HomeMy WebLinkAboutPW Essential Facilities Geotechnical ServicesAGREEMENT FOR PROFESSIONAL SERVICES
FOR GEOTECHNICAL ENGINEERING SERVICES ASSOCIATED WITH VARIOUS
ESSENTIAL FACILITIES STRATEGIC PLAN PROJECTS
This Agreement is made and entered into as of the /5'ftz' day of 4Eacrrf 13cQ ,
2016, by and between the CITY OF SAN RAFAEL (hereinafter "CITY"), and MILLER PACIFIC
ENGINEERING GROUP, a corporation authorized to do business in California (hereinafter
"CONTRACTOR").
RECITALS
WHEREAS, the services of a geotechnical engineering firm are needed for projects
associated with San Rafael's Essential Facilities Strategic Plan; and
WHEREAS, CONTRACTOR has provided such services during the first phase of the
Essential Facilities process; and
WHEREAS, CONTRACTOR's services are needed as the Essential Facilities projects
move into the construction phase.
AGREEMENT
NOW, THEREFORE, the parties hereby agree as follows:
1. PROJECT COORDINATION.
A. CITY'S Project Manager. The Director of Public Works 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'S Project Director. CONTRACTOR shall assign a single
PROJECT DIRECTOR to have overall responsibility for the progress and execution of this
Agreement for CONTRACTOR. Scott Stephens 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 shall perform the duties and/or provide services as described in Exhibits
A, B and C attached to this agreement and incorporated herein.
3. DUTIES OF CITY.
CITY shall pay the compensation as provided in Paragraph 4, and perform the duties as
described in Exhibits A, B, and C.
4. COMPENSATION.
For the full performance of the services described herein by CONTRACTOR, CITY shall
pay CONTRACTOR an amount not to exceed $81,000.00.
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 for one (1) year commencing on the date first
hereinabove written. Upon mutual agreement of the parties, and subject to the written approval of
the City Manager the term of this Agreement may be extended for an additional period of up to two
(2) years.
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 fifteen (15) 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, to the reasonable satisfaction of the party giving such
notice, within such fifteen (15) day time period.
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 cormection 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.
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 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 one million dollars ($1,000,000) per occurrence/two million dollars ($2,000,000) 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 (for both ongoing and completed operations) 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 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 0104 13.
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 policy language or specific endorsements
evidencing the other insurance requirements set forth in this ALFreement. 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 frill period
of time allowed by law.
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,
ordinances, 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's Project Manager: Bill Guerin, Director of Public Works
City of San Rafael
1400 Fifth Avenue
P.O. Box 151560
San Rafael, CA 94915-1560
TO CONTRACTOR's Project Director: Scott Stephens
Miller Pacific Engineering Group
504 Redwood Boulevard, Suite 220
Novato, CA 94947
b
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 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 tlus 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.
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
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I
- -. ENGINEERING GROUP
August 30, 2016
File: 2157.286prob.doc
City of San Rafael
111 Morphew Street
San Rafael, CA 94901
Attn: Mr. Kevin McGowan
Re: Supplemental Geotechnical Engineering Services
Fire Station 52
San Rafael, California
Introduction
We are pleased to submit this proposal for supplemental geotechnical engineering services
associated with the planned Fire Station 52 at 210 3rd Street in San Rafael. We have prepared a
geotechnical investigation report for the project and have been providing consultation as
requested. Per the request of Kitchell, this proposal provides scope and budget estimate for
additional geotechnical consultation / analyses of alternative foundation systems best suited for
the proposed project. In addition, we have provided a scope and budget for expected
geotechnical services during construction for the current building plan.
Scone of Services
Supplemental Geotechnical Consultation and Plan Review
We will provide site specific settlement and foundation design analyses based on site grading and
building loads. Based on our analyses we will consult with the design team in the selection of the
preferred foundation type and provide geotechnical consultation, recommendations and design
criteria as needed. We will review geotechnical aspects of the plans to confirm that the intent of
our recommendations has been incorporated and summarize our review in a brief letter report.
Geotechnical Construction Observation and Testino
During construction, we will provide intermittent inspection and testing services to observe the
geotechnical portions of the work. This is expected to include submittal review of geotechnical
items, foundation excavations (drilled piers ad shallow), utility trench backfill and structural fill
testing, subsurface drainage, vapor barriers and testing of pavement sections. The purpose of
our construction services is to verify that subsurface conditions are as expected, confirm design
criteria are appropriate, prepare any needed supplemental recommendations, and to provide
our opinion of contractor compliance with the intent of the plans and specifications. We have
prepared a draft scope and fee estimate for authorization. When the design is complete and the
construction schedule known, we should confirm the budget estimate.
Schedule and Fee
We propose our services as shown on the attached Agreement and Schedule of Charges. We
propose the following fee arrangements:
504 Redwood Blvd., Suite 220 Novato, Caliromia 94947 T (415) 382-3444 F (415) 382-3450
Exhibit A
City of San Rafael
Page 2 of 2
NOR Pr GME
ENGINEERING GROUP
August 30, 2016
Supplemental Consultation and Plan Review .........................Time and Expense, Estimate, $4,500
Construction Observation & Testing....................................Time and Expense, Estimate, $20,000*
('Budget estimate to be confirmed when the construction schedule has been finalized.)
We are pleased to have the opportunity to provide geotechnical services on this project and are
prepared to begin our work soon after your authorization. When you wish us to proceed, please
sign and return one copy of the Agreement. If you have any questions regarding our proposal,
please do not hesitate to call.
Yours very truly,
MILLER PACIFIC ENGINEERING GROUP
Scott Stephens
Geotechnical Engineer No. 2398
(Expires 6/30/17)
Attachments: Agreement, Budget Estimate Sheet
WRO HER
ENGINEERING GROUP
REEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
This AGREEMENT is made between MILLER PACIFIC ENGINEERING GROUP ("MPEG'), a California
Corporation, and the CLIENT to provide Professional Engineering and Testing Services with respect to the
PROJECT, with the following GENERAL CONDITIONS and for the FEE as described below and on the attached
pages,
1.0 CLIENT NAME:
City of San Rafael
Attn: Mr. Kevin McGowan
ADDRESS:
111 Morphew Street
San Rafael, CA 94901
CLIENT #:
2157.286prob
2.0 PROJECT:
Fire Station 52
LOCATION:
San Rafael, California
3.0 SCOPE OF SERVICES: Geotechnical Engineering Services as outlined in our proposal letter
dated August 30, 2016:
Supplemental Consultation and Plan Review
Construction Observation & Testing
4.0 FEE: Time & Expense, Estimate .................................................. $4,500
Time & Expense, Estimate ...............................................$20,000'
(`Budget estimate to be confirmed when the construction schedule has
been finalized.)
DATE: 8/30/16 FOR MPEG:
Scott Stephens, Geotechnical Engineer No. 2398
DATE
FOR CLIENT:
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
January 2016
Page 1 of B
504 Redwood Blvd., Suile 220 13 Novato, California 94947 0 T (415) 382-3444 F (415) 382-3450
GENERAL CONDITIONS
1. DEFINITIONS
1.1. Contract Documents. Plans, specifications, and
agreements between Client and Contractors, including
addenda, amendments, supplementary instructions, and
change orders.
1.2. Contractor. The contractor or contractors retained
to construct the Project for which MPEG is providing
Services under this Agreement.
1.3. Day(s). Calendar day(s) unless otherwise stated.
1.4. Hazardous Materials. The term Hazardous
Materials means any toxic substances, chemicals,
radioactivity, pollutants or other materials, In whatever
form or state, known or suspected to impair the
environment in any way whatsoever. Hazardous
Materials include, but are not limited to, those substances
defined, designated or listed in any federal, state or local
law, regulation or ordinance concerning hazardous
wastes, toxic substances or pollution.
1.5. Services. The Services provided by MPEG as set
forth in this Agreement, the Scope of Services, and any
written amendment to this Agreement.
1.6. Work. The labor, materials, equipment, and
services required to complete the work described in the
Contract Documents.
2. SCOPE OF SERVICES
MPEG will perform the scope of Services per Page 1 of
the agreement.
2.1. Changes in Scope. If MPEG provides Client with
a written confirmation of a change in the Scope of
Services, it will become an amendment to this Agreement
unless Client objects in writing within 5 business days
after receipt. All Services performed by MPEG on the
Project are subject to the terms and limitations of this
Agreement. If Services are performed, but the parties do
not reach agreement concerning modifications to the
Scope of Services or compensation, then the terms and
limitations of this Agreement apply to such Services,
except for the payment terms. The parties agree to
resolve disputes concerning modifications to scope or
compensation pursuant to Section 19, "Disputes."
2.2. Licenses. MPEG will procure and maintain
business and professional licenses and registrations
necessary to provide its Services.
2.3. Excluded Services. MPEG's Services under this
Agreement include only those Services specified in the
Scope of Services.
2.3.1. General. Client expressly waives any claim
against MPEG resulting from its failure to perform
recommended additional Services that Client has not
authorized MPEG to perform, and any claim that MPEG
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
MUR FOR
ENGINEERING GROUP
failed to pert Stoneridge Mall Roadorm services that
Client instructs MPEG not to perform.
2.3.2. Biological Pollutants. MPEG's Scope of
Services specifically excludes the investigation,
detection, prevention or assessment of the presence of
Biological Pollutants. The term "Biological Pollutants"
includes, but is not limited to, molds, fungi, spores,
bacteria, viruses, and/or any of their byproducts.
MPEG's Scope of Services will not include any
interpretations, recommendations, findings, or
conclusions pertaining to Biological Pollutants. Client
agrees that MPEG has no liability for any claims alleging
a failure to Investigate, detect, prevent, assess, or make
recommendations for preventing, controlling, or abating
Biological Pollutants. Furthermore, Client agrees to
defend, indemnify, and hold harmless MPEG from all
claims by any third party concerning Biological Pollutants,
except for damages caused by MPEG's sole negligence.
3. PAYMENTS TO MPEG
3.1. Basic Services. MPEG will perform the Services
set forth per the Scope of Services for the Fee and per the
Schedule of Charges shown on Page 1 and Page 8 of this
Agreement.
3.2. Additional Services. Any Services performed
under this Agreement, except those Services expressly
identified in the attached Scope of Services, will be
provided on a time and materials basis unless otherwise
specifically agreed to in writing by both parties.
3.3. Estimate of Fees. MPEG will, to the best of its
ability, perform the Services and accomplish the
objectives defined in this Agreement within any written
cost estimate provided by MPEG. Client recognizes that
changes in scope and schedule, and unforeseen
circumstances can all influence the successful completion
of Services within the estimated cost. The use of an
estimate of fees or of a "not to exceed" limitation is not a
guarantee that the Services will be completed for that
amount; rather, it indicates that MPEG shall not incur fees
and expenses in excess of the estimate or limitation
amount without obtaining Client's agreement to do so.
3.4. Rates. Client will pay MPEG at the rates set forth
in the Schedule of Charges.
3.4.1. Changes to Rates. Client and MPEG agree
that the Schedule of Charges is subject to periodic review
and amendment, as appropriate to reflect MPEG's current
fee structure. Unless Client objects in writing to the
proposed amended fee structure within 30 days of
invoice, the amended fee structure will be incorporated
into this Agreement and will then supersede any prior fee
structure. If Client timely objects to the amended fee
structure within 30 days, and MPEG and Client cannot
agree upon a new fee structure within 30 days after
notice, MPEG may terminate this Agreement and be
January 2016
Page 2 of 8
compensated as set forth under Section 18,
"Termination."
3.4.2. Prevailing Wages. Unless Client specifically
informs MPEG in writing that prevailing wage regulations
cover the Project and the Scope of Services identifies it
as covered by such regulations, Client will reimburse,
defend, indemnify and hold harmless MPEG from and
against any liability resulting from a subsequent
determination that prevailing wage regulations cover the
Project, including all costs, fines and attorneys' fees.
3.5. Payment Timing; Late Charge. All invoices are
due upon receipt. All amounts unpaid 30 days after the
invoice date will include a late payment charge from the
date of the invoice, at the rate of 1-1/2% per month or the
highest rate permitted by law.
4. STANDARD OF PERFORMANCE; DISCLAIMER OF
WARRANTIES
4.1. Level of Service. MPEG offers different levels of
Services to suit the desires and needs of different clients.
Although the possibility of error can never be eliminated,
more detailed and extensive Services yield more
information and reduce the probability of error, but at
increased cost. Client must determine the level of
Services adequate for its purposes. Client has reviewed
the Scope of Services and has determined that it does not
need or want a greater level of Services than that being
provided.
4.2. Standard of Care. Subject to the limitations
inherent in the agreed Scope of Services as to the degree
of care, the amount of time and expenses to be incurred,
and subject to any other limitations contained in this
Agreement, MPEG will endeavor to perform its Services
consistent with that level of care and skill ordinarily
exercised by other professional practicing in the same
locale and under similar circumstances at the time the
Services are performed.
4.3. No Warranty. No warranty, express or implied, is
included or intended by this Agreement.
5. ESTIMATE OF CONSTRUCTION COSTS
Client acknowledges that construction and project
development are subject to many influences that are not
subject to precise forecasting and are outside of MPEG's
control. Client further acknowledges that actual costs
incurred may vary substantially from the estimates
prepared by MPEG and that MPEG does not warrant or
guaranty the accuracy of construction or development
cost estimates.
6. CONSTRUCTION PHASE SERVICES
If MPEG's Scope of Services includes observation and/or
testing during the course of construction, the following
conditions apply.
