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HomeMy WebLinkAboutCivilSource, Inc. Civil Source Inc. - 2013-08-05Dept ID PW 15-059 Page 1 of 1 Meeting Date 9/21/2015 41i�oqoil&Z 7 ­10 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 9/21/2015 SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A Wilson, City Manager PREPARED BY: Travis K Hopkins, PE, Director of Public Works SUBJECT: Approve and authorize execution of contract Amendment to Professional Services Contract with Civil Source, Inc in the amount of $200,000 for As - Needed Construction Manaaement and Administrative Support Services Statement of Issue The Professional Service Contract with Civil Source, Inc is requested to be amended to extend the contract duration for one additional year and increase the compensation limit by $200,000 to assign and complete existing Public Works projects as well as provide support to the City Attorney's Office Financial Impact The contract amendment is to extend the contract duration for one year and increase the contract limit by $200,000 00 Funds for services are included in the FY15-16 proposed budget in the Public Works Sewer Administration business unit 51185101 Recommended Action Approve and authorize the Mayor and City Clerk to execute "Amendment No 1 to Agreement Between the City of Huntington Beach and Civil Source, Inc For As -Needed Construction Management and Administrative Support Services" to extend the existing professional services contract for one (1) additional year and to increase compensation limit from $1,000,000 to $1, 200, 000 Alternative Action(s) Do not approve and direct staff on how to proceed Analysis Civil Source, Inc has been assisting the City with the execution of Public Works projects and it is requested to extend the duration of their contract for an additional year and increase the compensation limit so that they can continue to work on public works projects The increase in compensation would be an additional $200,000 One of the upcoming tasks with Civil Source, Inc pertains to legal support to the City Attorney's Office for the Algonquin Lift Station Project, as well as short-term project assignments Environmental Status Not applicable Public Works Commission Action Not applicable Strategic Plan Goal Enhance and maintain infrastructure Attachment(s) "Amendment No 1 to Agreement Between the City of Huntington Beach and Civil Source, Inc for As -Needed Construction Management and Administrative Support Services" HB -ss.3- Item 14. - I AMENDMENT NO. 1 TO AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND CIVIL SOURCE, INC. FOR AS -NEEDED CONSTRUCTION MANAGEMENT AND ADMINISTRATIVE SUPPORT SERVICES THIS AMENDMENT is made and entered into by and between the CITY OF HUNTINGTON BEACH, a California municipal corporation, hereinafter referred to as "City," and CIVIL SOURCE, INC., a California corporation, hereinafter referred to as "Consultant." WHEREAS, City and Consultant are parties to that certain agreement, dated August 5, 2013, entitled "Professional Services Contract Between The City of Huntington Beach and Civil Source, Inc., For As -needed Construction Management and Administrative Support Services," which agreement shall hereinafter be referred to as the "Original Agreement," and City and Consultant wish to extend the Term of the Original Agreement for one (1) additional year in order to complete remaining tasks by Consultant for support during legal trial related to the Algonquin Pump Station project as well as short-term project assignments NOW, THEREFORE, it is agreed by City and Consultant as follows: 1. EXTENSION OF TERM The term of the Original Agreement is hereby extended for one (1) additional year. The Original Agreement shall now expire on August 5, 2017 2. ADDITIONAL COMPENSATION In consideration of the services to be performed under the Original Agreement, City agrees to pay Consultant an additional sum not to exceed Two -Hundred Thousand Dollars ($200,000). The additional sum shall be added to the original sum of One Million Dollars ($1,000,000), for a new total contract amount not to exceed One Million Two -Hundred Thousand Dollars ($1,200,000). 154883/125052 3. REAFFIRMATION Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect. CONSULTANT CITY OF HUNTINsGTON BEACH, a CIVIL SOURCE, INC., municipal corporation of the State of a California corporation California By:64�2 - /�/YI Y�`Gl/ �✓� print name ITS: (circle one) Chairman/President/ Vice President 111 print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary —Treasurer 15-4883/125052 2 Mayor City Clerk INITIATED AND APPROVED Director o is Works APPROVED AS TO FORM City Attorney REVIEWED AND APPROVED City Manager 3. REAFFIRMATION Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect. CONSULTANT CIVIL SOURCE, INC, a California corporation IC print name ITS: (circle one) Chairman/President/ Vice President AND print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary — Treasurer CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California INITIATED AND APPROVED. Director o is Works APPROVED AS TO FORM City Attorney REVIE D APPROVED: Pt/ty Manager 154883/125052 2 City of Huntington Beach 2000 Main Street ® Huntington Beach, CA 92648 (714) 536-5227 ® www.huntingtonbeachca.gov Office of the City Clerk Joan L. Flynn, City Clerk September 23, 2015 CivilSource, Inc ATTN Amy Amirani 9930 Research Dr, Ste 200 Irvine, CA 92618 Dear Ms Amirani Enclosed for your records is a duplicate original of the fully executed "Amendment No 1 to Agreement Between The City of Huntington Beach and Civil Source, Inc for As -Needed Construction Management and Administrative Support Services " Sincerely, Joan L Flynn, CMC City Clerk J F pe Enclosure Sister Citzes Anjo, Japan 0 Waitakere, New Zealand 7, Dept. ID PW 13-045 Page 1 of 3 Meeting Date: 8/5/2013 CITY OF HUNTINGTON BEACH REQUEST FOR CITY COUNCIL ACTION MEETING DATE: 8/5/2013 SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Fred A. Wilson, City Manager PREPARED BY: Travis K. Hopkins, PE, Director of Public Works SUBJECT: Approve Professional Services Contracts between the City of Huntington Beach and Transystems, Inc., CivilSource, Inc., Dudek, Inc., AKM Consulting Engineers, Inc., Harris and Associates, Inc., and Psomas, Inc. for as -needed construction management and administrative support services Statement of Issue: On June 18, 2013, proposals were received for as -needed construction management and administrative support services. Public Works Department requires construction management services on an as -needed basis to assist the department in the delivery of the Capital Improvement Program (CIP). Financial lmpact: ,,,SE�-E .rt� Funds are available within budgeted capital improvement projects. 91' 4.gS ,C#A.. Recommended Action: ('OnJ7AA4-7- A) Approve and authorize the Mayor and City Clerk to execute "Professional Services Contract Between the City of Huntington Beach and TranSystems, Inc. for As -Needed Construction Management and Administrative Support Services" for an amount not -to exceed $1 million for a three year term; and B) Approve and authorize the Mayor and City Clerk to execute "Professional Services Contract Between the City of Huntington Beach and CivilSource, Incorporated for As -Needed Construction Management and Administrative Support Services" for an amount not to exceed $1 million, for a three year term; and C) Approve and authorize the Mayor and City Clerk to execute"Professional Services Contract Between the City of Huntington Beach and Dudek, Inc. for As -Needed Construction Management and Administrative Support Services" for an amount not to exceed $1 million for a three year term; and D) Approve and authorize the Mayor and City Clerk to execute "Professional Services Contract Between the City of Huntington Beach and AKM Consulting Engineers, Inc. for As -Needed - Construction Management and Administrative Support Services" for an amount not to exceed $1 million for a three year term; and E) Approve and authorize the Mayor and City Clerk to execute "Professional Services Contract HB -177- Item 12. - 1 Dept. ID PW 13-045 Page 2 of 3 Meeting Date: 8/5/2013 Between the City of Huntington Beach and Harris & Associates, Inc. for As -Needed Construction Management and Administrative Support Services" for an amount not to exceed $1 million for a three year term; and, F) Approve and authorize the Mayor and City Clerk to execute "Professional Services Contract Between the City of Huntington Beach and Psomas, Inc. for As -Needed Construction Management and Administrative Support Services" for an amount not to exceed $1 million for a three year term. Alternative Action(s): Approve selected, or none of the agreements and direct staff to request proposals from other construction management firms or direct City staff to perform this work. Due to limited availability, using City staff could jeopardize the completion of CIP projects. Analysis: The City's current as -needed agreements with firms to provide construction management and administrative support services have expired. Construction management is a specialized function in completing capital projects, and as -needed services provide the most flexibility for delivering the CIP. The proposed new agreements each allow for a three-year contract term with the option for two one-year extensions with a total budget not to exceed $1 million per firm. The Capital Improvement Program each year is approximately 30 million a year, for a total of 90 million over the tem of these agreements. This equates to 3% to 6% of the total amount for the 3 year projected CIP. In compliance with Chapter 3.03 of the Municipal Code, proposals were requested from interested firms. Proposals were rated by experience and ability to provide services on an as -needed basis. Six qualified firms were selected out of the 20 proposals that were reviewed. It is to the City's' benefit to retain qualified firms for capital project construction management. Project% assignments are rotated among the consultants, taking advantage of their various specializations. The alternative to as -needed construction management agreements is the preparation of request for proposals and requesting proposals for individual projects. With over 50 budgeted projects to complete over the next two years, the as needed process provides significant savings in staff hours. Public Works Commission: Not Required Environmental Status: Not applicable Strategic Plan Goal: Improve the City's