HomeMy WebLinkAboutC-4168 - PSA for Newport Banning Ranch Water Supply AssessmentAMENDMENT NO. TWO TO
PROFESSIONAL SERVICES AGREEMENT WITH
AECOM TECHNICAL SERVICES, Inc.
FOR NEWPORT BANNING RANCH
THIS AMENDMENT NO. TWO TO PROFESSIONAL SERVICES AGREEMENT
( "Amendment No. Two'), is entered into as of this I day of January, 2011, by and
between the CITY OF NEWPORT BEACH, a California Municipal Corporation ( "CITY "),
and AECOM TECHNICAL SERVICES, Inc. a California Corporation whose address is
7807 Convoy Court Suite 200, San Diego, California 92111 ( "CONSULTANT'), and is
made with reference to the following:
RECITALS:
A. On March 17, 2009, City and Consultant entered into a Professional Services
Agreement ( "Agreement') for water supply assessment services for the Newport
Banning Ranch Project, ( "Project').
B. On January 12, 2010, City and Consultant entered into Amendment No. 1 to the
Agreement to reflect additional services not included in the Agreement, to extend
the term of the Agreement, and to increase the total compensation.
C. City desires to enter into this Amendment No. Two to reflect additional services
not included in the Agreement or prior Amendment, to extend the term of the
Agreement to December 31, 2011, to increase the total compensation, and
update insurance requirements.
D. City and Consultant mutually desire to amend the Agreement, as provided below.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as
follows:
1. TERM
Section 1 of the Agreement shall be amended hereby and the following is
substituted in its entirety.
The term of the Agreement shall terminate on December 31, 2011, unless
terminated earlier as provided for in Agreement.
2. SCOPE OF WORK
Section 2 of the Agreement shall be be amended hereby and the following is
substituted in its entirety.
In addition to the services to be provided pursuant to the Agreement and
Amendment No. 1, Consultant shall diligently perform all the services described
in this Amendment No. Two including, but not limited to, all work set forth in the
Scope of Services attached hereto as Exhibit 'A' and incorporated herein by
reference. The City may elect to delete certain tasks of the Scope of Services at
its sole discretion.
3. COMPENSATION
The introductory pargraph to Section 4 of the Agreement shall be amended
hereby and the following is substituted in its entirety.
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 to the Agreement. Consultant's total amended
compensation for all work performed in accordance with this Agreement and all
prior amendments, including all reimbursable items and subconsultant fees, shall
not exceed Fifty Two Thousand Seven Hundred and no /100 Dollars
($52,700) without prior written authorization from City ( "Total Amended
Compensation ").
3.1 The Total Amended Compensation reflects Consultant's additional
compensation for additional services to be performed in accordance with
this Amendment No. Two, including all reimbursable items and
subconsultant fees, in an amount not to exceed Five Thousand and
no /100 Dollars ($5,000), without prior written authorization from City.
4. INSURANCE
Section 14 of the Agreement shall be amended hereby and the following terms are
substituted in their entirety.
Without limiting Consultant's indemnification of City, and prior to commencement of
work, Consultant shall obtain, provide and maintain at its own expense during the term
of this Agreement, policies of insurance of the type and amounts described below and in
a form satisfactory to City.
A. Proof of Insurance. Consultant shall provide certificates of insurance to
City as evidence of the insurance coverage required herein, along with a
waiver of subrogation endorsement for workers' compensation. Insurance
certificates and endorsement must be approved by City's Risk Manager
prior to commencement of performance. Current certification of insurance
shall be kept on file with City at all times during the term of this contract.
City reserves the right to require complete, certified copies of all required
insurance policies, at any time.
Consultant shall procure and maintain for the duration of the Agreement
insurance against claims for injuries to persons or damages to property,
which may arise from or in connection with the performance of the work
hereunder by Consultant, his agents, representatives, employees or
subconsultants. The cost of such insurance shall be included in
Consultant's bid.
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B. 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.
