HomeMy WebLinkAboutCC Resolution 13957 (Engineering Services; Park Engineering)RESOLUTION NO. 13957
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN RAFAEL
AUTHORIZING THE ACTING DIRECTOR OF PUBLIC WORKS TO EXECUTE AN
AGREEMENT WITH PARK ENGINEERING, INC. FOR PROFESSIONAL
ENGINEERING SERVICES, IN AN AMOUNT NOT TO EXCEED $367,403.18.
WHEREAS, on March 16, 2015 the City Council approved the 2015/16 to 2017/18 Three -
Year Capital Improvement Program list; and
WHEREAS, the City requires temporary supplemental professional engineering services
for project management and design of various projects as listed in the Capital Improvement
Program list, and to assist staff with inspections and other engineering tasks; and
WHEREAS, the firm of Park Engineering Inc., has submitted a fee proposal to provide
such services on a time and materials basis, which proposal is dated June 2015 and attached hereto
as Exhibit "A"; and
WHEREAS, Park Engineering, Inc., was selected as the best qualified provider for said
engineering services; and
WHEREAS, staff has reviewed the fee proposal from Park Engineering, Inc., and found it
to be within industry standards and acceptable; and
WHEREAS, appropriations approved in the 2014/15 five-year Capital Improvement
Program and the 2015/16 three-year Capital Improvement Program are sufficient to pay for the
Park Engineering contract.
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SAN RAFAEL
RESOLVES as follows:
1. The Acting Director of Public Works of said City is authorized and directed to execute
a Professional Services Agreement with Park Engineering, Inc., for engineering
services in connection with various Capital Improvement Projects, inspections and
other tasks, at the rates specified in Exhibit "A" attached hereto in an amount not to
exceed $367,403.18, and in a form to be approved by the City Attorney.
2. The Acting Director of Public Works is hereby authorized to take any and all such
actions that may be required to implement and accomplish the purpose of the
agreement approved by this resolution.
1, ESTHER C. BEIRNE, Clerk of the City of San Rafael, hereby certify that the
foregoing Resolution was duly and regularly introduced and adopted at a regular meeting of the
Council of said City on the 6th day of July, 2015, by the following vote, to wit:
AYES: COUNCIL MEMBERS: Bushey, Garnblin, McCullough & Mayor Phillips
NOES: COUNCIL MEMBERS: None
ABSENT: COUNCIL MEMBERS: Colin
ESTHER C. BEIRNE, City Clerk
File No. 01.01.02.01
AGREEMENT
FOR PROFESSIONAL SERVICES WITH PARK ENGINEERING, INC.,
This Agreement is made and entered into this 14 of --fU. Li-/ . 2015 by and between
the CITY OF SAN RAFAEL [hereinafter "CITY"], and Park Engineering, Inc., a corporation authorized
to do business in California (hereinafter "CONTRACTOR).
RECITALS
WHEREAS, the CITY has determined that certain specialized professional engineering
services are required for Capital Improvement Project Management and design, and for inspections and
other tasks; and
WHEREAS, the CONTRACTOR has offered to render such specialized professional.
AGREEMENT
NOW, THEREFORE, the parties hereby agree as follows:
1. PROJECT COORDINATION
A. CITY. The Director of Public Works shall be the representative of the CITY
for all purposes under this Agreement. The City Engineer is hereby designated the PROJECT
MANAGER for the CITY, and said PROJECT MANAGER shall supervise all aspects of the progress
and execution of this Agreement.
B. CONTRACTOR. CONTRACTOR shall assign a single PROJECT
DIRECTOR to have overall responsibility for the progress and execution of this Agreement for
CONTRACTOR. Jaemin Park is hereby designated as the PROJECT DIRECTOR for CONTRACTOR.
Should circumstances or conditions subsequent to the execution of this Agreement require a substitute
PROJECT DIRECTOR for any reason, the CONTRACTOR shall notify the CITY within ten (10)
business days of the substitution.
2. DUTIES OF CONTRACTOR
CONTRACTOR will provide project management services and/or design
services for various CITY Capital Improvement projects, and assist with inspections and other tasks, as
requested from time to time by the PROJECT MANAGER.