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
W-10 RUNS
ENGINEERING GROUP
6.1. Construction Observation.
6.1.1. Site Meetinos & Visits. MPEG will participate
in job site meetings as requested by Client, and, unless
otherwise requested by Client, visit the site at times
specified in the Scope of Services or, if not specified in
the Scope of Services at intervals as MPEG deems
appropriate to the various stages of construction to
observe the geotechnical conditions encountered by
Contractor and the progress and quality of the
geotechnical aspects of the Work. Based on information
obtained during such visits and on such observations,
MPEG may inform Client of the progress of the
geotechnical aspects of the Work. Client understands that
MPEG may not be on site continuously; and, unless
expressly agreed otherwise, MPEG will not observe all of
the Work.
6.1.2. Contractor's Performance. MPEG does not,
and cannot, warrant or guarantee that all of the
geotechnical Work performed by Contractor meets the
requirements of MPEG's geotechnical recommendations
or the plans and specifications for such geotechnical
Work; nor can MPEG be responsible for Contractor's
failure to perform the Work in accordance with the plans,
specifications or the recommendations of MPEG.
6.1.3. Contractor's Resoonsibilities. MPEG will not
supervise, direct or have control over the Work nor will
MPEG have authority over or responsibility for the means,
methods, techniques, sequences or procedures of
construction selected by Contractor for the geotechnical
aspects of the Project; for safety precautions and
programs incident to the Work; nor for any failure of
Contractor to comply with Laws and Regulations
applicable to Contractor furnishing and performing its
Work.
6.1.4. Final Report. At the conclusion of
Construction Phase Services, MPEG may provide Client
with a written report summarizing the tests and
observations, if any, made by MPEG.
6.2. Review of Contractor's Submittals. If included in
the Scope of Work, MPEG will review and take
appropriate action on the Contractor's submittals, such as
shop drawings, product data, samples, and other required
submittals. MPEG will review such submittals solely for
general conformance with MPEG's design, and will not
include review for the following, all of which will remain the
responsibility of the Contractor: accuracy or
completeness of details, quantities or dimensions;
construction means, methods, sequences or procedures;
coordination among trades; or construction safety.
6.3. Tests. Tests performed by MPEG on finished Work
or Work in progress are taken intermittently and indicates
the general acceptability of the Work on a statistical basis
MPEG's tests and observations of the Work are not a
guarantee of the quality of Work and do not relieve other
parties from their responsibility to perform their Work in
January 2016
Page 3 of 8
accordance with applicable plans, specifications and
requirements.
7. CLIENT'S RESPONSIBILITIES
In addition to payment for the Services performed under
this Agreement, Client agrees to:
7.1. Cooperation. Assist and cooperate with MPEG in
any manner necessary and within its ability to facilitate
MPEG's performance under this Agreement.
7.2. Representative. Designate a representative with
authority to receive all notices and information pertaining
to this Agreement, communicate Client's policies and
decisions, and assist as necessary in matters pertaining
to the Project and this Agreement. Client's representative
will be subject to change by written notice.
7.3. Rights of Entry. Provide access to and/or obtain
permission for MPEG to enter upon all property, whether
or not owned by Client, as required to perform and
complete the Services. MPEG will operate with
reasonable care to minimize damage to the Project
Site(s). However, Client recognizes that MPEG's
operations and the use of investigative equipment may
unavoidably alter conditions or affect the environment at
the existing Project Site(s). The cost of repairing such
damage will be borne by Client and is not included in the
fee unless otherwise stated.
7.4. Relevant Information. Supply MPEG with all
information and documents in Client's possession or
knowledge which are relevant to MPEG's Services. Client
warrants the accuracy of any information supplied by it to
MPEG, and acknowledges that MPEG is entitled to rely
upon such information without verifying its accuracy. Prior
to the commencement of any Services in connection with
a specific property, Client will notify MPEG of any known
potential or possible health or safely hazard existing on or
near the Project Site, with particular reference to
Hazardous Materials or conditions.
7.5. Subsurface Structures. Correctly designate on
plans to be furnished to MPEG the location of all
subsurface structures, such as pipes, tanks, cables and
utilities within the property lines of the Project Site(s), and
be responsible for any damage inadvertently caused by
MPEG to any such structure or utility not so designated.
MPEG is not liable to Client for any losses, damages or
claims arising from damage to subterranean structures or
utilities that were not correctly shown on plans furnished
by Client to MPEG.
8. CHANGED CONDITIONS
If MPEG discovers conditions or circumstances that it had
not contemplated at the commencement of this
Agreement ("Changed Conditions"), MPEG will notify
Client in writing of the Changed Conditions. Client and
MPEG agree that they will then renegotiate in good faith
the terms and conditions of this Agreement. If MPEG and
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
MEN PANNE
fNGINEfBING GROUP
Client cannot agree upon amended terms and conditions
within 30 days after notice, MPEG may terminate this
Agreement and be compensated as set forth in Section
18, "Termination."
9. HAZARDOUS MATERIALS
Client understands that MPEG's Services under this
Agreement are limited to geotechnical investigation and
that MPEG has no responsibility to locate, identify,
evaluate, treat or otherwise consider or deal with
Hazardous Materials. Client is solely responsible for
notifying all appropriate federal, state, municipal or other
governmental agencies, including the potentially affected
public, of the existence of any Hazardous Materials
located on or in the Project site, or located during the
performance of this Agreement. The existence or
discovery of Hazardous Materials constitutes a Changed
Condition under this Agreement.
10. CERTIFICATIONS
Client agrees not to require that MPEG execute any
certification with regard to Services performed or Work
tested and/or observed under this Agreement unless: 1)
MPEG believes that it has performed sufficient Services
to provide a sufficient basis to issue the certification; 2)
MPEG believes that the Services performed or Work
tested and/or observed meet the criteria of the
certification; and 3) MPEG has reviewed and approved in
writing the exact form of such certification prior to
execution of this Agreement. Any certification by MPEG
is limited to an expression of professional opinion based
upon the Services performed by MPEG, and does not
constitute a warranty or guaranty, either expressed or
implied.
11. ALLOCATION OF RISK
11.1. Limitation of Liability. The total cumulative
liability of MPEG, its subconsultants and subcontractors,
and all of their respective shareholders, directors, officers,
employees, and agents (collectively "MPEG Entities"), to
Client arising from Services under this Agreement,
including attorney's fees due under this Agreement, will
not exceed the gross compensation received by MPEG
under this Agreement or $50,000, whichever is greater;
provided, however, that such liability is further limited as
described below. This limitation applies to all lawsuits,
claims, or actions for errors or omissions in MPEG's
Services, whether alleged to arise in tort, contract,
warranty, or other legal theory. Upon Client's written
request, MPEG and Client may agree to increase the
limitation to a greater amount in exchange for a
negotiated increase in MPEG's fee, provided that they
amend this Agreement in writing as provided in Section
20.
January 2016
Page 4 of 8
11.2. Indemnification.
11.2.1. Indemnification of Client. Subject to the
provisions and limitations of this Agreement, MPEG
agrees to indemnify and hold harmless Client, its
shareholders, officers, directors, employees, and agents
from and against any and all claims, suits, liabilities,
damages, expenses (including without limitation
reasonable attorney's fees and costs of defense), or other
losses (collectively "Losses") to the extent caused by
MPEG's negligent performance of its Services under this
Agreement.
11.2.2. Indemnification of MPEG. Client will
indemnify and hold harmless MPEG Entities from and
against any and all Losses to the extent caused by the
negligence of Client, its employees, agents and
contractors. In addition, except to the extent caused by
MPEG's sole negligence, Client expressly agrees to
defend, indemnify and hold harmless MPEG Entities from
and against any and all Losses arising from or related to
the existence, disposal, release, discharge, treatment or
transportation of Hazardous Materials, or the exposure of
any person to Hazardous Materials, or the degradation of
the environment due to the presence, discharge, disposal,
release Of or exposure to Hazardous Material.
11.3. Consequential Damages. Neither Client nor
MPEG will be liable to the other for any special,
consequential, incidental, or penal losses or damages
including but not limited to losses, damages, or claims
related to the unavailability of property or facilities,
shutdowns or service interruptions, loss of use, profits,
revenue, or inventory, or for use charges, cost of capital,
or claims of the other party and/or its customers.
11.4. Continuing Agreement. The indemnity
obligations and the limitations of liability established under
this Agreement will survive the expiration or termination
of this Agreement. If MPEG provides Services to Client
that the parties do not confirm through execution of an
amendment to this Agreement, the obligations of the
parties to indemnify each other and the limitations on
liability established under this Agreement apply to such
Services as if the parties had executed an amendment.
12. INSURANCE
12.1. MPEG's Insurance. MPEG will obtain, if
reasonably available, the following coverages:
12.1.1. Statutory Workers' Compensation/
Employer's Liability Insurance;
12.1.2. Commercial General Liability Insurance with
a combined single limit of $1,000,000 per occurrence and
$2,000,000 general aggregate;
12.1.3. Automobile Liability Insurance, including
liability for all owned, hired and non -owned vehicles with
minimum limits of $1,000,000 for bodily injury per person,
$1,000,000 property damage, and $1,000,000 combined
single imit per occurrence; and,
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
�VMMN PACKS
ENGINEERING GROUP
12.1.4. MPEG maintains Professional Liability
Insurance for our own benefit.
12.2. Contractor's Insurance. Client or Project Owner
will require owner's Contractor, subcontractors and
consultants to purchase and maintain General Liability,
Builder's Risk, Automobile Liability, Workers'
Compensation, and Employer's Liability insurance with
limits no less than as set forth above.
12.3. Certificates of Insurance. Upon request, MPEG
and Client will each provide the other with certificate(s) of
insurance evidencing the existence of the policies
required herein. Except for Professional Liability and
Workers' Compensation Insurance, all policies required
herein shall contain a waiver of subrogation.
13. OWNERSHIP AND USE OF DOCUMENTS
13.1. Client Documents. All documents provided by
Client will remain the property of Client. MPEG will return
all such documents to Client upon request, but may retain
file copies of such documents.
13.2. MPEG's Documents. Unless otherwise agreed in
writing, all documents and information prepared by MPEG
or obtained by MPEG from any third party in connection
with the performance of Services, including, but not
limited to, MPEG's reports, boring logs, maps, field data,
field notes, drawings and specifications, laboratory test
data and other similar documents (collectively
"Documents") are the property of MPEG. MPEG has the
right, in its sole discretion, to dispose of or retain the
Documents.
13.3. Use of Documents. All Documents prepared by
MPEG are solely for use by Client and will not be provided
by either party to any other person or entity without
MPEG's prior written consent.
13.3.1. Use by Client. Client has the right to reuse
the Documents for purposes reasonably Connected with
the Project for which the Services are provided, including
without limitation design and licensing requirements of the
Project.
13.3.2. Use by MPEG. MPEG retains the right of
ownership with respect to any patentable concepts or
copyrightable materials arising from its Services and the
right to use the Documents for any purpose.
13.4. Electronic Media. MPEG may agree at Client's
request to provide Documents and information in an
electronic format. Client recognizes that Documents or
other information recorded on or transmitted as electronic
media are subject to undetectable alteration due to
(among other causes) transmission, conversion, media
degradation, software error, or human alteration.
Accordingly, all Documents and information provided by
MPEG in electronic media are for informational purposes
only and not as final documentation. Unless otherwise
defined in the Scope of Services, MPEG's electronic
Documents and media will conform to MPEG's standards.
January 2016
Page 5 of 8
MPEG will provide any requested electronic Documents
for a 30 -day acceptance period, and MPEG will correct
any defects reported by Client to MPEG during this
period. MPEG makes no warranties, either express or
implied, regarding the fitness or suitability of any
electronic Documents or media.
13.5. Unauthorized Reuse. No parry other than Client
may rely and Client will not represent to any other party
that it may rely on Documents without MPEG's express
prior written consent and receipt of additional
compensation. Client will not permit disclosure, mention,
or communication of, or reference to the Documents in
any offering circular, securities offering, loan application,
real estate sales documentation, or similar promotional
material without MPEG's express prior written consent.
Client waives any and all claims against MPEG resulting
in any way from the unauthorized reuse or alteration of
Documents by itself or anyone obtaining them through
client. Client will defend, indemnify and hold harmless
MPEG from and against any claim, action or proceeding
brought by any party claiming to rely upon information or
opinions contained Documents provided to such person
or entity, published, disclosed or referred to without
MPEG's prior written consent.
14. SAMPLES AND CUTTINGS
14.1. Sample Retention. If MPEG provides laboratory
testing or analytic Services, MPEG will preserve such soil,
rock, water, or other samples as it deems necessary for
the Project, but no longer than 45 days after issuance of
any Documents that include the data obtained from these
samples. Client will promptly pay and be responsible for
the removal and lawful disposal of all contaminated
samples, cuttings, Hazardous Materials, and other
hazardous substances.
14.2. Monitoring Wells. Client will take custody of all
monitoring wells and probes installed during any
investigation by MPEG, and will take any and all
necessary steps for the proper maintenance, repair or
closure of such wells or probes at Client's expense.
�_tiiL1►�9.1116]91111i:1:811FA3iM
MPEG will perform Services under this Agreement as an
independent contractor.
16. ASSIGNMENT AND SUBCONTRACTS
Neither party may assign this Agreement, in whole or in
part, without the prior written consent of the other party,
except for an assignment of proceeds for financing
purposes. MPEG may subcontract for the services of
others without obtaining Client's consent if MPEG deems
it necessary or desirable for others to perform certain
Services.
