Loading...
HomeMy WebLinkAboutWilldan - 2002-11-07�Su ;ty\ Contracts Checklist for Submittal t® City Clerk's Office Hunt gto Beach (Please transmit this form when your contract is ready to be filed in the City Clerk's office) To: Connie Brockway, City Clerk x5404 1. Name of Contractor: Willdan 2. Purpose of Contract: Provide Professional Engineering Services for the OC-9 Water Transmission Pipeline. 3. Expiration Date: November 2003 4. Amount of Contract: $526,715 A. Is the attached contract RELATED to a PREVIOUSLY SUBMITTED contract (renewal/amendment/etc)? ❑ YES NO B. Did you attach the LIST OF CONSULTANTS from whom proposals were requested — pursuant to HBMC 3.03.100? YES ❑ N/A OR Is the attached contract a SOLE SOURCE? :S�M lea° �❑ YES ❑ N/A C. Did you attach a COPY of the insurance certificate/waiver and send the ORIGINL to Risk Management? /KYES PLEASE INCLUDE: _Debbie De Bow X-5528 Name/Extension -� Public Works Department January 9, 2002 Date CITY CLERK'S OFFICE USE ONLY: g:lforms/city clerk contract checklist.doc PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND WILLDAN FOR THE OC-9 WATER TRANSMISSION PIPELINE THIS AGREEMENT ("Agreement") is made and entered into this day of /y6VC,rntX,r- , 2002, by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY," and WILLDAN, a California corporation, hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide professional design services to CITY for the OC-9 water transmission pipeline; and Pursuant to documentation on file in the office of the City Clerk, the provisions of the Huntington Beach Municipal Code, Chapter 3.03, relating to procurement of professional service contracts have been complied with; and CONSULTANT has been selected to perform these services, NOW, THEREFORE, it is agreed by CITY and CONSULTANT as follows: 1. SCOPE OF SERVICES CONSULTANT shall provide all services as described in the Request for Proposal ("RFP"), and CONSULTANT's Proposal dated April 8, 2002 (both of which are hereinafter referred to as Exhibit "A"), which are attached hereto and incorporated into this AGREEMENT by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates Lisa M. Penna who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 02agree/wildan/7/9/02 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. 3. TERM; TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence as soon as practicable after the execution of this Agreement by CITY (the "Commencement Date"). This Agreement shall expire three hundred fifty five (355) days from the Commencement Date unless sooner terminated as provided herein. All tasks specified in the Scope of Services shall be completed no later than three hundred fifty-five (355) days from the Commencement Date of this Agreement. These times may be extended with the written permission of CITY. The time for performance of the tasks identified in the Scope of Services are generally to be shown in the Scope of Services. This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT. 4. COMPENSATION In consideration of the performance of the services described herein, CITY agrees to pay CONSULTANT on a time and materials basis at the rates specified in the revised fee proposal dated October 14, 2002, hereinafter referred to as Exhibit ">B," including all costs and expenses, not to exceed Five Hundred Twenty Six Thousand Seven Hundred Fifteen Dollars ($526,715.00). 5. EXTRA WORK In the event CITY requires additional services not included in the Scope of Services or changes in the scope of services described in the Scope of Services, CONSULTANT will undertake such work only after receiving written authorization from CITY. Additional 02agree/wildan/10/17/02 2 compensation for such extra work shall be allowed only if the prior written approval of CITY is obtained. 6. METHOD OF PAYMENT CONSULTANT shall be paid pursuant to Exhibit B. 7. DISPOSITION OF PLANS, ESTIMATES AND OTHER DOCUMENTS CONSULTANT agrees that title to all materials prepared hereunder, including, without limitation, all original drawings, designs, reports, both field and office notices, calculations, computer code, language, data or programs, maps, memoranda, letters and other documents, shall belong to CITY, and CONSULTANT shall turn these materials over to CITY upon expiration or termination of this Agreement or upon PROJECT completion, whichever shall occur first. These materials may be used by CITY as it sees fit. 8. HOLD HARMLESS CONSULTANT hereby agrees to protect, defend, indemnify and hold harmless CITY, its officers, elected or appointed officials, employees, agents and volunteers from and against any and all claims, damages, losses, expenses, demands and defense costs (including, without limitation, costs and fees of litigation of every nature or liability of any kind or nature) arising out of or in connection with CONSULTANT's performance of this Agreement or its failure to comply with any of its obligations contained in this Agreement by CONSULTANT, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of CITY. CITY shall be reimbursed by CONSULTANT for all costs and attorney's fees incurred by CITY in enforcing this obligation. CONSULTANT will 02agree/wildan/7/9/02 3 conduct all defense at its sole cost and expense, and CITY shall approve selection of CONSULTANT's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by CONSULTANT. 