infrastructure Attachment(s): 1. Professional Services Contract Between the City of Huntington Beach and TranSystems, Inc for As -Needed Construction Manaaement and Administrative Support Services 2. Professional Services Contract Between the City o7-Runtington Beach and CivilSource "— cor orated for As -Needed Construction Management and Administrative Support Services 3. Professional Services on ract Between the City of Huntington Beach and Dudek, Inc. or As -Needed Construction Management and Administrative Support Services Item 12. - 2 HB -178- Dept. ID PW 13-045 Page 3 of 3 Meeting Date: 8/5/2013 4. Professional Services Contract Between the City of Huntington Beach and AKM Consulting Engineers, Inc. for As -Needed Construction Management and Administrative Support Services 5. Professional Services Contract Between the City of Huntington Beach and Harris & Associates, Inc. for As -Needed Construction Management and Administrative Support Services 6. Professional Services Contract Between the City of Huntington Beach and Psomas, Inc. for As -Needed Construction Management and Administrative Support Services HB -179- Item 12. - 3 ATTACHMENT #2 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND CIVILSOURCE, INCORPORATED FOR AS -NEEDED CONSTRUCTION MANAGEMENT AND ADMINISTRATIVE SUPPORT SERVICES THIS AGREEMENT ("Agreement") is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California, hereinafter referred to as "CITY," and CivilSource, Incorporated , a California Corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to As -Needed Construction Management and Administrative Support Services; 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 Exhibit "A," which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the "PROJECT." CONSULTANT hereby designates Amy Amirtani who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. 2. CITY STAFF ASSISTANCE CITY shall assign a staff coordinator to work directly with CONSULTANT in the performance of this Agreement. agree/ surfnet/professional svcs mayor 1 of 11 10/12 3. TERM, TIME OF PERFORMANCE Time is of the essence of this Agreement. The services of CONSULTANT are to commence on 0-5- , 20J,3 (the "Commencement Date"). This Agreement shall automatically terminate three (3) years from the Commencement Date, unless extended or sooner terminated as provided herein. All tasks specified in Exhibit "A" shall be completed no later than 3 Years from the Commencement Date. The time for performance of the tasks identified in Exhibit "A" are generally to be shown in Exhibit "A." This schedule may be amended to benefit the PROJECT if mutually agreed to in writing by CITY and CONSULTANT. In the event the Commencement Date precedes the Effective Date, CONSULTANT shall be bound by all terms and conditions as provided herein. 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 Exhibit "B," which is attached hereto and incorporated by reference into this Agreement, a fee, including all costs and expenses, not to exceed One Million Dollars ($1,000,000). 5. EXTRA WORK In the event CITY requires additional services not included in Exhibit "A" or changes in the scope of services described in Exhibit "A," CONSULTANT will undertake such work only after receiving written authorization from CITY. Additional 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 the terms of Exhibit "B." agree/ surfneUprofessional sves mayor 2 of 11 10/12 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. S. 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, judgments, 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 (or CONSULTANT's subcontractors, if any) negligent (or alleged negligent) 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. CONSULTANT will 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 limitation upon the amount of indemnification to be provided by CONSULTANT. 9. PROFESSIONAL LIABILITY INSURANCE CONSULTANT shall obtain and furnish to CITY 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 agree/ surfnet/professional svcs mayor 3 of 11 10/12 ($1,000,000.00) per occurrence and in the aggregate. The above -mentioned insurance shall not contain a self -insured retention without the express written consent of CITY; however an insurance policy "deductible" of Ten Thousand Dollars ($10,000.00) or less is permitted. 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. If CONSULTANT fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. CONSULTANT waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. 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: agree/ surfnet/professional svcs mayor 4 of 11 10/12 A. provide the name and policy number of each carrier and policy; B. 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 CONSULTANT's defense, hold harmless and indemnification obligations as set forth in this 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 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 agree/ surfnetlprofessional sves mayor 5 of 11 10/12 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 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. CITY and CONSULTANT may designate different addresses to which subsequent notices, certificates or agree/ surfnet/professional svcs mayor 6 of 11 10/12 other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U. S. certified mail -return receipt requested: TO CITY: City of Huntington Beach ATTN: Eric R. Charlomme 2000 Main Street Huntington Beach, CA 92648 17. CONSENT TO CONSULTANT: CivilSource, Inc. Attn: Amy Amirani 9930 Reasearch Drive, Suite 200 Irvine, CA 92618 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. 