officers, officials, employees, agents and volunteers.
V. Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to City, its elected or appointed
officers, officials, employees, agents or volunteers.
vi. The insurance provided by this policy shall not be suspended,
voided, canceled, or reduced in coverage or in limits, by either
party except after thirty (30) calendar days (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
The parties recognize that a substantial inducement to City for entering into this
Agreement is the professional reputation, experience and competence of
Consultant. Assignments of any or all rights, duties or obligations of the
Consultant under this Agreement will be permitted only with the express written
consent of City. Consultant shall not subcontract any portion of the work to be
performed under this Agreement without the prior written authorization of City.
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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 City in the City's latest adopted version of Microsoft Word and
Excel.
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19. CONFIDENTIALITY
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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 prepared by Consultant represents his /her
judgment as a design professional and is supplied for the general guidance of
City. Since Consultant has no control over the cost of labor and material, or over
competitive bidding or market conditions, Consultant does not guarantee the
accuracy of such opinions as compared to contractor bids or actual cost to City.
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
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.
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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: Emmet Berkery, Project Manager
Public Works Department
City of Newport Beach
3300 Newport Boulevard
Newport B_ each, CA, 92663
Phone: 949 - 981 -5260
Fax: 949- 644 -3308
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All notices, demands, requests or approvals from CITY to Consultant shall be
addressed to Consultant at:
Attention: Rae L. Price, FASLA
Peridian International, Inc.
28"' Street Marina
2600 Newport Boulevard, Suite 130
Newport Beach, CA 92663
Phone: 949 - 675 -2445
Fax: 949 - 675 -9992
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 parry 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
0 0
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 terms
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 parry 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.
13
0 0
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.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on
the day and year first written above.
APPROVED AS TO FORM:
...-- c
Aaron C. Harp, Asst. City Attorney
for the City of Newport Beach
ATTEST:
By: f}rirt-M
LaVonne Harkless,
City Clerk
CITY OF NEWPORT BEACH,
A I rp tion
By. n �� r
fort he City Newpo ach
PERIDIAN INTERNATIO
B
(Corporate Icer)
Title: 1r' 9' td.-> n /
Print Name: 19 .�,,,,�� L. TR--e
B
(Financial cer)
Title: 4C JOMi
Print Name: V=Iftc L. 1ptzke' e
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
F:\ users\cat\shared\AG\Amhitecturel Agreements \dbigi \McFadden Square.doc
M1
VV A41,
SCHEDULE A
July 13, 2007
Mr. Lloyd R. Dalton, P.E.
Public Works Department
City of Newport Beach
3300 Newport Blvd.
P.O. Box 1768
Newport Beach, CA 92658 -8915
Reference: McFadden Plaza Centennial Monument
Dear Mr. Dalton.
• 1d +. 7 Y }\ tlI
,fir 1t�. ✓V i'•
Peridian International, Inc. is pleased to submit this proposal for landscape
architectural services and fees for your McFadden Plaza Centennial Monument project
located adjacent to the Newport Pier.
PERIDMN INTERNATIONAL, INC., a California Corporation, (hereinafter
"Peridian "), Landscape Architects & Land Planners, proposes to render the following
described services to CITY OF NEWPORT BEACH, (hereinafter "Clienf ).
1. CONSTRUCTION DOCUMENT PHASE
1. Demolition Plan — showing areas to be demolished and removal of
existing site materials, i.e. concrete, pavers, etc.
2. Landscape Construction and Layout Plans - indicating locations,
material reference, and dimensions of landscape construction elements
such as labrynth, plaza paving areas, and benches.
3. Landscape Construction Details - of landscape construction items such as
labrynth, paving sections, bench structures and sculpture feature.
4. Construction Specifications —(City of Newport Beach format).
5. Estimate of probable landscape construction costs.
6. The specific Professional Services for Construction Document Phase shall
consist of and be limited to the following:
a. Preparation of site demolition and removal @ 1 " =8' -0" scale; 1
sheet.
.'� +lll .':I I'erl \'1.'I ii. �bl!I)!.r v�trq't lily• .`���11. ill ., n,i 11. � rV..
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0 0
Mr. Lloyd R. Dalton, P.E.
Public Works Department
City of Newport Beach
July 13, 2007
Page 2
b. Preparation of Layout Construction Plan @ 1 " =8' -0" scale;1 sheet.
C. Preparation of Landscape Construction Details @ a variety of
scales. (3 sheets maximum)
d. Preparation of estimate of probable construction cost.
e. Preparation of Construction Specifications.
f. Peridian anticipates attendance and /or participation in not more
than 8 meetings and not more than 40 total hours of professional
time. (2 persons)
g. Construction support (RFI, shop drawing /catalog cut approvals,
change orders preparation, etc.).
h. Preparation of mylar as -built plans based on contractor's marked
up plans of modifications and changes.
11. ADDITIONAL SERVICES
These services are not included:
1. Providing services of outside professional consultants, such as civil and
electrical engineers, architects, agronomists, surveyors, geologists or
environmentalists, if required by City.
2. Providing services to verify accuracy of information or drawings
provided by City.
3. Presenting or processing drawings through public or private agencies for
the purpose of attempting to obtain approvals, permits, appeals, coastal
commission approval, certification or any other processing approval
requirements.
4. Providing services not otherwise included in this Agreement nor
customarily furnished in accordance with generally accepted landscape
architectural practice.
5. Making revisions to Drawings, Specifications or other documents when
such revisions are inconsistent with written approvals or instructions or
are due to causes beyond the control of Peridian.
