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HomeMy WebLinkAboutOverland, Pacific & Cutler, Inc. - 2011-10-01 AMENDMENT NO. 1 TO AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND OVERLAND, PACIFIC AND CUTLER, INC. FOR RIGHT-OF-WAY CONSULTING AND LAND 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 OVERLAND, PACIFIC & CUTLER, INC., a California corporation, hereinafter referred to as "Consultant." WHEREAS, City and Consultant are parties to that certain agreement, dated October 1, 2011, entitled"Professional Services Contract Between the City of Huntington Beach and Overland, Pacific and Cutler, Inc. for Right-of-Way Consulting and Land Services" which agreement shall hereinafter be referred to as the "Original Agreement;" and Since the execution of the Original Agreement, City has determined that the funds budgeted were inadequate to compensate Consultant for the services performed and to be performed; and City and Consultant wish to amend the Original Agreement to modify the amount of compensation to be paid by City to Consultant, NOW, THEREFORE, it is agreed by City and Consultant as follows: 1. ADDITIONAL 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 Original Agreement and Amendment No. 1, an additional sum, including all costs and expenses, not to exceed Fifty-five Thousand Dollars ($55,000.00). This additional sum shall be added to the original contract amount of Forty Five Thousand Dollars ($45,000.00), for a new total contract amount not to exceed One Hundred Thousand Dollars ($100,000.00). 11-2829.002/82720 1 I 2. REAFFIRMATION Except as specifically modified herein, all other terms and conditions of the Original Agreement shall remain in full force and effect. In WITNESS WHEREOF,the parties hereto have caused this A eement to be executed by and through their authorized officers on ,2012. OVERLAND,PACIFIC AND CUTLER, CITY OF HUNTINGTON BEACH, a INC. municipal corporation of the State of Califo is By: Kay mmstrong, CEO ITS: (circCe one Chairman/President/Vice President �#Mbager AND INITIATED AND APPROVED: By: +� A?iber Costello;�Secretary ITS: (circ one)Secretary/Chief Financial Officer/Asst.Secretary-Treasurer Director of Economic Development APPROVED AS TO FORM: r iC tA (:: City Atto ey MV q-,4y /a 11-2829.002/82720 2 PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND OVERLAND, PACIFIC & CUTLER, INC. FOR Right-of-Way Consulting and Land Services Table of Contents 1 Scope of Services.....................................................................................................1 2 City Staff Assistance................................................................................................2 3 Term; Time of Performance.....................................................................................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.........................................................................................7 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.................................................................................I I PROFESSIONAL SERVICES CONTRACT BETWEEN THE CITY OF HUNTINGTON BEACH AND OVERLAND, PACIFIC AND CUTLER, INC. FOR RIGHT-OF-WAY CONSULTING AND LAND 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 Overland, Pacific & Cutler, a Corporation hereinafter referred to as "CONSULTANT." WHEREAS, CITY desires to engage the services of a consultant to provide right-of-way consulting and land 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 Ray Armstrong who shall represent it and be its sole contact and agent in all consultations with CITY during the performance of this Agreement. agree/surfnet/professionalsvcs to$49 12-07 1 of I I 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 on OCTOBER O1 , 20 11 (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 three (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 forty five thousand Dollars ($45,000). 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 agree/surfnet/professional svcsto$49 12-07 2 of 11 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." 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, 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 agree/surfnet/professional svcsto$49 12-07 3 of 11 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 ($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 agree/surfnet/professionalsvcs to$49 12-07 4 of 11 forthwith terminate this Agreement. Such termination shall not affect 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: 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. agree/surfnet/professionalsvcsto$49 12-07 5 of 11 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 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. agree/surfnet/professional svcsto$49 12-07 6 of 11 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 