C. Coverage Requirements
Workers' Compensation Coverage. Consultant shall maintain
Workers' Compensation Insurance (Statutory Limits) and
Employer's Liability Insurance (with limits of at least one million
dollars ($1,000,000)) for Consultant's employees in accordance
with the laws of the State of California, Section 3700 of the Labor
Code In addition, Consultant shall require each subconsultant to
similarly maintain Workers' Compensation Insurance and
Employer's Liability Insurance in accordance with the laws of the
State of California, Section 3700 for all of the subconsultant'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 (ten (10) calendar days written notice of non-
payment of premium) prior to such change.
Consultant shall submit to City, along with the certificate of
insurance, a Waiver of Subrogation endorsement in favor of City, its
officers, agents, employees and volunteers.
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, blanket
contractual liability.
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 $1,000,000 combined single limit for each accident.
iv. Professional Liability (Errors & Omissions) Coverage. Consultant
shall maintain professional liability insurance that covers the
services to be performed in connection with this Agreement, in the
minimum amount of one million dollars ($1,000,000) limit per claim
and in the aggregate.
D. Other Insurance Provisions or Requirements.
Page 13
The policies are to contain, or be endorsed to contain, the following provisions:
Waiver of Subrogation. All insurance coverage maintained or
procured pursuant to this Agreement shall be endorsed to waive
subrogation against City, its elected or appointed officers, agents,
officials, employees and volunteers or shall specifically allow
Consultant or others providing insurance evidence in compliance
with these requirements to waive their right of recovery prior to a
loss. Consultant hereby waives its own right of recovery against
City, and shall require similar written express waivers and
insurance clauses from each of its subconsultants.
Enforcement of Contract Provisions. Consultant acknowledges and
agrees that any actual or alleged failure on the part of the City to
inform Consultant of non - compliance with any requirement imposes
no additional obligations on the City nor does it waive any rights
hereunder.
iii. Requirements not Limiting. Requirements of specific coverage
features or limits contained in this Section are not intended as a
limitation on coverage, limits or other requirements, or a waiver of
any coverage normally provided by any insurance. Specific
reference to a given coverage feature is for purposes of clarification
only as it pertains to a given issue and is not intended by any party
or insured to be all inclusive, or to the exclusion of other coverage,
or a waiver of any type.
iv. Notice of Cancellation. Consultant shall notify City within five days
of Consultant receiving notice from its insurance carrier of policy
cancellation.
E. Timely Notice of Claims. Consultant shall give City prompt and timely
notice of claims made or suits instituted that arise out of or result from
Consultant's performance under this Agreement.
F. 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.
5. INTEGRATED CONTRACT
Except as expressly modified herein, all other provisions, terms, and covenants set forth
in Agreement and Amendment No. One shall remain unchanged and shall be in full
force and effect.
Page 14
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
BC
1y
Leonie Mulvihill
Assistant City Attorney
ATTEST:
Leit'ani I. Brown
City Clerk
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CITY OF NEWPORT BEACH,
A California Municipal Corporation
By: 'CRL1
David Kiff
City Manager
CONSULTANT: AECOM TECHNICAL
SERVICES, Inc.
By. P .
Chris Alario
Vice President
Rick ney
We egio mance Director
Attachment: Exhibit A — Additional Services to he Performed
Page 15
EXHIBIT A
SCOPE of SERVICES
January 21, 2011
1. Incorporate analysis of the December 2010 actions by the Metropolitan Water
District (Metropolitan) relating to Metropolitan's adoption of their Regional Urban
Water Management Plan into the final Newport Banning Ranch Water Supply
Assessment.
2. Provide technical assistance during preparation of Newport Banning Ranch Draft
EIR and response to comments on Draft EIR.
Exhibit A Page I 1
y AMENDMENT NO. 1
TO
PROFESSIONAL SERVICES AGREEMENT WITH
AECOM USA INC.