0
Mr. Lloyd R. Dalton, P.E.
Public Works Department
City of Newport Beach
July 13, 2007
Page 3
6. Providing services made necessary by the default of the Contractor or by
major defects or deficiencies in the Work of the Contractor, or by failure
of performance of either the Client or Contractor under the Contract for
Construction.
III. FEES
Client shall compensate Peridian as follows:
The fee for Construction Document Phase services shall be hourly not -to- exceed
Thirty Six Thousand Five Hundred Dollars ($36,500.00). The fee will be billed
monthly showing personnel, hours worked and hourly rates, and shall be
payable upon receipt by the Client.
Landscape Architect (not -to- exceed) $ 35,000.00
Structural Engineer (not -to- exceed) 1,500.00 (if required)
Total Estimated Fees $ 36,500.00
N. SCHEDULE
The anticipated date of completion of work to be performed under this
agreement is Three Hundred Sixty-Five (365) days after authorization to
proceed.
V. REIMBURSABLE EXPENSES
Reimbursable expenses are charged in addition to the compensation for
professional services and any additional services, and include actual
expenditures made by Peridian, its employees or its professional consultants in
the interest of the project. Expenses will be billed at direct cost plus a 15%
administrative fee:
1. Expense of reproduction of drawings and specifications.
2. Expense of delivery services, postage, mailing and special or express
mailing.
3. Expense of professional renderings and /or scale models.
•
Mr. Lloyd R Dalton, P.E.
Public Works Department
City of Newport Beach
July 13, 2007
Page 4
This proposal specifically incorporates all terms and conditions in Peridian's Standard
Contract and the City Professional Services Agreement.
If this proposal is acceptable Peridian will sign copies of the City Standard Contract
and return them to the City.
Very truly yours,
PERIDIAN INTERNA AL,
Rae L. Price, FASSL' `A
Principal
0
EXHIBIT B
SCHEDULE B
PERMIAN INTERNATIONAL, INC.
FEE SCHEDULE
Hourly Fees
Principal
$175.00
Associate
135.00
Landscape Architect
125.00
Designer
95.00
Designer I
85.00
Draftsperson
65.00
Intern
50.00
Clerical
50.00
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Your place,-in,mmor -history. .
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McFadden Square " by
b e' -Newport Pier
Secure-your plotv,, m* tbmorr-oW'sIhtstofy today!
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lake advantage ofj!'once=a- cehtury",
-stone as pi
and
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blicrArt
Donor recognition - p I I s
0 .0ortUnitie for
individuals ,-4hd,businesses, are ,available
b Ahnklrigat,$25
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For more -information, cAll, the Arts &'C' ultura
-Servic6office-at'(045) 71 -387.6 or visit the
website'at www riewportbeachT d.tlom;
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Client#: 16
AkERIINT
ACORD- CERTIFICATE OF LIABILITY
INSUMANCE
0719107 °1Yr"'
PRODUCER
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
HRH Professional Practice
Insurance Brokers, Inc.
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
2030 Main Street, Suite 350
POLICY EFFEp NE
POLICY EMI(MPI AIION
Irvine, CA 92614 -7248
INSURERS AFFORDING COVERAGE
NAIC #
INSURED
INSURERA: Fidelity and Guaranty Insurance Undw
25879
Peridian International, Inc.
INSURER B: Ace American Insurance Company
22667
2600 Newport Blvd., Suite 130
Newport Beach, CA 92663
INSURER C:
INSURER D:
INSURER S
COVERAGES
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWjDR
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISS
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIO
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
m
S
TYPE OF INSURANCE
POLICY NUMBER
POLICY EFFEp NE
POLICY EMI(MPI AIION
LIMITS
•
GENERAL LIABILITY
BKO1890750
09/07106
09/07/07
EACH OCCURRENCE
DAMAGETORENTE
X COMMERCIAL GENERAL LIABILITY
CWMS MADE OCCUR
MED EXP (A,ry one n
PERSONAL BADV INJURY
$1000000
GENERAL AGGREGATE
s2.000.000
GERL AGGREGATE
LIMIT APPLIES PER:
PRODUCTS - COMROP AGG
s2000000
POLICY
ER° 7 LOC
•
AUTOMOBILELITBILRY
ANY AUTO
BKO1890750
09107106
09/07/07
COMBINED SINGLE LIMIT
(Ea aWdenq
E1,000,OOO
BODILY INJURY
(Par person)
E
ALL OWNED AUTOS
SCHEDULEDAUTOS
X
BODILY INJURY
(Per awdent)
$
HIREDAUTOS
NON -OWNED AUTOS
X
PROPERTY DAMAGE
(Per=Idenq
$
GARAGELIABILITY
AUTO ONLY -FA ACCIDENT
E
OTHERTHAN EAACC
$
ANY AUTO
S
AUTO ONLY: AGO
A
EXCESSAABBRELLALIABILTTY
BKO1890750
09107/06
09107107
EACH OCCURRENCE
s2000000
X1 OCCUR r-1 CLAIMS MADE
AGGREGATE
a2 0OO 000
a
DEDUCTIBLE
$
RETENTION $
WORKERS COMPENSATION AND
WC STATU- OTH-
EMPLOYERS' LIABILITY
ANY PROPRIETORPARTNERIEXECUTIVE
E L EACH ACCIDENT
$
E.L. DISEASE - EA EMPLOYE
$
OFFICERMEMBER EXCLUDED?