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 agree/ surfnet/professional Svcs mayor 7 of 11 10/12 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. 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 agree/ surfnetlprofessional Svcs mayor 8 of 11 10112 CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. 24. ATTORNEY' S FEES 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 the prevailing party shall not be entitled to recover its attorney's fees from the nonprevailing party. 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. SIGNATORIES Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 28. ENTIRETY The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive anu'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 agree/ surfnet/professional svcs mayor 9 of 11 10/12 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 Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 29. EFFECTIVE DATE This Agreement shall be effective on the date of its approval by the City Council. This Agreement shall expire when terminated as provided herein. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. agree/ surfnet/professional svcs mayor 10 of 11 10/12 CONSULTANT, COMPANY NAME CivilSource, Inc. u nw- � 0111 print name ITS: (circle one) Chairman/President/Vice President Kwo (lilt U INITIATE A D AP P . VED: A� By: nG Di ctor Publ Works print name ITS: (circle one) Secretary/Chief Financial Officer/Asst. Secretary - Treasurer (. �V :�yD APPROVED: ,, Manager ROVED AS TO FORM: C 4Ciqttorney agree/ surfnet/professional Svcs mayor 11 of 11 10/12 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND CIVILSOURCE, INCORPORATED FOR AS -NEEDED CONSTRUCTION MANAGEMENT AND ADMINISTRATIVE SUPPORT SERVICES Table of Contents 1 Scope of Services.....................................................................................................1 2 City Staff Assistance...............................................................................................2 3 Term; Time of Performance.........................................................................I..........2 4 Compensation.......................................................................................................... 2 5 Extra Work..............................................................................................................2 6 Method of Payment................................................................................................. 3 7 Disposition of Plans, Estimates and Other Documents...........................................3 8 Hold Harmless......................................................................................................... 3 9 Professional Liability Insurance.............................................................................4 10 Certificate of Insurance...........................................................................................5 11 Independent Contractor........................................................................................... 6 12 Termination of Agreement...................................................................................... 6 13 Assignment and Delegation......................................................................................6 14 Copyrights/Patents...................................................................................................7 15 City Employees and Officials..................................................................................7 16 Notices......................................................................................... 17 Consent.................................................................................................................... 8 18 Modification............................................................................................................ 8 19 Section Headings..................................................................................................... 8 20 Interpretation of this Agreement.............................................................................. 8 21 Duplicate Original...................................................................................................9 22 Immigration.............................................................................................................. 9 23 Legal Services Subcontracting Prohibited................................................................9 24 Attorney's Fees.........................................................................................................10 25 Survival.....................................................................................................................10 26 Governing Law.. ....................................................................................................... 