FOR NEWPORT BANNING RANCH
THIS AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT, is
entered into as of this 12th day of January, 2010, by and between the CITY OF
NEWPORT BEACH, a Municipal Corporation ( "CITY"), and AECOM USA, Inc., a
California Corporation whose address is 7807 Convoy Court Suite 200, San Diego,
Califomia 92111 ( "CONSULTANT"), and is made with reference to the following:
RECITALS:
A. On March 17, 2009, CITY and CONSULTANT entered into a Professional
Services Agreement, hereinafter referred to as "AGREEMENT,° for water supply
assessment and water verification report services for the Newport Banning
Ranch, hereinafter referred to as "PROJECT."
B. CITY desires to enter into this AMENDMENT NO. 1 to reflect additional services
not included in the AGREEMENT, to extend the term of the AGREEMENT and to
increase the total compensation.
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, it is mutually agreed by and between the undersigned parties as
follows:
1. TERM
The term of the AGREEMENT shall be extended to December 31, 2010.
2. ADDITIONAL SERVICES TO BE PERFORMED
In addition to the services to be provided pursuant to the AGREEMENT,
CONSULTANT shall diligently perform all the services described in
AMENDMENT NO. 1 including, but not limited to, all work set forth in the Scope
of Services attached hereto as Exhibit A and incorporated herein by reference.
The City may elect to delete certain tasks of the Scope of Services at its sole
discretion.
It
3.
4.
COMPENSATION
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 to the AGREEMENT. Consultant's total amended
compensation for all work performed in accordance with this Agreement,
excluding all reimbursable items and all subconsultant fees, shall not exceed
Forty Thousand Seven Hundred Dollars and no /100 ($47,700.00) without
prior written authorization from City,
3.1 The amended compensation reflects Consultant's additional
compensation for additional services to be performed in accordance with
this AMENDMENT NO. 1, excluding all reimbursable items and all
subconsultant fees, in an amount not to exceed Nineteen Thousand Two
Hundred Dollars and no /100 ($19,200.00), without prior written
authorization from City.
INTEGRATED CONTRACT
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.
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IN WITNESS WHEREOF, the parties hereto have executed this AMENDMENT NO. 1
on the cute first above written.
APPROVED AS TO FORM:
OFFICE OF THE CITY ATTORNEY
By.
onie H. Mulvihill
Assistant City Attorney
ATTEST:
y
�Leilani I. Brawn, '
City Clerk
L
�zfio¢�`t
CITY OF NEWPORT BEACH,
A Municipal Corporation
By:
DaW Kiff
City Manager
CONSULTANT: AECOM USA INC.
By: .,.i -
(Corporate Officer)
Title:_15]iF�/ vp
Print Name:
a p -r o
Title:
Print Name: 1(
(Two Corporate signatures required)
Attachments: Exhibit A — Additional Services to be Performed
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Exhibit "A"
SCOPE OF SERVICES
Consultant will provide the following additional services
Prepare a Second Draft Water Supply Assessment Report incorporating the
following additional information:
• City of Newport Beach updated draft water conservation ordinance.
• City of Newport Beach yearly demand and supply records.
• Research results of recent publications regarding the statewide drought and the
ongoing efforts to mitigate imported supply losses.
• Research results of revised project unit demand factors.
• Meet with the City and collect comments.
2. Prepare a Third Draft Submittal Water Supply Assessment Report incorporating the
following additional data:
• City FY 08 -09 demand data.
• Revised land -use and unit counts for the project per the applicant's revised
project. Update demand projections and report figures.
• Revised site facility plans per applicant revised project.
• Final adopted water conservation ordinance.
• Narrative summary of LAFCO input regarding Mesa Consolidated Water
District.
• City annexation agreement / contracts with OCWD.
• MWD's Bond Disclosure Statement.
3. Attend meeting with the City and collect comments.
4. Prepare a Final Water Supply Assessment Report based on staff and applicant
comments.
5. Attend City Council meeting and assist staff with any technical questions.
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Services
Fee
Prepare Second Draft Water Supply Assessment Report $ 9,200
Prepare Third Draft Submittal Water Supply Assessment $10,000
Report, attend meeting with City, prepare Final Water
Supply Assessment Report, attend City Council meeting.