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
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17. SUSPENSION AND DELAYS
17.1. Procedures. Client may, at any time by 10 days
written notice suspend performance of all or any part of
the Services by MPEG. MPEG may terminate this
Agreement if Client suspends MPEG's Services for more
than 60 days and Client will pay MPEG as set forth under
Section 18, "Termination." If Client suspends MPEG's
Services, or if Client or others delay MPEG's Services,
Client and MPEG agree to equitably adjust: (1) the time
for completion of the Services; and (2) MPEG's
compensation in accordance with MPEG's then current
Schedule of Charges for the additional labor, equipment,
and other charges associated with maintaining its
workforce for Client's benefit during the delay or
suspension, or charges incurred by MPEG for
demobilization and subsequent remobilization.
17.2. Liability. MPEG is not liable to Client for any
failure to perform or delay in performance due to
circumstances beyond MPEG's control, including but not
limited to pollution, contamination, or release of
hazardous substances, strikes, lockouts, riots, wars, fires,
flood, explosion, "acts of God," adverse weather
conditions, acts of government, labor disputes, delays in
transportation or inability to obtain material and
equipment in the open market.
18. TERMINATION
18.1. Termination for Convenience. MPEG and Client
may terminate this Agreement for convenience upon 30
days written notice delivered or mailed to the other party.
18.2. Termination for Cause. In the event of material
breach of this Agreement, the party not breaching the
Agreement may terminate it upon 10 days written notice
delivered or mailed to the other party. The termination
notice shall state the basis for the termination. The
Agreement may not be terminated for cause if the
breaching party cures the breach within the 10 -day
period.
18.3. Payment on Termination. Following termination
other than for MPEG's material breach of this Agreement,
Client will pay MPEG for Services performed prior to the
termination notice date, and for any necessary Services
and expenses incurred in connection with the termination
of the Project, including but not limited to, the costs of
completing analysis, records and reports necessary to
document job status at the time of termination and costs
associated with termination of subcontractor contracts in
accordance with MPEG's then current Schedule of
Charges.
19. DISPUTES
19.1. Mediation. All disputes between MPEG and
Client are subject to mediation. Either party may demand
mediation by serving a written notice stating the essential
nature of the dispute, amount of time or money claimed,
January 2016
Page 6 of 8
and requiring that the matter be mediated within 45 days
of service of notice.
19.2. Precondition to Other Action. No action or suit
may be commenced unless the mediation did not occur
within 45 days after service of notice; or the mediation
occurred but did not resolve the dispute; or a statute of
limitation would elapse if suit was not filed prior to 45 days
after service of notice.
19.3. Choice of Law; Venue. This Agreement will be
construed in accordance with and governed by the laws
of the state in which the Project is located. Unless the
parties agree otherwise, any mediation or other legal
proceeding will occur in the state in which the Project is
located.
19.4. Statutes of Limitations. Any applicable statute
of limitations will be deemed to commence running on the
earlier of the date of substantial completion of MPEG's
Services under this Agreement or the date on which
claimant knew, or should have known, of facts giving rise
to its claims.
20. MISCELLANEOUS
20.1. Integration and Severability. This Agreement
reflects the entire agreement of the parties with respect to
its terms and supersedes all prior agreements, whether
written or oral. If any portion of this Agreement is void or
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
WHOM PROM
ENGINEERING GROUP
voidable, such portion will be deemed stricken and the
Agreement reformed to as closely approximate the
stricken portions as the law allows.
20.2. Modification of this Agreement. This
Agreement may not be modified or altered, except by a
written agreement signed by authorized representatives
of both parties and referring specifically to this
Agreement.
20.3. Notices. Any and all notices, requests,
instructions, or other communications given by either
party to the other must be in writing and either hand
delivered to the recipient or delivered by first-class mail
(postage prepaid) or express mail (billed to sender) at the
addresses given in this Agreement.
20.4. Headings. The headings used In this Agreement
are for convenience only and are not a part of this
Agreement.
20.5. Waiver. The waiver of any term, conditions or
breach of this Agreement will not operate as a subsequent
waiver of the same term, condition, or breach.
End of General Conditions
January 2016
Page 7 of 8
ZRIM REM
ENGINEERING GROUP
MILLER PACIFIC ENGINEERING GROUP
a California corporation
SCHEDULE OF CHARGES
PROFESSIONAL ENGINEERING AND TESTING SERVICES
Professional and Technical Personnel Hourly Rate
Staff Engineer/Geologist — Level 1-3 .................................. $85 —$95 —$105
Project Engineer/Geologist — Level 1-3 ...........................$115
— $125 — $135
Senior Engineer/Geologist — Level 1-3 ...........................
$155 —$165 —$175
Associate Engineer/Geologist — Level 1-3 .....................
$185 —$195 —$205
Principal Level 1-3 ..........................................................
$210 —$220 —$230
Project Assistant/Word Processor............................................................$70
Technician Level 1-3.............................................................
$80 —$85 —$90
Senior Technician Level 1-2 ......................................................
$100 —$105
Prevailing Wage Group 3.....................................................................$110
Prevailing Wage Group 4.........................................................................$105
Other Inside Charges
Mileage.....................................................................................$
0.80 per mile
Vehicle(Field)...............................................................................
$9 per hour
NuclearDensity Gage.....................................................................$8
per test
Inclinometer...................................................
$150 per day / $85 per half day
Laser Level....................................................................................$50
per day
Sampling Equipment..............................................$50
per day / $30 half day
Outside Services.......................................................................................
Cost + 20%
Exploration, drilling equipment and instrumentation, in-situ monitoring,
specialized laboratory testing, per diem, shipping, courier/delivery services,
outside reproduction, and other services and
supplies not normally provided.
*NOTES:
Field site visits and travel time are normal hourly rates, portal to portal.
2. Overtime — Weekday & Saturday add $25
Overtime — Sunday/Holiday/Night add $35
Rates are for normal Geotechnical Engineering and Geological services.
Rates for depositions and testimony are $450 per hour for Principal; $400
per hour for Associate; and $350 per hour for Senior. All other personnel are
$250 per hour. These fees are due and payable at the time of service.
4. Schedule of charges is effective as of January, 2016. It is subject to revision
annually and at other times without notice.
Prevailing Wage Note: Personnel working on Prevailing Wage Projects will
be billed at normal hourly rates plus $5 per hour, or at the Group 3 or Group
4 rate, whichever is applicable.
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES January 2016
Page 8 or 8
MILLER PACIFIC ENGINEERING GROUP
Prevailing Wage Field Observation & Testing Budget Estimate Worksheet
San Rafael Fire Station 52
San Rafael, California
Project Erglneer/Geologist III
Project Engineer
Prevailing Wage Group 3
Prevailing Wage Group 4
Senior Technician II
Staff Engineer/Geologist III
Staff EngineerlGeologist II
Staff Engineer/Gedogisl I
Field VeNde/Equipment
Nuclear Density Tests
Miles
Work Item Description
10
Mass Grading / Demo
20
Underground Trench Backfill
30
Foundation Excavations
4.0
Subgrade Compaction
50
Subsurface Drainage
60
Vapor Barrier
70
Pavement Testing
PER
PER UNIT HOUR
$ 135.00
S 115.00
$ 110.00
S 105.00
S 105.00
$ 10500
$ 95.00
S 85.00
$ 9.00
$ 8.00
S 0.80
S
Estimated
Dave HOURS
Date: 8/30116
Project Number. 2157.286
By. sas
SITE HALF FULL
VISIT DAY DAY
2 4 8
1 3 7
3 8 20
20 20 20
S 269.00 S 547.00 S 1,119.00
SITE HALF FULL
VISIT DAY DAY
8
4
16
a 4
20
10
5
2 2
5
2 2
5
2 1
5
2 1
Totals
0 30 10 0
DOLLARS S
- 5 8,070.00 S 5,470.00 S -
R -value
Total Field Costs: S 13,540.00
LABORATORY TESTING
Principal Eng/GeolDgist III
Task
Description
Cuanlity Unit$ Amount
1.0
Compaction Curve (Single Bulk)
2 $260 S 520.00
20
Asphalt Concrete - S -value, Gradation, I,1 C., Unit Wt 8',; Oil
511050 S -
3 0
Concrete Compression (per Cylinder)
$42 S _
40
Sholcrele Panel Testing (per Panel)
$400 S -
4 0
R -value
$360 S -
5 0
Sand Equ;valent
$80 S
60
Durawl ty
$150 S
70
Gradation/Sieve
5180 5 -
-
S
Total Lab Costs: S 520.00
ENGINEERINGIGEOLOGICAL CONSULT & REPORT
Personnel TtOe
SAS
Principal Eng/GeolDgist III
UPM
Principal Eng/Geo!ogisl 11
DSC
Principal Eng/Geologist I
FAD
Associate Engineer III
esa
Associate Engineer
uFJ
Senior Geologist I
FICA
Project Engineer/Geologist III
NCIX
Project Engineer I
Wool r&!v
Sr. Tech II
ROVISCEASSLU
Staff III
UUTUIE
Staff II
as
Staff I
imevt.T
Project AssIJWord Processor
Rer. 1117/i6
Hours
S/Hour
Amount S
10 S
230.00 S
2,300.00
$
220.00 S
$
210.00 S
S
205.00 S
$
185.00 S
S
155.00 S
S
135.00 S
10 S
115.00 S
1,150.00
S
105.00 S
-
S
105.00 S
-
10 S
95.00 5
950.00
S
85.00 S
-
2 $
70.00 S
140.00
Total Engineering
Costs: $
4,540.00
SUB TOTAL
$
18,600.00
CONTINGENCY
101, $
1,860.00
TOTAL
$
20,460.00
USE FOR BUDGET
) 5
20,000 00'
MMER FORE
EN61NffRING GRUMP
August 30, 2016
File: 2157.284prob.doc
City of San Rafael
111 Morphew Street
San Rafael, CA 94901
Attn: Mr. Kevin McGowan
Re: Supplemental Geotechnical Engineering Services
Fire Station 57
San Rafael, California
Introduction
We are pleased to submit this proposal for supplemental geotechnical engineering services
associated with the planned Fire Station 57 in San Rafael. We have prepared a geotechnical
investigation report for the project and have been providing consultation as requested. Per the
request of Kitchell, this proposal provides scope and budget estimate for additional geotechnical
consultation / analyses of alternative foundation systems best suited for the proposed project. In
addition, we have provided a scope and budget for expected geotechnical services during
construction for the current building plan.
Scope of Services
Supplemental Geotechnical Consultation and Plan Review
We will provide site specific settlement and foundation design analyses based on site grading and
building loads. Based on our analyses we will consult with the design team in the selection of the
preferred foundation type and provide geotechnical consultation, recommendations and design
criteria as needed. We will review geotechnical aspects of the plans to confirm that the intent of
our recommendations has been incorporated and summarize our review in a brief letter report.
Geotechnical Construction Observation and Testina
During construction, we will provide intermittent inspection and testing services to observe the
geotechnical portions of the work. This is expected to include submittal review of geotechnical
items, foundation excavations, utility trench backfill and structural fill testing, subsurface
drainage, vapor barriers and testing of pavement sections. The purpose of our construction
services is to verify that subsurface conditions are as expected, confirm design criteria are
appropriate, prepare any needed supplemental recommendations, and to provide our opinion of
contractor compliance with the intent of the plans and specifications. We have prepared a draft
scope and fee estimate for authorization. When the design is complete and the construction
schedule known, we should confirm the budget estimate.
Schedule and Fee
We propose our services as shown on the attached Agreement and Schedule of Charges. We
propose the following fee arrangements:
504 Rcdwood Blvd., Suite 220 p Novato, Caliromia 94947 L3 T (415) 382-3444 F (415) 382-3450
Exhibit B
City of San Rafael
Page 2 of 2
WHE RUM
ENGINEERING GROUP
August 30, 2016
Supplemental Consultation and Plan Review ........................ Time and Expense, Estimate $2,500
Construction Observation & Testing ................................... Time and Expense, Estimate $20,000*
(*Budget estimate to be confirmed when the construction schedule has been finalized.)
We are pleased to have the opportunity to provide geotechnical services on this project and are
prepared to begin our work soon after your authorization. When you wish us to proceed, please
sign and return one copy of the Agreement. If you have any questions regarding our proposal,
please do not hesitate to call.
Yours very truly,
MILLER PACIFIC ENGINEERING GROUP
Scott Stephens
Geotechnical Engineer No. 2398
(Expires 6/30/17)
Attachments: Agreement, Budget Estimate Sheet
!uHVIiL: MEN 0 OR
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ENGINEERING GROUP
REEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
This AGREEMENT is made between MILLER PACIFIC ENGINEERING GROUP ("MPEG'), a California
Corporation, and the CLIENT to provide Professional Engineering and Testing Services with respect to the
PROJECT, with the following GENERAL CONDITIONS and for the FEE as described below and on the attached
pages,
1.0 CLIENT NAME:
City of San Rafael
Attn: Mr. Kevin McGowan
ADDRESS:
111 Morphew Street
San Rafael, CA 94901
CLIENT M
2157.284prob
2.0 PROJECT:
Fire Station 57
LOCATION:
San Rafael, California
3.0 SCOPE OF SERVICES: Geotechnical Engineering Services as outlined in our proposal letter
dated August 30, 2016:
Supplemental Consultation and Plan Review
Construction Observation & Testing
4.0 FEE: Time & Expense, Estimate .................................................. $2,500
Time & Expense, Estimate ...............................................$20,000*
(*Budget estimate to be confirmed when the construction schedule has
been finalized.)