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: TO CONSULTANT: City of Huntington Beach Overland, Pacific & Cutler, Inc. ATTN: Tina Krause-Real Property Attention: Ray Armstrong 2000 Main Street 20 Fairbanks, Suite 178 Huntington Beach, CA 92648 Irvine, CA 92618 agree/surfnet/professional msto$49 12-07 7 of 11 17. CONSENT 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 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 agree/surfnet/professionalsvesto$49 12-07 8 of 11 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 CITY; and CITY shall not be liable for payment of any legal services expenses incurred by CONSULTANT. agree/surfnet/professionalsvcsto$49 12-07 9 of 11 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. CONSULTANT's initials 28. 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 agree/surfnet/professional svesto$49 12-07 10 of 11 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 Agreement, and supersede all prior understandings and agreements whether oral or in writing between the parties respecting the subject matter hereof. 29. EFFECTIVE DATE IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the City Attorney. This Agreement shall expire when terminated as provided herein. CONSULTANT, CITY OF HUNTINGTON BEACH, a municipal corporation of the State of California COMPANY NAME q:4 ^Or?O Le /'Mii Dire/Chief By: (Pursuant To H MC§3.0 . ) BA(�R`9 dicD�N�EL print name ITS: (circle one)Chairrnffl<ssiden ice President APPROVED AS TO FORM: AND t City Attorne B : RI d9/U Date O � ' print name ITS: (circle one)Secreta hief Financial Officer/Asst. Secretary—Treasurer agree/surfnet/professionalsvesto$49 I2-07 11 of 11 EXHIBIT "A" A. STATEMENT OF WORK: (Narrative of work to be performed) Overland, Pacific and Cutler, Inc. (OPC) will provide on-call/in-house consulting services regarding various right-of-way issues. Required services may include, but are not limited to: administration, title services, appraisal services, negotiation services, closing services, condemnation support services. property acquisition services, and other various right-of-way consulting and land services. B. CONSULTANT'S DUTIES AND RESPONSIBILITIES: 1. Administration: Preparing property owner contact lists; providing project schedules indicating anticipated start and end dates; participating in project review meetings; providing current status reports of all parcel and project activities; providing monthly summaries of project expenses including amounts authorized, amounts paid and forecasted; providing personnel available to answer questions; maintaining copies of all correspondence and contacts with property owners; and maintaining files of original documentation related to each property or property interest. 2. Title Services: Securing preliminary title commitments or title searches; securing title updates; securing title insurance for all parcels acquired, insuring acceptable title to the City. The cost of all title services, with the exception of curative work necessary to provide clear title to the City, will be paid by the City and should not be included in the proposer's scope of work or fee schedule. The cost of all curative work necessary to provide clear title to the City is the responsibility of the proposer and should be included in the negotiated fee schedule. 3. Appraisal Services: Securing written permission from owners to enter properties from which land is to be acquired; preparing and conducting pre-appraisal contact with interest owners for each parcel; contacting property owners or their representatives to offer an opportunity to accompany the appraiser on the appraiser's inspection of subject property; preparing a complete appraisal report for each parcel to be acquired; as necessary, prepare written notification to the City of any concerns associated with properties to be acquired which could require remediation; and reviewing completed appraisals with City staff. As necessary, review appraisal reports to determine consistency with values, supporting documentation related to the conclusions reached, and compliance with the Uniform Standards of Professional Appraisal Practices. Appraisers must be approved in advance by the City. 4. Negotiation Services: Analyzing preliminary title reports to determine potential title problems, proposing methods to cure title deficiencies; preparing initial offer letters, memorandums of agreement, instruments of conveyance, and other documents requested by the City; contacting each property owner or their representative to present the written offer in person where practical; maintaining follow up contacts and, upon acceptance of the City's offer, securing the necessary instruments for closing; responding to property owner inquiries verbally and in writing within two business days; advising property owners on the administrative settlement process, transmitting to the EXHIBIT "A" City any written counter offers from property owners along with supporting documentation and recommendations; and preparing final offer letters. 