Total $19,200
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PROFESSIONAL SERVICES AGREEMENT WITH
AECOM USA Inc.
FOR BANNING RANCH WATER SUPPLY ASSESSMENT
THIS AGREEMENT is made and entered into as of this 1�day of M a
2009, by and between the CITY OF NEWPORT BEACH, a Municipal Corporation ( "City"),
and AECOM USA, Inc., a California Corporation whose address is 1501 Quail Street,
Newport Beach, California 92660 ( "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 evaluate and consider a development proposal for Banning
Ranch.
C. City desires to engage Consultant to prepare a Water Supply Assessment &
Verification Report as required by State law (`Project').
D. Consultant possesses the skill, experience, ability, background, certification and
knowledge to provide the services described in this Agreement.
E. The principal member of Consultant for purposes of Project shall be Robert Reid.
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, 2010, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
Consultant shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A and incorporated herein by reference. The
City may elect to delete certain tasks of the Scope of Services at its sole discretion.
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3. TIME OF PERFORMANCE
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Time is of the essence in the performance of services under this Agreement and
Consultant shall perform the services in accordance with the schedule included in
Exhibit A. The failure by Consultant to strictly adhere to the schedule may result in
termination of this Agreement by City.
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 Twenty-eight Thousand, Five Hundred Dollars and no1100 ($28,500)
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 limited and include
nothing more than the following costs incurred by Consultant:
A. Approved reproduction charges.
B. 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.
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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 Robert Reid 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 Utilities Department. Utilities Director
George Murdoch shall be the Project Administrator and shall have the authority to
act for City under this Agreement. The Project Administrator or his/her authorized
representative shall represent City in all matters pertaining to the services to be
rendered pursuant to this Agreement.
7. CITY'S RESPONSIBILITIES
In order to assist Consultant in the execution of its responsibilities under this
Agreement, City agrees to, where applicable:
A. Provide access to, and upon request of Consultant, one copy of all existing
relevant information on file at City. City will provide all such materials in a
timely manner so as not to cause delays in Consultant's work schedule.
B. Provide the most current estimates regarding water supply available to the
City for uses including residential, commercial fire and irrigation.
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.
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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.
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
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to direct Consultant as to the details of the performance or to exercise a measure of
control over Consultant shall mean only that Consultant shall follow the desires of
City with respect to the results of the services.
11. COOPERATION
Consultant agrees to work closely and cooperate fully with City's designated Project
Administrator and any other agencies that may have jurisdiction or interest in the
work to be performed. City agrees to cooperate with the Consultant on the Project.
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.
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Workers' Compensation Coverage. Consultant shall maintain
Workers' Compensation Insurance and Employer's Liability Insurance
for his or her employees in accordance with the laws of the State of
California. In addition, Consultant shall require each subcontractor to
similarly maintain Workers' Compensation Insurance and Employer's
Liability Insurance in accordance with the laws of the State of
California for all of the subcontractor's employees. Any notice of
cancellation or non - renewal of all Workers' Compensation policies
must be received by City at least thirty (30) calendar days (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 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
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retention City may have, shall be considered excess insurance only
and not contributory with the insurance provided hereunder.
iii. This insurance shall act for each insured and additional insured as
though a separate policy had been written for each, except with
respect to the limits of liability of the insuring company.
iv. The insurer waives all rights of subrogation against City, its elected or
appointed officers, officials, employees, agents and volunteers.
V. Any failure to comply with reporting provisions of the policies shall not
affect coverage provided to City, its elected or appointed officers,
officials, employees, agents or volunteers.
vi. The insurance provided by this policy shall not be suspended, voided,
canceled, or reduced in coverage or in limits, by either party except
after thirty (30) calendar days (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.
18. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the services in this Agreement, shall be kept
confidential unless City authorizes in writing the release of information.
19. INTELLECTUAL PROPERTY INDEMNITY
The Consultant shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement of any
United States' letters patent, trademark, or copyright infringement, including costs,
contained in Consultant's drawings and specifications provided under this
Agreement.