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall furnish a professional liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for CONSULTANT's professional liability in an amount not less than One Million Dollars ($1,000,000) per occurrence and in the aggregate. The above -mentioned insurance shall not contain a self -insured retention, "deductible" or any other similar form of limitation on the required coverage except with the express written consent of CITY. A claims -made policy shall be acceptable if the policy further provides that: A. The policy retroactive date coincides with or precedes the initiation of the scope of work (including subsequent policies purchased as renewals or replacements). B. CONSULTANT shall notify CITY of circumstances or incidents that might give rise to future claims. CONSULTANT will make every effort to maintain similar insurance during the required extended period of coverage following PROJECT completion. If insurance is terminated for any reason, CONSULTANT agrees to purchase an extended reporting provision of at least two (2) years to report claims arising from work performed in connection with this Agreement. 02agree/wildan/7/9/02 4 10. CERTIFICATE OF INSURANCE Prior to commencing performance of the work hereunder, CONSULTANT shall furnish to CITY a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: A. provide the name and policy number of each carrier and policy; B. shall state that the policy is currently in force; and C. shall promise that such policy shall not be suspended, voided or canceled by either party, reduced in coverage or in limits except after thirty (30) days' prior written notice; however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. CONSULTANT shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by CITY,. The requirement for carrying the foregoing insurance coverage shall not derogate from the provisions for indemnification of CITY by CONSULTANT under the Agreement. CITY or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. CONSULTANT shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 11. INDEPENDENT CONTRACTOR CONSULTANT is, and shall be, acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of CITY. CONSULTANT shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for CONSULTANT and its officers, agents and 02agree/wildan/7/9/02 5 employees and all business licenses, if any, in connection with the PROJECT and/or the services to be performed hereunder. 12. TERMINATION OF AGREEMENT All work required hereunder shall be performed in a good and workmanlike manner. CITY may terminate CONSULTANT's services hereunder at any time with or without cause, and whether or not the PROJECT is fully complete. Any termination of this Agreement by CITY shall be made in writing, notice of which shall be delivered to CONSULTANT as provided herein. In the event of termination, all finished and unfinished documents, exhibits, report, and evidence shall, at the option of CITY, become its property and shall be promptly delivered to it by CONSULTANT. 13. ASSIGNMENT AND DELEGATION This Agreement is a personal service contract and the work hereunder shall not be assigned, delegated or subcontracted by CONSULTANT to any other person or entity without the prior express written consent of CITY. If an assignment, delegation or subcontract is approved, all approved assignees, delegates and subconsultants must satisfy the insurance requirements as set forth in Sections 9 and 10 hereinabove. 14. COPYRIGHTS/PATENTS CITY shall own all rights to any patent or copyright on any work, item or material produced as a result of this Agreement. 15. CITY EMPLOYEES AND OFFICIALS CONSULTANT shall employ no CITY official nor any regular CITY employee in the work performed pursuant to this Agreement. No officer or employee of CITY shall have 02agree/wildan/7/9/02 6 any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 16. NOTICES Any notices, certificates, or other communications hereunder shall be given either by personal delivery to CONSULTANT's agent (as designated in Section 1 hereinabove) or to CITY as the situation shall warrant, or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses specified below; provided that CITY and CONSULTANT, by notice given hereunder, may designate different addresses to which subsequent notices, certificates or other communications will be sent: TO CITY: City of Huntington Beach ATTN: Director of Public Works 2000 Main Street Huntington Beach, CA 92648 17. CONSENT TO CONSULTANT: Lisa M. Penna, Vice President Willdan 2125 Katella Avenue, Suite 200 Anaheim, CA 92806 When CITY's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transaction or event. 18. MODIFICATION No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 02agree/wildan/7/9/02 7 19. SECTION HEADINGS The titles, captions, section, paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 20. INTERPRETATION OF THIS AGREEMENT The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed . dependent upon any other unless so expressly provided here. As used in this Agreement, the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract, then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 02agree/wildan/7/9/02 8 21. DUPLICATE ORIGINAL The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 22. IMMIGRATION CONSULTANT shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 23. LEGAL SERVICES SUBCONTRACTING PROHIBITED CONSULTANT and CITY agree that CITY is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. CONSULTANT understands that pursuant to Huntington Beach City Charter Section 309, the City Attorney is the exclusive legal counsel for CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 24. ATTORNEY'S FEES Except as expressly set forth in Section 8 of this Agreement, in the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that prevailing party shall not be entitled to recover its attorney's fees from the non - prevailing party. 