5. Closing Services: Coordinating with the City and title company to obtain updated title commitments and certified copies of instruments of conveyance and ensuring recordation of all instruments immediately after closing. 6. Condemnation Support Services: Providing two copies of complete property files to the City; participating in preparation meetings and pre-trial hearings; providing additional information as requested by the City Attorney; and taking photographs of the interest to be acquired on the day of deposit. 7. Property Acquisition Services: Providing written notification to the City of any items not acquired or retained by property owners as part of an acquisition; providing written notification to the City when buildings are vacant and ready for disposal, coordinating with property owner to assure the clearance of personal property. C. CITY'S DUTIES AND RESPONSIBILITIES: City to provide project manager with office work space at city facility and access to various property files to projects assigned. D. WORK PROGRAM/PROJECT SCHEDULE: OPC's project manager will provide services at least one (1) day per week. EXHIBIT "B" Payment Schedule (Hourly Payment) A. Hourly Rate CONSULTANT'S fees for such services shall be based upon the following hourly rate and cost schedule: The fixed rate will be at$108/per hour. B. Travel. Charges for time during travel are not reimbursable C. Billinc, 1. All billing shall be done monthly in fifteen (15) minute increments and matched to an appropriate breakdown of the time that was taken to perform that work and who performed it. 2. Each month's bill should include a total to date. That total should provide, at a glance, the total fees and costs incurred to date for the project. 3. A copy of memoranda, letters, reports, calculations and other documentation prepared by CONSULTANT may be required to 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 requirements for satisfactory completion. 4. 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 of 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 submission 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. Such approval shall not be unreasonably withheld. If CITY does not approve an invoice, CITY shall notify CONSULTANT in writing of the reasons for non-approval and the schedule of performance set forth in Exhibit "A" may at the option of CITY be suspended until the parties agree that past performance by CONSULTANT is in, or has been Surfnet Exhibit B hourly 1 brought into compliance, or until this Agreement has expired or is terminated as provided herein. 5. 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. Surfnet Exhibit B hourly 2 Ac�R� CERTIFICATE OF LIABILITY INSURANCE DAT61112DDrYYYYf 6/12011 THIS.CERMFLCATE is issU.ED AS A:MATTER OF JNFOHMATION.O.NLY AND CONFERS NO RIGHTS UPON THE CERZiFtCATE:HOLDER. THIS CER-7IIFICATE�DOES_NOT AfF1RM/)TIVELY PR,NEGATIVELY AMPND, EXTEND OR ALTER'THE GOYERAGE AFFORDED BY THE POLICIES BELrOW THIS CERTIFICATE OF INSUi�ANCE DOES:,NOT.CONS,7ITUTE A,CONTRACT BETWEEN;.THE ISSUING INSURER(S), AUTHORIZED REPR SENTATIVE OR PR.ODUCERxAND tHE..CERTIFICATE"HOLDER IMPORTAN If the certificate bolder is.an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED;subject to the terins and conditions of the- ceita%n policies may require an endorsement A statement_on this certificate does not confer rights:to the certificate holder in.lieu of such endorsemenf(s) PRODUCER Venbrook Insurance SpNices.0A Lic OD80832 coNrAcr NAME: Kerrie Guenther 6320.Canoga Avenue.; 12th Floor PHONE IC No E :818.59&8900 FAx WC.No): 818:598.8910 Woodland Hills, CA 9 I367 E-MAIL ADDRESS:.kciueni!;L-r@'.ygn"brook.com INSURER(S)AFFORDING'C.OVERAGE NAIC'# www.venbCogk.com INSURERA: Hartford Casuafty Insurance Co 29424. 114SURED Overland P3ciflc&Cutler Inc. INsuRERB.t Hartford Fie Insurance Corn an 19682 3750.Schaufele Avenue„Suite 150 m6uRFRc: Tudor Insurance Company 37982 Long Beach CA 9Q808 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 10311351 REVISION NUMBER: THIS IS TO CERTIFY THAT 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, E)(CLUSICNSAND CON DITIONS.OF SUCH.PDLICIES:LIMrrS SHOWN MAYHAVE.BEEN.REDUCED BY PAID CLAIMS. INSR 7ypE OF INSURANCE - OULISWR POLICY EFF POLICY EXP LIMITS LTR POLICY NUMBER MIDD MIDD A GENERAL LIABILITY �/ 72UUNTR7859 6/12011 6%12012 EACH OCCURRENCE $ 1,000,000 COMMERCIAL GENERAL LIABILITY PREMISES(Ea occurrence) $ 300,000 CLAIMS-MADE OCCUR MED EJ(P(Any one person) $ 10,000 PERSONAL&ADV INJURY $ 1,000,000 GENERAL AGGREGATE $ 2,000,000 GEN'L AGGREGATE L IMIT APPLIES PER. PRODUCTS-COMP/OP AGG $ 2,000,000 .POLICY PRO- JECTLOC $ B AUTOMOBILE LIABILITY 72UUNTR7859 6/12011 6/12012 Ea BI l INGLE LIMIT $ 1,000,000 ANYAUTO Tw,r BODILY INJURY(Per person) $ ALL OWNED SUCH ED AS TO F RM BODILY INJURY(Per accident) $ NON-OWNED PROPERTY DAMAGE HIREDAUTOS ✓ AUTOS Per accident) $ v/ Comp Ded$1,000 �q� $ Cal Ded.