20. RECORDS
Consultant shall keep records and invoices in connection with the work to be
performed under this Agreement. Consultant shall maintain complete and accurate
records with respect to the costs incurred under this Agreement and any services,
expenditures and disbursements charged to City, for a minimum period of three (3)
years, or for any longer period required by law, from the date of final payment to
Consultant under this Agreement. All such records and invoices shall be clearly
identifiable. Consultant shall allow a representative of City to examine, audit and
make transcripts or copies of such records and invoices during regular business
hours. Consultant shall allow inspection of all work, data, Documents, proceedings
and activities related to the Agreement for a period of three (3) years from the date
of final payment to Consultant under this Agreement.
21. WITHHOLDINGS
City may withhold payment to Consultant of any disputed sums until satisfaction of
the dispute with respect to such payment. Such withholding shall not be deemed to
constitute a failure to pay according to the terms of this Agreement. Consultant
shall not discontinue work as a result of such withholding. Consultant shall have an
immediate right to appeal to the City Manager or his /her designee with respect to
such disputed sums. Consultant shall be entitled to receive interest on any withheld
sums at the rate of return that City earned on its investments during the time period,
from the date of withholding of any amounts found to have been improperly
withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Consultant which result in expense to City greater than what would
have resulted if there were not errors or omissions in the work accomplished by
Consultant, the additional design, construction and /or restoration expense shall be
borne by Consultant. Nothing in this paragraph is intended to limit City's rights
under the law or any other sections of this Agreement.
23. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS
City reserves the right to employ other Consultants in connection with the Project.
24. CONFLICTS OF INTEREST
The Consultant or its employees may be subject to the provisions of the California
Political Reform Act of 1974 (the "Act "), which (1) requires such persons to disclose
any financial interest that may foreseeably be materially affected by the work
performed under this Agreement, and (2) prohibits such persons from making, or
participating in making, decisions that will foreseeably financially affect such
interest.
If subject to the Act, Consultant shall conform to all requirements of the Act. Failure
to do so constitutes a material breach and is grounds for immediate termination of
this Agreement by City. Consultant shall indemnify and hold harmless City for any
and all claims for damages resulting from Consultant's violation of this Section.
25. NOTICES
All notices, demands, requests or approvals to be given under the terms of this
Agreement shall be given in writing, 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:
P,
• 0
Attn: George Murdoch
Utilities Department
City of Newport Beach
949 West 16th Street
Newport Beach, CA, 92663
Phone: 949 - 644 -3400
Fax: 949 - 646 -5204
All notices, demands, requests or approvals from CITY to Consultant shall be
addressed to Consultant at:
Attention:
AECOM Water
1501 Quail Street
Newport Beach, CA 92660
Phone: 949 - 476 -3300
Fax: 949 - 721 -7142
26. TERMINATION
In the event that either party fails or refuses to perform any of the provisions of this
Agreement at the time and in the manner required, that party shall be deemed in
default in the performance of this Agreement. If such default is not cured within a
period of two (2) calendar days, or if more than two (2) calendar days are
reasonably required to cure the default and the defaulting party fails to give
adequate assurance of due performance within two (2) calendar days after receipt
of written notice of default, specifying the nature of such default and the steps
necessary to cure such default, 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.
27. COMPLIANCE WITH ALL LAWS
Consultant shall at its own cost and expense comply with all statutes, ordinances,
regulations and requirements of all governmental entities, including federal, state,
county or municipal, whether now in force or hereinafter enacted. In addition, all
work prepared by Consultant shall conform to applicable City, county, state and
federal laws, rules, regulations and permit requirements and be subject to approval
of the Project Administrator and City.
10
0
28. WAIVER
A waiver by either party of any breach, of any term, covenant or condition contained
herein shall not be deemed to be a waiver of any subsequent breach of the same or
any other term, covenant or condition contained herein, whether of the same or a
different character.
29. INTEGRATED CONTRACT
This Agreement represents the full and complete understanding of every kind or
nature whatsoever between the parties hereto, and all preliminary negotiations and
agreements of whatsoever kind or nature are merged herein. No verbal agreement
or implied covenant shall be held to vary the provisions herein.