S Qesaibe under
SPECIAL PROVISIONS bgL
E.L. DISEASE - POLICY LIMIT
I $
g
OTHER
Professional
EONNO0917242
09123/06
09/23107
$1,000,000 Per Claim
Liability
$1,000,000 Aggregate
DESCRIPTION OF OPERATIONS I LOCATIONS 1 VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT (SPECIAL PROVISIONS
ALL OPERATIONS INCLUDING BUT NOT LIMITED TO IRVINE TERRACE LANDSCAPE
IMPROVEMENTS. GENERAL LIABILITY: CITY OF NEWPORT BEACH, ITS ELECTED AND
APPOINTED OFFICERS, OFFICIALS, EMPLOYEES, AGENTS AND VOLUNTEERS ARE NAMED
ADDITIONAL INSURED PER ENDT ATTACHED. WAIVER OF SUBROGATION APPLIES PER
ENDT ATTACHED.
CITY OF NEWPORT BEACH
ATTN SHAUNA OYLER
PUBLIC WORKS SPECIALIST
3300 NEWPORT BLVD.
Newport Beach, CA 92663
ACORn TA Tennvnm. _sw ueee•.e
ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED
THEREOF, THE ISSUING INSURER WILL R91BBNmIUOI MAIL �30 DAYS WRITTEN
Z TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,
REPRESENTATIVE
r^I m ACORD CORPORATION 198F
0 0
IMPORTANT
If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement
on -this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may
require an endorsement. A statement on this certificate does not confer rights to the certificate
holder in lieu of such endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between
the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it
affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon.
ACORD 2SS (2001100) 2 0f2 9388448
Policy Number: BKO1890750
Liability Coverage Enhancement -
Architects and Engineers
ENDORSEMENT
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
This endorsement modifies insurance provided under the following:
LIABILITY COVERAGE PART.
1. The following replaces the final paragraph of SECTION II.
WHO IS AN INSURED, 1.:
However, no person or organization is an insured with
respect to the conduct of any current or past
partnership, joint venture, limited liability company or
trust that is not shown as a Named Insured in the
Liability Coverage Part Declarations. This provision
does not apply to you, for your participation in any past
or present "unnamed joint venture", or if that person or
organization is otherwise an insured under Paragraph
2. balm.
2. The following is added to SECTION It. WHO IS AN
INSURED, 2.:
Person Or Organization Required By Written
Contract
Any person or organization that you agree to add
as an insured under this Liability Coverage Part in
a written contract or agreement that is made
before, and in effect when, the "bodily injury" or
"property damage" occurs or the offense that
causes the "personal injury' or "advertising injury-
is first committed, but only with respect to that
person's or organization's liability arising out of
"your work" for that person or organization.
in a contract or agreement, except for liability
fa damages that such person or organization
would have in the absence of the contract or
agreement;
(3) "Property damage" to:
(a) Property owned, used or occupied by, or
loaned or rented to, such person or
organization;
(b) Property over which such person or
organization is for any purpose
exercising physical control; or
(c) "Your work" performed for the Insured;
or
(4) "Bodily Injury', "property damage", "personal
injury' or "advertising Injury' arising out of any
architect's, engineer's or surveyor's rendering
of, or failure to render, any 'professional
service", when such person or organization is
an architect, engineer or surveyor.
3. The following is added to SECTION 11. WHO IS AN
INSURED:
"Unnamed Joint Venture"
However, such person or organization is not an You are an Insured for your participation in any past or
Insured with respect to any: present "unnamed joint venture ".
(1) "Bodily injury% "property damage ", "personal
However, you are not an insured if the "unnamed joint
Injury" or "advertising injury" that roes not venture" has:
arise out of.
a. Direct employees; or
(a) Your negligence; or
b. Owns, rents, or leases any real w personal
(b) The negligence of another person or property .
organization for whom you are liable;
No other member or partner, or their spouses, of any
(2) "Bodily injury", 'property damage", 'personal
past or present "unnamed joint venture" is an insured.
Injury" or "advertising injury' for which such
person or organization has assumed liability
CUBE 26 09 09 03 Includes Copyrighted material of Insurance Services Office with its Page 1 of 2
permission. Copyright, Insurance Services Office, Ina 2001
F_
L 1
4. The following replaces SECTION III. LIMITS OF LIABILITY,
2. b.:
b. Will apply separately to the sure of all:
(1) Damages because of 'bodily injury' and
- property damage-, under SECTION 1.
COVERAGE, A. Liability above; and
(2) Medical payments for "bodily injury', under
SECTION 1. COVERAGE, B. Medical
Payments above;
arising out of each location listed in the Schedule
of Premises or each of "your projects "; and
5. The following replaces SECTION IV. CONDITIONS, 6.
"Other Insurance", a. Primary Insurance, (2):
(2) However, this Insurance will be considered
Primary to, and non - contributory with, "Other
insurance" issued directly to a person or
organization added as an additional insured
under SECTION It. WHO IS AN INSURED,
2.:
(a) Paragraph h. Certain Additional
Insureds By Contract or Agreement;
or
(b) Persons Or Organizations Required
By Written Contract;
if You specifically agree, in that written
contract or agreement, that this insurance
must be primary to, and non - contributory
with, such 'other insurance". This insurance
will then be applied as primary insurance for
damages for "bodily injury, 'property
damage; "personal 'injury" or "advertising
Injury" to which this insurance applies and
that are incurred by such person or
organization, and we will not share those
damages with such "other insurance ".
6. The following Is added to SECTION Af. CONDITIONS, 6
7. The following is added to SECTION N. CONDITIONS, S.
Transfer Of Rights of Recovery And Proceeds Against
Others To Us:
However, we waive any right of recovery and proceeds
we may have against any person or organization that is
added as an additional insured under the Paragraph
Person Or Organization Required By Written
Contract of SECTION II, WHO IS AN INSURED, 2.:
a. Because of payments we make for 'bodily injury".