$1,000 ATTO $ A UMBRELLA LIAR �/ OCCUR 72RHUTR7849 6/12011 6/12012 EACH OCCURRENCE $ 2,000 000 EXCESS LIAB CLAIMS-MADE :AGGREGATE $ 2,000,000 DED RETENTION$ $ $ $ A WORKERS COMPENSATION 72WETQ9133 6/1/2011 6/12012 v�STATU- o H- AND EMPLOYERS'LIABILITY YIN TORY LIMITS R ANY PROPRIETORIPARTNER/EXECUTI VE❑ N 1 A E.L.EACH ACCIDENT $ 'I 000 000 OPRCERIMEMBER EXCLUDED? 1 00 000 (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMB $ 1 000 000 C Professional Liab_ EOP0037170 6/it2011 6l12012 $2,000,000 Each Claim Claims Made 1. $2,000,000 Aggregate $50 000 Deductible DESCRIPTION OF OPERATIONS I LOCATIONS I VEHIC (Attac LES h ACORD 1.01,.Addltionai Remarks Sch it more space Is edule, required) RE: In-House Consulting Services The City of Huntington Beach,its officers,elected or appointed officials,employees,agents and volunteers included as additional insured per attached endorsement#CG2026. Subject to policy terms,conditions,and exclusions. CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Huntington Beach THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Attn: Tina Krause, Real Estate ACCORDANCE WITH THE POLICY PROVISIONS. 2000 Main Street Huntington Beach CA 92618 AUTHORIZED REPRESENTATIVE (WH)Pamala Nash ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD CMT=3 10311351 Berrie Cu nther 6/1/2011 2:02:13 PM Page 1 of 2 POL71;lirdll[1NJBERC31HII�dER1A1ErIgL L1ABlLITIt' THMS"P RSWW:C;NANGES TH9 POOH P M6V BW'JT:GARE.FUL X TWNexidarmeTttidfies insura�nc plodded and the fotTowing° GONlIVfERENN L G # 1=#2AL LlAg1LITfi COVEF2AG P/A F SCNE:pUL�:. ,o NgMe btAddil:onal ins.ured Person..(sj.Or:O-ganizati:orilsJ: City of Huntington Beach 2000:Main Street >oi m: Huntington Beach,CA.92618 a E�. lrifortnnttory;Fequire o cainplete:_th. Schetdule;:if nat shown above;will:be shown in°the:Deelarations. S0'040 i .1I =: vv4" is; e:Am- 1,00 fi? inl;luc�e �s an diid�onal r)su ed the .--, '8) or 0(garti gTf0rr 4 St wm IT) onlhy`wittt resAffiotn _Ijabifit frr "botltl3., �ntr "priperf7r da-hiage"di "pei bnal t3Tnd;40Vffi iffi tiri pt"cau a t, uvfbl u ',i art;: (s d omts"signs ar the ^___-+ a t of ornissto is ofi�ttio.�.e:oU g oii your half & I'n<fhwperfba narica'af`-W&ang bb op0--40bi W B. ln': co�r��;oto�:v�th yaps:.premises oWriei� by or _ ,tented t�D-tyDtlT, Cd 20.26 07.04 ©ISO Properties, Inc., 2004 Page 1 of 1 CERT NC.: 10311351 Kerrie CuentY_er 6/1/2011 2:02:13 PM Page 2 of 2 OJAL F� ir nnr ' � REQUEST FOR PROPOSAL FOR RIGHT OF WAY CONSULTING AND LAND SERVICES Economic Development Department CITY OF HUNTINGTON BEACH Released on July 18,2011 RIGHT OF WAY CONSULTING AND LAND SERVICES REQUEST FOR PROPOSAL ("RFP") 1. BACKGROUND Huntington Beach is a charter city, administered by a City Council/City Manager form of government, encompassing an area of 28 square miles with a population of approximately 200,000. The total annual City budget is approximately $301 million, with the General Fund portion of the budget totaling approximately $178 million. The City of Huntington Beach Real Estate Services Division is currently requesting proposals to provide on-call/in-house consulting services regarding various right of way issues. This Division is seeking a qualified consultant to help deliver the required right-of-way for the completion of various projects as an `in-house' consultant for approximately one to two days per week. This consultant must be specialized in title research, preparing written reviews of appraisal reports, and experience with various Public Works capital improvement projects dealing with acquisition of partial takings and easement dedications. Other required services may include, but are not limited to: administration, title services, appraisal services, negotiation services, closing services, condemnation support services, property acquisition services, and other related right of way services. The contract will be for a three-year term based upon the firm's particular expertise, availability and fee. 2. SCHEDULE OF EVENTS This request for proposal will be governed by the following schedule: Release of RFP July 18, 2011 Deadline for Written Questions July 25, 2011 Responses to Questions Posted on Web July 28, 2011 Proposals are Due August 15, 2011 Proposal Evaluation Completed August 31, 2011 Approval of Contract September, 2011 3. SCOPE OF WORK The Consultant is to provide all or any part of the following Right of Way Consulting Services: A. Administration Preparing property owner contact lists; providing project schedules indicating anticipated start and end dates; participating