30. CONFLICTS OR INCONSISTENCIES
In the event there are any conflicts or inconsistencies between this Agreement and
the Scope of Services or any other attachments attached hereto, the terms of this
Agreement shall govern.
31. 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.
32. AMENDMENTS
This Agreement may be modified or amended only by a written document executed
by both Consultant and City and approved as to form by the City Attorney.
33. SEVERABILITY
If any term or portion of this Agreement is held to be invalid, illegal, or otherwise
unenforceable by a court of competent jurisdiction, the remaining provisions of this
Agreement shall continue in full force and effect.
34. CONTROLLING LAW AND VENUE
The laws of the State of California shall govern this Agreement and all matters
relating to it and any action brought relating to this Agreement shall be adjudicated
in a court of competent jurisdiction in the County of Orange.
35. EQUAL OPPORTUNITY EMPLOYMENT
Consultant represents that it is an equal opportunity employer and it shall not
11
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.
APP OVER AS TO FORM:
City Attorney
for the City of Newport Beach
ATTEST:
By. l4
dlm �_Q
Leilani I. Brown
City Clerk
Q Y
7
CALF F0�
CITY OF NEWPORT BEACH,
A Municipal Corporation /
By:
Ci y Manager
for the City of Newport Beach
CONSULTANT:
By
(I�peraft
te-E)fceI
G' --
Title: c C. p ,-e4rA -
Print Name: go r� S le,/
(Financial Officer)
Title:
Print Name:
Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
12
0
. Exhibit A
AECOM - Water
STANDARD HOURLY RATE SCHEDULE
EFFECTTVE JANUARY 1, 2009
x
23
Assistant i
$100.00
22
Assistant II
$110.00
21
Associate
$140.00
14
SeaiorI
$165.00
13
Senior R
$175.00
12
1 Princ.
$235.00
Company Officer
$250.00
36
Drafter /Assistant CA DD or/Ea Davin Intern
$ 70.00
37
CADD Operator
$ 85.00
38
Design CADD Operator
$ 95.00
39
Design CADD Supervisor
$130.00
34
Desi er/Technician
$125.00
33
Senior Designer/Senior Civil Desi er
$140.00
32
Designer Summsor
$145.00
91 -94
81 -82
Clerk 141, Secretary JAI
Account Clerk UR
$ 70.00
95 -96
88-89
83184
Senior Secretary IM
Administrative Specialist
Jr. or Staff Accountant
$ 80.00
68 / 58
Special Consultant / Construction Observer
Negotiated
— Director Construction Services
Computer Expenses — accounts for hardware and software
N otiated
$4.50 per Direct Hr.
Photocopies - Color 8.5 x l I / 11 x 17 / 8.5 x I 1 Transparency
$1.15 /1.5013.50
Per Page
Photocopies - Black & White
$.20 Per Page
Fax
$1.00 Per page
Communication Charge - Telephone / Cellular
$1.00 Per Direct Hr.*
Plan Sheet Printing - In House Bond / Vellum / Mylar
$3.50 /4.5017.50
Per Sheet
Travel - Automobile/ Truck
$0.75 Per 1fIe
Travel - Other Than Automobile
Actual Cost + 15%
Subeonsultant Services
Actual Cost + 15%
Subcontracted Services! Reproduction
Actual Cost+ 15%
If overtime is autborized by the diear, an overtime premium multiplier of 1.5 will be applied to the billing rate of hourly persoand who work
overtime in order to meet a deadline which canna be met during normal hours. Applicable sales taxes, if any, will be added to these rates.
Corporate officers and conaulting engineers will be billed at 1.2 times the stated rate for Principal. Invoices will be rendered monthly. Payment
is due upon presentation. A late payment charge of 1.5% per month (but not exceedirtg the maximum rate allowable by taw) will be applied to
any unpaid balance commencing 30 days after the date of the original invoice.
"For Engineers, Amhiwctsti Scientists.