DATE: 8/30/16 FOR MPEG:
Scott Stephens, Geotechnical Engineer No. 2398
DATE: FOR CLIENT:
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES January 2016
Page 1 of 8
504 Redwood Blvd., Suite 220 13 Novato, California 94947 ra T (415) 382-3444 F (415) 382-3450
GENERAL CONDITIONS
1. DEFINITIONS
1.1. Contract Documents. Plans, specifications, and
agreements between Client and Contractors, including
addenda, amendments, supplementary instructions, and
change orders.
1.2. Contractor. The contractor or contractors retained
to construct the Project for which MPEG is providing
Services under this Agreement.
1.3. Day(s). Calendar day(s) unless otherwise stated.
1.4. Hazardous Materials. The term Hazardous
Materials means any toxic substances, chemicals,
radioactivity, pollutants or other materials, in whatever
form or state, known or suspected to impair the
environment in any way whatsoever. Hazardous
Materials include, but are not limited to, those substances
defined, designated or listed in any federal, state or local
law, regulation or ordinance concerning hazardous
wastes, toxic substances'or pollution.
1.5. Services. The Services provided by MPEG as set
forth in this Agreement, the Scope of Services, and any
written amendment to this Agreement.
1.6. Work. The labor, materials, equipment, and
services required to complete the work described in the
Contract Documents.
2. SCOPE OF SERVICES
MPEG will perform the scope of Services per Page 1 of
the agreement.
2.1. Changes In Scope. If MPEG provides Client with
a written confirmation of a change in the Scope of
Services, it will become an amendment to this Agreement
unless Client objects in writing within 5 business days
after receipt. All Services performed by MPEG on the
Project are subject to the terms and limitations of this
Agreement. If Services are performed, but the parties do
not reach agreement concerning modifications to the
Scope of Services or compensation, then the terms and
limitations of this Agreement apply to such Services,
except for the payment terms. The parties agree to
resolve disputes concerning modifications to scope or
compensation pursuant to Section 19, "Disputes."
2.2. Licenses. MPEG will procure and maintain
business and professional licenses and registrations
necessary to provide its Services.
2.3. Excluded Services. MPEG's Services under this
Agreement include only those Services specified in the
Scope of Services.
2.3.1. General. Client expressly waives any claim
against MPEG resulting from its failure to perform
recommended additional Services that Client has not
authorized MPEG to perform, and any claim that MPEG
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
MEN p8MR1
ENGINEERING GROUP
failed to perf Stoneridge Mall Roadorm services that
Client instructs MPEG not to perform.
2.3.2. Biological Pollutants. MPEG's Scope of
Services specifically excludes the investigation,
detection, prevention or assessment of the presence of
Biological Pollutants. The term "Biological Pollutants"
includes, but is not limited to, molds, fungi, spores,
bacteria, viruses, and/or any of their byproducts.
MPEG's Scope of Services will not include any
Interpretations, recommendations, findings, or
conclusions pertaining to Biological Pollutants. Client
agrees that MPEG has no liability for any claims alleging
a failure to investigate, detect, prevent, assess, or make
recommendations for preventing, controlling, or abating
Biological Pollutants. Furthermore, Client agrees to
defend, indemnify, and hold harmless MPEG from all
claims by any third party concerning Biological Pollutants,
except for damages caused by MPEG's sole negligence.
3. PAYMENTS TO MPEG
3.1. Basic Services. MPEG will perform the Services
set forth per the Scope of Services for the Fee and per the
Schedule of Charges shown on Page 1 and Page 8 of this
Agreement.
3.2. Additional Services. Any Services performed
under this Agreement, except those Services expressly
identified in the attached Scope of Services, will be
provided on a time and materials basis unless otherwise
specifically agreed to in writing by both parties.
3.3. Estimate of Fees. MPEG will, to the best of its
ability, perform the Services and accomplish the
objectives defined in this Agreement within any written
cost estimate provided by MPEG. Client recognizes that
changes in scope and schedule, and unforeseen
circumstances can all influence the successful completion
of Services within the estimated cost. The use of an
estimate of fees or of a "not to exceed" limitation is not a
guarantee that the Services will be completed for that
amount; rather, it indicates that MPEG shall not incur fees
and expenses in excess of the estimate or limitation
amount without obtaining Client's agreement to do so.
3.4. Rates. Client will pay MPEG at the rates set forth
in the Schedule of Charges.
3.4.1. Changes to Rates. Client and MPEG agree
that the Schedule of Charges is subject to periodic review
and amendment, as appropriate to reflect MPEG's current
fee structure. Unless Client objects in writing to the
proposed amended fee structure within 30 days of
invoice, the amended fee structure will be incorporated
into this Agreement and will then supersede any prior fee
structure. If Client timely objects to the amended fee
structure within 30 days, and MPEG and Client cannot
agree upon a new fee structure within 30 days after
notice, MPEG may terminate this Agreement and be
January 2016
Page 2 of 8
compensated as set forth under Section 18,
"Termination."
3.4.2. Prevailing Wages. Unless Client specifically
informs MPEG in writing that prevailing wage regulations
cover the Project and the Scope of Services identifies it
as covered by such regulations, Client will reimburse,
defend, indemnify and hold harmless MPEG from and
against any liability resulting from a subsequent
determination that prevailing wage regulations cover the
Project, including all costs, fines and attorneys' fees.
3.5. Payment Timing; Late Charge. All invoices are
due upon receipt. All amounts unpaid 30 days after the
invoice date will include a late payment charge from the
date of the invoice, at the rate of 1-1/2% per month or the
highest rate permitted by law.
4. STANDARD OF PERFORMANCE; DISCLAIMER OF
WARRANTIES
4.1. Level of Service. MPEG offers different levels of
Services to suit the desires and needs of different clients.
Although the possibility of error can never be eliminated,
more detailed and extensive Services yield more
information and reduce the probability of error, but at
increased cost. Client must determine the level of
Services adequate for its purposes. Client has reviewed
the Scope of Services and has determined that it does not
need or want a greater level of Services than that being
provided.
4.2. Standard of Care. Subject to the limitations
inherent in the agreed Scope of Services as to the degree
of care, the amount of time and expenses to be incurred,
and subject to any other limitations contained in this
Agreement, MPEG will endeavor to perform its Services
consistent with that level of care and skill ordinarily
exercised by other professional practicing in the same
locale and under similar circumstances at the time the
Services are performed.
4.3. No Warranty. No warranty, express or implied, is
included or intended by this Agreement.
5. ESTIMATE OF CONSTRUCTION COSTS
Client acknowledges that construction and project
development are subject to many influences that are not
subject to precise forecasting and are outside of MPEG's
control. Client further acknowledges that actual costs
incurred may vary substantially from the estimates
prepared by MPEG and that MPEG does not warrant or
guaranty the accuracy of construction or development
cost estimates.
6. CONSTRUCTION PHASE SERVICES
If MPEG's Scope of Services Includes observation and/or
testing during the course of construction, the following
conditions apply.
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
Mv KUM PACHE
ENGINEERING GROUP
6.1. Construction Observation.
6.1.1. Site Meetinas & Visits. MPEG will participate
in job site meetings as requested by Client, and, unless
otherwise requested by Client, visit the site at times
specified in the Scope of Services or, if not specified in
the Scope of Services at intervals as MPEG deems
appropriate to the various stages of construction to
observe the geotechnical conditions encountered by
Contractor and the progress and quality of the
geotechnical aspects of the Work. Based on information
obtained during such visits and on such observations,
MPEG may inform Client of the progress of the
geotechnical aspects of the Work. Client understands that
MPEG may not be on site continuously; and, unless
expressly agreed otherwise, MPEG will not observe all of
the Work.
6.1.2. Contractor's Performance. MPEG does not,
and cannot, warrant or guarantee that all of the
geotechnical Work performed by Contractor meets the
requirements of MPEG's geotechnical recommendations
or the plans and specifications for such geotechnical
Work; nor can MPEG be responsible for Contractor's
failure to perform the Work in accordance with the plans,
specifications or the recommendations of MPEG.
6.1.3. Contractor's Resoonsibilities. MPEG will not
supervise, direct or have control over the Work nor will
MPEG have authority over or responsibility for the means,
methods, techniques, sequences or procedures of
construction selected by Contractor for the geotechnical
aspects of the Project; for safety precautions and
programs incident to the Work; nor for any failure of
Contractor to comply with Laws and Regulations
applicable to Contractor furnishing and performing its
Work.
6.1.4. Final Renort. At the conclusion of
Construction Phase Services, MPEG may provide Client
with a written report summarizing the tests and
observations, if any, made by MPEG.
6.2. Review of Contractor's Submittals. If included in
the Scope of Work, MPEG will review and take
appropriate action on the Contractor's submittals, such as
shop drawings, product data, samples, and other required
submittals. MPEG will review such submittals solely for
general conformance with MPEG's design, and will not
Include review for the following, all of which will remain the
responsibility of the Contractor: accuracy or
completeness of details, quantities or dimensions;
construction means, methods, sequences or procedures;
coordination among trades; or construction safely.
6.3. Tests. Tests performed by MPEG on finished Work
or Work in progress are taken intermittently and indicates
the general acceptability of the Work on a statistical basis.
MPEG's tests and observations of the Work are not a
guarantee of the quality of Work and do not relieve other
parties from their responsibility to perform their Work in
January 2016
Page 3 of 8
accordance with applicable plans, specifications and
requirements.
7. CLIENT'S RESPONSIBILITIES
In addition to payment for the Services performed under
this Agreement, Client agrees to:
7.1. Cooperation. Assist and cooperate with MPEG in
any manner necessary and within its ability to facilitate
MPEG's performance under this Agreement.
7.2. Representative. Designate a representative with
authority to receive all notices and information pertaining
to this Agreement, communicate Client's policies and
decisions, and assist as necessary in matters pertaining
to the Project and this Agreement. Client's representative
will be subject to change by written notice.
7.3. Rights of Entry. Provide access to and/or obtain
permission for MPEG to enter upon all property, whether
or not owned by Client, as required to perform and
complete the Services. MPEG will operate with
reasonable care to minimize damage to the Project
Site(s). However, Client recognizes that MPEG's
operations and the use of investigative equipment may
unavoidably alter conditions or affect the environment at
the existing Project Site(s). The cost of repairing such
damage will be borne by Client and is not included in the
fee unless otherwise stated.
7.4. Relevant Information. Supply MPEG with all
information and documents in Client's possession or
knowledge which are relevant to MPEG's Services. Client
warrants the accuracy of any information supplied by it to
MPEG, and acknowledges that MPEG is entitled to rely
upon such information without verifying its accuracy. Prior
to the commencement of any Services in connection with
a specific property, Client will notify MPEG of any known
potential or possible health or safety hazard existing on or
near the Project Site, with particular reference to
Hazardous Materials or conditions.
7.5. Subsurface Structures. Correctly designate on
plans to be furnished to MPEG the location of all
subsurface structures, such as pipes, tanks, cables and
utilities within the property lines of the Project Site(s), and
be responsible for any damage inadvertently caused by
MPEG to any such structure or utility not so designated.
MPEG is not liable to Client for any losses, damages or
claims arising from damage to subterranean structures or
utilities that were not correctly shown on plans furnished
by Client to MPEG.
B. CHANGED CONDITIONS
If MPEG discovers conditions or circumstances that it had
not contemplated at the commencement of this
Agreement ("Changed Conditions"), MPEG will notify
Client in writing of the Changed Conditions. Client and
MPEG agree that they will then renegotiate in good faith
the terms and conditions of this Agreement. If MPEG and
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
IUIMUM DOE
ENGINEERING GROUP
Client cannot agree upon amended terms and conditions
within 30 days after notice, MPEG may terminate this
Agreement and be compensated as set forth in Section
18, "Termination."
9. HAZARDOUS MATERIALS
Client understands that MPEG's Services under this
Agreement are limited to geotechnical investigation and
that MPEG has no responsibility to locate, identify,
evaluate, treat or otherwise consider or deal with
Hazardous Materials. Client is solely responsible for
notifying all appropriate federal, state, municipal or other
governmental agencies, including the potentially affected
public, of the existence of any Hazardous Materials
located on or in the Project site, or located during the
performance of this Agreement. The existence or
discovery of Hazardous Materials constitutes a Changed
Condition under this Agreement.
10. CERTIFICATIONS
Client agrees not to require that MPEG execute any
certification with regard to Services performed or Work
tested and/or observed under this Agreement unless: 1)
MPEG believes that it has performed sufficient Services
to provide a sufficient basis to issue the certification; 2)
MPEG believes that the Services performed or Work
tested and/or observed meet the criteria of the
certification; and 3) MPEG has reviewed and approved in
writing the exact form of such certification prior to
execution of this Agreement. Any certification by MPEG
is limited to an expression of professional opinion based
upon the Services performed by MPEG, and does not
constitute a warranty or guaranty, either expressed or
implied.
11. ALLOCATION OF RISK
11.1. Limitation of Liability. The total cumulative
liability of MPEG, its subconsultants and subcontractors,
and all of their respective shareholders, directors, officers,
employees, and agents (collectively "MPEG Entities"), to
Client arising from Services under this Agreement,
including attorney's fees due under this Agreement, will
not exceed the gross compensation received by MPEG
under this Agreement or $50,000, whichever is greater;
provided, however, that such liability is further limited as
described below. This limitation applies to all lawsuits,
claims, or actions for errors or omissions in MPEG's
Services, whether alleged to arise in tort, contract,
warranty, or other legal theory. Upon Client's written
request, MPEG and Client may agree to increase the
limitation to a greater amount in exchange for a
negotiated increase in MPEG's fee, provided that they
amend this Agreement in writing as provided in Section
20.