10 27 Signatories................................................................................................................10 28 Entirety.....................................................................................................................10 29 Effective Date.................................................................................11 A. STATEMENT OF WORK: CONSULTANT shall provide construction management and administrative support services for various City capital improvement construction projects such as sewer lift stations, roadway rehabilitation, new park developments and waterline projects on an "as -needed" basis. Due to the fact that some of the City projects will be funded by Federal or State grants, CONSULTANT must comply with requirements of Caltrans' Local Program Manual and the City of Huntington Beach Quality Assurance Plan for Federal and State Funded Projects and all applicable prevailing wage laws. B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: CONSULTANT's duties and responsibilities shall follow provisions specified in the City of Huntington Beach As -Needed Construction Management and Administrative Support Typical Scope of Work (Exhibit A.1). Detailed services shall include but is not limited to the following scope of work shown in Exhibit A.2. C. CITY'S DUTIES AND RESPONSIBILITIES: 1. Furnish a scope of work request for each project assigned. 2. Furnish construction plans and specifications to the consultant. D. WORK PROGRAM/PROJECT SCHEDULE: A project schedule will be developed for each project assigned by CITY. )EXHIBIT "B" Payment Schedule (Fixed Fee Payment) 1. CONSULTANT shall be entitled to monthly payments toward the fees set forth herein in accordance with the following payment schedules. CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: See Exhibit B.1— Proposed Hourly Fee Schedule Total fees shall not exceed One Million dollars ($1,000,000.00). CONSULTANT agrees to inform the CITY when CONSULTANT is at the point of reaching the maximum limit unless first authorized in writing by City authorized representative(s). The hourly rates for years four and five shall increase based on the Consumer Price Index (CPI) for all Urban Consumers in the Los Angeles, Riverside or Orange County areas or 5%, whichever is lower. 2. Delivery of work product: A copy of every memorandum, letter, report, calculation and other documentation prepared by CONSULTANT shall be submitted to CITY to demonstrate progress toward completion of tasks. In the event CITY rejects or has comments on any such product, CITY shall identify specific requirement for satisfactory completion. 3. CONSULTANT shall submit to CITY an invoice for each monthly payment due. Such invoice shall: a. Reference this Agreement; b. Describe the services performed; c. Show the total amount of the payment due; d. Include a certification by a principal member CONSULTANT's firm that the work has been performed in accordance with the provisions of this Agreement; and e. For all payments include an estimate of the percentage of work completed. Upon submissions of any such invoice, if CITY is satisfied that CONSULTANT is making satisfactory progress toward completion of tasks in accordance with this Agreement, CITY shall approve the invoice, in which event payment shall be made within thirty (30) days of receipt of the invoice by CITY shall notify CONSULTANT in writing of the reasons for non -approval and the schedule of performance by CONSULTANT is, or has been brought into compliance, or until this Agreement has expired or is terminated as provided herein. 4. Any billings for extra work or additional services authorized in advance and in writing by CITY shall be invoiced separately to CITY. Such invoice shall contain all of the information required above, and in addition shall list the hours expended and hourly rate charged for such time. Such invoices shall be approved by CITY if the work performed is in accordance with the extra work or additional services requested, and if CITY is satisfied that the statement of hours worked and costs incurred is accurate. Such approval shall not be unreasonably withheld. Any dispute between the parties concerning payment of such an invoice shall be treated as separate and apart from the ongoing performance of the remainder of this Agreement. CivilSource Effective: For the duration of this contract. PROGRAM/CONSTRUCTION MANAGEMENT HOURLY RATE Principal/Project Director $168 Principal/Alternate Project Manager $160 Principal Engineer $150 Senior Project Manager, Area/Senior Construction Manager $148 Construction Manager/Resident Engineer $145 Certified Construction Manager $130 Project Engineer $125 Scheduling/Cost Engineer $105 Senior Planner/Permit Specialist $85 CADD Operator/Drafter $85 D5 Certified Engineer/Quality Control $125 Quality Control Observer $105 LEED Certified Observer $105 Labor Compliance/Federeal Funding Specialist $75 Contract Administrator $69 PUBLIC WORKS SERVICES GROUPS HOURLY RATE Technical Support $69 Administration $69 REIMBURSABLE EXPENSES COST Reproduction Cost Consultant Services Cost + 15% Automobile Transportation $.565 per mile Delivery, Freight, Courier Cost Agency Fees Cost Commercial Travel Cost DATE (MM/DD AC®R®TM CERTIFICATE OF LIABILITY INSURANCE 