"property damage', "personal injur or
"advertising injury" arising out of your work" in
ongoing operations or included In the "products -
completed operations hazard*; and
b. Performed under a written contract or agreement
that is made before, and in effect when, the "bodily
injury- or 'property damage' occurs or the offense
that causes the - personal injury- or "advertising
injury" is committed; and
c. You specifically agree in such written contract or
agreement to waive those rights of recovery and
Proceeds for such person or organization.
8. The following are added to SECTION V. DEFINITIONS:
"Unnamed joint Venture" moans any joint Venture In
which you are a member or partner where:
a. Each and every one of your oo- ventures in that
joint venture is an architectural, engineering or
surveying firm; and
b. That joint venture is not named in the Liability
Coverage Pad Declarations.
"Your premises" means any premises, site, or location
owned or occupied by, or rented lo, you.
"Your project":
a. Means any premises, site or location at, on, or in
which "your work" is not yet completed: and
"Other Insurance ", b. Excess Insurance: b. Does not rnclude, "your premises' or any location
listed in the Schedule of Premises.
This insurance is excess over any "other
Insumnce" whether primary, excess, contingent or All other terms of your policy remain the same.
on any other basis that is available to you for your
Participation in any past or present "unnamed joint
venture'.
CUBE 28 09 09 03 Includes copyrighted material of Insurance Services Office with its Page 2 of 2
Permission. Copyright. Insumnce Services Office, Inc. 2001
Policy Number: BK01890750
Designated Person Or Organization
Architects and Engineers - ADDITIONAL INSURED ENDORSEMENT
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT
CAREFULLY.
This endorsement modifies insurance provided under the following:
LIABILITY COVERAGE ENHANCEMENT- Architects and Engineers ENDORSEMENT
DESIGNATED PERSON OR ORGANIZATION SCHEDULE
NAME OF PERSON(S) OR ORGANIZATION(S):
CITY OF NEWPORT BEACH, ITS ELECTED AND APPOINTED OFFICERS, OFFICIALS,
EMPLOYEES, AGENTS AND VOLUNTEERS
The following is added to SECTION II. WHO IS AN INSURED, 2.:
The person or organization shown in the Designated Person or Organization Schedule above is
included as an insured when required by written contract or agreement.
CUBF 2609A 03 07 Page t of t
Copyright 2007 The Travelers Companies, inc.
ACORD_ CERTIFICA100F LIABILITY INSURANGE OPID DATE(MMMIXYYYY)
PERID -2 08/02/07
PRODUCER
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
Sierra Oak Insurance Sery Inc.
ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
Lic# OC97528
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
9700 Business Park Dr. Ste 105
ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
GENERAL LIABILITY
COMMERCIAL GENERAL LIABILITY
—]CLAIMS MADE r—] OCCUR
REPRESENTATIVES.
Sacramento CA 95827
Phone: 916- 364 -7380 Fax: 916- 364 -7381
INSURERS AFFORDING COVERAGE
NAIC #
INSURED
INSURERA: oak Giver Ineuranan Cm y
MED EXP (Any one, persm)
INSURER B:
PERSONAL E ADV INJURY
$
INSURER C:
Peridian Internatio al Inc.
2600 Newport Blvd 1A0
Newport Beach CA §2163
INSURER D:
GENL AGGREGATE LIMIT APPLIES PER:
POLICY JECT LOC
INSURER E:
S
COVERAGES
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING
ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR
MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH
POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
11145K
LTR
Wu
NSR
TYPE OF INSURANCE
POLICY NUMBER
PDUCYEF CTIVE
DATE MIUOW
PDATE MMI OY!
LIMITS
949 644 -3318
IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR
GENERAL LIABILITY
COMMERCIAL GENERAL LIABILITY
—]CLAIMS MADE r—] OCCUR
REPRESENTATIVES.
AUTgjR 15P RESENT6,Tff
Newport Beach CA 92658
EACH OCCURRENCE
$
_
PREMISES EaD oe
$
MED EXP (Any one, persm)
$
PERSONAL E ADV INJURY
$
GENERAL AGGREGATE
$
GENL AGGREGATE LIMIT APPLIES PER:
POLICY JECT LOC
PRODUCTS - COMPIOP AGG
S
AUTOMOBILE
LIABILITY
ANY AUTO
ALL OWNED AUTOS
SCHEDULED AUTOS
HIRED AUTOS
NON -OWNED AUTOS
COMBINED SINGLE LIMB
(Ea accident)
E
BODILY INJURY
(Per peracn)
$
BODILY INJURY
(Peraccidenl)
$
PROPERTY DAMAGE
(Per accident)
S
GARAGE LIABILITY
ANY AUTO
AUTO ONLY - EA ACCIDENT
$
OTHER THAN EA ACC
AUTO ONLY: AGO
$
$
EXCESSNMBRELLA LIABILITY
OCCUR r-1 CLAIMS MADE
DEDUCTIBLE
RETENTION $
EACH OCCURRENCE
$
AGGREGATE
S
§
§
$
A
WORKERS COMPENSATION AND
EMPLOYERS' LIABILITY
ANY PROPRIETOR(PARTNERIEXECUTIVE
OFFICERJMEMBER EXCLUDED?