January 2016
Page 4 of 8
11.2. Indemnification.
11.2.1. Indemnification of Client. Subject to the
provisions and limitations of this Agreement, MPEG
agrees to indemnify and hold harmless Client, its
shareholders, officers, directors, employees, and agents
from and against any and all claims, suits, liabilities,
damages, expenses (including without limitation
reasonable attorney's fees and costs of defense), or other
losses (collectively "Losses") to the extent caused by
MPEG's negligent performance of its Services under this
Agreement.
11.2.2. Indemnification of MPEG. Client will
indemnify and hold harmless MPEG Entities from and
against any and all Losses to the extent caused by the
negligence of Client, its employees, agents and
contractors. In addition, except to the extent caused by
MPEG's sole negligence, Client expressly agrees to
defend, indemnify and hold harmless MPEG Entities from
and against any and all Losses arising from or related to
the existence, disposal, release, discharge, treatment or
transportation of Hazardous Materials, or the exposure of
any person to Hazardous Materials, or the degradation of
the environment due to the presence, discharge, disposal,
release of or exposure to Hazardous Material.
11.3. Consequential Damages. Neither Client nor
MPEG will be liable to the other for any special,
consequential, incidental, or penal losses or damages
including but not limited to losses, damages, or claims
related to the unavailability of property or facilities,
shutdowns or service interruptions, loss of use, profits,
revenue, or inventory, or for use charges, cost of capital,
or claims of the other party and/or its customers.
11.4. Continuing Agreement. The indemnity
obligations and the limitations of liability established under
this Agreement will survive the expiration or termination
of this Agreement. If MPEG provides Services to Client
that the parties do not confirm through execution of an
amendment to this Agreement, the obligations of the
parties to indemnify each other and the limitations on
liability established under this Agreement apply to such
Services as if the parties had executed an amendment.
12. INSURANCE
12.1. MPEG's Insurance. MPEG will obtain, if
reasonably available, the following coverages:
12.1.1. Statutory Workers' Compensation/
Employer's Liability Insurance;
12.1.2. Commercial General Liability Insurance with
a combined single limit of $1,000,000 per occurrence and
$2,000,000 general aggregate;
12.1.3. Automobile Liability Insurance, including
liability for all owned, hired and non -owned vehicles with
minimum limits of $1,000,000 for bodily injury per person,
$1,000,000 property damage, and $1,000,000 combined
single limit per occurrence; and,
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
MEM PAUNG
ENGINEERING GROUP
12.1.4. MPEG maintains Professional Liability
Insurance for our own benefit.
12.2. Contractor's Insurance. Client or Project Owner
will require owner's Contractor, subcontractors and
consultants to purchase and maintain General Liability,
Builder's Risk, Automobile Liability, Workers'
Compensation, and Employer's Liability insurance with
limits no less than as set forth above.
12.3. Certificates of Insurance. Upon request, MPEG
and Client will each provide the other with certificates) of
insurance evidencing the existence of the policies
required herein. Except for Professional Liability and
Workers' Compensation Insurance, all policies required
herein shall contain a waiver of subrogation.
13. OWNERSHIP AND USE OF DOCUMENTS
13.1. Client Documents. All documents provided by
Client will remain the property of Client. MPEG will return
all such documents to Client upon request, but may retain
file copies of such documents.
13.2. MPEG's Documents. Unless otherwise agreed in
writing, all documents and information prepared by MPEG
or obtained by MPEG from any third party in connection
with the performance of Services, including, but not
limited to, MPEG's reports, boring logs, maps, field data,
field notes, drawings and specifications, laboratory test
data and other similar documents (collectively
"Documents") are the property of MPEG. MPEG has the
right, in its sole discretion, to dispose of or retain the
Documents.
13.3. Use of Documents. All Documents prepared by
MPEG are solely for use by Client and will not be provided
by either party to any other person or entity without
MPEG's prior written consent.
13.3.1. Use by Client. Client has the right to reuse
the Documents for purposes reasonably connected with
the Project for which the Services are provided, including
without limitation design and licensing requirements of the
Project.
13.3.2. Use by MPEG. MPEG retains the right of
ownership with respect to any patentable concepts or
copyrightable materials arising from its Services and the
right to use the Documents for any purpose.
13.4. Electronic Media. MPEG may agree at Client's
request to provide Documents and information in an
electronic format. Client recognizes that Documents or
other information recorded on or transmitted as electronic
media are subject to undetectable alteration due to
(among other causes) transmission, conversion, media
degradation, software error, or human alteration.
Accordingly, all Documents and information provided by
MPEG in electronic media are for informational purposes
only and not as final documentation. Unless otherwise
defined in the Scope of Services, MPEG's electronic
Documents and media will conform to MPEG's standards
January 2016
Page 5 of 8
MPEG will provide any requested electronic Documents
for a 30 -day acceptance period, and MPEG will correct
any defects reported by Client to MPEG during this
period. MPEG makes no warranties, either express or
implied, regarding the fitness or suitability of any
electronic Documents or media
13.5. Unauthorized Reuse. No party other than Client
may rely and Client will not represent to any other party
that it may rely on Documents without MPEG's express
prior written consent and receipt of additional
compensation. Client will not permit disclosure, mention,
or communication of, or reference to the Documents in
any offering circular, securities offering, loan application,
real estate sales documentation, or similar promotional
material without MPEG's express prior written consent.
Client waives any and all claims against MPEG resulting
in any way from the unauthorized reuse or alteration of
Documents by itself or anyone obtaining them through
client. Client will defend, indemnify and hold harmless
MPEG from and against any claim, action or proceeding
brought by any party claiming to rely upon information or
opinions contained Documents provided to such person
or entity, published, disclosed or referred to without
MPEG's prior written consent.
14. SAMPLES AND CUTTINGS
14.1. Sample Retention. If MPEG provides laboratory
testing or analytic Services, MPEG will preserve such soil,
rock, water, or other samples as it deems necessary for
the Project, but no longer than 45 days after issuance of
any Documents that include the data obtained from these
samples. Client will promptly pay and be responsible for
the removal and lawful disposal of all contaminated
samples, cuttings, Hazardous Materials, and other
hazardous substances.
14.2. Monitoring Wells. Client will take custody of all
monitoring wells and probes installed during any
investigation by MPEG, and will take any and all
necessary steps for the proper maintenance, repair or
closure of such wells or probes at Client's expense.
15. RELATIONSHIP OF THE PARTIES
MPEG will perform Services under this Agreement as an
independent contractor.
16. ASSIGNMENT AND SUBCONTRACTS
Neither party may assign this Agreement, in whole or in
part, without the prior written consent of the other party,
except for an assignment of proceeds for financing
purposes. MPEG may subcontract for the services of
others without obtaining Client's consent if MPEG deems
it necessary or desirable for others to perform certain
Services.
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
01-10 FOR
ENGINEERING GROUP
17. SUSPENSION AND DELAYS
17.1. Procedures. Client may, at any time by 10 days
written notice suspend performance of all or any part of
the Services by MPEG. MPEG may terminate this
Agreement if Client suspends MPEG's Services for more
than 60 days and Client will pay MPEG as set forth under
Section 18, "Termination." If Client suspends MPEG's
Services, or if Client or others delay MPEG's Services,
Client and MPEG agree to equitably adjust: (1) the time
for completion of the Services; and (2) MPEG's
compensation in accordance with MPEG's then current
Schedule of Charges for the additional labor, equipment,
and other charges associated with maintaining its
workforce for Client's benefit during the delay or
suspension, or charges incurred by MPEG for
demobilization and subsequent remobilization.
17.2. Liability. MPEG is not liable to Client for any
failure to perform or delay in performance due to
circumstances beyond MPEG's control, including but not
limited to pollution, contamination, or release of
hazardous substances, strikes, lockouts, riots, wars, fires,
flood, explosion, "acts of God," adverse weather
conditions, acts of government, labor disputes, delays in
transportation or inability to obtain material and
equipment in the open market.
18. TERMINATION
18.1. Termination for Convenience. MPEG and Client
may terminate this Agreement for convenience upon 30
days written notice delivered or mailed to the other party.
18.2. Termination for Cause. In the event of material
breach of this Agreement, the party not breaching the
Agreement may terminate it upon 10 days written notice
delivered or mailed to the other party. The termination
notice shall state the basis for the termination. The
Agreement may not be terminated for cause if the
breaching party cures the breach within the 10 -day
period.
18.3. Payment on Termination. Following termination
other than for MPEG's material breach of this Agreement,
Client will pay MPEG for Services performed prior to the
termination notice date, and for any necessary Services
and expenses incurred in connection with the termination
of the Project, including but not limited to, the costs of
completing analysis, records and reports necessary to
document job status at the time of termination and costs
associated with termination of subcontractor contracts in
accordance with MPEG's then current Schedule of
Charges.
19. DISPUTES
19.1. Mediation. All disputes between MPEG and
Client are subject to mediation. Either party may demand
mediation by serving a written notice stating the essential
nature of the dispute, amount of time or money claimed,
January 2016
Page 6 of 8
and requiring that the matter be mediated within 45 days
of service of notice.
19.2. Precondition to Other Action. No action or suit
may be commenced unless the mediation did not occur
within 45 days after service of notice; or the mediation
occurred but did not resolve the dispute; or a statute of
limitation would elapse if suit was not filed prior to 45 days
after service of notice.
19.3. Choice of Law; Venue. This Agreement will be
construed in accordance with and governed by the laws
of the state in which the Project is located. Unless the
parties agree otherwise, any mediation or other legal
proceeding will occur in the state in which the Project is
located.
19.4. Statutes of Limitations. Any applicable statute
of limitations will be deemed to commence running on the
earlier of the date of substantial completion of MPEG's
Services under this Agreement or the date on which
claimant knew, or should have known, of facts giving rise
to its claims.
20. MISCELLANEOUS
20.1. Integration and Severability. This Agreement
reflects the entire agreement of the parties with respect to
its terms and supersedes all prior agreements, whether
written or oral. If any portion of this Agreement is void or
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
MINI PAVE
fN61NE1RINC GROUP
voidable, such portion will be deemed stricken and the
Agreement reformed to as closely approximate the
stricken portions as the law allows.
20.2. Modification of this Agreement. This
Agreement may not be modified or altered, except by a
written agreement signed by authorized representatives
of both parties and referring specifically to this
Agreement.
20.3. Notices. Any and all notices, requests,
Instructions, or other communications given by either
party to the other must be in writing and either hand
delivered to the recipient or delivered by first-class mail
(postage prepaid) or express mail (billed to sender) at the
addresses given In this Agreement.
20.4. Headings. The headings used in this Agreement
are for convenience only and are not a part of this
Agreement.
20.5. Waiver. The waiver of any term, conditions or
breach of this Agreement will not operate as a subsequent
waiver of the same term, condition, or breach.
End of General Conditions
January 2016
Page 7 of 8
IN -10 PAIRS
ENGINEERING GROUP
MILLER PACIFIC ENGINEERING GROUP
a California corporation
SCHEDULE OF CHARGES
PROFESSIONAL ENGINEERING AND TESTING SERVICES
Professional and Technical Personnel Hourly Rate
Staff Engineer/Geologist —Level 1-3 .................................. $85 —$95 —$105
Project Engineer/Geologist — Level 1-3 ...........................$115
— $125 — $135
Senior Engineer/Geologist — Level 1-3 ...........................
$155 — $165 — $175
Associate Engineer/Geologist — Level 1-3
..................... $185 —$195 —$205
Principal Level 1-3 .......................................................... $210 —$220 —$230
ProjectAssistant/Word Processor............................................................$70
Technician Level 1-3.............................................................
$80 — $85 — $90
Senior Technician Level 1-2 ...................................................... $100 —$105
Prevailing Wage Group 3.....................................................................$110
PrevailingWage Group 4.........................................................................$105
Other Inside Charges
Mileage.....................................................................................$ 0.80 per mile
Vehicle(Field)...............................................................................
$9 per hour
Nuclear Density Gage.....................................................................$8
per test
Inclinometer...................................................
$150 per day / $85 per half day
Laser Level....................................................................................$50
per day
Sampling Equipment..............................................$50
per day / $30 half day
Outside Services.......................................................................................
Cost + 20%
Exploration, drilling equipment and instrumentation,
in-situ monitoring,
specialized laboratory testing, per diem, shipping,
courier/delivery services,
outside reproduction, and other services and supplies not normally provided.
*NOTES:
Field site visits and travel time are normal hourly rates, portal to portal.
2. Overtime — Weekday & Saturday add $25
Overtime — Sunday/Holiday/Night add $35
3. Rates are for normal Geotechnical Engineering and Geological services.
Rates for depositions and testimony are $450 per hour for Principal; $400
per hour for Associate; and $350 per hour for Senior. All other personnel are
$250 per hour. These fees are due and payable at the time of service.
4. Schedule of charges is effective as of January, 2016. It is subject to revision
annually and at other times without notice.
5. Prevailing Wage Note: Personnel working on Prevailing Wage Projects will
be billed at normal hourly rates plus $5 per hour, or at the Group 3 or Group
4 rate, whichever is applicable.
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES January 2016
Page 8 of 8
MILLER PACIFIC ENGINEERING GROUP
Prevailing Wage Field Observation d Testing Budget Estimate Worksheet
San Rafael Fire Station 57
San Rafael, California
PER UNIT
Project EnglneerlGeologist III
S
135.00
Project Engineer)
S
115.00
Prevailing Wage Group 3
S
110.00
Prevailing Wage Group 4
S
105.00
Senior Technician II
$
10500
StafEngineer/Geologist III
S
105.00
StafEngineer/Geologist 11
$
95.00
Staff Engineer/Geologist )
S
85.00
Field VeNcle/Equipment
$
9,00
Nuclear Density Tests
S
8,00
!.tiles
$
0,80
Work Ilem DewAplion
10 !.lass Grading / Demo
20 Underground Trench Backfill
30 FoundationExcavalions
40 Subgrade Compaction
50 Subsurface Drainage
6.0 Vapor Barrer
7.0 Pavement Testing
Dale:
8/30/16
Project Number.