in project review meetings; providing current status reports of all parcel and project activities; providing monthly summaries of project expenses including amounts authorized, amounts paid and forecasted; providing personnel available to answer i questions; maintaining copies of all correspondence and contacts with property owners; and maintaining files of original documentation related to each property or property interest. B. Title Services Securing preliminary title,commitments or title searches; securing title updates; securing title insurance for all parcels acquired, insuring acceptable title to the City. The cost of all title services, with the exception of curative work necessary to provide clear title to the City, will be paid by the City and should not be included in the proposer's scope of work or fee schedule. The cost of all curative work necessary to provide clear title to the City is the responsibility of the proposer and should be included in the negotiated fee schedule. C. Appraisal Services Securing written permission from owners to enter properties from which land is to be acquired; preparing and conducting pre-appraisal contact with interest owners for each parcel; contacting property owners or their representatives to offer an opportunity to accompany the appraiser on the appraiser's inspection of subject property; preparing a complete appraisal report for each parcel to be acquired; as necessary, prepare written notification to the City of any concerns associated with properties to be acquired which could require remediation; and reviewing completed appraisals with City staff. As necessary, review appraisal reports to determine consistency with values, supporting documentation related to the conclusions reached, and compliance with the Uniform Standards of Professional Appraisal Practices. Appraisers must be approved in advance by the City. D. Negotiation Services Analyzing preliminary title reports to determine potential title problems, proposing methods to cure title deficiencies; preparing initial offer letters, memorandums of agreement, instruments of conveyance, and other documents requested by the City; contacting each property owner or their representative to present the written offer in person where practical; maintaining follow up contacts and, upon acceptance of the City's offer, securing the necessary instruments for closing; responding to property owner inquiries verbally and in writing within two business days; advising property owners on the administrative settlement process, transmitting to the City any written counter offers from property owners along with supporting documentation and recommendations; and preparing final offer letters. E. Closing Services Coordinating with the City and title company to obtain updated title commitments and certified copies of instruments of conveyance and ensuring recordation of all instruments immediately after closing. F. Condemnation Support Services Providing two copies of complete property files to the City; participating in preparation meetings and pre-trial hearings; providing additional information as requested by the City Attorney; and taking photographs of the interest to be acquired on the day of deposit. 2 G. Property Acquisition Services Providing written notification to the City of any items not acquired or retained by property owners as part of an acquisition; providing written notification to the City when buildings are vacant and ready for disposal, coordinating with property owner to assure the clearance of personal property. Subproviders: Sub-providers providing any of these services shall meet the same requirements and level of expertise as required of the respondent. No subcontract under the City's contract shall relieve the primary respondent of responsibility for the service. If the respondent uses a sub-provider for any of the work required,the following conditions shall apply: 1. Respondents planning to subcontract any portion of the work shall identify the proposed sub-providers. 2. Subcontracting shall be at the respondent's expense. 3. The City will check the sub-provider's background and make a determination to approve or reject the sub-provider. 4. The respondent shall be the only contact for the City and sub-providers. Respondent shall list a designated point of contact for all City and sub-provider inquiries. 