Byp describe ender S SPECIAL PROVISIONS below
2200051385 -071
07/01/07
07/01/08
X ITWOFWTIAMIT3 I lug
E.L. EACH ACCIDENT
$1000,000
r
E.L. DISEASE -EA EMPLOYEE
$1,000,000
E.L. DISEASE - POLICY UMIT
$1 000 000
OTHER
DESCRIPTION OF OPERATIONS J LOCATIONS 1 VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS
A Waiver of subrogation applies to the Work Comp Policy, Job:Landscaping
Irvine Terrace Corona Del Mar, CA & Centennial Plaza Newport Beach CA
CERTIFICATE HOLDER CANCELLATION
C.•ITYOFN
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATIOIS
DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 30 DAYS WRITTEN
City of Newport Beach
NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL
Public Works Dept.
949 644 -3318
IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR
3300 Newport PO Box 1768
REPRESENTATIVES.
AUTgjR 15P RESENT6,Tff
Newport Beach CA 92658
ACORD 25 (2001108) 0 ACORD CORPORATION 1988
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WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 99 0410 (Ed 01.07)
WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA
L3Alil:f�i7_��F�
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right
against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work
under a written contract that requires you to obtain this agreement from us.)
The additional premium for this endorsement shall be 2.00 % of the California workers' compensation premium otherwise
due on such remuneration.
The minimum premium for this endorsement is $ 350.00
Schedule
Person or Organization Job Description
ALL ORGANIZATIONS FOR WHOM THE WAIVER OF SUBROGATION IS ALL CALIFORNIA OPERATIONS
ISSUED
This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise staled.
(The information below is required orgy when this endorsement is issued subsequent to preparation of the policy.)
Endorsement Effective 07/01/2007
Insured PERIDIAN INTERNATIONAL, INC.
Insurance Company
Oak River Insurance Company
WC 99 0410
(Ed 01-07)
Policy No. 2200051385 -071
Countersigned by
Endorsement No. 3
Premium $
Fax #: •
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CERTIFICATE OF INSURANCE
CHECKLIST
City of Newport Beach
This checklist is comprised of requirements as outlined by the City of Newport Beach.
Date Received: 8 -2 -07 Dept. /Contact Received From: Shauna Oyler
Date Completed: 8 -6 -07 Sent to: Shaun By: April Walker
Company /Person required to have certificate: Peridian Intemational
1. GENERAL LIABILITY
A.
INSURANCE COMPANY: Fidelity & Guaranty Ins. Undw
B.
AM BEST RATING (A: VII or greater): A+ XV
C.
ADMITTED Company (Must be California Admitted):
Is Company admitted in California?
® Yes ❑ No
D.
LIMITS (Must be $1M or greater): What is limit provided?
2 mil agg/ 1 mil occ
E.
PRODUCTS AND COMPLETED OPERATIONS (Must
E.
include): Is it included?
® Yes ❑ No
F.
ADDITIONAL INSURED WORDING TO INCLUDE (The
❑ No
F.
City its officers, officials, employees and volunteers): Is it
included?
® Yes ❑ No
G.
PRIMARY & NON - CONTRIBUTORY WORDING (Must be
❑ No
G.
included): Is it included?
® Yes ❑ No
H.
CAUTION! (Confirm that loss or liability of the named
endeavor wording.
insured is not limited solely by their negligence) Does
endorsement include "solely by negligence" wording?
❑ Yes ® No
I.
NOTIFICATION OF CANCELLATION: Although there is a provision that requires
notification of cancellation by certified mail; per Lauren Farley,
the City will accept the
endeavor wording.
If. AUTOMOBILE LIABILITY
A.
INSURANCE COMPANY: Fidelity & Guaranty Ins. Undw
B.
AM BEST RATING (A: VII or greater): A+ XV
C.
ADMITTED COMPANY (Must be California Admitted):
Is Company admitted in California? ® Yes
❑ No
D.
LIMITS (Must be $1M min. BI & PD and $500,000 UM):
What is limits provided? 1 mil
E.
ADDITIONAL INSURED WORDING TO INCLUDE (The City its
officers, officials, employees and volunteers): Is it included? ® Yes
❑ No
F.
PRIMARY & NON - CONTRIBUTORY WORDING (For Waste
Haulers only):
Is it included? N/A ❑ Yes
❑ No
G.
NOTIFICATION OF CANCELLATION: Although there is a provision that requires
notification of cancellation by certified mail; per Lauren Farley, the City will accept the
endeavor wording.
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III. WORKERS' COMPENSATION
A. INSURANCE COMPANY: Oak River Ins. Co.
B. AM BEST RATING (A: VII or greater):
C.
D.
A ++ XIII
LIMITS: Statutory
WAIVER OF SUBROGATION (To include): Is it included? ® Yes ❑ No
HAVE ALL ABOVE REQUIREMENTS BEEN MET?
IF NO, WHICH ITEMS NEED TO BE COMPLETED?
® Yes ❑ No
t'u:) 1 6, Lbol
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CITY OF NEWPORT BEACH
CITY COUNCIL STAFF REPORT
Agenda Item No. 4
August 14, 2007
TO, HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Public Works Department
Emmet Berkery
714 -343 -3474 or embpe @aol.com
SUBJECT: MCFADDEN PLAZA CENTENNIAL MONUMENT - APPROVAL
OF PROFESSIONAL SERVICES AGREEMENT WITH PERIDIAN
INTERNATIONAL, INC.
RECOMMENDATIONS:
1. Approve a Professional Services Agreement with Peridian International, Inc.,
of Newport Beach, CA, for the McFadden Plaza Centennial Monument project
at a not to exceed price of $35,500 and authorize the Mayor and City Clerk to
execute the Agreement.