2157.284
Bv:
sas
PER SITE HALF
FULL
HOUR VISIT DAY
DAY
S
Estimated
Days HOURS
4 8
7 � 7
29 2: 20
S 26900 S 547.00 S 1.11g.00
SITE HALF FULL
VISIT DAY DAY
a 4
16 0 4
20 10
5 2 2
5 2 2
5 2 1
5 2 1
Totals 0 30 10 0
DOLLARS S 5 8070.00 S 5.470.00 S
Total Field Costs: S 13,548.00
LABORATORY TESTING
Principal Eng/Geologist III
Task
Description
Quantity Unit $ Amount S
10
Compaction Curve (Single Bulk)
2 $260 S 520.00
20
Asphalt Concrete - S -value, Gradation, /.I,C., Unit Wt Z `� L.•
$1,050 S -
3.0
Concrete Compression (per Cylinder)
$42 S _
4.0
Shotcrete Panel Tesbng (per Panel)
$400 S -
4.0
R -value
$360 S -
5.0
Sand Equivalent
$80 S _
60
Durablfity
$150 $ _
7.0
GradationlSleve
$180 S -
Total Lab Costs: $ 520.00
ENGINEERINGIGEOLOGICAL CONSULT & REPORT
Personnel Title
SAS
Principal Eng/Geologist III
LIPM
Principal Eng/Geologist II
DSC
Principal Eng/Geologist I
EAD
Associate Engineer III
BSP
Associate Engineer 1
Uri
Seniar Geologist I
RCA
Project Engineer/Geologist III
r;ax
Project Engineer I
vra01ruu
Sr. Tech II
rro rSCeA,ssw
Staff III
UUTIVIe
Staff II
zvs
Staff I
twavur
Project AssIJWord Processor
Ren. 1112116
Hours S/Hour Amount S
' 7 $ 230.00 S 2,300.00
S 220.00 S -
$ 210.00 S
$ 205.00 S
S 185.00 S
S 15500 S
$ 135.00 S
10 S 115.00 S 1,150.00
$ 105.00 S
S 105.00 S -
10 S 95.00 S 950.00
$ 85.00 S -
S 70.00 S 140.00
Total Engineering Costs: $ 4,540.00
SUB TOTAL
$
18,600.00
CONTINGENCY
/0% $
1,860.00
TOTAL
S
20,460.00
USE FOR BUDGET
i S
20,000 00 1
ENGINEERING GROUP
August 30, 2016
File: 2157.285prob:doc
City of San Rafael
111 Morphew Street
San Rafael, CA 94901
Attn: Mr. Kevin McGowan
Re: Supplemental Geotechnical Engineering Services
Public Safety Center
San Rafael, California
Introduction
We are pleased to submit this proposal for supplemental geotechnical engineering services
associated with the planned Public Safety Center at the corner of Fifth and C Street in San Rafael.
We have prepared a geotechnical investigation report for the project and have been providing
consultation as requested. Per the request of Kitchell, this proposal provides scope and budget
estimate for additional geotechnical consultation / analyses of alternative foundation systems best
suited for the proposed project. In addition, we have provided a scope and budget for expected
geotechnical services during construction for the current building plan.
Scope of Services
Supplemental Geotechnical Consultation and Plan Review
We will provide site specific settlement and foundation design analyses based on site grading and
building loads. Based on our analyses we will consult with the design team in the selection of the
preferred foundation type and provide geotechnical consultation, recommendations, and design
criteria as needed. We will review geotechnical aspects of the plans to confirm that the intent of
our recommendations has been incorporated and summarize our review in a brief letter report.
Geotechnical Construction Observation and Testino
During construction, we will provide intermittent inspection and testing services to observe the
geotechnical portions of the work. This is expected to include submittal review of geotechnical
items, foundation excavations, utility trench backfill and structural fill testing, subsurface
drainage, vapor barriers, and testing of pavement sections. The purpose of our construction
services is to verify that subsurface conditions are as expected, confirm design criteria are
appropriate, prepare any needed supplemental recommendations, and to provide our opinion of
contractor compliance with the intent of the plans and specifications. We have prepared a draft
scope and fee estimate for authorization. When the design is complete and the construction
schedule known, we should confirm the budget estimate.
Schedule and Fee
We propose our services as shown on the attached Agreement and Schedule of Charges. We
propose the following fee arrangements:
504 Redwood Blvd., Suite 220 Pi Novato, Califomia 94947 E] T (415) 382-3444 F (415) 382-3450
Exhibit C
City of San Rafael
Page 2 of 2
Supplemental Consultation and Plan Review....
IN PANIC
ENGINEERING GROUP
August 30, 2016
....................Time & Expense, Estimate $2,500
Construction Observation & Testing .......................................Time & Expense, Estimate $22,000*
(*Budget estimate to be confirmed when the construction schedule has been finalized.)
We are pleased to have the opportunity to provide geotechnical services on this project and are
prepared to begin our work soon after your authorization. When you wish us to proceed, please
sign and return one copy of the Agreement. If you have any questions regarding our proposal,
please do not hesitate to call.
Yours very truly,
MILLER PACIFIC ENGINEERING GROUP
Scott Stephens
Geotechnical Engineer No. 2398
(Expires 6130/17)
Attachments: Agreement, Budget Estimate Sheet
MON MUM
� ENGINEERING GROUP
REEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
This AGREEMENT is made between MILLER PACIFIC ENGINEERING GROUP ("MPEG"), a California
Corporation, and the CLIENT to provide Professional Engineering and Testing Services with respect to the
PROJECT, with the following GENERAL CONDITIONS and for the FEE as described below and on the attached
pages,
1.0 CLIENT NAME:
City of San Rafael
Attn: Mr. Kevin McGowan
ADDRESS:
111 Morphew Street
San Rafael, CA 94901
CLIENT #:
2157.285prob
2.0 PROJECT:
Public Safety Center
LOCATION:
San Rafael, California
3.0 SCOPE OF SERVICES:
Geotechnical Engineering Services as outlined in our proposal letter
dated August 30, 2016:
Supplemental Consultation and Plan Review
Construction Observation & Testing
4.0 FEE:
Time & Expense, Estimate .................................................. $2,500
Time & Expense, Estimate ...............................................$22,000*
('Budget estimate to be confirmed when the construction schedule has
been finalized.)
DATE: 8/30/16 FOR MPEG:
Scott Stephens, Geotechnical Engineer No. 2398
DATE: FOR CLIENT:
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
January 2016
Page 1 of 8
504 Redwood Blvd., Suite 220 J Novato, California 94947 e1 T (415) 382-3444 F (415) 382-3450
GENERAL CONDITIONS
1. DEFINITIONS
1.1. Contract Documents. Pians, specifications, and
agreements between Client and Contractors, including
addenda, amendments, supplementary instructions, and
change orders.
1.2. Contractor. The contractor or contractors retained
to construct the Project for which MPEG is providing
Services under this Agreement.
1.3. Day(s). Calendar day(s) unless otherwise stated.
1.4. Hazardous Materials. The term Hazardous
Materials means any toxic substances, chemicals,
radioactivity, pollutants or other materials, in whatever
form or state, known or suspected to impair the
environment in any way whatsoever. Hazardous
Materials include, but are not limited to, those substances
defined, designated or listed in any federal, state or local
law, regulation or ordinance concerning hazardous
wastes, toxic substances or pollution.
1.5. Services. The Services provided by MPEG as set
forth in this Agreement, the Scope of Services, and any
written amendment to this Agreement.
1.6. Work. The labor, materials, equipment, and
services required to complete the work described in the
Contract Documents.
2. SCOPE OF SERVICES
MPEG will perform the scope of Services per Page 1 of
the agreement.
2.1. Changes in Scope. If MPEG provides Client with
a written confirmation of a change In the Scope of
Services, it will become an amendment to this Agreement
unless Client objects in writing within 5 business days
after receipt. All Services performed by MPEG on the
Project are subject to the terms and limitations of this
Agreement. If Services are performed, but the parties do
not reach agreement concerning modifications to the
Scope of Services or compensation, then the terms and
limitations of this Agreement apply to such Services,
except for the payment terms. The parties agree to
resolve disputes concerning modifications to scope or
compensation pursuant to Section 19, "Disputes."
2.2. Licenses. MPEG will procure and maintain
business and professional licenses and registrations
necessary to provide its Services.
2.3. Excluded Services. MPEG's Services under this
Agreement include only those Services specified in the
Scope of Services.
2.3.1. General. Client expressly waives any claim
against MPEG resulting from its failure to perform
recommended additional Services that Client has not
authorized MPEG to perform, and any claim that MPEG
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
INK0 NOR
ENGINEERING CROUP
failed to pert Stoneridge Mall Roadorm services that
Client instructs MPEG not to perform.
2.3.2. Biological Pollutants. MPEG's Scope of
Services specifically excludes the investigation,
detection, prevention or assessment of the presence of
Biological Pollutants. The term "Biological Pollutants"
includes, but is not limited to, molds, fungi, spores,
bacteria, viruses, and/or any of their byproducts.
MPEG's Scope of Services will not include any
interpretations, recommendations, findings, or
conclusions pertaining to Biological Pollutants. Client
agrees that MPEG has no liability for any claims alleging
a failure to investigate, detect, prevent, assess, or make
recommendations for preventing, controlling, or abating
Biological Pollutants. Furthermore, Client agrees to
defend, indemnify, and hold harmless MPEG from all
claims by any third party concerning Biological Pollutants,
except for damages caused by MPEG's sole negligence.
3. PAYMENTS TO MPEG
3.1. Basic Services. MPEG will perform the Services
set forth per the Scope of Services for the Fee and per the
Schedule of Charges shown on Page 1 and Page 8 of this
Agreement.
3.2. Additional Services. Any Services performed
under this Agreement, except those Services expressly
identified in the attached Scope of Services, will be
provided on a time and materials basis unless otherwise
specifically agreed to in writing by both parties.
3.3. Estimate of Fees. MPEG will, to the best of Its
ability, perform the Services and accomplish the
objectives defined in this Agreement within any written
cost estimate provided by MPEG. Client recognizes that
changes in scope and schedule, and unforeseen
circumstances can all Influence the successful completion
of Services within the estimated cost. The use of an
estimate of fees or of a "not to exceed" limitation is not a
guarantee that the Services will be completed for that
amount; rather, it indicates that MPEG shall not incur fees
and expenses in excess of the estimate or limitation
amount without obtaining Client's agreement to do so.
3.4. Rates. Client will pay MPEG at the rates set forth
in the Schedule of Charges.
3.4.1. Changes to Rates. Client and MPEG agree
that the Schedule of Charges is subject to periodic review
and amendment, as appropriate to reflect MPEG's current
fee structure. Unless Client objects in writing to the
proposed amended fee structure within 30 days of
invoice, the amended fee structure will be incorporated
into this Agreement and will then supersede any prior fee
structure. If Client timely objects to the amended fee
structure within 30 days, and MPEG and Client cannot
agree upon a new fee structure within 30 days after
notice, MPEG may terminate this Agreement and be
January 2016
Page 2 of 8
compensated as set forth under Section 18,
"Termination."
3.4.2. Prevailing Wages. Unless Client specifically
informs MPEG in writing that prevailing wage regulations
cover the Project and the Scope of Services identifies it
as covered by such regulations, Client will reimburse,
defend, indemnify and hold harmless MPEG from and
against any liability resulting from a subsequent
determination that prevailing wage regulations cover the
Project, including all costs, fines and attorneys' fees.
3.5. Payment Timing; Late Charge. All invoices are
due upon receipt. All amounts unpaid 30 days after the
invoice date will include a late payment charge from the
date of the invoice, at the rate of 1-1/2% per month or the
highest rate permitted by law.
4. STANDARD OF PERFORMANCE; DISCLAIMER OF
WARRANTIES
4.1. Level of Service. MPEG offers different levels of
Services to suit the desires and needs of different clients.
Although the possibility of error can never be eliminated,
more detailed and extensive Services yield more
information and reduce the probability of error, but at
increased cost. Client must determine the level of
Services adequate for its purposes. Client has reviewed
the Scope of Services and has determined that it does not
need or want a greater level of Services than that being
provided.
4.2. Standard of Care. Subject to the limitations
inherent in the agreed Scope of Services as to the degree
of care, the amount of time and expenses to be incurred,
and subject to any other limitations contained in this
Agreement, MPEG will endeavor to perform Its Services
consistent with that level of care and skill ordinarily
exercised by other professional practicing in the same
locale and under similar circumstances at the time the
Services are performed.
4.3. No Warranty. No warranty, express or implied, is
included or intended by this Agreement.
5. ESTIMATE OF CONSTRUCTION COSTS
Client acknowledges that construction and project
development are subject to many influences that are not
subject to precise forecasting and are outside of MPEG's
control. Client further acknowledges that actual costs
incurred may vary substantially from the estimates
prepared by MPEG and that MPEG does not warrant or
guaranty the accuracy of construction or development
cost estimates.
6. CONSTRUCTION PHASE SERVICES
If MPEG's Scope of Services includes observation and/or
testing during the course of construction, the following
conditions apply.