02agree/wildan/7/9/02 9 25. SURVIVAL Terms and conditions of this Agreement, which by their sense and context survive the expiration or termination of this Agreement shall so survive. 26. GOVERNING LAW This Agreement shall be governed and construed in accordance with the laws of the State of California. 27. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties, oral or otherwise, have been made by that party or anyone acting on that party's behalf, which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any. representation, inducement, promise, agreement, warranty, fact or circumstance not expressly set forth in this Agreement. This Agreement, and the attached exhibits, contain the entire agreement between the parties respecting the subject matter of this REST OF PAGE NOT USED 02agree/wildan/7/9/02 10 Agreement, and supersedes all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized offices the day, month and year first above written. CONSULTANT, By: print name ITS: (circle one) Chairman resident/" ice President AND By: print name ITS: circle one) Secretary/Chief Financial Officer/Asst. Secreta Treasurer CITY OF HUNTINGTON BEACH, a a corporation of the State of California Director of Public Works (� (Pursuant To HBMC §3.03.100) APPROVED AS TO FORM: b y amity Attorney 0 d /0 -S REVIEWED AND APPROVED: ety Administrator (only for contracts over $50,000.00) 02agree/wildan/7/9/02 I I 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND WILLDAN FOR THE OC-9 WATER TRANSMISSION PIPELINE Table of Contents Scopeof Services.....................................................................................................I CityStaff Assistance................................................................................................2 Term; Time of Performance.....................................................................................2 Compensation..........................................................................................................2 ExtraWork...............................................................................................................2 Methodof Payment..................................................................................................3 Disposition of Plans, Estimates and Other Documents ...........................................3 HoldHarmless.........................................................................................................3 Professional Liability Insurance.............................................................................4 Certificate of Insurance............................................................................................5 Independent Contractor............................................................................................6 Termination of Agreement.......................................................................................6 Assignment and Delegation......................................................................................6 Copyrights/Patents...................................................................................................7 City Employees and Officials..................................................................................7 Notices.........................................................................................7 Consent....................................................................................................................8 Modification.............................................................................................................8 SectionHeadings.....................................................................................................8 Interpretation of this Agreement..............................................................................8 DuplicateOriginal....................................................................................................9 Immigration............................................................................................................... 9 Legal Services Subcontracting Prohibited................................................................9 Attorney's Fees..........................................................................................................10 Survival.....................................................................................................................10 GoverningLaw.........................................................................................................10 Entirety......................................................................................................................10 jmp/contracts group/internatl sample/7/9/02 Purchasing Certification Willdan Engineering Corp Page 2 11. Attach list of consultant from whom proposals were requested (including a contact telephone number) RFP's were sent to the following 5 qualified firms: Willdan Lisa Penna (714) 940-6300 CGvL Engineers Jim Cathcart (949) 454-3600 DEI Professional Services Robert Doss (949) 955-0350 RW Beck Paul Lanspery (949) 458-8844 Van Dell and Associates, Inc. Bill Currie (949) 261-8482 A team of 3 independent evaluators rated the 5 proposals received. A short list of 3 firms was interviewed by a 4-person (City staff) interview panel, and Willdan was selected as the most qualified firm. Subsequently, references were checked for the top 2 rated firms, and Willdan was determined t be the most qualified firm for the proposed project. After the selection was made, the 3 (separately sealed) fee proposals were opened. Willdan's fee was determined to reasonable for the services provided. 