2. Approve a budget amendment increasing revenue estimates in 0129 -5887 by
$45,000.00 and increasing expenditure appropriations in 7251- C8002005 by
$45,000.00 to cover the costs for design and preparation of an environmental
document and application package for a Coastal Development Permit.
DISCUSSION:
On April 25, 2006, the City Council reviewed a concept plan from the Centennial
Sponsorship Development Committee for a proposed project at McFadden
Square which would commemorate the City's centennial. The concept plan was
developed by Peridian International Inc. after several months of input, discussion,
and review by City staff, the public, and the City Arts Commission. The concept
plan has two phases.
Phase One covers the area between the four benches near the entry to Newport
Pier and the Dory Fishing Fleet. Phase One would replace the existing
hardscape with granite pavers in the form of a labyrinth and includes a historical
timeline, a granite band with donor names, a seat wall with plaques for major
donors, and a sculptural element. The estimated cost is $491,000.
McFadden Plaza Centennial intent— Approval of Professional Services Agreement with Peridian International, Inc.
August 14, 2007
Page 2
Phase Two expands farther out into the plaza area. Phase Two expands the
concept with additional concrete rings and interlocking pavers farther out into the
plaza area. Phase Two would also include palm trees, benches and tables at an
estimated cost of $1.4 million.
Fund raising efforts were initiated subsequent to the Council meeting and
Peridian has commenced the preparation of design plans for Phase One. To
date, over $250,000 has been raised. At this time, staff is proposing the approval
of a Professional Services Agreement with Peridian International for the design of
the Phase One improvements and the appropriation of a portion of the private
donations received to date to cover the cost of Peridian's contract and the costs
associated with the preparation of an environmental .document and processing of
a Coastal Development Permit. Once sufficient funds are raised to construct
Phase One, the remaining funds would be appropriated at the time a construction
contract is awarded.
The tentative construction start date is January or early February of 2008. Plans,
specifications, and bid documents are nearing completion and staff expects to
submit a Coastal Commission permit application this month.
Environmental Review
No review needed for design contract.
Funding Availability:
Upon approval of the recommended Budget Amendment, sufficient funds are
available in the following account(s) for the project:
Account Description Account Number Amount
Contributions 7251 - 08002005 $45,000.00
Prepared by: / Submitted by:
riW c-T
Emmet Berkery. teph . Badum
Project Coordinator Public Works Director
Attachment: Professional Services Agreement
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PROFESSIONAL SERVICES AGREEMENT WITH
PERIDIAN INTERNATIONAL, INC.,
FOR MCFADDEN PLAZA CENTENNIAL MONUMENT
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 PERIDIAN INTERNATIONAL, INC., a California Corporation, whose
address is 28TH Street Marina, 2600 Newport Boulevard, Suite 130, Newport Beach,
California, 92663 ( "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 install a. McFadden Plaza Centennial Monument in McFadden
Plaza.
C. City desires to engage Consultant to review landscape standards and develop a
conceptual landscape design for softscape and hardscape, prepare landscape
construction plans and construction details, and other related additional services
described in Exhibit "A ". ('Project').
D. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the services described in this Agreement.
E. The principal member[s] of Consultant for purposes of Project, shall be Rae L.
Price, FASLA, Principal.
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 July, 2009, unless terminated earlier as set forth
herein.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference. The
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City may elect to delete certain tasks of the Scope of Services at its sole
discretion.
3. TIME OF PERFORMANCE
Time is of the essence in the performance of services under this Agreement and
the services shall be performed to completion in a diligent and timely manner.
The failure by Consultant to perform the services in a diligent and timely manner
may result in termination of this Agreement by City.
Notwithstanding the foregoing, Consultant shall not be responsible for delays
due to causes beyond Consultant's reasonable control. However, in the case of
any such delay in the services to be provided for the 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 Thirty Five Thousand Dollars and no /100 ($35,000.00) 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.
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
in advance by City. Unless otherwise approved, such costs shall be
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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 RAE L. PRICE,
FASLA, 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.
EMMET BERKERY, P.E., shall be the Project Administrator and shall have the
authority to act for City under this Agreement. The Project Administrator or
his/her authorized representative shall represent City in all matters pertaining to
the services to be rendered pursuant to this Agreement.
7. CITY'S RESPONSIBILITIES
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In order to assist Consultant in the execution of its responsibilities under this
Agreement, City agrees to, where applicable:
A. Provide access to, and upon request of Consultant, one_ copy of all
existing relevant information on file at City. City will provide all such
materials in a timely manner so as not to cause delays in Consultant's
work schedule.
B. Provide blueprinting and other services through City s reproduction
company for bid documents. Consultant will be required to coordinate the
required bid documents with City's reproduction company. All other
reproduction will be the responsibility of Consultant and as defined above.
C. Provide usable life of facilities criteria and information with regards to new
facilities or facilities to be rehabilitated.
8. STANDARD OF CARE
8.1 All of the services shall be performed by Consultant or under Consultant's
supervision. Consultant represents that it possesses the professional and
technical personnel required to perform the services required by this
Agreement, and that it will perform all services in a manner
commensurate with community professional standards. All services shall
be performed by qualified and experienced personnel who are not
employed by City, nor have any contractual relationship with City. 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.