3. DUTIES OF TILE CITY
CITY shall provide information, access, and equipment required by
CONTRACTOR in performing the services covered by this Agreement.
4. COMPENSATION
For the full performance of the services described herein by CONTRACTOR,
CITY shall pay CONTRACTOR on a time and materials basis for services rendered in accordance with
the rates shown on the current fee schedule as described in Exhibit "A" dated June 2015 and attached
hereto and incorporated herein by this reference. The total payment made under this Agreement shall not
exceed $367,403.18, except by written amendment of this Agreement by the parties.
Payment will be made monthly upon receipt by PROJECT MANAGER of itemized
invoices submitted by CONTRACTOR.
5. TERM OF AGREEMENT
The term of this Agreement shall be two years from the date first set forth above.
6. TERMINATION
A. Discretionary. Either party may terminate this Agreement without cause
upon thirty (30) days written notice mailed or personally delivered to the other party.
B. Cause. Either party may terminate this Agreement for cause upon ten
(10) days written notice mailed or personally delivered to the other party, and the notified party's failure
to cure or correct the cause of the termination notice, to the reasonable satisfaction of the party giving
such notice, within thirty (30) days of the receipt of said notice.
C. Effect of Termination. Upon receipt of notice of termination, neither
party shall incur additional obligations under any provision of this Agreement without the prior written
consent of the other.
D. Return of Documents. Upon termination, any and all CITY documents
or materials provided to CONTRACTOR and any and all of CONTRACTOR's documents and materials
prepared for or relating to the performance of its duties under this Agreement, shall be delivered to CITY
as soon as possible, but not later than thirty (30) days after termination.
7. OWNERSHIP OF DOCUMENTS
The written documents and materials prepared by the CONTRACTOR in
connection with the performance of its duties under this Agreement shall be the sole property of CITY.
CITY may use said property for any purpose, including projects not contemplated by this Agreement.
8. INSPECTION AND AUDIT
Upon reasonable notice, CONTRACTOR shall make available to CITY, or its
agent, for inspection and audit, all documents and materials maintained by CONTRACTOR in
Agreement • 2
connection with its performance of its duties under this Agreement. CONTRACTOR shall fully
cooperate with CITY or its agent in any such audit or inspection.
9. ASSIGNABILITY
The parties agree that they shall not assign or transfer any interest in this
Agreement nor the performance of any of their respective obligations hereunder, without the prior written
consent of the other party, and any attempt to so assign this Agreement or any rights, duties or
obligations arising hereunder shall be void and of no effect.
10. INSURANCE.
A. Scope of Coverage. During the term of this Agreement, CONTRACTOR shall
maintain, at no expense to CITY, the following insurance policies:
1. A commercial general liability insurance policy in the minimum amount of
one million dollars ($1,000,000) per occurrence/two million dollars ($2,000,000) aggregate, for death,
bodily injury, personal injury, or property damage.
2. An automobile liability (owned, non -owned, and hired vehicles) insurance
policy in the minimum amount of one million dollars ($1,000,000) dollars per occurrence.
3. If any licensed professional performs any of the services required to be
performed under this Agreement, a professional liability insurance policy in the minimum amount of two
million dollars ($2,000,000) per occurrence/four million dollars ($4,000,000) aggregate, to cover any claims
arising out of the CONTRACTOR's performance of services under this Agreement. Where
CONTRACTOR is a professional not required to have a professional license, CITY reserves the right to
require CONTRACTOR to provide professional liability insurance pursuant to this section.
4. If it employs any person, CONTRACTOR shall maintain worker's
compensation and employer's liability insurance, as required by the State Labor Code and other applicable
laws and regulations, and as necessary to protect both CONTRACTOR and CITY against all liability for
injuries to CONTRACTOR's officers and employees. CONTRACTOR'S worker's compensation
insurance shall be specifically endorsed to waive any right of subrogation against CITY.