4. PROPOSAL FORMAT GUIDELINES Interested contractors are to provide the City of Huntington Beach with a thorough proposal using the following guidelines: Proposal should be typed and should contain no more than 20 typed pages using a 12-point font size, including transmittal letter and resumes of key people, but excluding Index/Table of Contents,tables, charts, and graphic exhibits. Each proposal will adhere to the following order and content of sections. Proposal should be straightforward, concise and provide "layman" explanations of technical terms that are used. Emphasis should be concentrated on conforming to the RFP instructions, responding to the RFP requirements, and on providing a complete and clear description of the offer. Proposals, which appear unrealistic in the terms of technical commitments, lack of technical competence or are indicative of failure to comprehend the complexity and risk of this contract, may be rejected. The following proposal sections are to be included in the proposer's response: A. Vendor Application Form and Cover Letter Complete Appendix A, "Request for Proposal-Vendor Application Form"and attach this form to the cover letter. A cover letter, not to exceed three pages in length, should summarize key elements of the proposal. An individual authorized to bind the consultant must sign the letter. The letter must stipulate that the proposal price will be valid for a period of at least 180 days. Indicate the address and telephone number of the contractor's office located nearest to Huntington Beach, California and the office from which the project will be managed. 3 B. Background and Project Summary Section The Background and Project Summary Section should describe your understanding of the City, the work to be done, and the objectives to be accomplished. Refer to Scope of Work of this RFP. C. Methodology Section Provide a detailed description of the approach and methodology to be used to accomplish the Scope of Work of this RFP. The Methodology Section should include: 1) An implementation plan that describes in detail (i) the methods, including controls by which your firm manages projects of the type sought by this RFP; (ii)methodology for soliciting and documenting views of internal and external stakeholders; (iii) and any other project management or implementation strategies or techniques that the respondent intends to employ in carrying out the work. 2) Detailed description of efforts your firm will undertake to achieve client satisfaction and to satisfy the requirements of the "Scope of Work" section. 3) Detailed project schedule, identifying all tasks and deliverables to be performed, durations for each task, and overall time of completion. 4) Detailed description of specific tasks you will require from City staff. Explain what the respective roles of City staff and your staff would be to complete the tasks specified in the Scope of Work. D. Staffing Provide a list of individual(s) who will be working on this project and indicate the functions that each will perform. Include a resume for each designated individual. Upon award and during the contract period, if the contractor chooses to assign different personnel to the project, the Contractor must submit their names and qualifications including information listed above to the City for approval before they begin work. E. Qualifications The information requested in this section should describe the qualifications of the firm, key staff and sub-contractors performing projects within the past five years that are similar in size and scope to demonstrate competence to perform these services. Information shall include: 1) Names of key staff that participated on named projects and their specific responsibilities with respect to this scope of work. 2) A summary of the your firm's demonstrated capability, including length of time that your firm has provided the services being requested in this Request for Proposal. 3) Provide at least five local references that received similar services from your firm. The City of Huntington Beach reserves the right to contact any of the organizations or individuals listed. Information provided shall include: ♦ Client Name ♦ Project Description ♦ Project start and end dates ♦ Client project manager name,telephone number, and e-mail address 4 F. Fee Proposal The City desires a three-year proposal. Please provide a fee schedule on an hourly basis based on a Project Manager level. Most of the "in-house/as needed"right of way services would be considered at a level of a Project Manager but respondent may list hourly rate of other staff positions as well. 5. PROCESS FOR SUBMITTING PROPOSALS ♦ Content of Proposal The proposal must be submitted using the format as indicated in the proposal format guidelines. ♦ Preparation of Proposal Each proposal shall be prepared simply and economically, avoiding the use of elaborate promotional material beyond those sufficient to provide a complete, accurate and reliable presentation. ♦ Number of Proposals Submit one (1) copy plus one disk copy of your proposal in sufficient detail to allow for thorough evaluation and comparative analysis. ♦ Submission of Proposals Complete written proposals must be submitted in sealed envelopes and received no later than 4:00 p.m. (P.S.T) on August 15, 