8.4 The term Construction Management or Construction Manager does not
imply that Consultant is engaged in any aspect of the physical work of
- - construction contracting. Consultant shall not have control over or be in
charge of and shall not be responsible for the project's design, City's
project contractor ( "Contractor"), construction means, methods,
techniques, sequences or procedures, or for any health or safety
precautions and programs in connection with the work. These duties are
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and shall remain the sole responsibility of the Contractor. Consultant shall
not be responsible for the Contractors' schedules or failure to carry out the
work in accordance with the contract documents. Consultant shall not.
have control over or be responsible for acts or omissions of City, Design
Engineer, Contractor, Subcontractors, or their Agents or.employees, or of.
any other persons performing portions of the work.
9. HOLD HARMLESS
To the fullest extent permitted by law, Consultant shall indemnify, defend and
hold harmless City, its City Council, boards and commissions, officers, agents,
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.
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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 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.
i. Workers' Compensation Coverage. Consultant shall maintain
Workers' Compensation Insurance and Employer's Liability
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Insurance for his or her employees in accordance with the laws of
the State of California. In addition, Consultant shall require each
subcontractor to similarly maintain Workers' Compensation
Insurance and Employer's Liability Insurance in accordance with
the laws of the State of California for all of the subcontractor's
employees. Any notice of cancellation or non - renewal of all
Workers' Compensation policies must be received by City at least
thirty (30) calendar days (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:
L The City, its elected or appointed officers, officials, employees,
agents and volunteers are to be covered as additional insureds with
respect to liability arising out of work performed by or on behalf of
the Consultant.
ii. This policy shall be considered primary insurance as respects to
City, its elected or appointed officers, officials, employees, agents
and volunteers as respects to all claims, losses, or liability arising
directly or indirectly from the Consultant's operations or services
provided to City. Any insurance maintained by City, including any
self - insured retention City may have, shall be considered excess
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insurance only and not contributory with the insurance provided
hereunder.
iii. This insurance shall act for each insured and additional insured as
though a separate policy had been written for each, except with
respect to the limits of liability of the insuring company.
iv. The insurer waives all rights of subrogation against City, its elected
or appointed officers, officials, employees, agents and volunteers.
V. Any failure to comply with reporting provisions of the policies shall
not affect coverage provided to City, its elected or appointed
officers, officials, employees, agents or volunteers.
vi. The insurance provided by this policy shall not be suspended,
voided, canceled, or reduced in coverage or in limits, by either
party except after thirty (30) calendar days (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
The parties recognize that a substantial inducement to City for entering into this
Agreement is the professional reputation, experience and competence of
Consultant. Assignments of any or all rights, duties or obligations of the
Consultant under this Agreement will be permitted only with the express written
consent of City. Consultant shall not subcontract any portion of the work to be
performed under this Agreement without the prior written authorization of City.
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17. OWNERSHIP OF DOCUMENTS
Each and every report, draft, map, record, plan, document and other writing
produced (hereinafter "Documents "), prepared orr 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 City in the City's latest adopted version of Microsoft Word and
Excel.
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19. CONFIDENTIALITY
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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 prepared by Consultant represents his/her
judgment as a design professional and is supplied for the general guidance of
City. Since Consultant has no control over the cost of labor and material, or over
competitive bidding or market conditions, Consultant does not guarantee the
accuracy of such opinions as compared to contractor bids or actual cost to City.
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
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.
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24. ERRORS AND OMISSIONS
0
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: Emmet Berkery, Project Manager
Public Works Department
City of Newport Beach
3300 Newport Boulevard
Newport B_ each,.CA, "92663
Phone: 949 - 981 -5260
Fax: 949 =644 -3308
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All notices, demands, requests or approvals from CITY to Consultant shall be
addressed to Consultant at:
Attention: Rae L. Price, FASLA
Peridian International, Inc.
281' Street Marina
2600 Newport Boulevard, Suite 130
Newport Beach, CA 92663
Phone: 949 -675 -2445
Fax: 949 - 675 -9992
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.
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31. INTEGRATED CONTRACT
0
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 terms
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.
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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.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on
the day and year first written above.
APPROVED AS TO FORM:
Aaron C. Harp
Assistant City Attorney
ATTEST:
By:
LaVonne Harkless,
City Clerk
CITY OF NEWPORT BEACH,
A Municipal Corporation
Mayor
for the City of Newport Beach
PERIDIAN INTERNATIONAL, INC.:
IN
(Corporate Officer)
Title:
Print Name:
(Financial Officer)
Title:
Print Name:
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
F: 1Users\PBW\Shared\Agreements\FY 06 -0- APeridian- McFadden Plaza Centennial Monument.doc
14
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SCHEDULE A
July 13, 2007
Mr. Lloyd R. Dalton, P.E.
Public Works Department
City of Newport Beach
3300 Newport Blvd.
P.O. Box 1768
Newport Beach, CA 92658 -8915
Reference: McFadden Plaza Centennial Monument
Dear Mr. Dalton:
Peridian International, Inc. is pleased to submit this proposal for landscape
architectural services and fees for your McFadden Plaza Centennial Monument project
located adjacent to the Newport Pier.
PERIDIAN 11-4TERNATIONAL, INC., a California Corporation, (hereinafter
"Peridian "), Landscape Architects & Land Planners, proposes to render the following
described services to CITY OF NEWPORT BEACH, (hereinafter "Client ").
L CONSTRUCTION DOCUMENT PHASE
1. Demolition Plan — showing areas to be demolished and removal of
existing site materials, i.e, concrete, pavers, etc.
2. Landscape Constructicin and Layout Plans - indicating locations,
material reference, and dimensions of landscape construction elements
such as labrynth, plaza paving areas, and benches.
3. Landscape Construction Details - of landscape construction items such as
labrynth, paving sections, bench structures and sculpture feature.