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
WKER PAMRS
ENGINEERING GROUP
6.1. Construction Observation.
6.1.1. Site Meetinos & Visits. MPEG will participate
in job site meetings as requested by Client, and, unless
otherwise requested by Client, visit the site at times
specified in the Scope of Services or, if not specified in
the Scope of Services at intervals as MPEG deems
appropriate to the various stages of construction to
observe the geotechnical conditions encountered by
Contractor and the progress and quality of the
geotechnical aspects of the Work. Based on information
obtained during such visits and on such observations,
MPEG may inform Client of the progress of the
geotechnical aspects of the Work. Client understands that
MPEG may not be on site continuously; and, unless
expressly agreed otherwise, MPEG will not observe all of
the Work.
6.1.2. Contractor's Performance. MPEG does not,
and cannot, warrant or guarantee that all of the
geotechnical Work performed by Contractor meets the
requirements of MPEG's geotechnical recommendations
or the plans and specifications for such geotechnical
Work; nor can MPEG be responsible for Contractor's
failure to perform the Work in accordance with the plans,
specifications or the recommendations of MPEG.
6.1.3. Contractor's Responsibilities. MPEG will not
supervise, direct or have control over the Work nor will
MPEG have authority over or responsibility for the means,
methods, techniques, sequences or procedures of
construction selected by Contractor for the geotechnical
aspects of the Project; for safety precautions and
programs incident to the Work; nor for any failure of
Contractor to comply with Laws and Regulations
applicable to Contractor furnishing and performing its
Work.
6.1.4. Final Resort. At the conclusion of
Construction Phase Services, MPEG may provide Client
with a written report summarizing the tests and
observations, if any, made by MPEG.
6.2. Review of Contractor's Submittals. If included in
the Scope of Work, MPEG will review and take
appropriate action on the Contractor's submittals, such as
shop drawings, product data, samples, and other required
submittals. MPEG will review such submittals solely for
general conformance with MPEG's design, and will not
Include review for the following, all of which will remain the
responsibility of the Contractor: accuracy or
completeness of details, quantities or dimensions;
construction means, methods, sequences or procedures;
coordination among trades; or construction safety.
6.3. Tests. Tests performed by MPEG on finished Work
or Work in progress are taken intermittently and indicates
the general acceptability of the Work on a statistical basis.
MPEG's tests and observations of the Work are not a
guarantee of the quality of Work and do not relieve other
parties from their responsibility to perform their Work in
January 2016
Page 3 of 8
accordance with applicable plans, specifications and
requirements.
7. CLIENT'S RESPONSIBILITIES
In addition to payment for the Services performed under
this Agreement, Client agrees to:
7.1. Cooperation. Assist and cooperate with MPEG in
any manner necessary and within its ability to facilitate
MPEG's performance under this Agreement.
7.2. Representative. Designate a representative with
authority to receive all notices and information pertaining
to this Agreement, communicate Client's policies and
decisions, and assist as necessary in matters pertaining
to the Project and this Agreement. Client's representative
will be subject to change by written notice.
7.3. Rights of Entry. Provide access to and/or obtain
permission for MPEG to enter upon all property, whether
or not owned by Client, as required to perform and
complete the Services. MPEG will operate with
reasonable care to minimize damage to the Project
Site(s). However, Client recognizes that MPEG's
operations and the use of investigative equipment may
unavoidably alter conditions or affect the environment at
the existing Project Site(s). The cost of repairing such
damage will be borne by Client and is not included in the
fee unless otherwise stated.
7.4. Relevant Information. Supply MPEG with all
information and documents in Client's possession or
knowledge which are relevant to MPEG's Services. Client
warrants the accuracy of any information supplied by it to
MPEG, and acknowledges that MPEG is entitled to rely
upon such information without verifying its accuracy. Prior
to the commencement of any Services in connection with
a specific property, Client will notify MPEG of any known
potential or possible health or safety hazard existing on or
near the Project Site, with particular reference to
Hazardous Materials or conditions.
7.5. Subsurface Structures. Correctly designate on
plans to be furnished to MPEG the location of all
subsurface structures, such as pipes, tanks, cables and
utilities within the property lines of the Project Site(s), and
be responsible for any damage inadvertently caused by
MPEG to any such structure or utility not so designated.
MPEG is not liable to Client for any losses, damages or
claims arising from damage to subterranean structures or
utilities that were not correctly shown on plans furnished
by Client to MPEG.
8. CHANGED CONDITIONS
If MPEG discovers conditions or circumstances that it had
not contemplated at the commencement of this
Agreement ("Changed Conditions"), MPEG will notify
Client in writing of the Changed Conditions. Client and
MPEG agree that they will then renegotiate in good faith
the terms and conditions of this Agreement. If MPEG and
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
MUM FARM
ENGINEERING CROUP
Client cannot agree upon amended terms and conditions
within 30 days after notice, MPEG may terminate this
Agreement and be compensated as set forth in Section
18, "Termination."
9. HAZARDOUS MATERIALS
Client understands that MPEG's Services under this
Agreement are limited to geotechnical investigation and
that MPEG has no responsibility to locate, identify,
evaluate, treat or otherwise consider or deal with
Hazardous Materials. Client is solely responsible for
notifying all appropriate federal, state, municipal or other
governmental agencies, including the potentially affected
public, of the existence of any Hazardous Materials
located on or in the Project site, or located during the
performance of this Agreement. The existence or
discovery of Hazardous Materials constitutes a Changed
Condition under this Agreement.
10. CERTIFICATIONS
Client agrees not to require that MPEG execute any
certification with regard to Services performed or Work
tested and/or observed under this Agreement unless: 1)
MPEG believes that it has performed sufficient Services
to provide a sufficient basis to issue the certification; 2)
MPEG believes that the Services performed or Work
tested and/or observed meet the criteria of the
certification; and 3) MPEG has reviewed and approved in
writing the exact form of such certification prior to
execution of this Agreement. Any certification by MPEG
is limited to an expression of professional opinion based
upon the Services performed by MPEG, and does not
constitute a warranty or guaranty, either expressed or
implied.
11. ALLOCATION OF RISK
11.1. Limitation of Liability. The total cumulative
liability of MPEG, its subconsultants and subcontractors,
and all of their respective shareholders, directors, officers,
employees, and agents (collectively "MPEG Entities"), to
Client arising from Services under this Agreement,
including attorney's fees due under this Agreement, will
not exceed the gross compensation received by MPEG
under this Agreement or $50,000, whichever is greater;
provided, however, that such liability is further limited as
described below. This limitation applies to all lawsuits,
claims, or actions for errors or omissions in MPEG's
Services, whether alleged to arise in tort, contract,
warranty, or other legal theory. Upon Client's written
request, MPEG and Client may agree to increase the
limitation to a greater amount in exchange for a
negotiated increase in MPEG's fee, provided that they
amend this Agreement in writing as provided in Section
20.
January 2016
Page 4 of 8
11.2. Indemnification.
11.2.1. Indemnification of Client. Subject to the
provisions and limitations of this Agreement, MPEG
agrees to indemnify and hold harmless Client, its
shareholders, officers, directors, employees, and agents
from and against any and all claims, suits, liabilities,
damages, expenses (including without limitation
reasonable attorney's fees and costs of defense), or other
losses (collectively "Losses") to the extent caused by
MPEG's negligent performance of its Services under this
Agreement.
11.2.2. Indemnification of MPEG. Client will
indemnify and hold harmless MPEG Entities from and
against any and all Losses to the extent caused by the
negligence of Client, its employees, agents and
contractors. In addition, except to the extent caused by
MPEG's sole negligence, Client expressly agrees to
defend, indemnify and hold harmless MPEG Entities from
and against any and all Losses arising from or related to
the existence, disposal, release, discharge, treatment or
transportation of Hazardous Materials, or the exposure of
any person to Hazardous Materials, or the degradation of
the environment due to the presence, discharge, disposal,
release of or exposure to Hazardous Material.
11.3. Consequential Damages. Neither Client nor
MPEG will be liable to the other for any special,
consequential, incidental, or penal losses or damages
including but not limited to losses, damages, or claims
related to the unavailability of property or facilities,
shutdowns or service interruptions, loss of use, profits,
revenue, or inventory, or for use charges, cost of capital,
or claims of the other party and/or its customers.
11.4. Continuing Agreement. The indemnity
obligations and the limitations of liability established under
this Agreement will survive the expiration or termination
of this Agreement. If MPEG provides Services to Client
that the parties do not confirm through execution of an
amendment to this Agreement, the obligations of the
parties to indemnify each other and the limitations on
liability established under this Agreement apply to such
Services as if the parties had executed an amendment.
12. INSURANCE
12.1. MPEG's Insurance. MPEG will obtain, if
reasonably available, the following coverages:
12.1.1. Statutory Workers' Compensation/
Employer's Liability Insurance;
12.1.2. Commercial General Liability Insurance with
a combined single limit of $1,000,000 per occurrence and
$2,000,000 general aggregate;
12.1.3. Automobile Liability Insurance, including
liability for all owned, hired and non -owned vehicles with
minimum limits of $1,000,000 for bodily injury per person,
$1,000,000 property damage, and $1,000,000 combined
single limit per occurrence; and,
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
'N"JAM PAURS
ENGINEERING GROUP
12.1.4. MPEG maintains Professional Liability
Insurance for our own benefit.
12.2. Contractor's Insurance. Client or Project Owner
will require owner's Contractor, subcontractors and
consultants to purchase and maintain General Liability,
Builder's Risk, Automobile Liability, Workers'
Compensation, and Employer's Liability insurance with
limits no less than as set forth above.
12.3. Certificates of Insurance. Upon request, MPEG
and Client will each provide the other with certificate(s) of
insurance evidencing the existence of the policies
required herein. Except for Professional Liability and
Workers' Compensation Insurance, all policies required
herein shall contain a waiver of subrogation.
13. OWNERSHIP AND USE OF DOCUMENTS
13.1. Client Documents. All documents provided by
Client will remain the property of Client. MPEG will return
all such documents to Client upon request, but may retain
file copies of such documents.
13.2. MPEG's Documents. Unless otherwise agreed in
writing, all documents and information prepared by MPEG
or obtained by MPEG from any third party in connection
with the performance of Services, including, but not
limited to, MPEG's reports, boring logs, maps, field data,
field notes, drawings and specifications, laboratory test
data and other similar documents (collectively
"Documents") are the property of MPEG. MPEG has the
right, in its sole discretion, to dispose of or retain the
Documents.
13.3. Use of Documents. All Documents prepared by
MPEG are solely for use by Client and will not be provided
by either party to any other person or entity without
MPEG's prior written consent.
13.3.1. Use by Client. Client has the right to reuse
the Documents for purposes reasonably connected with
the Project for which the Services are provided, including
without limitation design and licensing requirements of the
Project.
13.3.2. Use by MPEG. MPEG retains the right of
ownership with respect to any patentable concepts or
copyrightable materials arising from its Services and the
right to use the Documents for any purpose.
13.4. Electronic Media. MPEG may agree at Client's
request to provide Documents and information in an
electronic format. Client recognizes that Documents or
other information recorded on or transmitted as electronic
media are subject to undetectable alteration due to
(among other causes) transmission, conversion, media
degradation, software error, or human alteration.
Accordingly, all Documents and information provided by
MPEG in electronic media are for informational purposes
only and not as final documentation. Unless otherwise
defined in the Scope of Services, MPEG's electronic
Documents and media will conform to MPEG's standards.
January 2016
Page 5 of 8
MPEG will provide any requested electronic Documents
for a 30 -day acceptance period, and MPEG will correct
any defects reported by Client to MPEG during this
period. MPEG makes no warranties, either express or
implied, regarding the fitness or suitability of any
electronic Documents or media.
13.5. Unauthorized Reuse. No party other than Client
may rely and Client will not represent to any other party
that it may rely on Documents without MPEG's express
prior written consent and receipt of additional
compensation. Client will not permit disclosure, mention,
or communication of, or reference to the Documents in
any offering circular, securities offering, loan application,
real estate sales documentation, or similar promotional
material without MPEG's express prior written consent.
Client waives any and all claims against MPEG resulting
in any way from the unauthorized reuse or alteration of
Documents by itself or anyone obtaining them through
client. Client will defend, indemnify and hold harmless
MPEG from and against any claim, action or proceeding
brought by any party claiming to rely upon information or
opinions contained Documents provided to such person
or entity, published, disclosed or referred to without
MPEG's prior written consent.
14. SAMPLES AND CUTTINGS
14.1. Sample Retention. If MPEG provides laboratory
testing or analytic Services, MPEG will preserve such soil,
rock, water, or other samples as it deems necessary for
the Project, but no longer than 45 days after issuance of
any Documents that include the data obtained from these
samples. Client will promptly pay and be responsible for
the removal and lawful disposal of all contaminated
samples, cuttings, Hazardous Materials, and other
hazardous substances.
14.2. Monitoring Wells. Client will take custody of all
monitoring wells and probes installed during any
investigation by MPEG, and will take any and all
necessary steps for the proper maintenance, repair or
closure of such wells or probes at Client's expense.
15. RELATIONSHIP OF THE PARTIES
MPEG will perform Services under this Agreement as an
independent contractor.
16. ASSIGNMENT AND SUBCONTRACTS
Neither party may assign this Agreement, in whole or in
part, without the prior written consent of the other party,
except for an assignment of proceeds for financing
purposes. MPEG may subcontract for the services of
others without obtaining Client's consent if MPEG deems
it necessary or desirable for others to perform certain
Services.