07/19/2013 rn PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Dealey, Renton & Associates ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE P. O. Box 10550 HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Santa Ana, CA 92711-0550 714 427-6810 INSURED Civil Source, Inc. 9930 Research Drive Irvine, CA 92618 COVERAGES INSURERS AFFORDING COVERAGE NAIC # INSURER A: Travelers Property Casualty Co 25674 INSURER B: Travelers Casualty&Surety Co of 31194 INSURER C: INSURER D: INSURER E: THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. LTR NSR TYPE OF INSURANCE POLICY NUMBER POALTEYMM/DDIYYE POLICY MM DDIYY N LIMITS A GENERAL LIABILITY 680281 OL758 07/20/13 07/20/14 EACH OCCURRENCE $2 000 000 DPREMISES (Ea occurrence) AMAGE TO RENTED $1 000 000 X COMMERCIAL GENERAL LIABILITY General Llab. MED EXP (Any one person) $10 000 CLAIMS MADE ® OCCUR excludes claims PERSONAL & ADV INJURY s2,000,000 X Contractual Liab. arising out of GENERAL AGGREGATE s4,000,000 the performance GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG s4,000,000 of professional POLICY X JPE!° LOC services. A AUTOMOBILE LIABILITY ANY AUTO, BA45921_377 07/20/13 07/20/14 COMBINED SINGLE LIMIT (Ea accident) $1 000 000 / / BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULED AUTOS X BODILY INJURY (Per accident) $ HIRED AUTOS NON -OWNED AUTOS X PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC AUTO ONLY: AGG $ ANY AUTO $ A EXCESS/UMBRELLA LIABILITY CUP6772Y251 07/20/13 07/20/14 EACH OCCURRENCE $1 000 000 AGGREGATE $1 000 000 _X1 OCCUR CLAIMS MADE Does not $ include $ DEDUCTIBLE Professional $ RETENTION $ Liability. A WORKERS COMPENSATION ANO UB6771 Y518 07/20/13 07/20/14 TH X W"RyC STATU- ER E.L. EACH ACCIDENT $1 000 000 EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? E.L. DISEASE - EA EMPLOYEE $1 000,000 E.L. DISEASE - POLICY LIMIT $ , 000 If yes, describe under SPECIAL PROVISIONS below B OTHER Professional 105968526 07/20/13 07/20/14 $2,000,000 per claim Liability $2,000,000 annl aggr. Claims made DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS Re: On Call Construction Management Projects APP�OVED AS TO FORM NYIPER MOtiM C - City of Huntington Beach Attn: Eric Charlonne 2000 Main Street Huntington Beach, CA 92648 V MI\ V G LL/1 1 1 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL RWOMRXIt MAIL 1f)_ DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT,R$9Q x ACORD 25 (2001/08) 1 of 1 #S678213/M678195 THC w /a%.vrcv 1 lvl. .mow. Civil Source, Inc. 680281OL758 07/20/13 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART A. The following is added to WHO IS AN INSURED (Section 11): Any person or organization that you agree in a "contract or agreement requiring insurance" to in- clude as an additional insured on this Coverage Part, but only with respect to liability for "bodily in- jury", "property damage" or "personal injury" caused, in whole or in part, by your acts or omis- sions or the acts or omissions of those acting on your behalf: a. In the performance of your ongoing opera- tions; b. In connection with premises owned by or rented to you; or c. In connection with "your work" and included within the "products -completed operations hazard". Such person or organization does not qualify as an additional insured for "bodily injury", "property damage" or "personal injury" for which that per- son or organization has assumed liability in a con- tract or agreement. The insurance provided to such additional insured is limited as follows: d. This insurance does not apply on any basis to any person or organization for which cover- age as an additional insured specifically is added by another endorsement to this Cover- age Part. e. This insurance does not apply to the render- ing of or failure to render any "professional services". f. The limits of insurance afforded to the addi- tional insured shall be the limits which you agreed in that "contract or agreement requir- ing insurance" to provide for that additional insured, or the limits shown in the Declara- tions for this Coverage Part, whichever are less. This endorsement does not increase the limits of insurance stated in the LIMITS OF INSURANCE (Section 111) for this Coverage Part. B. The following is added to Paragraph a. of 4. Other Insurance in COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): However, if you specifically agree in a "contract or agreement requiring insurance" that the insurance provided to an additional insured under this Cov- erage Part must apply on a primary basis, or a primary and non-contributory basis, this insurance is primary to other insurance that is available to such additional insured which covers such addi- tional insured as a named insured, and we will not share with the other insurance, provided that: (1) The "bodily injury" or "property damage" for which coverage is sought occurs; and (2) The "personal injury" for which coverage is sought arises out of an offense committed; after you have entered into that "contract or agreement requiring insurance". But this insur- ance still is excess over valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the insured when the insured is an additional insured under any other insurance. C. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us in COMMERCIAL GENERAL LIABILITY CON- DITIONS (Section IV): We waive any rights of recovery we may have against any person or organization because of payments we make for "bodily injury', "property damage" or "personal injury" arising out of "your work" performed by you, or on your behalf, under a "contract or agreement requiring insurance" with that person or organization. We waive these rights only where you have agreed to do so as part of the "contract or agreement requiring insur- ance" with such person or organization entered into by you before, and in effect when, the "bodily CG D3 81 09 07 © 2007 The Travelers Companies, Inc. Page 1 of 2 Includes the coovriahted material of Insurance Services Office. Inc.. with its permission COMMERCIAL GENERAL LIABILITY injury" or "property damage" occurs, or the "per- sonal injury" offense is committed. D. The following definition is added to DEFINITIONS (Section V): "Contract or agreement requiring insurance" means that part of any contract or agreement un- der which you are required to include a person or organization as an additional insured on this Cov- erage Part, provided that the "bodily injury" and "property damage" occurs, and the "personal in- jury" is caused by an offense committed: a. After you have entered into that contract or agreement; b. While that part of the contract or agreement is in effect; and c. Before the end of the policy period. Page 2 of 2 © 2007 The Travelers Companies, Inc. CG D3 81 09 07 Includes the coovriahted material of Insurance Services Office. Inc.. with its permission r 2929069 rMM%1", R State of California AI s Secretary of StateRY 1, BRUCE McPHERSON, Secretary of State of the State of California, hereby certify: That the attached transcript of _/ page(s) has been compared with the record on file in this office, of which it purports to be a copy, and that it is full, true and correct. IN WITNESS WHEREOF, 1 execute this certificate and affix the Great Seal of the State of California this day of OCT 2 2006 BRUCE'McPHERSON Secretary of State SeclState Form CE-107 (REV 03/31/05) M OSP 05 94200 929069 ARTICLES OF INCORPORATION OF CIVILSOURCE, INC. ARTICLE I The corporation name is CivilSource, Inc. ENDORSED FILED in the office of the Secretary p f State of the State of Califorhia SEE 15 2006 ARTICLE II The purpose of the Corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corporation Law of California other than the banking business, the trust company business, or the practice of a profession permitted to be incorporated by the California Corporations Code. ARTICLE III The name and complete address in the State of California of the Corporation's initial agent for service of process is: Amy Amirani 500 Wald Irvine, CA 92618 ARTICLE IV The Corporation is authorized to issue only one class of shares, which shall be designated Common Shares. The total number of Common Shares that the Corporation is authorized to issue is one hundred (100) shares. ARTICLE V (a) The liability of the directors of the Corporation for monetary damages shall be eliminated to the fullest extent permissible under California law. (b) The Corporation is authorized to indemnify the "Agents" (as defined in Section 317 of the California Corporations Code) of the Corporation to the fullest extent permissible under California law. (c) Any repeal or amendment of this Article V shall not adversely affect any right of or Protection afforded any agent of the Corporation in effect at the time of the repeal or amendment. E •a A. Ross Incorporatorm bra �' Bid Results for Project Construction Management & Administrative Support (2013-0521) Issued on 05/21/2013 Bid Due on June 18, 2013 4:00 PM (Pacific) Exported on 09/08/2013 Bidder Info VendoriD Vendor Name 255415 Griffin Structures, Inc. 225185 Wilidan Engineering 225501 Harris & Associates, Inc 229974 Tetra Tech 240026 GK & Associates 255123 TranSystems 255157 CivIIS—ce 255395 Simpson & Simpson Management Consulting 255398 AKM Consulting Engineers 255402 Quantum Quality Consulting, Inc. 223296 Interwest Consulting Group 255487 Ghirardelli Associates, Inc. 255783 Newport Real Estate Services, Inc. 258641 5winerton Builders 101266 Psomas 178836 Dudek 181100 Wallace & Associates Consulting, Inc. 199892 Vanir Construction Management 208533 Richard Brady & Associates _ 214436 5A Associates Address Address 2 City Respondee Phone Respondee Email Bid Amount Format Bid Submit Date Bid Status Responsive 395 Second Street Laguna Beach 949-497-9000 Ext. 265 khenderson griffinholdings.net $0.00 Electronic 6/19/201315:32 Submitted Yes Suite 450 Suite 500 Suite 200 Suite A-4a Suite 900 City of Huntington Beach 2000 Main Street ♦ Huntington Beach, CA 92648 (714) 536-5227 ♦ www.huntingtonbeachca.gov Office of the City Clerk Joan L. Flynn, City Clerk August 15, 2013 CivilSource, Inc. Attn: Amy Amirani 9930 Research Dr., Ste. 200 Irvine, CA 92618 Dear Ms. Amirani: Enclosed for your records is a duplicate original of the "Professional Services Contract Between The City of Huntington Beach And CivilSource, Incorporated For As -Needed Construction Management And Administrative Support Services." Sincerely, R7 4'r Joan L. Flynn, CIVIC City Clerk JF:pe Enclosure Sister Cities: Anjo, Japan ♦ Waitakere, New Zealand