B. Other Insurance Requirements. The insurance coverage required of the
CONTRACTOR in subparagraph A of this section above shall also meet the following requirements:
1. Except for professional liability insurance, the insurance policies shall be
specifically endorsed to include the CITY, its officers, agents, employees, and volunteers, as additionally
named insureds under the policies.
2. The additional insured coverage under CONTRACTOR'S insurance
policies shall be primary with respect to any insurance or coverage maintained by CITY and shall not call
Agreement • 3
upon CITY's insurance or self-insurance coverage for any contribution. The "primary and
noncontributory" coverage in CONTRACTOR'S policies shall be at least as broad as ISO form CG20 01
0413.
3. Except for professional liability insurance, the insurance policies shall
include, in their text or by endorsement, coverage for contractual liability and personal injury.
4. The insurance policies shall be specifically endorsed to provide that the
insurance carrier shall not cancel, terminate or otherwise modify the terms and conditions of said insurance
policies except upon ten (10) days written notice to the PROJECT MANAGER.
5. If the insurance is written on a Claims Made Form, then, following
termination of this Agreement, said insurance coverage shall survive for a period of not less than five years.
6. The insurance policies shall provide for a retroactive date of placement
coinciding with the effective date of this Agreement.
7. The limits of insurance required in this Agreement may be satisfied by a
combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain
or be endorsed to contain a provision that such coverage shall also apply on a primary and noncontributory
basis for the benefit of CITY (if agreed to in a written contract or agreement) before CITY'S own
insurance or self-insurance shall be called upon to protect it as a named insured.
8. It shall be a requirement under this Agreement that any available insurance
proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits
shall be available to CITY or any other additional insured party. Furthermore, the requirements for
coverage and limits shall be: (1) the minimum coverage and limits specified in this Agreement; or (2) the
broader coverage and maximum limits of coverage of any insurance policy or proceeds available to the
named insured; whichever is greater.
C. Deductibles and SIR's. Any deductibles or self-insured retentions in
CONTRACTOR's insurance policies must be declared to and approved by the PROJECT MANAGER and
City Attorney, and shall not reduce the limits of liability. Policies containing any self-insured retention
(SIR) provision shall provide or be endorsed to provide that the SIR may be satisfied by either the named
insured or CITY or other additional insured party. At CITY's option, the deductibles or self-insured
retentions with respect to CITY shall be reduced or eliminated to CITY's satisfaction, or CONTRACTOR
shall procure a bond guaranteeing payment of losses and related investigations, claims administration,
attorney's fees and defense expenses. '
D. Proof of Insurance. CONTRACTOR shall provide to the PROJECT
MANAGER or CITY'S City Attorney all of the following: (1) Certificates of Insurance evidencing
the insurance coverage required in this Agreement; (2) a copy of the policy declaration page and/or
endorsement page listing all policy endorsements for the commercial general liability policy, and 3
excerpts of Dolicv laneuage or specific endorsements evidencing the other insurance requirements set
Agreement • 4
forth in this Agreement. CITY reserves the right to obtain a full certified copy of any insurance
policy and endorsements from CONTRACTOR. Failure to exercise this right shall not constitute a
waiver of the right to exercise it later. The insurance shall be approved as to form and sufficiency by
PROJECT MANAGER and the City Attorney.
11. INDEMNIFICATION.
A. Except as otherwise provided in Paragraph B., CONTRACTOR shall, to the
fullest extent permitted by law, indemnify, release, defend with counsel approved by CITY, and hold
harmless CITY, its officers, agents, employees and volunteers (collectively, the "City Indemnitees"),
from and against any claim, demand, suit, judgment, loss, liability or expense of any kind, including but
not limited to attorney's fees, expert fees and all other costs and fees of litigation, (collectively
"CLAIMS"), arising out of CONTRACTOR'S performance of its obligations or conduct of its
operations under this Agreement. The CONTRACTOR's obligations apply regardless of whether or not
a liability is caused or contributed to by the active or passive negligence of the City Indemnitees.