4. Construction Specifications — (City of Newport Beach format).
5. Estimate of probable landscape construction costs.
6. The specific Professional Services for Construction Document Phase shall
consist of and be limited to the following:
a. Preparation of site demolition and removal Q 1 " =8' -0" scale; 1
sheet.
2 %1, 1;!tF,Ikl,aiir;,7U! ill?,: ,"'portIl'..I..`.. ;r:iIv.'I.':i� .. h
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• •
Mr. Lloyd R Dalton, P.E.
Public Works Department
City of Newport Beach
July 13, 2007
Page 2
b. Preparation of Layout Construction Plan @ scale; l sheet.
C. Preparation of Landscape Construction Details @ a variety of
scales. (3 sheets maximum)
d. Preparation of estimate of probable construction cost.
e. Preparation of Construction Specifications.
f. Peridian anticipates attendance and /or participation in not more
than 8 meetings and not more than 40 total hours of professional
time. (2 persons)
g. Construction support (RFI, shop drawing /catalog cut approvals,
change orders preparation, etc.).
h. Preparation of mylar as -built plans based on contractor's marked
up plans of modifications and changes.
H. ADDITI NAL SERVICES
These services are not included;
1. Providing services of outside professional consultants, such as civil and
electrical engineers, architects, agronomists, surveyors, geologists or
environmentalists, if required by City.
2. Providing services to verify accuracy of information or drawings
provided by City.
3. Presenting or processing drawings through public or private agencies for
the purpose of attempting to obtain approvals, permits, appeals, coastal
commission approval, certification or any other processing approval
requirements.
4. Providing services not otherwise included in this Agreement nor
customarily furnished in accordance with generally accepted landscape
architectural practice.
5. Making revisions to Drawings, Specifications or other documents when
such revisions are inconsistent with written approvals or instructions or
are due to causes beyond the control of Peridian.
0
Mr. Lloyd R Dalton, P.E.
Public Works Department
City of Newport Beach
July 13, 2007
Page 3
0
6. Providing services made necessary by the default of the Contractor or by
major defects or deficiencies in the Work of the Contractor, or by failure
of performance of either the Client or Contractor under the Contract for
Construction.
III. FEES
Client shall compensate Peridian as follows:
The fee for Construction Document Phase services shall be hourly not -to- exceed
Thirty Six Thousand Five Hundred Dollars ($36,500.00). The fee will be billed
monthly showing personnel, hours worked and hourly rates, and shall be
payable upon receipt by the Client.
Landscape Architect (not - to-exceed) $ 35,000.00
Structural Engineer (not-to-exceed) 1.500.00 (if required)
Total Estimated Fees $ 36,500.00
IV. SCHEDULE
The anticipated date of completion of work to be performed under this
agreement is Three Hundred Sixty -Five (365) days after authorization to
proceed.
V. ,REIMBURSABLE EXPENSES
Reimbursable expenses are charged in addition to the compensation for
professional services and any additional services, and include actual
expenditures made by Peridian, its employees or its professional consultants in
the interest of the project. Expenses will be billed at direct cost plus a 15%
administrative fee:
1. Expense of reproduction of drawings and specifications.
2. Expense of delivery services, postage, mailing and special or express
mailing.
3. Expense of professional renderings and /or scale models.
Mr. Lloyd R Dalton, P.E.
Public Works Department
City of Newport Beach
July 13, 2007
Page 4
0
This proposal specifically incorporates all terms and conditions in Peridiads Standard
Contract and the City Professional Services Agreement
If this proposal is acceptable Peridian will sign copies of the City Standard Contract
and return them to the City.
Very truly yours,
PERMIAN INTERNA AL; iNq.
Rae L. Price, FASLA
Principal
LA
E
EXHIBIT B
PERMIAN INTERNATIONAL, INC.
FEE SCHEDULE
Hourly Fees
Principal
$175.00
Associate
135.00
Landscape Architect
125.00
Designer
95.00
Designer 1
85.00
Draftsperson
65.00
Intern
50.00
Clerical
50.00
lity of Newport Beacfb
BUDGET AMENDMENT
2007 -08
FFECT ON BUDGETARY FUND BALANCE:
i X Increase Revenue Estimates
X Increase Expenditure Appropriations AND
Transfer Budget Appropriations
SOURCE:
from existing budget appropriations
X from additional estimated revenues
from unappropriated fund balance
EXPLANATION:
This budget amendment is requested to provide for the following:
NO. BA- 08BA -007
AMOUNT: $as,000.00
Increase in Budgetary Fund Balance
X Decrease in Budgetary Fund Balance
No effect on Budgetary Fund Balance
To increase revenue and expenditure appropriations for McFadden Plaza Centennial Monument.
ACCOUNTING ENTRY:
BUDGETARY FUND BALANCE
Fund Account Description
250 3605 Contributions Fund - Fund Balance
010 3605 General Fund - Fund Balance
REVENUE ESTIMATES (3601)
Fund /Division Account Description
0129 5887 City Centennial - McFadden Square
EXPENDITURE APPROPRIATIONS (3603)
Description
Division Number 7251 Contributions Fund
Account Number C8002005 McFadden Centennial Monument
Division
Number
Account
Number
Division
Number
Account
Number
Division
Number
Account
Number
Division
Number
Account
Number
Signed:v�j�ji
Financial Approval: Adr
oigned: —W,' / Z,
Signed:
City Manager
City Council Approval: City Clerk
Director
Amount
Debit Credit
$45,000.00
$45,000.00
" Automatic
$45,000.00
$45,000.00
Date