2011 to the address below. Proposals will not be accepted after this deadline. Faxed or e-mailed proposals will not be accepted. Carrie Gonzales, Administrative Assistant City of Huntington Beach Finance Department 2000 Main Street Huntington Beach, CA 92648-2702 RE: Right of Way Services ♦ Inquiries Questions about this RFP must be directed in writing, via e-mail to: Jim Slobojan, Fiscal Services Manager jslobojan@surfcity-hb.org From the date that this RFP is issued until a firm is selected and the selection is announced, firms are not allowed to communicate for any reason with any City employee other than the contracting officer listed above regarding this RFP, except during the pre-proposal conference. Refer to the Schedule of Events of this RFP or the City webpage to determine if a pre-proposal conference has been scheduled. The City reserves the right to reject any proposal for violation of this provision. No questions 5 other than written will be accepted, and no response other than written will be binding upon the City. ♦ Conditions for Proposal Acceptance This RFP does not commit the City to award a contract or to pay any costs incurred for any services. The City, at its sole discretion, reserves the right to accept or reject any or all proposals received as a result of this RFP,to negotiate with any qualified source, or to cancel this RFP in part or in its entirety. All proposals will become the property of the City of Huntington Beach, USA. If any proprietary information is contained in the proposal, it should be clearly identified. 6. EVALUATION CRITERIA The City's consultant evaluation and selection process is based upon Qualifications Based Selection (QBS) for professional services. The City of Huntington Beach may use some or all of the following criteria in its evaluation and comparison of proposals submitted. The criteria listed are not necessarily an all-inclusive list. The order in which they appear is not intended to indicate their relative importance: A. Compliance with RFP requirements B. Understanding of the project C. Recent experience in conducting similar scope, complexity, and magnitude for other public agencies D. Educational background,work experience, and directly related consulting experiences E. Price F. References The City may also contact and evaluate the bidder's and subcontractor's references; contact any bidder to clarify any response; contact any current users of a bidder's services; solicit information from any available source concerning any aspect of a proposal; and seek and review any other information deemed pertinent to the evaluation process. The evaluation committee shall not be obligated to accept the lowest priced proposal, but shall make an award in the best interests of the City. After written proposals have been reviewed, discussions with prospective firms may or may not be required. If scheduled, the oral interview will be a question/answer format for the purpose of clarifying the intent of any portions of the proposal. The individual from your firm that will be directly responsible for carrying out the contract, if awarded, should be present at the oral interview. A Notification of Intent to Award may be sent to the vendor selected. Award is contingent upon the successful negotiation of final contract terms. Negotiations shall be confidential and not subject to disclosure to competing vendors unless an agreement is reached. If contract negotiations cannot be concluded successfully, the City may negotiate a contract with the next highest scoring vendor or withdraw the RFP. 6 7. STANDARD TERMS AND CONDITIONS ♦ Amendments The City reserves the right to amend this RFP prior to the proposal due date. All amendments and additional information will be posted to the Huntington Beach Procurement Registry, Huntington Beach - Official City Web Site - Business - Bids&RFP's;bidders should check this web page daily for new information. ♦ Cost for Preparing_Prgposal The cost for developing the proposal is the sole responsibility of the bidder. All proposals submitted become the property of the City. ♦ Contract Discussions Prior to award, the apparent successful firm may be required to enter into discussions with the City to resolve any contractual differences. These discussions are to be finalized and all exceptions resolved within one (1) week from notification. If no resolution is reached, the proposal may be rejected and discussions will be initiated with the second highest scoring firm. See Exhibit B for a sample agreement. ♦ ConfidentialityRequirements The staff members assigned to this project may be required to sign a departmental non-disclosure statement. Proposals are subject to the Freedom of Information Act. The City cannot protect proprietary data submitted in proposals. ♦ Financial Information The City is concerned about