However, to the extent that liability is caused by the active negligence or willful misconduct of the City
Indemnitees, the CONTRACTOR's indemnification obligation shall be reduced in proportion to the
City Indemnitees' share of liability for the active negligence or willful misconduct. In addition, the
acceptance or approval of the CONTRACTOR's work or work product by the CITY or any of its
directors, officers or employees shall not relieve or reduce the CONTRACTOR's indemnification
obligations. In the event the City Indemnitees are made a party to any action, lawsuit, or other
adversarial proceeding arising from CONTRACTOR'S performance of or operations under this
Agreement, CONTRACTOR shall provide a defense to the City Indemnitees or at CITY'S option
reimburse the City Indemnitees their costs of defense, including reasonable attorneys' fees, incurred in
defense of such claims.
B. Where the services to be provided by CONTRACTOR under this Agreement
are design professional services to be performed by a design professional as that term is defined under
Civil Code Section 2782.8, CONTRACTOR shall, to the fullest extent permitted by law, indemnify,
release, defend and hold harmless the City Indemnitees from and against any CLAIMS that arise out of,
pertain to, or relate to the negligence, recklessness, or willful misconduct of CONTRACTOR in the
performance of its duties and obligations under this Agreement or its failure to comply with any of its
obligations contained in this Agreement, except such CLAIM which is caused by the sole negligence or
willful misconduct of CITY.
C. The defense and indemnification obligations of this Agreement are undertaken in
addition to, and shall not in any way be limited by, the insurance obligations contained in this
Agreement, and shall survive the termination or completion of this Agreement for the full period of time
allowed by law.
Agreement • 5
12. NONDISCRIMINATION
CONTRACTOR shall not discriminate, in any way, against any person on the
basis of age, sex, race, color, religion, ancestry, national origin or disability in connection with or related
to the performance of its duties and obligations under this Agreement.
13. COMPLIANCE WITH ALL LAWS
CONTRACTOR shall observe and comply with all applicable federal, state and
local laws, ordinances, codes and regulations, in the performance of its duties and obligations under this
Agreement. CONTRACTOR shall perform all services under this Agreement in accordance with these
laws, ordinances, codes and regulations. CONTRACTOR shall release, defend, indemnify and hold
harmless CITY, its officers, agents and employees from any and all damages, liabilities, penalties, fines
and all other consequences from any noncompliance or violation of any laws, ordinance, codes or
regulations.
14. NO THIRD PARTY BENEFICIARIES
CITY and CONTRACTOR do not intend, by any provision of this Agreement, to
create in any third party, any benefit or right owed by one party, under the terms and conditions of this
Agreement, to the other party.
15. NOTICES
All notices and other communications required or permitted to be given under
this Agreement, including any notice of change of address, shall be in writing and given by personal
delivery, or deposited with the United States Postal Service, postage prepaid, addressed to the parties
intended to be notified. Notice shall be deemed given as of the date of personal delivery, or if mailed,
upon the date of deposit with the United States Postal Service. Notice shall be given as follows:
TO CITY: Kevin McGowan, Acting Public Works Director
City of San Rafael
111 Morphew Street
P.O. Box 151560
San Rafael, CA 94915-1560
TO CONTRACTOR: Park Engineering, Inc.
Jaemin Park
28 Dolores Way
Orinda, CA 94563
16. INDEPENDENT CONTRACTOR
For the purposes, and for the duration, of this Agreement, CONTRACTOR, its
officers, agents and employees shall act in the capacity of an Independent Contractor, and not as
Agreement • 6
employees of the CITY. CONTRACTOR and CITY expressly intend and agree that the status of
CONTRACTOR, its officers, agents and employees be that of an Independent Contractor and not that of
an employee of CITY.
17. ENTIRE AGREEMENT -- AMENDMENTS
A. The terms and conditions of this Agreement, all exhibits attached, and
all documents expressly incorporated by reference, represent the entire Agreement of the parties with
respect to the subject matter of this Agreement.
B. This written Agreement shall supersede any and all prior agreements,
oral or written, regarding the subject matter between the CONTRACTOR and the CITY.
C. No other agreement, promise or statement, written or oral, relating to the
subject matter of this Agreement, shall be valid or binding, except by way of a written amendment to this
Agreement.