OEM FORS
ENGINEERING GROUP
17. SUSPENSION AND DELAYS
17.1. Procedures. Client may, at any time by 10 days
written notice suspend performance of all or any part of
the Services by MPEG. MPEG may terminate this
Agreement if Client suspends MPEG's Services for more
than 60 days and Client will pay MPEG as set forth under
Section 18, "Termination." If Client suspends MPEG's
Services, or if Client or others delay MPEG's Services,
Client and MPEG agree to equitably adjust: (1) the time
for completion of the Services; and (2) MPEG's
compensation in accordance with MPEG's then current
Schedule of Charges for the additional labor, equipment,
and other charges associated with maintaining its
workforce for Client's benefit during the delay or
suspension, or charges incurred by MPEG for
demobilization and subsequent remobilizalion.
17.2. Liability. MPEG Is not liable to Client for any
failure to perform or delay in performance due to
circumstances beyond MPEG's control, including but not
limited to pollution, contamination, or release of
hazardous substances, strikes, lockouts, riots, wars, fires,
flood, explosion, "acts of God," adverse weather
conditions, acts of government, labor disputes, delays in
transportation or inability to obtain material and
equipment in the open market.
18. TERMINATION
18.1. Termination for Convenience. MPEG and Client
may terminate this Agreement for convenience upon 30
days written notice delivered or mailed to the other party.
18.2. Termination for Cause. In the event of material
breach of this Agreement, the party not breaching the
Agreement may terminate it upon 10 days written notice
delivered or mailed to the other party. The termination
notice shall state the basis for the termination. The
Agreement may not be terminated for cause if the
breaching party cures the breach within the 10 -day
period.
18.3. Payment on Termination. Following termination
other than for MPEG's material breach of this Agreement,
Client will pay MPEG for Services performed prior to the
termination notice date, and for any necessary Services
and expenses incurred In connection with the termination
of the Project, including but not limited to, the costs of
completing analysis, records and reports necessary to
document job status at the time of termination and costs
associated with termination of subcontractor contracts in
accordance with MPEG's then current Schedule of
Charges.
19. DISPUTES
19.1. Mediation. All disputes between MPEG and
Client are subject to mediation. Either party may demand
mediation by serving a written notice stating the essential
nature of the dispute, amount of time or money claimed,
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES January 2016
Page 6 of 8
and requiring that the matter be mediated within 45 days
of service of notice.
19.2. Precondition to Other Action. No action or suit
may be commenced unless the mediation did not occur
within 45 days after service of notice; or the mediation
occurred but did not resolve the dispute; or a statute of
limitation would elapse if suit was not filed prior to 45 days
after service of notice.
19.3. Choice of Law; Venue. This Agreement will be
construed in accordance with and governed by the laws
of the state in which the Project is located. Unless the
parties agree otherwise, any mediation or other legal
proceeding will occur in the state in which the Project is
located.
19.4. Statutes of Limitations. Any applicable statute
of limitations will be deemed to commence running on the
earlier of the date of substantial completion of MPEG's
Services under this Agreement or the date on which
claimant knew, or should have known, of facts giving rise
to its claims.
20. MISCELLANEOUS
20.1. Integration and Severability. This Agreement
reflects the entire agreement of the parties with respect to
its terms and supersedes all prior agreements, whether
written or oral. If any portion of this Agreement is void or
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES
�12MM FACES
ENGINEERING GROUP
voidable, such portion will be deemed stricken and the
Agreement reformed to as closely approximate the
stricken portions as the law allows.
20.2. Modification of this Agreement. This
Agreement may not be modified or altered, except by a
written agreement signed by authorized representatives
of both parties and referring specifically to this
Agreement.
20.3. Notices. Any and all notices, requests,
instructions, or other communications given by either
party to the other must be in writing and either hand
delivered to the recipient or delivered by first-class mail
(postage prepaid) or express mail (billed to sender) at the
addresses given in this Agreement.
20.4. Headings. The headings used in this Agreement
are for convenience only and are not a part of this
Agreement.
20.5. Waiver. The waiver of any term, conditions or
breach of this Agreement will not operate as a subsequent
waiver of the same term, condition, or breach.
End of General Conditions
January 2016
Page 7 of 8
PENN PANK
ENGINEERING GROUP
MILLER PACIFIC ENGINEERING GROUP
a California corporation
SCHEDULE OF CHARGES
PROFESSIONAL ENGINEERING AND TESTING SERVICES
Professional and Technical Personnel Hourly Rate
Staff Engineer/Geologist — Level 1-3 .................................. $85 — $95 — $105
Project Engineer/Geologist — Level 1-3 ...........................$115
— $125 — $135
Senior Engineer/Geologist —Level 1-3 ...........................
$155 —$165 —$175
Associate Engineer/Geologist — Level 1-3 .....................
$185 —$195 —$205
Principal Level 1-3 ..........................................................
$210 —$220 —$230
ProjectAssistant/Word Processor............................................................$70
Technician Level 1-3$80
.............................................................
— $85 — $90
Senior Technician Level 1-2 ......................................................
$100 —$105
Prevailing Wage Group 3.....................................................................$110
Prevailing Wage Group 4.........................................................................$105
Other Inside Charges
Mileage.....................................................................................$
0.80 per mile
Vehicle (Field)...............................................................................
$9 per hour
Nuclear Density Gage.....................................................................$8
per test
Inclinometer...................................................
$150 per day / $85 per half day
LaserLevel....................................................................................$50
per day
Sampling Equipment..............................................$50 per day / $30 half day
OutsideServices....................................................................................... Cost + 20%
Exploration, drilling equipment and instrumentation, in-situ monitoring,
specialized laboratory testing, per diem, shipping, courier/delivery services,
outside reproduction, and other services and
supplies not normally provided.
*NOTES:
Field site visits and travel time are normal hourly rates, portal to portal.
Overtime — Weekday & Saturday add $25
Overtime — Sunday/Holiday/Night add $35
Rates are for normal Geotechnical Engineering and Geological services.
Rates for depositions and testimony are $450 per hour for Principal; $400
per hour for Associate; and $350 per hour for Senior. All other personnel are
$250 per hour. These fees are due and payable at the time of service.
4. Schedule of charges is effective as of January, 2016. It is subject to revision
annually and at other times without notice.
Prevailing Wage Note: Personnel working on Prevailing Wage Projects will
be billed at normal hourly rates plus $5 per hour, or at the Group 3 or Group
4 rate, whichever is applicable.
AGREEMENT FOR PROFESSIONAL ENGINEERING AND TESTING SERVICES January 2016
Page 8 of 8
MILLER PACIFIC ENGINEERING GROUP
Prevailing Wage Field Observation & Testing Budget Estimate Worksheet
San Rafael Public Safety Building
San Rarael, California
PER UNIT
Project Engineer/Geologist III
S
13500
Project Engineer I
S
115.00
Prevailing Wage Group 3
S
110.00
Prevailing Wage Group 4
S
10500
Senior Technician II
S
105.00
Staff Engineer/Geologist III
$
105.00
Staff Engineer/Geologist II
$
9500
Staff Engineer/Geo!ogist 1
S
85.00
Field VaNclwEquipment
$
9.00
Nuclear Density Tests
S
8.00
Rules
S
0.80
Date, 8/30/16
Project Number: 2157 285
Bv: sas
PER SITE HALF FULL
HOUR VISIT DAY DAY
2 4 6
ENGINEERINGIGEOLOGICAL CONSULT & REPORT
Personnel Title
sws
Principal Erg/Geo!ogist III
S
Principal Eng/Geo!ogisl II
osc
Estimated
Work Item
Description
Days HOURS
1.0
Mass Grading
10
2.0
Underground Trench Backfill
20
3.0
Foundation Excavations
20
4.0
Subgrade Compaction
5
5.0
Subsurface Drainage
5
6.0
Vapor Barrier
5
7.0
Pavement Testing
5
2
2
Totals
2
1
DOLLARS S -
LABORATORY TESTING
1
Task
Description
11
1.0
Compaction Curve (Single Bulk)
6,017.00 S
2.0
Asptlalt Concrete - S -value, Gradation,
M.C., Unit Wt &!; Oil
3.0
Concrete Compression (per Cylinder)
Unit $
4.0
Shotcrete Panel Testing (per Panel)
$260 S
4.0
R -value
$1,050 S
5.0
Sand Equivalent
$42 S
60
Durability
$400 S
7.0
GradationlS:eve
$360 S
ENGINEERINGIGEOLOGICAL CONSULT & REPORT
Personnel Title
sws
Principal Erg/Geo!ogist III
LIMA
Principal Eng/Geo!ogisl II
osc
Principal Erg/Geo!oglst I
ED
Associate Engineer III
BSP
Associate Engineer I
uFJ
Senior Geologist I
Ra
Project Engineer/Geologist III
r:ex
Project Engineer I
V=Ir u
Sr. Tech II
ITQAscu^s. sw
Staff III
uuTiErre
Staff II
zus
Staff I
KRIS VLT
Project AsstJWord Processor
Rcr. 1112116
1
3
7
3
8
20
20
20
20
S 269.00 S
547.00 S
1,119.00
SITE
HALF
FULL
VISIT
DAY
DAY
5
155.00 S
10
5
10
115.00 S
1,150.00
2
2
2
2
2
1
950.00
2
1
-
0 33
11
0
S 8,877.00 S
6,017.00 S
-
Total Field
Costs: $
14,894.00
Quantity
Unit $
Amount $
2
$260 S
520.00
USE FOR BUDGET
$1,050 S
-
$42 S
$400 S
$360 S
$80 S
$150 S
$180 S
Total Lab
Costs: $
520.00
Hours
Mur
Amount $
10 S
230.00 S
2,300.00
S
220.00 S
$
210.00 S
$
205.00 S
S
185.00 S
S
155.00 S
S
135.00 S
10 $
115.00 S
1,150.00
$
105.00 S
S
105.00 S
10 S
95.00 S
950.00
S
85.00 S
-
2 S
70.00 S
140.00
Total Engineering
Costs: $
4,540.00
SUB TOTAL
S
19,954.00
CONTINGENCY
101,: S
1,995.40
TOTAL
$
21,949.40
USE FOR BUDGET
IS
22,000 00
-JuLu
cnoaag pagg
EN61NffRIN6 GROUP
TRANSMITTAL
DATE: 12/12/16 JOB NO:
Citv of San Rafael
Attn: Bill Guerin
1400 Fifth Avenue, P.O Box 151560
San Rafael, CA 94915-1560
Qi
i3k1jVY Nj1 ap Al I[1
1630 S)Iaom JI1C(1;1
9102
SUBJECT: SAN RAFAEL'S ESSENTIAL FACILITIES STRATEGIC PLAN PROJECTS
WE ARE SENDING YOU:
Copies
3 Co-signed Professional Services Agreement For Geotechnical Engineering
Services— (See subject.)
These are transmitted as checked below:
❑ FAX ❑ HAND DELIVERY
❑ OVERNIGHT DELIVERY ❑ EMAIL
® U.S.P.S./MAIL ❑ MESSAGE ONLY
MESSAGE:
Note: Please sign and return one executed agreement.
Thank you!
Marilyn Terrazas
C
confidentiality Notice: This message is for the sole use of the intended recipients) and may contain confidential and privileged
information. Any unauthorized review, use, disclosure or distribution is prohibited. If you are not the intended recipient, please contact
the sender and destroy all copies of the original message.
Office Locations:
504 Redwood Blvd, Suite 220 1333 No. McDowell Blvd, Suite C 135 Camino Dorado, Suite 3
Novato, CA 94947 Petaluma, CA 94954 Napa, CA 94558
T (415) 382-3444 T (707) 765-6140 T (707) 265-7936
F (415) 382-3450 F (707) 765-6222 F (707) 265-7982
CONTRACT ROUTING FORM
INSTRUCTIONS: Use this cover sheet to circulate all contracts for review and approval in the order shown below.
TO BE COMPLETED BY INITIATING DEPARTMENT PROJECT MANAGER:
Contracting Department: DPW
Project Manager: Bill Guerin
Extension: 485-3110
Contractor Name: Miller -Pacific Engineering
Contractor's Contact: Scott Stephens
Contact's Email:'Scott A. Stephens' <SStephens@mil lerpac.com>
❑ FPPC: Check if Contractor/Consultant must file Form 700
Step RESPONSIBLE DESCRIPTION COMPLETED REVIEWER
DEPARTMENT DATE Check/Initial
1 Project Manager a. Email PINS Introductory Notice to Contractor 11/22/2016
11/22/2016
b. Email contract (in Word) & attachments to City
Atty c/o Laraine.Gittens@cityofsanrafael.org
2 City Attorney a. Review, revise, and comment on draft agreement 11/23/2016
and return to Project Manager 11/23/2016 ® ETD
b. Confirm insurance requirements, create Job on
PINS, send PINS insurance notice to contractor ® ETD
3 Project Manager Forward three (3) originals of final agreement to 12/6/2016
contractor for their signature
4 Project Manager When necessary, * contractor -signed agreement ❑ N/A
agendized for Council approval
*PSA > $20,000; or Purchase > $35,000; or Or
Public Works Contract > $125,000
Date of Council approval 11/21/2016
PRINT CONTINUE ROUTING PROCESS WITH HARD COPY
5 Project Manager Forward signed original agreements to City 8/3/17
Attorney with printed copy of this routing form
6 City Attorney Review and approve hard copy of signed 4 Z/ /-7 agreement 7�%
7 City Attorney Review and approve insurance in PINS, and bonds ?11-2,11
/2 )' n
(for Public Works Contracts) / /
8 City Manager/ Mayor Agreement executed by Council authorized official �/� r
11
9 City Clerk Attest signatures, retains original agreement and 111
forwards copies to Project Manager