bidders' financial capability to perform, therefore, may ask you to provide sufficient data to allow for an evaluation of your firm's financial capabilities. ® Insurance Requirements City Resolution 2008-63 requires that licensees, lessees, and vendors have an approved Certificate of Insurance (not a declaration or policy) on file with the City for the issuance of a permit or contract. Within ten(10) consecutive calendar days of award of contract, successful bidder must furnish the City with the Certificates of Insurance proving coverage as specified in Appendix C. Failure to furnish the required certificates within the time allowed will result in forfeiture of the Proposal Security. Please carefully review the Sample Agreement and Insurance Requirements before responding to the Request for Proposal enclosed herein. The terms of the agreement, including insurance requirements have been mandated by City Council and can be modified only if extraordinary circumstances exist. Your response to the Request for Proposal must indicate if you are unwilling or unable to execute the agreement as drafted as well as providing the insurance requirements. The City will consider this in determining responsiveness to the Request for Proposal. 7 i ADDENDUM#1 REQUEST FOR PROPOSAL FOR RIGHT OF WAY CONSULTING&LAND SERVICES Economic Development Department CITY OF HUNTINGTON BEACH Released on July 18,2011 Addendum Released on July 26, 2011 f RIGHT OF WAY CONSULTING&LAND SERVICES REQUEST FOR PROPOSAL("RFP") ADDENDUM#1 - Questions and Answers _Question 1 Will the City select, hire and pay appraisers and escrow companies or do they want the consultant to to do that? Answer 1 The City will select, hire and pay the appraisers and escrow companies. The consultant will not be responsible for this. 2 of 2 CITY OF HUNTINGT N BEACH Professional Service Approval Form PART Date: 10/11/2011 Project Manager Name: Tina Krause Requested by Name if different from Project Manager: Department: Economic Development PARTS I OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED BY THE CITY MANAGER, FOR APPROVAL, BEFORE PROCEEDING WITH THE SOLICITATION OR CONTRACT PROCESS. PART I MUST BE FILED WITH ALL APPROVED CONTRACTS. 1) Briefly provide the purpose for the agreement: The Real Estate Services Division is currently requesting proposals to provide on-call consulting servcies regarding various right of way issues. This Division is seeking a qualified consultant to help deliver the required right-of-way for the completion of the various projects on an "as needed" basis. 2) Estimated cost of the services being sought: $ 45,000 3) Are sufficient funds available to fund this contract? ® Yes ❑ No If no, please explain: 4) Is this contract generally described on the list of professional service contracts approved by the City Council? If the answer to this question is "No," the contract will require approval from the City Council.) ® Yes ❑ No 5) Amount, Business Unit (8 digits) and Object Code (5 digits) where funds are budgeted: 10080501.69300 $ 45,000 $ 6) Check below how the services will be obtained: ® A Bid solicitation process in accordance to the MC 3.03.060 procedures will be conducted. ❑ MC 3.03.0 (b) — Other Interagency Agreement procedure will be utilized. ❑ MC 3.03.0 — Contr t Limits of$30,000 or less exempt procedure will be utilized. �&W) J0/J ek Depart-ment,Head Signature sDat Direc or of Fin`ance's Signature D��te . 4;dv 7tV tr Deputy City Manager's Signature Date APPROVED ❑ DENIED ❑ City Manager's Signature Date - CITY OF HUNTINGTON BEACH Professional Service Approval Form PART II Date: 10/11/2011 Project Manager: Tina Krause Requested by Name if different from Project Manager: Department: Economic Development PARTS I & II OF THE PROFESSIONAL SERVICES CONTRACTS APPROVAL FORM MUST BE COMPLETED BY THE REQUESTING DEPARTMENT AND SIGNED FOR APPROVAL. PART I & H MUST BE FILED WITH ALL APPROVED CONTRACTS. 1) Name of consultant: Overland, Pacific and Cutler, Inc. 2) Contract Number: ECD (Contract numbers are obtained through Finance Administration x 5630) 3) Amount of this contract: $ 45,000 4) Is this contract less than $50,000? ® Yes ❑ No 5) Does this contract fall within $50,000 and $100,000? ❑ Yes ® No 6) Is this contract over $100,000? ❑ Yes ® No (Note: Contracts requiring City Council Approval need to be signed by the Mayor and City Clerk. Make sure the appropriate signature page is attached to the contract.) 7) Were formal written proposals requested from at least three available qualified consultants? ® Yes ❑ No 8) Attach a list of consultants from whom proposals were requested (including a contact telephone number.) 9). Attach Exhibit A, which describes the proposed scope of work. 10) Attach Exhibit B, which describes the payment terms of the contract. /6 -1 Director of Finance (or designee) Signature Date