D. The terms and conditions of this Agreement shall not be altered or
modified except by a written amendment to this Agreement signed by the CONTRACTOR and the CITY.
E. If any conflicts arise between the terms and conditions of this
Agreement, and the terms and conditions of the attached exhibits or the documents expressly
incorporated by reference, the terms and conditions of this Agreement shall control.
18. SET-OFF AGAINST DEBTS
CONTRACTOR agrees that CITY may deduct from any payment due to
CONTRACTOR under this Agreement, any monies which CONTRACTOR owes CITY under any
ordinance, agreement, contract or resolution for any unpaid taxes, fees, licenses, assessments, unpaid
checks or other amounts.
19. WAIVERS
The waiver by either party of any breach or violation of any term, covenant or
condition of this Agreement, or of any ordinance, law or regulation, shall not be deemed to be a waiver of
any other term, covenant, condition, ordinance, law or regulation, or of any subsequent breach or
violation of the same or other term, covenant, condition, ordinance, law or regulation. The subsequent
acceptance by either party of any fee, performance, or other consideration which may become due or
owing under this Agreement, shall not be deemed to be a waiver of any preceding breach or violation by
the other party of any term, condition, covenant of this Agreement or any applicable law, ordinance or
regulation.
20. COSTS AND ATTORNEY's FEES
The prevailing party in any action brought to enforce the terms and conditions of
this Agreement, or arising out of the performance of this Agreement, may recover its reasonable costs
(including claims administration) and attorney's fees expended in connection with such action.
Agreement • 7
21. CITY BUSINESS LICENSE/OTHER TAXES
CONTRACTOR shall obtain and maintain during the duration of this Agreement,
a CITY business license as required by the San Rafael Municipal Code. CONTRACTOR shall pay any
and all state and federal taxes and any other applicable taxes. CITY shall not be required to pay for any
work performed under this Agreement, until CONTRACTOR has provided CITY with a completed
Internal Revenue Service Form W-9 (Request for Taxpayer Identification Number and Certification).
22. APPLICABLE LAW
The laws of the State of California shall govern this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the day, month
and year first above written.
CITY OF SAN RAFAEL
c . X4
KEVIN MCGOWAN
Acting Director of Public Works
ATTEST:
ESTHER C. BEIRNE, City Clerk
APPROVED AS TO FORM:
121ROBERT F. EPSTEIN, C4 Attorney
File No.: 01.01.02.01
PARK ENGINEERING, INC.
By-.(:� O✓`
I
Title: VRX--O'-t t
7
Agreement • 8
City of San Rafael
Project Management/Construction Management Services
Various City Projects
June 2015
Position
Summer of 2015 (June - Sept)
Steve Patterson, P.E.
Project Manager
Adele Ho, P.E.
Grant Writing
Dave Baker
Construction Manager/Inspector
Permt Compliance / Inspector #2
Fall of 2015 (Oct - Dec)
Steve Patterson, P.E.
Project Manager
Dave Baker
Construction Manager/Inspector
Permt Compliance / Inspector #2
Hourly Rate I OT Rate
IEXHIBIT'A' f
DT Rate I Hours I
$161.00
$161.00
$161.00
$135.00
$135.00
$135.00
$125.91
$188.86
$251.81
$112.46
$168.68
$224.91
$161.00
$125.91
$112.46
$161.00
$0.00
$161.00
$0.00
OT Rate DT Rate
Cost
378
$
60,858.00
40
$
5,400.00
672
$
84,609.71
336
$
42,304.86
Sub -Total:
$
193,172.57
336
$
54,096.00
504
$
63,457.29
504
$
56,677.32
Sub -Total:
$
174,230.61
I
1. Rate includes vehicle, mobile phone, laptop and all equipment required to perform required duties.
2. Construction Inspector is subject to prevailing wage rates.
3. Hours are for 7 months duration: Full-time: 40 hours/week for inspection & compliance work
Part-time for 3-4 days per week for Steve Patterson
Total = $ 367,403.18