12. Attach proposed scope of work. (See attached Proposal) 13. Attach proposed payment schedule. (Payment will be based on an hourly rate, cost not -to -exceed), per the attached fee proposal. 1V/ -LJ/ VG 11 , LV C11.1 1.-1j.l.V- ZV[- dr 1L JV rll.. ,+• Arun wli I nr_Rnu , ,M CIS iOFIC T ®F LIA IL11Y IN V NC 0rrr) 10/15102 PR00:10ER Dealey, Renton & Associates P. 0, Box 10550 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER, THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Santa Ana, CA 92711-0550 714 427-6810 INSURERS AFFORDING COVERAGE INSURED Willdan 2125 E. Katella Avenue, Ste. 200 INSURER A: Hartford Fire Ins. Co. INSURER IS; Travelers Indemnity Co. of Illinois INSURERc: American Motorists Ins. Co. Anaheim, CA 92806 INSURERD: American Manufacturers Mutual INSURERE, Security Ins. Co. of Hartford rnVFRAnFR THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FORTHE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR IypE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE M /DD/Y POLICY EXPIRATION DATE MM/DD/Y LIMBS A GENERAL LIABILITY X COMMERCIAL GENERAL LIABILITY CLAIMS MADE ® OCCUR X CONTRACTUAL 57CESCA1661 INDP. CONTRACTORS INCLUDED. 11/09/01 11/09/02 EACH OCCURRENCE $1,000,000 FIRE DAMAGE (Any one fire) $1,000,000 MED EXP (Any one person) $10 000 PERSONAL & ADV INJURY $1,000,000 X BFPD, XCU, OCP GENERAL AGGREGATE s2,000,000 GEN'L AGGREGATE LIM IT APPLIES PER: POLICY X PRO- CT 1 X LOC PRODUCTS-COMP/OPAGG $2000000 B AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS Y810153D622801 - - • ` ' 11 /09/01 11/09/02 COMBINED SINGLE LIMIT (Ea accident) $1 000 000 , , X BODILY INJURY (Per person) $ X BODILY INJURY (Per accident) $ X PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY HANY - -' - AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC AUTO ONLY: AGG $ $ EXCESS LIABILITY OCCUR EICLAIMS MADE DEDUCTIBLE RETENTION $ EACH OCCURRENCE $ AGGREGATE $ $ $ C D WORKERS COMPENSATION AND EMPLOYERS' LIABILITY 7BG08899501 7BHO6954202 11/09/01 11 /09101 11/09/02 11/09/02 OTH- ATU• I ER X WCYTLM E.L. EACH ACCIDENT $1,000,000 _ E.L.DISEASE-EAEMPLOYEE $1,000,000 E.L. DISEASE -POLICY LIMIT $1,000,000 E OTHER Professional Liability AEE0700906 11/09/01 11/09/02 $1,000,000 Per Claim $1,000,000 Annl Aggr. DESCRIPTION OF OPERATIONS/LOCATIONSIVEHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS RE: O.C. - 9 transmission pipeline design. - City of Huntington Beach, its agents, officers and employees are Additional Insured as respects to General Liability. (AUX) (ANAHEIM) GERTIPIGATE MULUtK I I ADD ITIONAL INSURED; INSURER LETTER: GAIN%. CLLA IJvry SHOULD ANYOFTHEABOVE DESCRIBED POLICIES BE CANCELLED BEFORETHEEXPIRATION City' 'of Huntingtom Beach.DATE THEREOF, THE ISSUING INSURER WILLXgft X)P MAILS_ D AYS WRITTEN Attn: Debbie DeboW - NOTICE TO THE CERTIFICATE HOLD ER NAMED TO THE LEFT, B XXXX 2000 Main Street $ a�elotxx�cXnatXKoe>axolxmli 'aax a PO Box 190t x Huntington Beach, CA 92648 AUTHORIZED 1/1C/I�LyRI�REPRESENTTAATIVE /t w" ACORD 25-S (7197)1 of 1 #M75849 - - - " %•-• KMK W AI UrtlJ l.Umr-vrcA1 IVry „on lV/ 10/ uz 11 : GV AP7 1-01V-%J4-41Zj0 1 /lqa f't1J la VVa POLICY NUMBER: 57CESOA1661 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED OWNERS, LESSEES ®r CONTRACTORS (FORMA ) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name of Person or Organization: City of Huntington Beach Attn: Debbie Debow 2000 Main Street PO Box 190 Huntington Beach, CA 92648 (If no entry appears above, information required to complete this endorsement will be shown in the Declarations as applicable to this endorsement.) WHO IS AN INSURED (Section II) is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of "your work" for that insured by or for you. Name of Person or Organization Continued: its agents,,officers.and employees rn an i n i i s5 3. Name of consultant: Willdan 4. Description of work to be performed: Provide professional design engineering services for the OC-9 Water Transmission pipeline and distribution pipelines in Newland Ave. 5. Amount of the contract: $526,715.00 6. Are sufficient funds available to fund this contract?' ® Yes, ❑ No 7. Company number and object code where funds are budgeted: 5079.1017 8. Is this contract generally described on the list of professional service contracts approved by the City Council'? EJ Yes, ® No 9. Is this contract within $25,000 or 25% (whichever is less) of the amount stated on the list of professional service contracts approved by the City Council?' Yes, ❑ No 10. Were (at least) informal written proposals requested of three consultants? ® Yes, ❑ No 11. Attach list of consultants from whom proposals were requested (including a contact telephone number).-- i I-- >✓� �i� 12. Attach proposed scope of work. 13. Attach proposed payment schedule �2 &,66- eA ZICIfiARIiMADRIL, Manager Purchasing/Central Services f `l„ / 3-35- tt ,-?f S-079_ /0L7j' 1 '7i,, 3&0 fit.6"(17f s ��s j / 006. ' If the answer to any these questions is "No," the contract will require approval from the City Council. Willda0twchCert 10/21/2002 4:02 PM