For projects extending beyond December 31, 2009, rate adjustments, capped at the CPI, may be made unless not allowed in the contract
Persomtel classifications may be added, if appropriate and agreed upon. 50CAL REV 010109
MOVL6
Exhibit B
Newport Banning Ranch
Water Supply Assessment & Verification Report
Scope of Services
February 19, 2009
Description
Project Tasks
Newport Banning Ranch (Project) is a 402 -acre planned development
located in Orange County, California. The Project is generally situated
north of West (Pacific) Coast Highway, east of the Santa Ana River,
south of the Talbert Nature Preserve, and west of Superior Avenue.
While much of the Project is located in the unincorporated area of the
county, it falls entirely within the sphere of influence of the City of
Newport Beach (City). The City intends to provide water service to the
Project.
The City of Newport Beach (Client) has retained AECOM USA, Inc
( AECOM) to prepare a Water Supply Assessment & Verification
Report (Report) for the Project in accordance with the requirements set
forth in Senate Bill 610 (embodied in California Public Resources
Code §21151.9; and Water Code § §10631, 10656, 10657, 10910,
10911, 10912, and 10915) and Senate Bill 221 (embodied in California
Business & Professions Code §11010; and Government Code
§ §65867.5, 66455.3, and 66473.7). The Report will be prepared by
AECOM on behalf of the City in consultation with the other
local/regional water providers, and the developer and its professional
consultants.
The tasks as outlined below are based on correspondence with Client,
and a cursory review of available project materials.
Task 1 — Data Collection & Coordination
1.1 Prepare for and attend kick -off meeting with Developer and City
staff.
1.2 Collect available data from City and others, including:
♦ Current Urban Water Management Plan for City.
♦ Current Regional Urban Water Management Plan for
Metropolitan Water District of Southern California.
♦ Existing and planned City water source data (e.g., local
surface, wholesale, groundwater, etc.).
♦ Historical City water use and planned demand projections.
The City of Newport Beach 1 BOYLE I AECOM
Newport Banning Rands •
Water Supply Assessment & Verification Report
Schedule
•
1.3 Review data provided by City and others. Identify additional
data, as necessary.
Task 2 — Report Preparation
2.1 Prepare and submit Draft Report (in PDF format) to City for
review. City will coordinate and compile comments from other
agencies with review authority.
2.2 Meet with City to discuss comments on Draft Report.
2.3 Prepare and submit Final Report (4 copies and 1 PDF) to City.
Task 3 — Respond to DEIR Comments
3.1 The Water Supply Assessment will be a part of the CEQA
process. AECOM will respond to one set of questions on the
draft EIR at it relates to water supply only.
3.2 AECOM will meet with the City one time to discuss comments
on Draft EIR as it relates to water supply.
Task 4 — Project Management & Quality Control
4.1 Inform City of project progress at specified intervals.
4.2 Complete quality review(s) prior to submittal of work product.
It is estimated that the tasks, as presented in this Scope of Services,
will be completed in the following timeframe after receipt of a Notice
to Proceed (NTP) and all necessary materials:
♦ Draft Report — 6 weeks following receipt of necessary data and
materials.
♦
Final Report — 2 weeks following receipt of comments on Draft
Report.
Additional time for review of AECOM's work product is not included
in this schedule.
The City of Newport Beach 2 BOYLE I AECOM
Newport Banning Ranch • •
Water Supply Assessment & Verification Report
Assumptions
The following assumptions were made in preparing this Scope of
Services:
1. Developer and City will provide all necessary data to AECOM at
no cost. This data includes those items identified in Task 1.2.
2. Developer and/or City will be responsible for coordination with
public agencies and local community groups. AECOM can assist
Client as requested/required on a time - and - materials basis.
3. Additional tasks may be added to this Scope of Services upon
mutual written agreement between Client and AECOM.
4. AECOM shall be entitled to rely upon the accuracy of data and
information provided by Agency or others without independent
review or evaluation.
The City of Newport Beach 3 BOYLE I AECOM